MCA Reconciliation Clause Breach: How to Prove the Funder Failed to Reconcile in a Merchant Cash Advance Lawsuit

Updated October 1, 2026 · Legally reviewed by Credible Law Editorial Team · Credible Law

Short answer A merchant cash advance is supposed to be a purchase of future receivables. The reconciliation clause is what keeps it from being a loan: it adjusts the payment when sales fall, so the funder actually bears the risk of a slow business.When a funder ignores or refuses a proper reconciliation request, the merchant can raise that failure in three ways: as evidence the deal was really a loan (opening a usury defense), as a breach of contract by the funder that affects what is owed, and as the basis for recovering over-collected payments.Courts look at both the paper and the practice. New York appellate courts have treated a reconciliation clause left to the funder’s sole discretion as potentially illusory, and in February 2026 the First Department relied on evidence that “no reconciliation was performed in practice.”The most important practical point: the Second Department held in 2025 that a merchant that never invoked the reconciliation procedure could not argue it was illusory. Proof of a written request, with supporting records, is usually the foundation of the entire defense.

Most business owners discover the reconciliation clause the hard way. Sales drop, the daily debit stays the same, and by the time anyone reads page three of the agreement the funder has declared a default and filed suit. The complaint describes a simple story: the merchant agreed to deliver a percentage of its receivables, stopped delivering, and owes the balance.

That story assumes the funder kept its side of the deal. If the agreement promised that payments would track actual revenue, and the funder kept collecting a fixed amount after being asked to adjust, the case looks very different. This guide explains how an MCA reconciliation clause breach is proven in litigation: what the clause has to say, what the merchant has to show, what to demand from the funder in discovery, and how courts in New York, where most MCA suits are filed, have treated these arguments.

Credible Law is a national legal resource and referral network, not a law firm. We connect business owners with independent attorneys who handle merchant cash advance disputes. This page is general information, not legal advice.

If your business is still operating and you want to request a payment adjustment now, start with MCA reconciliation rights, which covers the request process itself. This page is for the next stage: a funder that did not reconcile, and a lawsuit in which that failure has to be proven.

Key takeaways Courts usually ask whether the funder was “absolutely entitled to repayment under all circumstances,” weighing reconciliation, term, and recourse on bankruptcy (LG Funding v. United Senior Properties of Olathe, 2d Dep’t 2020).A reconciliation clause can fail on paper (discretionary, unenforceable, or practically impossible to use) or in practice (a real right the funder never honored). Each is proven with different evidence.Asking matters. A merchant that never used the procedure may be barred from attacking it (Apollo Funding v. Dave Reilly Construction, 2d Dep’t 2025).If an MCA is found to be a criminally usurious loan, New York treats it as void (Adar Bays v. GeneSYS ID, 2021). Criminal usury is available to a business as a defense, not as a counterclaim.The funder’s own servicing records (request logs, adjustment history, and ACH files) are often the decisive evidence, and they are obtained through discovery.

Why reconciliation decides so many MCA lawsuits

New York’s usury laws apply only to loans. Funders structure merchant cash advances as purchases of future receivables so those laws do not apply. Courts test that structure by asking whether repayment was truly contingent on the merchant’s sales. In LG Funding, LLC v. United Senior Properties of Olathe, LLC, 181 A.D.3d 664 (2d Dep’t 2020), the Second Department described three factors courts usually weigh: whether the agreement has a reconciliation provision, whether it has a finite term, and whether the funder has recourse if the merchant files for bankruptcy.

Reconciliation sits at the center of all three. If payments genuinely adjust to revenue, there is no fixed term, because a slower business simply pays longer. If payments never adjust, the “purchase” behaves like a loan with a schedule. The appellate decisions show both outcomes:

