HomeMy WebLinkAbout99-03179
DENNIS G. DORSEY, ) IN THE COURT OF COMMON PLEAS
Plaintiff, ) CUMBERLAND COUNTY,
PENNSYLVANIA
V. )
CIVIL ACTION - LACY
DORSEY-MAXTON )
ASSOCIATES, a Partnership, )
Defendant. ) NO. 99- 3/79 Fcr
NOTICE
You have been sued in court. If you wish to defend against the claims set foc',h in the
following pages, you must take action within twenty (20) days after this complaint and notice are
served, by entering a written appearance personally or by attorney and filing in writing with the
court your defenses or obligations to the claims set forth against you. You are warned that if you
fail to do so the case may proceed without you and a judgment may be entered against you by the
court without finther notice for any money claimed in the complaint or for any other claim or
relief requested by the plaintiff. You may lose money of property or other rights important to
you.
YOU SHOULD TAKE THE PAPER TO YOUR LAWYER AT ONCE. IF YOU DO
NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE
OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP.
Cumberland County Bar Association
2 Liberty Avenue
Carlisle, PA 17013
(717) 249-3166
DENNIS G. DORSEY, ) IN THE COURT OF COMMON PLEAS
Plaintiff, ) CUMBERLAND COUNTY,
PENNSYLVANIA
V. )
CIVIL ACTION - LAW
DORSEY-MAXTON )
ASSOCIATES, a Partnership, )
Defendant. ) NO. 99- 31'79 Q
COMPLAINT
1. Plaintiff, Dennis G. Dorsey, is an individual who resides at 322 West Green
Street, Shiremanstown, Pennsylvania.
2. Upon information and belief, defendant, Dorsey-Maxton Associates, is a
Partnership with an office located at 322 W. Green Street, Shiremanstown, Pennsylvania, having
its principal place of business at 320R, Bridge Street, New Cumberland, Pennsylvania.
3. Plaintiff, Dennis G. Dorsey, is in the business of providing construction and
renovation services for which he receives compensation on an hourly and per job basis.
4. On or about Novembt-r , 199 2 , plaintiff and
defendant entered into an oral agreement pursuant to which plaintiff agreed to provide
construction and renovation services to defendant, in consideration for defendant's agreement to
pay plaintiff for the value of these services.
5. Plaintiff did provide the agreed upon services for apartment units in the building
at 320R, Bridge Street, New Cumberland for a period of time, up to and including
TJnVPMhPI- , 199 u . A copy of the invoice for services is attached
hereto as Exhibit A.
6. The services rendered by plaintiff to defendant were at all times proper,
satisfactory and consistent with and in performance of the agreement between the parties.
7. Pursuant to the terms of the agreement, on May 6, 1999, plaintiff did make a
demand for payment on counsel for the partnership, and the partners individually.
8. Presently, defendant is S 29,050.00 in arrears on payment to the plaintiff for the
services rendered to defendant. Despite repeated demands by plaintiff for payment, defendant
has failed and refused to pay this amount.
9. Defendant's failure to remit to plaintiff the $29,050.00 owed is a material breach
of the agreement between plaintiff and defendant.
10. Defendant's breach, as aforesaid, has caused plaintiff injury in the amount of
$29,050.00.
WHEREFORE, plaintiff, Dennis G. Dorsey demands judgment against defendant,
Dorsey-Maxton Associates, in the amount of $29,050.00, together with costs and interest from
the date of demand, being August 1998 the date when the demand for payment was
first made on defendant.
Respectfully submitted,
'WicKael S. Travis
Attorney for Plaintiff
ID No 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717) 731-9502
GARY DORSEY
322 W. GREEN STREET
SHIREMANSTOWN, PA. 17011
PHONE 761-3434
TO: DORSEY-MAXTON ASSOCIATES
UNIT #104- BUILT COMPLETE APARTMENT. AREA WAS FORMERLY A STORAGE AREA,
TOTALLY UNFINISHED WITH BARE CINDER BLOCK WALLS AND PIPES OVERHEAD
AND MAIN DRAIN LINES ACROSS THE CONCRETE FLOOR. THE FLOORS HAD TO BE
BUILT UP TO CLEAR THE MAIN DRAINS AND WATER LINES. THE NEW APARTMENT
HAD TO HAVE A COMPLETE ELECTRIC SYSTEM INSTALLED ALONG WITH A
COMPLETE PLUMBING SYSTEM FOR THE KITCHEN AND BATHROOM AND LAUNDRY
FACILITIES .............................................. ..........512,000.00
......................................
UNIT #206- REBUILT ENTIRE HALLWAY, %, OF KITCHEN,!/, OF BEDROOM FLOORING.
HAD TO REMOVE ROTTED FLOOR JOIST AND SUBFLOORING DUE TO A SEVERE
WATER LEAK IN THE PAST FROM PREVIOUS OWNER. ALSO INSTALLED NEW VINYL
IN THE KITCHEN AND BATHROOM ................................ ........................53000.00
UNIT #208 -S.ANIE AS LISTED ABOVE IN UNIT #206 .........................................53000.00
UNIT #204 - REMOVED ROTTED FLOOR JOISTS AND SUBFLOORIJNG AND REPLACED
SAME IN THE HALLWAY AND Y,, OF BEDROOM. INSTALLED NEW VINYL IN KITCHEN
AND BATHROOM ..........................................................................................52500.00
UNIT #108 - FORMERLY OFFICE AREA. INSTALLED A NEW KITCHEN, UPGRADED
BATH, INSTALLED KITCHEN PLUMBING. REWIRED APARTMENT. INSTALLED NEW
VINYL IN KITCHEN AREA ..............................................................................52800.00
REPAINTED UNITS #102, 104, 106, 108, 202, 204, 206, 208, 100 (EXCEPT BASEMENT) AND
#98 OL1IN OFFICE AREA) .....5250. EACH UNIT EXCEPT OFFICE AREA AT 5150. - 52400.00
REPLACED RUBBER ROOF ON WEST SECTION OF THE SLAIN BUILDING .............S1200.00
REMOVE AND REPOSITIONED STEPS AND ADDED ADDITIONAL STEPS LEADING TO
THE SECOND FLOOR AT THE EAST END ...........................................................5400.00
REPLACED SUPPORT POST AT CORNER OF UNIT 496 ................. ...............S150.00
INSTALLED 7 STORM DOORS ...................... ....5700.00
..................................................
INSTALLED 4 MOTION DETECTOR/SECURITY LIGHTS ........................................5400.00
REAR OF UNIT #102 - REMOVED STEEL DOOR/ BUILT IN THE WALL AND INSTALLED
A DOUBLE HUNG REPLACEMENT WINDOW ....................................................5500.00
TOTAL .................................................................. $299050.00
Exhibit A
VERIFICATION
I verify that the statements made in this Petition are true and convect. I understand that
false statements herein are made subject to the penalties of 18 Pa.C.S. Section 4904 relating to
unswom falsification to authorities.
DATED /9077
Dennis O. Dorsey
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SHERIFF'S RETURN - REGULAR
CASE NO: 1999-03179 P
COMMONWEALTH OF PENNSYLVANIA:
COUNTY OF CUMBERLAND
DORSEY DENNIS G
VS.
DORSEY-MAXTON ASSOCIATES
CHRISTOPHER EVANS Sheriff or Deputy Sheriff of
CUMBERLAND County, Pennsylvania, who being duly sworn according
to law, says, the within NOTICE AND COMPLAINT was served
upon DORSEY-MAXTON ASSOCIATES the
defendant, at 17:48 HOURS, on the 3rd day of June
1999 at 413 16TH ST
NEW CUMBERLAND, PA 17070 CUMBERLAND
County, Pennsylvania, by handing to GLENDA MAXTON _
a true and attested copy of the NOTICE AND COMPLAINT
and at the same time directing Her attention to the contents thereof.
Sheriff's Costs:
Docketing
18.00 So answea w•,?,.,,.?._....
Service 10.54
Affidavit .00
Surcharge 8.00 R -R i 19
-
$3G-7571-MI
06 CHA$L S. TRAVIS
/07/1999
by [.- ##
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LAUPULY ?' "1? JAY = 2.. Sne ?
Sworn and subscribed to before me
this 7(-- day of
19 9S A.D.
DENNIS G. DORSEY, IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
Plaintiff
vs.
CIVIL ACTION - LAW
DORSEY/MAXTON ASSOCIATES, a
Partnership,
Defendant
NO. 99-3179 CIVIL TERM
VS.
JEAN 0. DORSEY and DENNIS G.
DORSEY,
Additional Defendants
NOTICE
YOU HAVE BEEN SUED IN COURT. If you wish to defend against the claims set forth in
the following pages, you must take action within twenty (20) days after this Complaint and Notice
are served, by entering a written appearance personally or by attorney and filing in writing with the
Court your defenses or objections to the claims set forth against you. You are warned that if you fail
to do so die case may proceed without you and a judgment may be entered against you by the Court
without further notice for any money claimed in the Complaint or for any other claim or relief
requested by the Plaintiff. You may lose money or property or other rights important to you.
YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT
HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET
FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP.
Cumberland County Bar Association
2 Liberty Avenue
Carlisle, PA 17013
(717) 249-3166
DENNIS G. DORSEY, IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
Plaintiff
VS.
CIVIL ACTION - LAW
DORSEY/MAXTON ASSOCIATES, a
Partnership,
Defendant
: NO. 99-3179 CIVIL TERM
vs.
JEAN 0. DORSEY and DENNIS G.
DORSEY,
Additional Defendants
NOTICE TO PLEAD
TO: Dennis G. Dorsey
322 West Green Street
Shiremanstown, PA 17011
You are hereby notified to file a written response to the enclosed New Matter within twenty
(20) days from service hereof or a judgment may be entered against you.
Respectfully submitted,
1? Jt! we l4`i9 2gP==
Date ROBERT PETER KLINE, ESQUIRE
331 Bridge Street, Suite 350
Post Office Box 461
New Cumberland, PA 17070-0461
(717) 770-2540
Attorney for Defendant Glenda K. Manton
DENNIS G. DORSEY,
VS.