• Reconciliation found meaningful. In Bridge Funding Cap LLC v. SimonExpress Pizza, LLC (4th Dep’t July 25, 2025), the majority relied on two provisions that “required the adjustment of the remittance amount upon the entity defendants’ request based on changes to their revenues,” and held the agreement was a revenue purchase, not a loan. The Fourth Department reached the same result in NewCo Capital Group LLC v. SPE Trading, Inc. (June 26, 2026), where the remittance could be modified “both retroactively and prospectively upon request and with proof of earned revenue amounts.”
• Reconciliation found illusory on paper. In Oakshire Properties, LLC v. Argus Capital Funding, LLC (4th Dep’t July 26, 2024), the court said the provision “appears illusory inasmuch as Argus may not be subject to any consequences for failing to comply with its terms and, further, Argus has sole discretion to adjust the amount of the daily payments.” In Crystal Springs Capital, Inc. v. Big Thicket Coin, LLC (2d Dep’t Oct. 11, 2023), the Second Department held the agreement was a criminally usurious loan because repayment was absolute.
• Reconciliation found illusory in practice. In People v. Richmond Capital Group LLC (1st Dep’t Feb. 19, 2026), the court held agreements “styled as MCAs” were loans, finding that “no reconciliation was performed in practice, even though it was supposed to be performed on a monthly basis, and daily payments were fixed and did not represent a good faith estimate of receivables.”

The lesson for a defendant is that a reconciliation clause is not a winning argument just because it is imperfect, and not a losing one just because it exists. The question is what the clause actually promised and what the funder actually did.

Three legal theories built on a reconciliation failure

A funder’s failure to reconcile can support several different arguments. They are often raised together, but each has its own elements and its own procedural limits.

How a reconciliation failure is used in an MCA lawsuit

Theory	What it argues	What it requires	Procedural notes
Recharacterization and usury defense	Because payments never tracked revenue, the transaction was a loan; if the effective rate exceeds 25% per year, it is criminally usurious and void	Proof that repayment was absolute in substance, plus an effective interest rate calculation	A business can raise criminal usury as a defense, not as a counterclaim (LG Funding); civil usury is unavailable to corporations and LLCs
Breach of contract by the funder	The funder failed a contractual obligation to adjust, which excuses or reduces the merchant’s performance and offsets what is owed	A mandatory reconciliation obligation, a request that met its conditions, and a failure to comply	Works best when the clause says the funder “shall” adjust; weaker where adjustment is at the funder’s sole discretion
Implied covenant of good faith	Where the funder had discretion, it exercised it arbitrarily or to defeat the merchant’s bargain	Facts showing the discretion was used in bad faith, such as blanket refusals or shifting document demands	New York implies a promise not to exercise contractual discretion arbitrarily or irrationally (Dalton v. Educational Testing Service, 1995)
Over-collection recovery	Payments collected above the agreed percentage of actual receipts must be credited or returned	A calculation comparing debits to receipts over the relevant period	Can be pleaded as a counterclaim for breach or unjust enrichment, or used as an offset against the funder’s damages

For the broader usury framework, see MCA disguised loan defense in New York and MCA usury defense in New York. To see how these defenses are combined with ordinary contract arguments, see MCA contract defense in New York.

The threshold question: did the merchant actually ask?

This is where many reconciliation defenses succeed or fail. In Apollo Funding Co. v. Dave Reilly Construction, LLC (2d Dep’t 2025), the Second Department reversed a denial of summary judgment for the funder. It held that “because DRC did not engage in the agreement’s reconciliation procedure, our review of the claim that the process was illusory is precluded.”

The practical effect is significant, at least in the Second Department. A merchant that stopped paying without ever submitting a reconciliation request may be unable to argue later that the clause was a sham. A merchant that made a documented request, with the records the agreement required, stands on much firmer ground. Other departments have weighed the funder’s conduct more heavily. In Davis v. Richmond Capital Group, LLC, 194 A.D.3d 516 (1st Dep’t 2021), the First Department pointed to “the discretionary nature of the reconciliation provisions” and “the allegations that defendants refused to permit reconciliation.” In February 2026, in Kapitus Servicing, Inc. v. Suburban Waste Services, Inc., the First Department applied the three-factor test and found an issue of fact where the agreement did not “make clear on its face” whether it conferred a right to reconciliation.

How New York’s Appellate Divisions have approached reconciliation (general summary; confirm current law)

Department	Representative decisions	What they emphasize
First (Manhattan, Bronx)	Davis v. Richmond Capital (2021); People v. Richmond Capital (2026); Kapitus Servicing v. Suburban Waste (2026)	Discretionary clauses, allegations that the funder refused reconciliation, and whether reconciliation was performed in practice
Second (Brooklyn, Queens, Long Island, Westchester)	LG Funding (2020); Crystal Springs (2023); Apollo Funding (2025)	The three-factor test; a merchant that never invoked the procedure may be barred from calling it illusory
Fourth (Western New York)	Oakshire Properties (2024); Bridge Funding (2025); NewCo Capital (2026)	Whether the clause requires adjustment on request and whether the funder faces any consequence for failing to comply

Venue therefore matters. Many MCA cases are filed in the Commercial Division or in counties chosen by the funder; see MCA Commercial Division lawsuits for how that affects the case.