Plaintiff
DORSEY/MAXTON ASSOCIATES, a
Partnership,
Defendant
VS.
JEAN O. DORSEY and DENNIS G.
DORSEY,
Additional Defendants
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 99-3179 CIVIL TERM
ANSWER WITH NEW MATTER AND CROSS-COMPLAINT
AND NOW, comes Glenda K. Maxton (Answering Partner), owner of a fifty (50%) percent
undivided interest in Dorsey/Maxton Associates, Defendant named herein, by and on behalf of
said Partnership, who files the following Answer, New Matter, and Cross-Complaint to the
Complaint filed at the above-captioned matter:
1. Admitted.
2. Admitted.
3. Denied. Answering Partner is without sufficient knowledge to respond to the
allegation of this paragraph and, therefore, the allegation is denied.
4. Denied. No such agreement was reached with the approval of the Answering
Partner, as required by the Partnership Agreement. On the contrary, on November 21, 1999,
Plaintiff executed a Partnership Agreement which specifically provided that neither partner shall
receive any salary for service rendered to the Partnership. A copy of the Partnership Agreement is
attached as Exhibit "A" to this Answer.
5. Admitted in part, denied in part. Admitted that Plaintiff, in his role as partner, did
perform certain services for the apartment units at 320-R Bridge Street, New Cumberland.
Answering Partner is without specific knowledge as to the particular services performed and, to
that extent, the allegation is denied and proof is demanded. Furthermore, Answering Partner
specifically denies that any valid agreement between Plaintiff and the partnership ever existed.
6. Denied. It is specifically denied that any such agreement was entered by the parties.
Answering Partner is without specific knowledge as to the remainder of the allegations of this
paragraph and they are denied and proof is demanded.
7. Admitted in part, denied in part. Admitted that a demand for payment was made.
Specifically denied that any such agreement existed.
8. Denied. As no such agreement existed, there is no basis whatsoever for payment.
Answering Partner also specifically denies the amount to which Plaintiff alleges he is owed and
proof is demanded.
9. Denied. The allegation of this paragraph is a legal conclusion to which no
responsive pleading is required. To the extent that a response is required, the allegation is denied.
Furthermore, it is again specifically denied that any such agreement existed between Plaintiff and
Defendant.
10. Denied. The allegation of this paragraph is a legal conclusion to which no
responsive pleading is required. To the extent that a response is required, the allegation is denied.
Furthermore, it is again specifically denied that any such agreement existed between Plaintiff and
Defendant.
WHEREFORE, Glenda K. Maxton, on behalf of Dorsey/Maxton Associates, a Partnership,
the Defendant named herein, respectfully requests that this Honorable Court enter judgment in
favor of the Partnership, together with costs and attorneys fees as the Court may deem proper.
NEW MATTER
11. Dorsey/Maxton Associates, the Defendant named herein, is a Partnership
established pursuant to the terms of the Partnership Agreement dated November 21, 1991, a copy
of which is attached to this document as Exhibit "A".
12. Plaintiff, Demris G. Dorsey, is a partner to the Partnership Agreement dated
November 21, 1991, a copy of which is attached to this document as Exhibit "A".
13. Paragraph 1.9 of said Agreement specifically provides that neither partner shall
receive any salary for service rendered to the Partnership.
14. Any services rendered by Plaintiff were in his role as partner and were not subject
to any alleged agreement.
15. Any alleged agreement was entered into in violation of Paragraph 1.11 of the
Partnership Agreement in that it was entered into without the knowledge or consent of Answering
Partner and, as such, is null and void.
16. Plaintiff's claim, or at least a portion thereof, is outside of the applicable statute of
limitations.
17. The Plaintiff has failed to state a cause of action upon which relief may be granted.
WHEREFORE, Defendant respectfully requests judgment be granted in its favor, together
with costs and attorneys fees as the Court may allow.
CROSS-COMPLAINT
Dorsey/fViaxton Associates v. Jean O. Dorsey and Dennis G. Dorsey
18. The responses contained in the Answer to the Complaint in Paragraphs I through
10 and the allegations of the New Matter contained in Paragraphs 1 l through 17 are incorporated
herein as if set forth in full.
19. Jean O. Dorsey and Dennis G. Dorsey are adult individuals who reside at 322 West .
Green Street, Shiremanstown, Cumberland County, Pennsylvania.
20, On or about November 21, 1991, the Dorseys entered into a Partnership Agreement
with Glenda K. Maxton, a copy of which is attached to this document as Exhibit "A".
21. Any agreement between Plaintiff and the Partnership, if it is determined to have
existed, was entered into without the knowledge or authority, express or implied, of Glenda K.
Maxton, in express violation of the Partnership Agreement.
22. Any such agreement, if it is determined to exist, was entered into solely by Jean 0.
Dorsey and Dennis G. Dorsey, without the knowledge, agreement or approval of Glenda K.
Maxton, and therefore is not binding upon the Partnership.
23. Should it be determined that a valid agreement exists, the parties solely and
personally liable pursuant to that agreement are Jean O. Dorsey and Dennis G. Dorsey.
WHEREFORE, in the event it is determined that an agreement existed as set forth in
Plaintiff's Complaint, Dorsey/Maxton Associates, Defendant named herein, and Glenda K.
Maxton, Answering Partner, demand judgment against Jean 0. Dorsey and Dennis G. Dorsey,
husband and wife, individually, in the amount of $29,050.00, together with any costs and interest
that may be assessed, as well as attorneys fees pursuant to the Partnership Agreement and as may
be allowed by the Court.
Respectfully submitted,
1
DATE ROBERT PETER KLINE, ESQUIRE
331 Bridge Street, Suite 350
Post Office Box 461
New Cumberland, PA 17070-0461
(717) 770-2540
Attorney for Glenda K, Maxton
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P, ARPMMIIP AMMM
717 2?9 4903 F'. 0e,25
THIS AGREEMENT, made and entered into in Harrisburg,
Pennsylvania, effective as of the c>? day of November,
1991, by and between JEAN 0. DORSEY and DENNIS G. DORSEY,
-AND-
GLENDA K. MAXTOR, hereinafter collectively referred to
as "Partners" and individually as "Partner".
WHEREAS, the parties hereto have agreed to form this
partnership, as hereinafter set forth, and have agreed that
it in in their best interest that this Partnership Agreement
be written so that the arrangements concerning the
operations of the partnership and the Partners' interest
herein be reduced to writing.
NOW, THEREFORE, in consideration of these promises, the
mutual promises of the parties and other good and valuable
consideration, the receipt and aufEiciency of which is
mutually acknowledged and intending to be legally bound
hereby, it is covenanted and agreed by the parties as
follows
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Exhibil "A"
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1- U-111H UH-11.1 & LHERHKUFF
717 239 4909 P. 03,'25
ANTICI.E I
Name and Place of Business
1.1 Name: The parties do hereby form a partnership
entity under the name of DORSEY/MAXTON ASSOCIATES, to carry
on the business of owning, leasing, managing and improving
real estate and to engage in such other business enterprises
as from time to time might be agreed upon by and among the
Partners.
1.2 Offige: The office of the partnership shall be
located at 322 W. Green Street, Shiremanstown, Pennsylvania
17011, or at such other place as otherwise agreed upon by
the Partners.
1.3 Partnership Duties: Each of the parties hereby
shall diligently employ himself in the business of the
partnership and be faithful to the other Partners in all
transactions relating to the partnership, and give, wherever
required, a true account of all business transactions
arising out of or connected with the partnership business.
That amount of time which shall be devoted by each Partner
to the partnership shall be mutually agreed upon by the
parties hereto, acknowledging that each Partner has business
interests other than his interests in this partnership. No
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717 239 4009 P.04i25
Partner shall, without the written consent of other parties,
I' employ either the capital or credit of the partnership in
any other then partnership business.
1.4 Competition: Eaoh Partner may have other business
Interests and may engage in any other business or trade,
profession or employment whatsoever, for his own account,
it and shall not be required to devote his entire time to the
business of the partnership.
1.5 Term: The term of the partnership shall be from
the date of execution of this Agreement, and shall continue
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until terminated as hereinafter provided.
1.6 The Accounting Period: The fiscal year of the
partnership shall be the calendar year, that is, it shall
commence on January 1, and shall end December 31.
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1.7 partnership Books and Records: Books and records
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of the partnership shall be kept at the business office of
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the partnership and shall, at all time, be open to the
?I inspection of any Partner. Every Partner shall cause to be
entered upon said books, a true and just account of all his
dealings, receipts and expenditures for and on behalf of
;I said partnership.
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1.8 Accounting: Regular and accurate accounting shall
be made of the partnership business. A true statement of
condition and result of operation shall be prepared by the
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1.-.40 LU411I11UHHH & CHERIIICIJFF 717 239 4809 P.05i25
partnership's accountant, as soon as possible after the end
of the fiscal year, and will be made available to all
Partners. Financial statements shall be prepared other than
the and of the fiscal year, if decided upon by all of the
Partners.
1.9 Saiariest Neither Partner shall receive any
salary for service rendered to the partnership. Each
Partner may, from time to time, withdraw the credit balance
in his income account.
1.10 Interest: No interest shall be paid on the
initial contributions to the capital of the partnership or
on any subsequent contributions of capital.
1.11 Authority of Partners. Subject to the provisions
of Article 11 below, no Partner shall compromise or release
debts except upon full payment thereof, engage in any
unusual transactions, make any contracts for the partnership
account, use the partnership's name, credit or property for
other than partnership purposes, sign or endorse negotiable !
papers in the partnership name, buy property in the
partnership name, sell partnership property, sign options,
deeds, mortgages and/or notes, or otherwise engage in any
activity by which the interests of the partnership shall be
impaired or prejudiced.
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t.WNIN.iHH11 & CHERNICCIFF
717 238 4808 P.e6i25
1.12 Execration of Do ++* va All deeds, mortgages,
notes, option leases or other conveyances must be signed by
all Partners. Only one Partner need sign any business
property lease on behalf of the partnership.
1.13 Title t0 partnership ReA1 And irsonal-Ugverty:
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Title to all property owned by the partnership, both real
and personal, shall be in the name of Dorsey/Maxton
Associates.
ARTICL TI
tion of Partnership Business
2.1 vote: Each Partner shall have the right to one
(1) vote. Any action taken under this Partnership
Agreement, any action relating to the operation of the
partnership business, any changes or amendments of any terns
or conditions of this Partnership Agreement or any purchase
or sale of partnership property shall require an affirmative
vote of all Partners. Once made, no Partner shall do any
act contrary to a decision made in accordance with this
paragraph.
2.2 Limited Authority of Par nnrt Any Partner, on
behalf of the partnership, may purchase supplies, and all
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other items necessary to conduct the partnership business
1i and enter into contracts on behalf of the partnership,
subject to the limitation that he cannot, without prior
consent of the other Partners, do so for an amount in excess
of Two Hundred and 00/100 Dollars ($200.00)
it 2.3 I- ndgMnitY Q-P3>1ngX?bJp: The partnership shall
indemnify any of the Partners or he was or is a party or is
threatened to be made a party to any threatened, pending or
;i completed action, suit or proceeding, whether civil,
i criminal, administrative or investigative, as a result of
his being a Partner in the partnership against expenses,
is
;,, judgment, fines and amounts paid in settlement actually and
reasonably incurred by him in connection with such action,
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?i suit or proceeding, if he acted in good faith and in a
manner he reasonably believed to be in or not opposed to the
best interests of the partnership, and with respect to any
criminal action or proceeding, had no reasonable cause to
believe his conduct was unlawfuli except that no
indemnification shall be made in respect to any claim, issue
it or matter as to which such person shall have been adjudged
to be liable for gross neglect or willful misconduct in the
II performance of his duty to the partnership. Otherwise, the
jI termination of any action, suit or proceeding by judgment,
order, settlement, conviction, or upon a plea of nolo
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717 238 4803 F,00/25
;i contendere or its equivalent, shall not, of itself, create a
presumption that the Partner did not act in good faith and
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in a manner which h
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e reasonably believed to be in or not
opposed to the best interests of the partnership, and with
respect to any criminal action or proceeding, had reasonable
cause to believe that his conduct was unlawful. Expenses
incurred in defending a civil or criminal action, suit or
proceeding, may be paid by the partnership in advance of the
final disposition of such action, suit or proceeding, upon
receipt of any undertaking by or on behalf of the Partner to
repay such amount unless it shall ultimately be determined
that he is entitled to be indemnified by the partnership as
authorized in this Article.
ARTICEX III
3.1 Capital Contribution: The original capital of the
partnership shall consist of One Hundred Forty Thousand
Dollars ($140,000.00) contributed in equal parts by the
Partners, reflective of the fifty (50%) investment of each.
3.2 Euture Capital Contributions: If at any time or
times hereafter, the Partners should determine that further
capital is required in the interest of the partnership and
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717 28 4809 P,09i25
that the capital of the partnership should be increased, the
I. additional capital shall be contributed by the Partners in
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jI their respective percentages set forth, fifty percent (sot)
J each. No intereaL shall be paid on the initial or on any
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! subsequent contributions to the capital of. the
partnership.
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I? 3.3 Profits and Losses: Each Partner shares.
partnership profits and/or losses including, but not limited
II to, the profit and/or loss arising in the sale of
ii partnership property shall be as follows:
?f Gary Dorsey and Jean Dorsey 50%
Glenda Maxton 5o%
3.3.a. Gary Dorsey arid Jean Dorsey shall own their
fifty percent (50%) of the partnership as tenants by the
entireties.
3.4 Reallocation of Retiring Partners' Interest: Upon
the retirement or death of a Partner, the percentage
interest of the retiring or deceased Partner as concerns in
partnership profits or losses shall be reallocated among the
remaining Partners in the same proportion that each of the
remaining Partners' percentage points bears to the total
percentage points of all the remaining Partners.
3.5 Draws: withdraws, to be chargeable against the
Partners drawing from the account, shall be allowable up to
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I. the percentage of capital contribution of the individual
Partner. Under no circumstance shall a Partner be entitl d
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to withdraw of other than that withdraw specified herein.
3.6 Loans In Lieu of Contribution to capital:
Notwithstanding the provisions of Article III, Paragraph
3.2 above, to the contrary, and any Partner, with the
consent of the others, may loan funds to the partnership in
lieu of making capital contributions thereto. In this
event, the following will apply: The Partners shall, by
mutual consent, decide upon the amount of said loan,
interest to be paid, if any, and the terms of repayment.
Once decided, the'terms and conditions of said loan shall be
incorporated into a promissory Note, personally executed by
all Partners and delivered to the lending Partner.
3.7 Remaining Credit: Any credit remaining on the
individual income accounts at the end of each calendar year
shall not be transferred to the individual capital accounts
of the respective Partners, but shall remain in the
individual income accounts of the Partners.
3.8 Administration of the Partnership:
Bank Accounts: The partnership shall maintain a
bank account or bank accounts in such bank or banks as may
be determined by the Partners; checks shall be drawn on the
partnership bank account and deposits and withdraws in any
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CWHINOHH11 & CHERIIICOFF 717 238 4809 F. 11/25
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partnership savings account for partnership purposes upon
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the signature of Glenda Maxton and Jean Dorsey.
3.9 Capital Accounts: A separate capital account
shall be maintained for each Partner. Neither Partner shall
withdraw any part of his capital account. If the capital
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?I account of a Partner becomes impaired, his share of
I? subsequent partnership profits shall be first credited to
his capital account until that account has been restored,
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?i before such profits are credited to his income account.
?i 3.10 Income Accounts: A separate income account shall
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of the partnership shall be divided and borne equally
between the Partners. Partnership profits and losses shall
be charged or credited to the separate income account of
each Partner. If a Partner has no credit balance in his
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?I income account, losses shall be charged to his capital
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?I 3.11 passive Loss a?aavo Gam; Passive losses and
fi passive gains shall be charged equally to the Partners'
?I capital accounts.
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,? 3.12 Gross Rental Accoult: A portion of the gross
rental property income equal to the monthly mortgage
?j payment, taxes, water, sewer, electric, trash collection,
maintenance and any other h period expenses will be deposited
? 10
i
II
I!
I.WIIINUHM9 >„ (.HEk1111-UFF
717 238 4803 P.12/25
in an account at a bank agreed to by the Partners, under the
.! name of Dorsey/Maxton Associates and checks for said
expenses will be signed by Glenda Maxton and Jean Dorsey.
3.13 Management: The management and conduct of the
i?
business shall be vested in all Partners equally. All
decisions effecting the policy and management of the
II partnership, including the drawing accounts and compensation
of Partnership, and the control, employment, compensation
and discharge of employees shall be made on behalf of the
.i
partnership by the Partners. Except as provided in
•1
li Paragraph 3.8, no Partner, shall, on behalf of the
partnership, borrow or lend money or make delivery$ accept
!j or endorse any commercial paper, or execute any mortgage
ii
ii security agreement, bond or lease or purchase or contract to
i
purchase any property for the partnership, or sell or
Ii contract to sell any property of.the partnership, without
the consent of the Partners.
I? 3.14 Termination of Partnership: The partnership may
I
i be dissolved at any time by agreement of the Partners, in
I!
which event, the Partners shall proceed with reasonable
promptness to sell the real and personal property owned by
1
f the partnership and to liquidate its business. The
partnership shall be dissolved also by the sale of all real
I)
? property owned by it. Upon dissolution, the assets of the
11
!
it
i
rV n-iv-!'°" i?•>? ?_U•IillrfUtltfli 6 r_HtF'Ill?_UFF 717 234 4809 P. 13,,25
_ I!
partnership business shall be used and distributed in the
following order: (a) to pay or provide for the payment of
all partnership liabilities and liquidating expenses and
li obligations: (b) to equalize the Partners' income accounts;
(c) to discharge the balance of the Partners' income
.I
;i accounts; (d) to equalize the Partners' capital accounts;
and (e) to discharge the balance or the Partners' capital
accounts.
3.15 Retirement/Withdraw: (a) Notice, Purchase
option. No Partner may retire or withdraw from the
partnership or sell an interest in his share of the
I
1 partnership for a period of five (5) years from the date of
this Agreement unless all the Partners agree in writing.
Ij
After five (5) years from the date of this Agreement, any %
j Partner shall have the right to retire or withdraw from the
partnership at the end of any fiscal year. Written notice
of intention to retire or withdraw shall be served upon the
other Partners at the office of the partnership at least
three (3) months before the end of the fiscal year. The
retirement or withdrawal of any Partner shall have no effect
upon the continuance of the partnership business. The
remaining Partners shall have the right of first refusal
either to purchase the retiring or withdrawing Partner's
interest 'in the partnerships approve a third party buyer who
12
F+F K-1'y-ly?y 1
I
I1
l Ud1104UHH11 & LHER111COFF
717 238 4843 F. 14:2`•
shall be identified by the retiring or withdrawing Partner
!! in writing including the name of the person to whom he
I•
intends to sell, transfer or dispose of his interest, and
the price and terms of the sales or if no third party buyer
is suitable and approved by the remaining Partners to
ii terminate and liquldate the partnership business. If the
?j remaining Partners elect to
purchase the interest of the
retiring Partner, they shall serve notice in writing of such
election upon the retiring Partner at the office of the
partnership within two (2) months after receipt of his
notice of intention to retire. in the avant the remaining
Partners elect to purchase the Partners, interest, the value
of the withdrawing Partner's interest shall be ascertained
0 in accordance with the provisions of Paragraph 7.1.
i 3.16 Appraisal Q- certain Partnership properties: All
partnership assets shall be valued at book value as
I determined by the accountant regularly employed by the
i
! partnership, except that the appraised value of machinery,
equipment and real property shall be substituted for book
I
value. The difference between the total appraised value of
i
machinery and real property and its total depreciated book
1 value shall increase or decrease the Partner's capital
accounts in the proportions of their interests in profits
or losses of the partnership specified in Article III. The
13
rrr•.-1?-1'7py 1[+D? W11411JUHH11 & IHEKhII?.VFF
717 238 4509 F,15?<5
I
II
?I
II appraised value of partnership real estate shall be
?i determined as of the date of retirement, withdraw or death
of the Partner, and shall be made by an appraisers elected
by agreement between the continuing Partners and the
withdrawing Partner or the personal representative of the
deceased Partner. No value shall be attributed to
! partnership good will in the appraisal made under this sub-
G
section.