Reading the clause: what did the funder promise?

Every reconciliation defense starts with the exact words of the agreement. Funders draft these clauses in very different ways, and the differences decide which theory fits.

Reconciliation clause features and how they affect a breach claim

Feature	Typical language	Effect on the merchant’s argument
Mandatory adjustment	Funder “shall” adjust the payment to the specified percentage upon request and proof of receipts	Strongest footing for a breach-of-contract claim; also supports the funder’s argument that the deal is a true purchase if it actually complied
Sole discretion	Funder “may, at its sole discretion,” adjust the payment	Supports the argument that the clause is illusory (LG Funding; Oakshire); weaker as a breach claim, stronger under the implied covenant
Narrow request window	Requests accepted only on certain days or once per month	Federal courts have treated tight windows as evidence the right was not real (Haymount Urgent Care v. GoFund Advance, S.D.N.Y. 2022)
Document conditions	Request must include all bank statements, processing statements, or a log-in to the merchant’s accounts	The merchant must show it met the conditions; overly burdensome or shifting demands can support the illusory argument
Forfeiture provision	Missing a statement or a month forfeits all future reconciliation rights	Makes the right easy to lose; one sample agreement filed with a federal bankruptcy seminar used exactly this language
Retroactive and prospective	Payments are adjusted going forward and past over-payments are credited	Creates a measurable credit; Fourth Department decisions treat this structure as strong evidence of a real purchase
Default carve-out	Reconciliation unavailable once the merchant is in default	Funders invoke this to refuse requests made after a missed debit; timing of the request becomes critical

Read the reconciliation clause together with the “specified percentage,” the definitions of “receipts,” the events of default, and any fee schedule. A clause that looks generous can be undercut by a default definition that is triggered the moment a single debit is returned.

The evidence that proves a reconciliation breach

Whatever theory is pleaded, the proof usually comes down to six elements. Gathering them early, before memories fade and bank portals purge older data, is one of the most useful things a defendant can do.

1. The clause and the specified percentage. The full agreement, every addendum, and the page that states the percentage of receipts the funder purchased.
2. A proper request. Every reconciliation request, with the date, method of delivery, recipient, and attachments. Email and certified mail together create the cleanest record.
3. Proof of actual receipts. Bank statements for every account, card processing statements, and a summary showing total receipts for the look-back period the agreement specifies.
4. The funder’s response, or silence. Denials, requests for more documents, demands that did not appear in the contract, and the dates of each. A non-response is itself evidence.
5. Continued fixed debits. The ACH history showing the amount stayed the same after the request.
6. The over-collection math. A calculation comparing what was debited to what the specified percentage of actual receipts would have been.

Building the over-collection calculation

The core arithmetic is simple. Multiply actual receipts for each period by the specified percentage, then compare the result to what the funder debited. The difference is the over-collection for that period. For example, if an agreement purchased 12 percent of receipts and the business deposited $40,000 in a month, the contract supports $4,800 in remittances. If the funder debited a fixed $450 per business day across 21 business days, it collected $9,450, which is $4,650 more than the agreed share and an effective rate of about 24 percent of receipts.

Two refinements matter. First, use the agreement’s own definition of “receipts,” which may exclude loan proceeds, transfers between accounts, or refunds. Second, track the calculation for every period after the request, because ongoing over-collection after a documented request is the most persuasive evidence. The MCA revenue holdback calculator and the MCA APR calculator can help frame the numbers; see MCA factor rate vs. APR for why the effective rate matters in a usury analysis.

Discovery: making the funder produce its servicing file

Much of the best evidence sits in the funder’s systems. New York allows “full disclosure of all matter material and necessary” to the defense (CPLR 3101), and document demands are served under CPLR 3120. Requests commonly include:

• The complete servicing file for the merchant, including notes, call logs, and recordings of calls about payment adjustments.
• Every reconciliation request received from the merchant and every internal communication about it.
• The funder’s written reconciliation policies and any approval criteria.
• The ACH and payment-application history, showing each debit and how it was credited.
• Underwriting records showing how the daily amount was set, including revenue estimates (the Bridge Funding dissent focused on whether the estimate was reasonably based on prior receivables).
• Statistics on how often the funder approved reconciliation for any merchant, which can be relevant to whether reconciliation was ever performed in practice, the point that proved decisive in People v. Richmond Capital.