3.17 Liquidation: If the remaining Partners do not
elect to purchase the interest of the retiring or
I;
withdrawing Partner, or no suitable buyer is found, the
Partners shall proceed with reasonable promptness to sell
•i
! the real and personal property owned by the partnership and
?i to liquidate its business. The procedure as to liquidation
j! and distribution of the assets of the partnership business
I!
shall be the same as stated in Section 3.14 with reference
II to voluntary termination.
!i 3.18 Sale o Partnorshia Interest: No Partner may sell
II or transfer all or arty part of his interest in the
it partnership for a period of five (5) years from the date of
ii this Agreement, unless all parties agree in writing. If, in
the event a Partner wishes to withdraw or retire, the
jl remaining Partners shall have the right of first refusal.
Thereafter, no Partner shall sell, transfer or otherwise
19
RPR-19-1999 12:53
it
I?
?I
GJI M 145HR19 & CHERH I COFF
717 239 4909 P.16,'25
Ii dispose of all or any part of his partnership interest
without first obtaining written approval of the remaining
li
Partners
, nc u ng the name or the person to whom he
intends to call, transfer, or dispose of his interest, and
the prices and terms of any proposed sale. If no suitable
buyer is found, then the partnership shall proceed under
Section 3.19.
3.19 Death: (a) Purchase Option. Upon the death of
either Partner, the surviving Partner shall have the right
to either purchase the interest of the decedent in the
partnership or to terminate and liquidate the partnership
business. If the surviving Partner elects to purchase the
decedent's interest, he shall serve notice in writing of
I
such election, within three (3) months after the death of
the decedent, upon the decedent's executor or administrator,
or, if at the time of such election, no legal representative
has been appointed, upon any one of the decedent's known
legal heirs at such heir's last known address.
(b) In the event that the surviving Partners elect
to purchase the deceased Partner's interest, the estate of
the deceased Partner, or thereafter the beneficiaries
thereof, shall submit to the surviving Partners an offer to
sell the deceased Partner's partnership interest, upon such
terms and conditions as are acceptable to the estate or the
15
F+I'k-ly-l?yj 1254
I,
it
?I
CUNN114GHHbl & CHERNICOFF
717 238 4809 P.17i25
it beneficiaries. If. the surviving Partners elect not to
ii
;i purchase the tendered partnership interest upon the terms
11 and conditions submitted, or if negotiated terms and
conditions of sale are not agreed to within sixty (60) days
?i from the tender to the surviving Partners, then the deceased
Partner's interest in all the partnerships assets shall be
valued by a mutually acceptable appraiser. In the absence
f of agreement, the deceased Partner's estate and the
i surviving Partners shall each select an appraiser, and the
two appraisers so selected shall appoint a third appraiser.
?I
The appraisers so selected shall agree upon the fair market
value of all partnership, assets. Thereafter, the value of
all partnership liabilities applicable to the
partnership
it assets shall be deducted from the appraised value of the
I
ii assets to reach a "net value,, for the entire partnership.
?I The decision of the appraiser or appraisers, as the case may
i be, as to the value of the assets of the partnership shall
j be conclusive and binding upon all interested parties. The
expense of any appraisal conducted hereunder shall be borne
ji by the partnership.
I)
(c For ) purposes of determining the applicable
partnership liabilities, the latest financial statement for
?I
the partnership, adjusted by transactions occurring since
16
"??„'1.'1090 lc•?4
I;
r
W11111,U11-0I 4 k.HERMI?_UFF
717 238 4809 F. 18/25
the date of such partnership financial statement, shall be
r,
binding upon all interested parties.
(d) If a partnership interest is purchased
i
pursuant to the provisions of this Paragraph 3.19, the
surviving Partners or Partner acquiring the partnership
i
interest shall, at the election of the surviving Partners,
ii
make payment for the partnership interest either in cash
within thirty (30) days of a determination of the value of
the partnership interest, or, in four (4) equal annual
j; installments, the first such installment to be paid within
i
thirty (30) mays from a final determination of the value of
I.
the partnership and the remaining installments to be paid
each succeeding year on the anniversary date of payment of
the first installment. If the four year pay-out method is
elected, the surviving Partner shall pay interest at the
U
(I rate of the national prime rate of ten percent (101) on the
total balance, minus two percent (2t) or eight percent (8t)
i+
on the unpaid principal balance remaining during the
applicable year, said interest to commence with payment of
!
the first installment.
3.20 UuuidatioIf the surviving Partner does not
;I
elect to purchase the decedent's interest in the
f? partnership, he shall proceed with reasonable promptness to
sell the real and personal property owned by the partnership
i
17
HYh-ly-j4yy ld:bb
II
• II
?i
li
1.UMIl1WHil•1 A CHF.1?HI1-?FF
717 239 4909 P.19%2S
?I and to liquidate its business. The surviving Partner and
the estate of the deceased Partner shall share equally in
the profits and losses of the business during the period of
liquidation, except that the decedent's estate shall not be
V liable for losses in excess of the decedent's interest in
the partnership at the time of his death. No compensation
shall be paid to the surviving Partner for his services in
liquidation. Except as otherwise stated in this Agreement,
the procedure for liquidation and distribution of the assets
of the partnership shall be the same as stated in Section
3.14 with reference to voluntary termination.
The Partners, for themselves, their heirs, personal
representatives, successors and assigns, hereby agree that
the method of valuing the partnership assets herein provided
shall be the sole, exclusive and binding method upon all
parties and partnership interest, and hereby waive the right
to have such asset valuation determined In a court or any
other judicial forum.
3.21 Balance or Individual Income Accounts: The
balance in the individual income accounts of a withdrawing
or deceased Partner is not to be treated as an obligation of
the partnership to the Partner or an obligation of the
Partner to the partnership. Any amount owed, whether to
Partner or to partnership, as reflected in the individual
le
1-F'R-1'3-1?33 12 56
r
I
I?
i
it
I
CUJIIIHGHAM R C.HER111COFF
717 239 49(19 P.2025
income amount of a withdrawing or deceased Partner, shall be
I paid within thirty (30) days after the draw or death of such
I.
Partner.
3.22 lxoeditLOtls Determination of Valuation: The
II; Partners and their assigns and successors in interest agree
i+ that they will proceed as expeditiously as possible in
i
determining the value of the interest of the withdrawing or
deceased Partner in accordance with the provision of the
above section in this Agreement.
3.23 Income Tag Incidence of Pa ants: Tt is the
i intention of the parties that all amounts payable under this
1j Article to a withdrawing Partner or to the successor in
;i
interest of a deceased Partner shall constitute payment for
11
the interest of the Partner and partnership property.
it
Payment shall be considered a distribution of partnership
property under 739(b) of the internal Revenue code to the
II
? extent allowable herein.
ii 3.24 Gains or L-M : Any gain or loss on disposition
of partnership property that is in the process of
i? liquidation shall be credited or charged to the Partners in
the proportion of their interest in the partnership. Any
!I property distributed in kind and/or liquidation shall be
Ill valued and treated as though the property was sold and the
II cash proceeds were distributed. The difference between the
19
I
I
I
I
AFR-19-1999 12:56
II
Ii
j
i
CV+IMG4A11 2 CHES311COFF
717 239 4609 F.21i25
Value of property distributed in kind and its book value
i, shall be treated as a' gain or loss on the sale of the
property and shall be credited or charged to the Partners in
the proportions of their interest in profits and losses as
specified above.
3.25 Balance owed By a Partner: Should any Partner
have a debt balance in his capital account, whether by
reason of losses in liquidating partnership assets or
otherwise, the debt balance shall represent an obligation
from him to the other Partners, to be paid in cash within
thirty (30) days after a written demand by the other
Partners.
3.26 Arbitration: If any controversy or claim arising
out of this Partnership Agreement cannot be settled by the
Partners in accordance with all the terms and provisions of
this Agreement, the controversy of work claim shall be
settled by arbitration in accordance with the Rules of the
American Arbitration Association. Then, in effect, and
i
judgment on the award may be entered in any Court having
jurisdiction.
3.27 Assignment: This assignment and the rights,
duties and obligations provided hereunder are personal to
the parties hereto and no party nay assign or delegate any
of the rights, duties and obligations hereunder.
20
hl'1\'17^1 ?ti1 I.C: :..
I
II
l IaIIII+iUHHH n l_Htruli_UhF 717 238 4869 . P.22z25..
3.28 Survjva t Notwithstanding termination of the
partnership here- A
n er, this Agreement shall survive for the
purpose of enforcing the duties and obligations of the
respective parties subsequent to said termination.
i; 3.24 Notices: Any and all notices or other
is
?i communications provided for herein shall be given in writing
by registered or certified mail, return receipt requested,
which shall be addressed to a Partner's last and usual place
of residence.
I?
;i 3.30 Amendments: Amendments to the within Partnership
Agreement shall only be made in writing by agreement of all
the parties hereto.
3.31 Waiy of Dr ag ; The waiver of any Partner.of a
breach of any of the terms or provisions of this Agreement
at any time or times shall not be deemed or construed to
a
! constitute a waiver of any subsequent breach or breaches by
the Partner of the same or any of the other terms or
provisions of this Agreement at any subsequent time or
times.
3.32 Invalid Provision: The invalidity or
I
unenforceability of any particular provision of this
Agreement shall not effect the other provisions hereof, and
this Agreement shall be construed in all respects as if such
invalid or unenforceable provisions were omitted.
z1
II
• iI
Ii
I
1
UIII'IhHfal'I & CHERHICOFF 717 238 4809 F.23i25
i
3.33 B{?,,,n?g Effect: This Agreement shall be binding
U
upon and shall enure to the benefit of the Partners and
y
their separate respective heirs, personal representatives
j; and assigns.
i
II 3.34 Further Acts and Uocumnntc: The parties hereto
I
li covenant and agree that they will execute any further
i
I,
instruments and that they will perform any acts which are or
iI may become necessary to effectuate and to carry on the
li partnership created by this Agreement.
i.
3.35 Entire Agreement: This Agreement constitutes the
I
II entire understanding and agreement between the parties with
li regard to the subject matter hereof and supercedes any and
all other agreements with regard thereto. This Agreement
?I may be amended at any time prior to the death of a Partner
by a written agreement executed by the parties hereto.
(I
!I Modification or amendment of this Agreement shall be invalid
(I unless the same be in writing and signed by the parties
hereto.
3.36 GQ"rDIILa Law: This Agreement shall be construed
according to the laws of the Commonwealth of Pennsylvania.
22
F
HFP.- l9-
999 12:59
CCNIIINGHA41 & CHERIIICCiFF
%17 238 4909 P.24i25
I
IN WITNESS WH13REOFP tho parties hereby have hereunto
sat their hands and seals the day and year first above
written.
WITNESS:
4a,i, Q?
23
Ci
I?
L
i
i
GLENUA K. MAXTON
Mh'k-14-14.14 !d:}y I.M4143HAN & CHERNICUFF
II 717 238 4809 P.25/25
II
I?
I
COMMONWEALTH OF PENNSYLVANIA
1I COUNTY OF ss:
DAUPHIN
I
On this, the _OZ/ day of November, 1991, before me,
a Notary Public, personally appeared JEAN 0. DORSEY and
DENNIS G. DORSEY, known to me (or satisfactorily proven) to
be the persons whose names are subscribed to the within
?I instrument and acknowledged that they executed the same for
the purposes therein contained.
IN WITNESS WHEREOF, I hereunto set my hand and notarial
seal.
COMMONWEALTH OF PENNSYLVANIA
COUNTY OF DAUPHIN ss;
On this, the --S?L_ day of November, 1991, before me,
a Notary Public, personally appeared GLENDA K. HAXTON, known
to me (or satisfactorily proven) to be the person whose name
is subscribed to the within instrument and acknowledged that
she executed the same for the purposes therein contained.
IN WITNESS WHEREOF, r hereunto set my hand and notarial
seal.
TOTAL P.25
VERIFICATION
I, Glenda K. Maxton, am the owner of an undivided 50% interest in the partnership known as
Dorsey/Maxton Associates, the Defendant named herein, and verify that the statements made in the
foregoing Answer With New Matter and Cross-Complaint are true and correct. I understand that
false statements herein are made subject to the penalties of 18 Pa. C.S. Section 4904 relating to
unswom falsification to authorities.
LI?rlag
Date
GLENDA K. MAXTON, for herself and
on behalf of DORSEY/MAXTON ASSOCIATES
CERTIFICATE OF SERVICE
I hereby certify that I served a true and correct copy of the Answer With New Matter and
Cross-Complaint upon Plaintiff and Additional Defendants by depositing same in the United States
Mail, first class, postage pre-paid on the 1L%-day of June, 1999, from New Cumberland,
Pennsylvania, addressed as follows:
Michael S. Travis, Esquire
4076 Market Street, Suite 209
Camp Hill, PA 17011
Attorney for Plaintiff and Additional Defendants
ROBERT PETER KLINE, ESQUIRE
331 Bridge Street, Suite 350
Post Office Box 461
New Cumberland, PA 17070-0461
(717) 770-2540
Attorney for Glenda K. Maxton
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SHERIFF'S RETURN - REGULAR
CASE NO: 1999-03179 P
COMMONWEALTH OF PENNSYLVANIA:
COUNTY OF CUMBERLAND
DORSEY DENNIS G
VS.
DORSEY-MAXTON ASSOCIATES
BRIAN BARRICK , Sheriff or Deputy Sheriff of
CUMBERLAND County, Pennsylvania, who being duly sworn according
to law, says, the within ANSWER WITH NEW MATTER AND was served
upon DORSEY JEAN 0 the
defendant, at 15:12 HOURS, on the 28th day of June
1999 at 322 WEST GREEN ST.
SHIREMANSTOWN, PA 17011 CUMBERLAND
County, Pennsylvania, by handing to JEAN 0. DORSEY (WIFE)
a true and attested copy of the ANSWER WITH NEW MATTER AND
together with CROSS COMPLAINT
and at the same time directing Her attention to the contents thereof.
Sheriff's Costs: So???.?
Docketing 18.00 ?
Service 8.06
Affidavit .00
Surcharge 8.00 R. Ihomas Mine
.U6ROBERT1P. KLINE
06/29/999
by A54,? y) X
Deputy
Sworn and subscribed o before me
this day of
199? A.D.
?' ILL-fi?nb?i'? r
CASE NO: 1999-03179 P
SHERIFF'S RETURN - REGULAR
COMMONWEALTH OF PENNSYLVANIA:
COUNTY OF CUMBERLAND
DORSEY DENNIS G
VS.
DORSEY-MAXTON ASSOCIATES
BRIAN BARRICK , Sheriff or Deputy Sheriff of
CUMBERLAND County, Pennsylvania, who being duly sworn according
to law, says, the within ANSWER WITH NEW MATTER AND was served
upon DORSEY DENNIS G the
defendant, at 15:12 HOURS, on the 28th day of June
1999 at 322 WEST GREEN ST.
SHIREMANSTOWN, PA 17011 CUMBERLAND
County, Pennsylvania, by handing to JEAN O. DORSEY (WIFE)
a true and attested copy of the ANSWER WITH NEW MATTER AND
together with CROSS-COMPLAINT
and at the same time directing Her attention to the contents thereof.
Sheriff's Costs: So answeri/
Serviceng 6.00 2
Affidavit .00
Surcharge 8.00 it. m s Aline,
e.r
$14.00-ROBERT 1P. KLINE
C16/29/999 9
by / 6 ,
put e i
Sworn and subscribed-to before me
this 191 day of
199 A.D.
erocnonoLary
DENNIS G. DORSEY, )
Plaintiff, )
V. )
)
DORSEY-MAXTON
ASSOCIATES, a Partnership, )
Defendant, )
V. )
JEAN 0. DORSEY and DENNIS )
G. DORSEY, )
Additional Defendants. )
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY,
PENNSYLVANIA
CIVIL ACTION - LAW
NO. 99-3179
PLAINTIFF'S REPLY TO DEFENDANT'S NEW MATTER
AND ANSWER OF ADDITIONAL DEFENDANTS TO CROSS-COMPLAINT
1. Reply to New Matter
AND NOW COMES Plaintiff, Dennis G. Dorsey, by and through his attorney, Michael
S. Travis, and files the following:
11. Admitted.
12. Admitted.
13. Admitted in part, denied in part. Admitted that the agreement states that neither
partner shall receive any salary for services rendered to the Partnership. The agreement speaks
for itself. It is denied the implication that the Partnership did not agree to reimburse Dennis
Dorsey personally for construction services provided to the Partnership. By way of further
answer, Plaintiff would not have agreed to provide the services were he not reimbursed for his
time spent on the construction and renovation services.
14. Denied. It is specifically denied that the services provided were performed as part
of his role as a partner.
15. Denied. Glenda Maxton, partner herein, specifically agreed to pay for the
construction and renovation costs provided by Dennis Dorsey, and did consent to the
construction. By way of further answer, because Glenda Maxton had knowledge of the
construction and renovation services, once the services had begun, she was under a duty to
prevent Plaintiff from providing future construction and renovation services if she did not
consent to the work, as unjust enrichment to herself.
16. Denied. It is denied that the claim is outside the applicable statute of limitations,
strict proof is demanded at trial.
17. Denied. Plaintiff has stated a cause of action upon which relief may be granted.
WHEREFORE, Plaintiff respectfully requests, judgment be granted in his favor and
against Defendant.
H. Answer to Cross-Complaint
AND NOW COMES Additional Defendants, Jean O. Dorsey and Dennis G. Dorsey, by
and through their attorney, Michael S. Travis, and files the following:
18. Admitted on information and belief. By way of further answer, the Response to
Defendants New Matter and Complaint are incorporated as though set forth at length.
19. Admitted.
20. Admitted.
21. Denied. It is specifically denied that Glenda Maxton had no knowledge of the
renovation or construction services provided by Plaintiff. By way of further answer, Glenda
Maxton at all times relevant hereto agreed to enter into the contract with Dennis Dorsey and
requested that the work be completed to her specifications, this agreement was not in violation of
the Partnership Agreement,
22. Denied. The agreement was reached by all three partners of Dorsey-Maxton
Associates.
WHEREFORE, Additional Defendants, Jean O. Dorsey and Dennis G. Dorsey,
answering defendants herein, request that the cross-claim be dismissed and that the Court award
the amounts stated in the complaint.
Respectfully submitted,
Dated: o?S/Gf?9 ?
i iacl S. Travis
Attorney for Plaintiff Dennis Dorsey
and Defendants Jean and Dennis Dorsey
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717) 731-9502
VERIFICATION
I verify that the statements made in this Response to New Matter and Answer are true and
correct. I understand that false statements herein are made subject to the penalties of 18 Pa.C.S.
Section 4904 relating to unswom falsification to authorities.
DATED: 1 J " eDATED: ( /
CEIU IFICA'1'F OF SERVICE
I, Michael S•'llnvis, certify that 1 have this day served true and correct copy of the
foregoing document by first class mail, postage prepaid, on the following person, addressed as
follows:
Robert P. Kline, Esquire
331 11ridgc Street, Suite 350
Post Office Box 461
New Cumberland, PA 17070-0461
(Allorney f'or Glenda Maxtor)
Janus M. Bach, Esquire
352 S. Sporting Hill Road
Mechanicsburg, PA 17055
(Attorney for Dorsey-Maxtor. Associates)
Dated: I3 /
Y
Is ael S. Travis
ID No. 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717)731-9502
Fax 731-9511
Attorney for Dennis and Jean Dorsey
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Cr%
DENNIS G. DORSEY,
PLAINTIFF
Vs.
DORSEY-MAXTON ASSOCIATES,
DEFENDANT
IN THE COURT OF COMMON PLEAS OF
CUMBERLAND COUNTY, PENNSYLVANIA
NO. 99-3179
. CIVIL ACTION - LAW
ANSWER TO A COMPLAINT
AND NOW, comes the Defendant Dorsey/Maxton Association, by
their Attorney JAMES M. BACH, and files the within Answer to a
Complaint:
1. through 3. ADMITTED.