Some states now require providers to keep these records. Texas’s commercial sales-based financing rules, adopted under Finance Code chapter 398, include recordkeeping requirements covering payment-application history; see the Texas OCCC registration guide. If records are missing in a state that requires them, that gap can be raised as well.

Funder ignored your reconciliation request? Have the record reviewed. An independent attorney in the Credible Law network can review the clause, your requests, and the debit history, and explain whether the facts support a usury defense, a breach claim, an over-collection offset, or all three. Helpful to have: the agreement, every reconciliation request and response, bank and processing statements, and the complaint if you have been sued. Call 888-201-0441   |   Request a free case review Credible Law is a referral network, not a law firm. No attorney-client relationship is formed by contacting us. Attorney Advertising.

How funders respond, and how merchants answer

Common funder arguments in reconciliation disputes

Funder argument	How the merchant typically responds
“The merchant never requested reconciliation.”	Produce the dated request and proof of delivery. If no formal request was made, look for emails, texts, or recorded calls asking to lower the payment, and address the Apollo Funding issue directly with counsel.
“The request was incomplete.”	Compare what was sent to what the contract actually required. Demands for documents the agreement never mentioned support the argument that the process was illusory or applied in bad faith.
“The merchant was already in default, so reconciliation ended.”	Check the timing. If the request came before the default, or the default was a returned debit that reconciliation would have prevented, the carve-out may not apply as the funder claims.
“Adjustment was at our sole discretion.”	That language supports the argument that repayment was not genuinely contingent (LG Funding; Oakshire), and discretion still has to be exercised in good faith.
“The fixed debit was only an estimate that we true up later.”	Ask for proof that any true-up ever occurred, for this merchant or others. A good-faith estimate that is never trued up looks like a fixed payment (People v. Richmond Capital).
“The merchant blocked the ACH first.”	A merchant’s own breach can undercut its position, so the sequence matters. A documented request made before any block, followed by continued over-collection, is the strongest posture. See how to stop MCA ACH withdrawals before taking that step.

What a successful reconciliation argument can achieve

Outcomes vary, and no result can be promised. In general, a well-documented reconciliation breach can lead to:

• Denial of the funder’s summary judgment motion. An issue of fact over reconciliation keeps the case from ending early, as in LG Funding and Kapitus Servicing.
• Recharacterization and a void agreement. If the transaction is found to be a loan at a criminally usurious rate under N.Y. Penal Law § 190.40, Adar Bays holds the agreement void. Under General Obligations Law § 5-521, corporations cannot raise civil usury but can raise criminal usury as a defense.
• Reduction of the claimed balance. Over-collected amounts credited against the balance, and default fees challenged where the default flowed from the funder’s own failure.
• Leverage in negotiation. A credible reconciliation defense often changes the economics of a merchant cash advance settlement.

The reverse is also true. Where a funder actually honored reconciliation requests, courts have used that record to enforce the agreement as a purchase (Bridge Funding; NewCo Capital). Counsel will assess both sides honestly before deciding how much weight the argument can carry.

State notes

• New York. Most MCA agreements choose New York law, and the Appellate Division decisions above control most of these disputes. See MCA disguised loan defense in New York.
• Virginia. The state’s definition of “sales-based financing” expressly includes a “true-up mechanism” in which fixed payments are reconciled to a percentage of revenue (Va. Code § 6.2-2228).
• Texas. Commercial sales-based financing is regulated under Finance Code chapter 398 (H.B. 700), including provider recordkeeping that can matter in discovery.
• California. For California-specific analysis of whether an MCA is a loan, see MCA loan vs. receivables in California and merchant cash advance case law in California.
• For every state’s commercial financing rules, see merchant cash advance laws by state.

How to prove an MCA reconciliation clause breach: an eight-step plan

This is a framework to discuss with counsel. A business entity generally must appear in court through an attorney, and answer deadlines are short; see the first 48 hours after an MCA lawsuit.