4, through 10. ADMITTED IN PART. DENIED IN PART. It is
admitted that the Plaintiff did provide services as more
specifically set forth in the invoice tendered on the dates and
times announced therein. It is also admitted that the services
were proper, satisfactory, and consistent. In this case the
partnership consist of Jeannie Dorsey, husband of the Plaintiff
and Glenda Maxton, a partner in the Dorsey/Maxton Associates.
The relationship of the parties is important in this case.
Apparently there will be a dispute between the partners
themselves as to authorization and necessity of the work.
The Partnership agrees that the work was done and
further it was done in a good workman like manner. Due to the
inherent conflict and the relationship of the parties the
partnership must deny the amount due and owing and let that
matter be settled by a court decision.
WHEREFORE, Dorsey/Maxton Associates, a partnership
respectfully prays that this court determine what amounts, if
any, are due and owing to the Plaintiff. This request for relief
is made necessary because of the dispute by the partners in the
partnership as to the work and the value, as well as the
relationship of the parties, Jeannie Dorsey a partner being
married to the Plaintiff and Glenda Maxton the disputing partjer
being a one half owner in the partnership.
DATE: ' 9 9
RESPECTFULLY SUBMITTED:
James M. Bach
torney At Law
352 S. Sporting Hill Rd.
Mechanicsburg, PA 17055
(717)73702033
Attorney ID #18727
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DENNIS G. DORSEY,
Plaintiff,
V.
DORSEY-MAXTON
ASSOCIATES, a Partnership,
Defendant,
V.
JEAN O. DORSEY and DENNIS
G. DORSEY,
Additional Defendants.
i IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 99-3179
ORDER
AND NOW, this day of 1999, plaintiffs motion to Amend
Complaint is hereby granted.
By the Court,
J.
DENNIS G. DORSEY,
Plaintiff,
V.
DORSEY-MAXTON
ASSOCIATES, a Partnership,
Defendant,
V.
JEAN O. DORSEY and DENNIS
G. DORSEY,
Additional Defendants.
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION -LAW
NO. 99-3179
RULE
AND NOW, this A/ day of 1999, upon consideration of
the Motion to Amend Complaint in Contract Breach filed in the above-captioned matter, a Rule
is entered upon Defendant to show cause why the relief requested in said Motion should not be
granted. 57c- - 4 ^-4 p? /S
0
By the Court,
)04'?l
J.
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Michael S. Travis
ID No. 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717)731-9502
DENNIS G. DORSEY,
Plaintiff,
V.
DORSEY-MAXTON
ASSOCIATES, a Partnership,
Defendant,
V.
JEAN 0. DORSEY and DENNIS
G. DORSEY,
Additional Defendants.
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION -LAW
NO. 99-3179
MOTION TO AMEND COMPLAINT FOR BREACH OF CONTRACT
TO INCLUDE ALTERNATIVE COUNT OF QUANTUM MERUIT
TO THE HONORABLE JUDGES OF SAID COURT:
Plaintiff, Dennis G. Dorsey, by his attorney, Michael S. Travis, respectfully represents
and moves this court as follows:
1. Plaintiff is Dennis G. Dorsey, who currently resides at 322 West Green Street,
Shiremanstown, Pennsylvania.
2. Defendant is Dorsey-Maxton Associates, a partnership with an office located at 322
W. Green Street, Shiremanstown, Pennsylvania, having its principal place of business at 3208,
Bridge Street, New Cumberland, Pennsylvania.
3. Additional Defendants Jean Dorsey and Dennis Dorsey currently at 322 West Green
Street, Shiremanstown, Pennsylvania.
4. A Complaint in Contract Breach was filed to the above number and temi on July 7,
1999.
5. The Complaint, as filed, contained claims for breach of contract.
6. Pursuant to Pa. R.Civ.P. 1033, plaintiff wishes to amend the Complaint to include an
alternative count in quantum meruit for unjust enrichment by the defendant which could have
been joined with the action for contract breach.
7. By written request on August 20, 1999, and failure to respond thereto, defendant did
not concur with this motion. A copy of the letter to counsel for the defendants is attached hereto
as Exhibit A.
WHEREFORE, Plaintiff respectfully moves this Honorable Court to allow him to amend
the Complaint to include the claim for relief in quantum meruit.
Date:"?7L"f-` Respectfully submitted,
is iael S. Travis
Attorney for Plaintiff
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717) 731-9502
MICHAEL S. TRAVIS
ATTORNEY AT LAW
4076 MARKET STREET, SUITE 209
CAMP HILL, PA 17011
TELEPHONE 17171 731.9502
FAX 17171 731.9511
August 20, 1999
James M. Bach, Esquire
352 S. Sporting Hill Road
Mechanicsburg, PA 17055
Robert P. Kline, Esquire
331 Bridge Street, Suite 350
Post Office Boy: 461
New Cumberland, PA 17070-0461
RE: Dennis Dorsey v. Dorsey-Marton Associates, et al., No. 99-3179
Consent to Amen! Complaint
Gentlemen:
Pursuant to Pa. R.C.P. 1033, the plaintiff seeks your consent to amend his complaint to
add au alternative count in quantum meruit.
Kindly retunt the enclosed sicned consent on or before September 5. 1999, or plaintiff
will move the court to amend his complaint without your consent. Please contact me should you
have any questions or concerns.
Very truly yours.
_./?/ 1`lichael S. Travis
MST/dt
Encl.
PC: Dennis G. Dorsey
EXHIBIT
CERTIFICATE OF SERVICE
I, Michael S. Travis, certify that I have this day served a true and correct copy of the
foregoing document by first class mail, postage prepaid, on the following person, addressed as
follows:
Robert P. Kline, Esquire
331 Bridge Street, Suite 350
Post Office Box 461
New Cumberland, PA 17070-0461
(Attorney for Glenda Maxton, Partner)
James M. Bach, Esquire
352 S. Sporting Hill Road
Mechanicsburg, PA 17055
(Attorney for Partnership)
Dated: yOJA/
??hael S. Travis
ID No. 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717)731-9502
Fax 731-9511
%
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MICHAEL S, TRAVIS
ATTOPh(Y N LAW
4076 MARKET STREET, SUITE 209
CAMP HILL. PA 17011
TELEPHONE 17171 731.9502
SFP 1 3 1999 -.
V
MICHAEL S. TRAVIS
Attorney at Law
4076 Market Street, Suite 2o9
Lamp Hill, PA 17011
Telephone (717) 731.9502
OCT 0 7 19? .
I
i
i
DENNIS G. DORSEY,
Plaintiff,
V.
DORSEY-MAXTON
ASSOCIATES, a Partnership,
Defendant,
V.
JEAN O. DORSEY and DENNIS
G. DORSEY,
Additional Defendants.
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 99-3179
ORDER
AND NOW, this 94411 day of C)Z`"" 1 , 1999, upon consideration
of Dennis G. Dorsey's motion, it is hereby ORDERED that the rule which was issued on the
Defendants in the above-captioned matter on September 14, 1999, to show cause why the
plaintiff should not be permitted to amend his complaint, is made absolute, that Dennis G.
Dorsey's motion is granted, and that Plaintiff shall be permitted to Amend his Complaint for
Breach of Contract to Include an Alternative Count of Quantum Meruit.
By the
Michael S. Travis
Attorney for Plaintiff and
Jean O. Dorsey, Additional Defendant
Robert P. Kline, Esquire
Attorney for Glenda Maxton, Partner
J.
Rj1s
James M. Bach, Esquire
Attorney for Partnership
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F?I?C?:?YL',GN .A
Michael S. Travis
ID No. 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717)731-9502
DENNIS G. DORSEY,
Plaintiff,
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
V.
DORSEY-MAXTON
ASSOCIATES, a Partnership,
Defendant,
V.
JEAN O. DORSEY and DENNIS
G. DORSEY,
Additional Defendants.
CIVIL ACTION - LAW
NO. 99-3179
PLAINTIFF'S MOTION TO MAKE RULE TO SHOW
CAUSE ABSOLUTE
Dennis G. Dorsey, by his undersigned counsel, respectfully moves this Court to make
absolute the rule to show cause which was issued in the above captioned matter on September
14, 1999, and in support states the following:
1. Dennis G. Dorsey filed a Motion to Amend his Complaint for Breach of Contract to
Include an Alternative Court of Quantum Meruit on September 10, 1999.
2. On September 14, 1999, this Court issued a rule on Defendants to show cause why
Dennis G. Dorsey should not be permitted to amend his complaint, returnable 15 days after
service upon Defendant's Counsel.
3. On September 16, 1999, the Prothonotary of Cumberland County caused a copy of the
rule to be served on counsel for Defendants by regular mail.
4. Defendants herein have failed to answer Dennis G. Dorsey's motion to date.
WHEREFORE, Dennis G. Dorsey requests that this Court make the rule absolute and
grant the motion to Amend Complaint for Breach of Contract to Include an Alternative Count of
Quantum Meruit.
Respectfully Submitted,
?i .
ichael S. Travis
Attorney for Plaintiff
ID No. 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717) 731-9502
CERTIFICATE OF SERVICE
I, Michael S. Travis, certify that I have this day served true and correct copy of the
foregoing document by first class mail, postage prepaid, on the following person, addressed as
follows:
Robert P. Kline, Esquire
331 Bridge Street, Suite 350
P.O. Box 461
New Cumberland, PA 17070-0461
(for Defendant Glenda Maxton, Partner)
JAMES M. BACH, ESQUIRE
352 S. SPORTING HILL ROAD
MECHANICSBURG, PA 17055
(for the Partnership)
Dated: b/F/
Michael S. Travis
ID No. 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717)731-9502
Fax 731-9511
Attorney for Plaintiff
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Michael S. Travis
ID No. 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717) 731.9502
DENNIS G. DORSEY,
Plaintiff,
V.
DORSEY-MAXTON
ASSOCIATES, a Partnership,
Defendant,
V.