1. Calendar the answer deadline. In New York Supreme Court, generally 20 days after personal delivery and 30 days after other forms of service are complete. A missed deadline invites a default judgment.
2. Isolate the clause. Copy the reconciliation provision, the specified percentage, the definition of receipts, and the default terms onto one page.
3. Assemble the request record. Every request, attachment, delivery receipt, and response, in date order.
4. Build the receipts-versus-debits table. Period by period, from the first request through the default.
5. Plead every applicable defense. Usury, breach by the funder, implied covenant, and offset, so none are waived. Remember that criminal usury is raised as a defense, not a counterclaim.
6. Serve targeted discovery. The servicing file, reconciliation policies, payment-application history, and approval statistics.
7. Address the threshold issues head-on. If no formal request was made, or the request came after a default, counsel should confront those facts early rather than leave them for the funder.
8. Decide the strategy. Summary judgment opposition, settlement, or both, with the over-collection figure as a concrete number on the table.

Mistakes that weaken a reconciliation defense

• Never putting the request in writing. A phone call to a sales representative is hard to prove.
• Blocking debits before asking. The sequence of who breached first can decide the case.
• Sending incomplete records. Missing an account or a month can give the funder a contractual reason to refuse.
• Stacking another advance to cover the shortfall. It adds a new breach and a new creditor; see MCA stacking lawsuit defense.
• Signing a forbearance or settlement that waives defenses. Many include a release of reconciliation and usury claims.
• Waiting to gather records. Bank portals and processors limit how far back statements can be downloaded.

An illustrative example

Consider a hypothetical Pennsylvania HVAC contractor. Its agreement purchased 15 percent of receipts and set a fixed weekly remittance based on a projected $75,000 in monthly deposits. After two large commercial jobs were delayed, deposits fell to about $38,000 a month. The owner emailed a reconciliation request with three months of statements, as the agreement required. The funder replied asking for tax returns and a profit-and-loss statement, neither mentioned in the contract, and kept debiting the original amount. Five weeks later a payment was returned and the funder sued in New York for the accelerated balance.

On those facts, counsel would likely focus on the dated request and its attachments, the extra document demands, the weekly over-collection after the request, and the fact that the default followed the funder’s refusal. Those facts support an implied-covenant argument, an offset for amounts collected above 15 percent of receipts, and a recharacterization defense. The outcome would still depend on the clause’s exact wording and the venue. This example is simplified and illustrative, not a prediction of any result.

Where reconciliation fits in the rest of your MCA case

• Still operating and want to request an adjustment now: MCA reconciliation rights.
• Bank account already frozen: how to stop an MCA bank levy in 24 hours.
• Records being subpoenaed from another state: MCA out-of-state subpoena defense.
• A confession of judgment was filed: confession of judgment.
• For a map of every MCA defense: merchant cash advance legal defenses and usury red flags.
• For the overall litigation picture: merchant cash advance lawsuit defense.

Frequently asked questions about MCA reconciliation clause breaches

What is a reconciliation clause in a merchant cash advance?

It is the provision that adjusts the merchant’s payment to match the agreed percentage of actual receipts when revenue changes. It is what makes the funder’s return depend on sales, which is the main reason courts treat a genuine MCA as a purchase of receivables rather than a loan.

What counts as a breach of a reconciliation clause?

Typically, a funder that receives a request meeting the contract’s conditions and fails to adjust the payment as the clause requires. Refusing without reason, ignoring the request, or demanding documents the contract never required can all be part of the proof.

Can I argue reconciliation was illusory if I never asked for it?

It is risky. In Apollo Funding v. Dave Reilly Construction (2d Dep’t 2025), the court held that because the merchant did not engage in the reconciliation procedure, its argument that the procedure was illusory could not be reviewed. Other courts focus more on the clause’s wording and the funder’s practices, but a documented request is the strongest foundation.

What does “illusory” reconciliation mean?

A reconciliation right is called illusory when it does not actually bind the funder, for example when adjustment is entirely at the funder’s sole discretion with no consequence for refusing, or when it was never performed in practice. Courts have relied on both kinds of evidence.

Does a failed reconciliation make my MCA a loan?

It can be strong evidence, but it is not automatic. Courts weigh reconciliation together with the term and recourse on bankruptcy, and they look at the full agreement. If a transaction is recharacterized and the effective rate exceeds 25 percent per year, New York treats it as criminally usurious and void.

Can I counterclaim for usury?