JEAN O. DORSEY and DENNIS
G. DORSEY,
Additional Defendants.
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY,
) PENNSYLVANIA
CIVIL ACTION - LAW
NO. 99-3179
NOTICE
You have been sued in court. If you wish to defend against the claims set forth in the
following pages, you must take action within twenty (20) days after this complaint and notice are
served, by entering a written appearance personally or by attorney and filing in writing with the
court your defenses or obligations to the claims set forth against you. You are warned that if you
fail to do so, the case may proceed without you and a judgment may be entered against you by
the court without fiuther notice for any money claimed in the complaint or for any other claim or
relief requested by the plaintiff. You may lose money or property or other rights important to
you.
YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO
NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE
OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP.
Cumberland County Bar Association
2 Liberty Avenue
Carlisle, PA 17013
(717) 249-3166
DENNIS G. DORSEY,
Plaintiff,
V.
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY,
PENNSYLVANIA
CIVIL ACTION - LAW
DORSEY-MAXTON
ASSOCIATES, a Partnership,
Defendant,
NO. 99-3179
V.
JEAN O. DORSEY and DENNIS
G. DORSEY,
Additional Defendants.
AMENDED COMPLAINT
The plaintiff, Dennis G. Dorsey, by and through his counsel, Michael S. Travis, amends
his complaint as follows:
24. Paragraphs 1-10 of plaintiff, Dennis G. Dorsey's complaint are incorporated by
reference.
ALTERNATIVE COUNT I - QUANTUM MERUIT
In the event it is determined that no oral agreement existed in fact or law between
plaintiff and defendant as alleged in plaintiffs complaint, the plaintiff alleges as follows:
25. On November 1992 and dates thereafter up to and including November 1998, the
plaintiff, at the oral request of the defendant and with the defendant's knowledge and
acquiescence, performed construction and renovation services in accordance with the defendant's
plans and specifications as more completely outlined in Exhibit A of the complaint, which is
incorporated by reference herein.
26. In the course of construction and renovation services, the plaintiff was required to
and did furnish the labor outlined in Exhibit A.
27. The market value of said labor at the time they were furnished was $29,050.00.
28. Defendant has refused to pay plaintiff the value of the labor famished although the
same is due, resulting in defendant becoming unjustly enriched at the plaintiffs expense.
WHEREFORE, plaintiff, Dennis G. Dorsey, demands judgment against defendant,
Dorsey-Maxton Associates, in the amount of $29,050.00, together with costs and interest from
the date of demand, being August 1998, the date when the demand for payment was first made
on defendant.
Respectfully submitted,
i ael S. Travis
Attorney for Plaintiff
ID No 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717) 731-9502
VERIFICATION
I verify that the statements made in this Amended Complaint are true and correct. I
understand that false statements herein are made subject to the penalties of 18 Pa.C.S. Section
4904 relating to unswom falsification to authorities.
DATED: -A40 -A
/R -9 L "?
Dennis G. Dorsey
CERTIFICATE OF SERVICE
1, Michael S. Travis, certify that I have this day served a true and correct copy of the
foregoing document by first class mail, postage prepaid, on the following persons, addressed as
follows:
Robert P. Kline, Esquire
331 Bridge Street, Suite 350
P.O. Box 461
New Cumberland, PA 17070-0461
James M. Bach, Esquire
352 S. Sporting Hill Road
Mechanicsburg, PA 17055
Dated: ??
ichael S. Travis
ID No. 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717)731-9502
Fax 731-9511
Attorney for Plaintiff
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DENNIS G. DORSEY, : IN THE COURT OF COMMON PLEAS
: CUMBERLAND COUNTY, PENNSYLVANIA
Plaintiff
VS.
: CIVIL ACTION - LAW
DORSEY/MAXTON ASSOCIATES, a
Partnership,
Defendant
VS.
JEAN 0. DORSEY and DENNIS G.
DORSEY,
Additional Defendants
NO. 99-3179 CIVIL TERM
NOTICE
YOU HAVE BEEN SUED IN COURT. If you wish to defend against the claims set forth in
the following pages, you must take action within twenty (20) days after this New Matter and
Counterclaim and Notice are served, by entering a written appearance personally or by attorney and
filing in writing with the Court your defenses or objections to the claims set forth against you. You
are warned that if you fail to do so the case may proceed without you and a judgment may be entered
against you by the Court without further notice for any money claimed in the New Matter and
Counterclaim or for any other claim or relief requested by the Plaintiff. You may lose money or
property or other rights important to you.
YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT
HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET
FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP.
Cumberland County Bar Association
2 Liberty Avenue
Carlisle, PA 17013
(717) 249-3166
DENNIS G. DORSEY, : IN THE COURT OF COMMON PLEAS
: CUMBERLAND COUNTY, PENNSYLVANIA
Plaintiff
VS.
CIVIL ACTION - LAW
DORSEY/MAXTON ASSOCIATES, a
Partnership,
Defendant
NO. 99-3179 CIVIL TERM
VS.
JEAN 0. DORSEY and DENNIS G.
DORSEY,
Additional Defendants
ANSWER TO AMENDED COMPLAINT
NEW MATTER AND COUNTERCLAIM
AND NOW, comes Glenda K. Maxton (Answering Partner), owner of a fifty (50%) percent
undivided interest in Dorsey/N iaxton Associates, Defendant named herein, by and on behalf of
said Partnership, who files the following Answer to the Amended Complaint filed in the above-
captioned matter:
24. Answer Partner's responses to Paragraphs 1 through 10 of Plaintiffs original
Complaint are incorporated herein by reference.
25. Admitted in part, denied in part. Admitted that Plaintiff, in his role as partner of
Dorsey/Maxton Associates, did perform certain services for the apartment units at 320-R Bridge
Street, New Cumberland. Answering Partner is without specific knowledge as to the particular
services performed and, to that extent, the allegation is denied and proof is demanded.
Furthermore, any request made for the performance of the alleged services were made by Plaintiff
and his wife, Jean 0. Dorsey, Additional Defendants named in this action, and not at the request
of or under authority of the partnership. Any acquiescence upon the part of the Defendant was
based upon the understanding that the parties were operating under the terms of the Partnership
Agreement.
26. Denied. Answering Partner is without specific knowledge to admit or deny the
extent of any labor performed by Plaintiff and, therefore, the allegation of this paragraph is
denied. By way of further answer, while Plaintiff may have performed certain services in his role
as partner, Answering Partner is without specific knowledge as to the extent of those services and
any services perforated by Plaintiff were performed in his role as partner subject to the
Partnership Agreement.
27. Denied. Answering Partner specifically denies the amount to which Plaintiff
alleges he is owed and proof is demanded.
28. Denied. The allegation of this paragraph is a legal conclusion to which no
responsive pleading is required. To the extent that a response is required, the allegation is denied.
WHEREFORE, Glenda K. Maxton, on behalf of Dorsey/Maxton Associates, a partnership,
the Defendant named herein, respectfully requests that this Honorable Court enter judgment in
favor of the partnership, together with costs and attorneys fees as the Court may deem proper.
NEW MATTER
29. Dorsey/Maxton Associates, the Defendant named herein, is a partnership
established pursuant to the terms of the Partnership Agreement dated November 21, 1991, a copy
of which is attached to the Answer with New Matter and Cross-Complaint previously filed in this
matter on June 18, 1999.
30. Plaintiff, Dennis G. Dorsey, is a party to the Partnership Agreement dated
November 21, 1991, a copy of which is attached to the Answer with New Matter and Cross-
Coniplaitn previously filed in this matter on June 18, 1999.
31. Paragraph 1.9 of said Agreement specifically provides that neither partner shall
receive any salary for service rendered to the Partnership.
32. Any services rendered by Plaintiff were in his role as partner and, therefore, no
compensation for such services is due to Plaintiff.
33. Plaintiff's claim, or at least a portion thereof, is outside the applicable statute of
limitations.
34. The Plaintiff has failed to state a cause of action upon which relief may be granted.
WHEREFORE, Defendant respectfully requests judgment be granted in its favor, together
with costs and attorneys fees as the Court may allow.
COUNTERCLAIM
Dorsev/Maxton Associates v. Dennis G Dorsey and Jean O Dorsey
35. The responses contained in the Answer to the Amended Complaint in Paragraphs
24 through 28 and the allegations of the New Matter contained in Paragraphs 29 through 34 are
incorporated herein as if set forth in full.
36. Plaintiff, together with his wife, Jean O. Dorsey, are owners of an undivided one-
half interest in the partnership known as Dorsey/Maxton Associates.
37. Plaintiff, together with his wife, Jean O. Dorsey, are and have been in sole
possession and control of the checking account of the partnership known as Dorsey/Maxton
Associates.
38. Because of differences between Answering Partner and Plaintiff and his wife, Jean
0. Dorsey, there is presently an impasse in the operation of the partnership known as
Dorsey/Maxton Associates.
39. Plaintiff and his wife, Jean O. Dorsey, have expended partnership funds without the
authority of Answering Partner on such matters as frivolous attorneys fees, cellular telephone, and
other matters, which are expenses that Answering Partner has advised Plaintiff and his wife of her
objection.
40. Answering Partner believes, and therefore avers, that the instant action filed by
Plaintiffwas filed solely for the purpose of attempting to obtain for Plaintiff and his wife a
disproportionate share of the partnership assets upon the eventual dissolution of the partnership,
and for no other legitimate purpose.
41. Paragraph 1.9 of the Partnership Agreement dated November 21, 1991, a copy of
which is attached to the Answer with New Matter and Cross-Complaint previously filed in this
matter on June 18, 1999, specifically precludes Plaintiff from making any claim for any services
that he performed in his role as partner.
42. There does not exist any basis whatsoever, either in fact or at law, to holding the
partnership liable to Plaintiff as to any allegations made in Plaintiff's Complaint.
43. Plaintiff s Complaint is a frivolous cause of action filed solely for the purpose of
extorting a sum of money at the expense of the partnership and the Answering Partner. Such
action by the Plaintiff is an abuse of the legal process and justifies the awarding of legal fees and
costs to the Answering Partner.
44. Answering Partner has incurred and will continue to incur legal expenses and costs
in defending this action until a final resolution is made.