In New York, a business can raise criminal usury as an affirmative defense but not as a counterclaim, as the Second Department noted in LG Funding. Breach of contract and over-collection claims can be pleaded as counterclaims.

How do I calculate over-collection?

Multiply actual receipts for each period by the specified percentage in the agreement, then subtract that figure from what the funder actually debited. Use the contract’s definition of receipts and track every period after your request.

What should I request from the funder in discovery?

The servicing file, call notes and recordings, every reconciliation request and internal discussion of it, written reconciliation policies, ACH and payment-application history, underwriting revenue estimates, and records of how often the funder approved reconciliation for any merchant.

Can a funder refuse reconciliation because I was in default?

Some agreements say so. Whether the refusal holds up depends on timing and on why the default occurred. A request made before the default, or a default caused by over-collection the funder refused to correct, can undercut that position.

Is this different from requesting a true-up?

Yes. Requesting a true-up is the process of asking a funder to adjust payments while the business is operating. A reconciliation clause breach is a legal claim or defense raised after the funder failed to do so, usually in a lawsuit.

How long do I have to respond to an MCA lawsuit in New York?

In New York Supreme Court, generally 20 days after personal delivery of the summons and 30 days after other forms of service are complete. Arbitration and other states differ.

Do I need an attorney?

A business entity generally must appear in court through an attorney. Reconciliation defenses also depend on detailed contract reading, discovery practice, and usury calculations that are difficult to handle alone.

Get matched with an attorney who handles MCA reconciliation disputes

Reconciliation cases are decided by records: the clause, the request, the receipts, and the funder’s own servicing file. An attorney who handles merchant cash advance litigation can tell you which theory the facts support, what must be raised in your first filing, and what to demand in discovery.

Credible Law is a national legal resource and referral network that connects business owners with independent attorneys who handle MCA defense nationwide. There is no cost to be matched with counsel.

Request a free case review Call 888-201-0441 or submit your information online. There is no cost to be matched with independent counsel. Call 888-201-0441   |   Request a free case review Credible Law is a referral network, not a law firm. No attorney-client relationship is formed by contacting us. Attorney Advertising.

Legal disclaimer Credible Law is a national legal resource and referral network, not a law firm, and does not provide legal advice. Reading this page or contacting us does not create an attorney-client relationship. Attorneys in our network are independent. Laws and court decisions change and vary by jurisdiction; the cases and rules described here are summarized for general information and may not apply to your situation. Examples are illustrative. Attorney Advertising. Prior results do not guarantee a similar outcome.

Sources and legal authorities

• LG Funding, LLC v. United Senior Props. of Olathe, LLC, 181 A.D.3d 664 (2d Dep’t 2020)
• Apollo Funding Co. v. Dave Reilly Constr., LLC, 2025 NY Slip Op 05055 (2d Dep’t 2025)
• Crystal Springs Capital, Inc. v. Big Thicket Coin, LLC, 2023 NY Slip Op 05121 (2d Dep’t 2023)
• Davis v. Richmond Capital Group, LLC, 194 A.D.3d 516 (1st Dep’t 2021)
• People v. Richmond Capital Group LLC, 2026 NY Slip Op 00990 (1st Dep’t Feb. 19, 2026)
• Kapitus Servicing, Inc. v. Suburban Waste Servs., Inc., 2026 NY Slip Op 01127 (1st Dep’t Feb. 26, 2026)
• Oakshire Props., LLC v. Argus Capital Funding, LLC, 2024 NY Slip Op 03943 (4th Dep’t 2024)
• Bridge Funding Cap LLC v. SimonExpress Pizza, LLC (4th Dep’t July 25, 2025)
• NewCo Capital Group LLC v. SPE Trading, Inc., 2026 NY Slip Op 04057 (4th Dep’t June 26, 2026)
• Adar Bays, LLC v. GeneSYS ID, Inc., 37 N.Y.3d 320 (2021)
• N.Y. Penal Law § 190.40 (criminal usury)
• N.Y. General Obligations Law § 5-521 (corporate usury defense)
• N.Y. CPLR 3101 (scope of disclosure)
• N.Y. CPLR 3120 (discovery and production of documents)
• Va. Code § 6.2-2228 (sales-based financing definitions)

Texas H.B. 700 (89th Leg.), commercial sales-based financing (Tex. Fin. Code ch. 398)