WHEREFORE, Glenda K. Maxton, Answering Partner, on behalf of Dorsey/Maxton
Associates, a partnership, hereby demands judgment in the Partnership's favor and against
Plaintiff, together with an award of attorneys fees and costs.
Respectfully submitted,
1 0 o c i L`?55 7 -
DATE ROBERT PETER KL E, SQl1i.E
331 Bridge Street, Suite 350
Post Office Box 461
New Cumberland, PA 17070-0461
(717) 770-2540
Attorney for Glenda K. Maxton
VERIFICATION
I, Glenda K. Maxton, am the owner of an undivided 50% interest in the partnership known as
Dorsey/Maxton Associates, the Defendant named herein, and verify that the statements made in the
foregoing Answer to Amended Complaint are true and correct. I understand that false statements
herein are made subject to the penalties of 18 Pa. C.S. Section 4904 relating to unswom falsification
to authorities.
? t Jq ?Q (D? l c? c? \/, . n A o.zr- ?
Date GLENDA K. MAXTON, for herself and
on behalf of DORSEY/MAXTON ASSOCIATES
CERTIFICATE OF SERVICE
I hereby certify that I served a true and correct copy of the Answer to Amended Complaint,
New Matter and Counterclaim upon the following persons by depositing same in the United States
Mail, first class, postage pre-paid on the 10th day of November, 1999, from New Cumberland,
Pennsylvania, addressed as follows:
Michael S. Travis, Esquire
4076 Market Street, Suite 209
Camp Hill, PA 17011
Attorney for Plaintiff and Additional Defendants
James Bach, Esquire
352 S. Sporting Hill Road
Mechanicsburg, PA 17055
Attorney of Record for Dorsey/Maxton Associates
1
ROBERT PETER KLINE, ESQUIRE
331 Bridge Street, Suite 350
Post Office Box 461
New Cumberland, PA 17070-0461
(717) 770-2540
Attorney for Glenda K. Maxton
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DENNIS G. DORSEY,
'Wt
: IN THE COURT OF COMMON PLEAS OF
Plaintiff : CUMBERLAND COUNTY, PENNSYLVANIA
Vs. : NO. 99.3179 CIVIL TERM
DORSEY/MAXTON ASSOCIATES, a
Partnership,
Defendant
Vs.
JEAN O. DORSEY and DENNIS G.
DORSEY
Additional Defendants:
REPLY
AND NOW comes Dorsey/Maxton Associates, by their Attorney James M. Bach, and files within Reply:
29. ADMITTED
30. ADMITTED
31. ADMITTED
32. DENIED. The partnership does not preclude a member party for seeking compensation other than salary for
services rendered.
33. DENIED. Generally, no response is required to a legal conclusion. The question of statute of limitations is a matter
for the court to decide.
34. DENIED. This is a legal conclusion for which generally a response is not required, however, it is believed that the
plaintiff herein has filed a viable cause of action
ANSWER TO COUNTER-CLAIM
35. The prior responses to the matter in paragraphs 29 through 34 are incorporated herein by reference.
36. ADMITTED
37. ADMITTED
38. DENIED. It is impossible to properly respond to this allegation as it is not stated with specificity.
39. DENIED. All partnership funds expended have been expended with just cause. All partnership expenses are
meritorious, and at all times have served the best interest of the partnership as a whole.
40. DENIED. The Instant Court Action was filed by the partnership, on behalf of the partnership, and its purpose and
intent was to recover monies due and owing to the partnership. Further, all partners would share in any gain realized
by way of this litigation.
41. DENIED. The partnership agreement does not preclude individual claims for services rendered by individual
partners in their individual capacity.
42. DENIED. This is a legal conclusion for which a response is not required
43. DENIED. This is a legal conclusion for which a response is not required.
44. ADMITTED. It is admitted that the answering partner will incur legal fees, but these are legal fees caused and
incurred by the answering partner.
WHEREFORE, DorseyMaxton Associates, Partnership, hereby respectfully requests that the counterclaim of
Linda K. Maxton, individually, and as answering partner, be dismissed.
RESPECTFULLY SUBMITTED ON November 16,1999:
2 Soutb Sporting Hill Road
achanicsbarg, PA 17055
(717) 737-2033
Attorney I.D. # 18727
VERIFICATION
I, Jeannie Dorsey, am the owner of an undivided 50% interest in the partnership known as Dorsey/Maxton
Associates, the Defendant named herein, and verify that the statements made in the foregoing Reply and Answer to a
Counter Claim are true and correct. I understand that false statements herein are made subject to the penalties of 18 Pa.
C.S. Section 4904 relating to unswom falsification to authorities.
DA
O
r1NNIE DORSEY
2 West Green Street
iremanstown, PA 17011
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Michael S. Travis
ID No. 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717) 731-9502
DENNIS G. DORSEY,
Plaintiff,
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY,
PENNSYLVANIA
V.
DORSEY-MAXTON
ASSOCIATES, a Partnership,
Defendant,
V.
JEAN O. DORSEY and DENNIS
G. DORSEY,
Additional Defendants.
CIVIL ACTION - LAW
NO. 99-3179
RESPONSE TO NEW MATTER AND
ANSWER TO COUNTERCLAIM
OF DEFENDANT DORSEY-MAXTON ASSOCIATES
I. Response to New Matter
NOW COMES Plaintiff, Dennis G. Dorsey, by and through his attorney, Michael S.
Travis and files the following:
29. Admitted.
30. Admitted.
31. Admitted in part, Denied in part. The contents of the Agreement are admitted, as the
Agreement speaks for itself. Denied the implication that the substantial renovation and
contractor services provided by plaintiff where contemplated as part of the partnership
agreement.
32. It is specifically denied that the services provided by plaintiff were in his role as a
partner and non-compensable.
33. It is denied that plaintiff's claim is outside the statute of limitations, and strict proof
is demanded at trial.
34. Answering defendant has stated a legal conclusion to which no responsive pleading is
required under the Pennsylvania Rules of Civil Procedure; to the extent that the statement is not a
legal conclusion, it is denied that the plaintiff has failed to state a claim for which relief may be
granted.
WHEREFORE, Plaintiff respectfully requests that the Court enter judgment in his favor,
and against the defendant, Dorsey-Maxton Associates.
H. Answer to Counterclaim of Dorsey-Maxton Associates
35. The averments in paragraphs 24 through 28 of plaintiffs complaint and the responses
in paragraphs 29 through 34 to defendant's New Matter are incorporated by reference herein.
36. Admitted on information and belief.
37. Admitted in part, denied in part. Admitted that plaintiffs are in possession and
control of the partnership checking account. Denied the implication that access of the checking
account has been denied to answering defendant.
38. Admitted on information and belief.
39. Admitted in part, denied in part. Denied that funds were expended without
partnership authority. By way of further answer, plaintiff and his wife advised answering
defendant of their intentions to use the items for the benefit of the partnership. By way of further
answer, answering defendant has been withholding partnership rents owed by tenants without
accounting or authority of the partnership.
40. It is specifically denied that plaintiff filed the instant action for the sole purpose of
attempting to obtain for plaintiff and his wife a disproportionate share of partnership assets and
for no legitimate purpose. By way of further answer, answering plaintiff is well within his right
to obtain payment for validly contracted services performed by him, or that which result in an
unjust enrichment of the partnership to his disadvantage.
41. Admitted in part, denied in part. Admitted that the Partnership Agreement discusses
services and compensation; the Agreement speaks for itself. By way of further answer, the
services and work performed by plaintiff in the complaint as amended were agreed to be
compensable for over and above any usual partnership services provided by plaintiff. By way of
further answer, plaintiff was under no contractual obligation to build a complete apartment unit,
hallway, kitchens, bedroom, office area or replace a roof on the building, in addition to the other
items which are listed on Exhibit A of plaintiff's complaint. The partnership would have had to
pay an outside contractor substantially more for the services, and plaintiff should be justly
compensated therefor.
42. It is specifically denied that plaintiff has not stated a claim to find the partnership
liable for the allegations made in the Complaint. By way of further Answer, plaintiff has stated
ample evidence to find that the partnership has either breached its contract with plaintiff. or that
defendant has been unjustly enriched to the detriment of plaintiff.
43. It is specifically denied that plaintiffs claim is frivolous, or that any intent was ever
made to extort money from the partnership. By way of further answer, to the contrary, it is the
defendant who abuses the legal process by making lavish claims extortion of and abuse of the
legal process, the defense of which justifies the award of counsel fees and costs in favor of
plaintiff.
44. Admitted on information and belief. By way of further answer, plaintiff has also
incurred substantial legal expenses and costs for defendant's failure to resolve the outstanding
partnership issues.
WHEREFORE, plaintiff, Dennis G. Dorsey, requests the Court to dismiss the
Counterclaim of Dorsey-Maxton Associates, and enter a judgment in favor of plaintiff together
with attorneys fees and court costs.
Respectfully submitted,
c?
avis
Date: Attorney for Plaintiff
ID No.77399
4076 Market Street
Suite 209
Camp Hill, PA 17011
(717)731-9502
ichael
S. Tr
VERIFICATION
I verify that the statements made in this Response to New Matter and Answer to
Counterclaim are true and correct. I understand that false statements herein are made subject to
the penalties of 18 Pa.C.S. Section 4904 relating to unsworn falsification to authorities.
DATED:)&/w. -?rl 1°??kj LfS-
Dennis G. Dorsey
CERTIFICATE OF SERVICE
I, Michael S. Travis, certify that I have this day served a true and correct copy of the
foregoing document by first class mail, postage prepaid, on the following person, addressed as
follows:
Robert P. Kline, Esquire
331 Bridge Street, Suite 350
P.O. Box 461
New Cumberland, PA 17070-0461
James M. Bach, Esquire
352 S. Sporting Hill Road
Mechanicsburg, PA 17055
Dated: /O /, y
?? ??
c iael S. Travis '
ID No. 77399
4076 Market Street, Suite 209
Camp Hill, PA 17011
(717) 731-9502
Fax 731-9511
Attorney for Plaintiff
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DENNIS G. DORSEY, : IN THE COURT OF COMMON PLEAS
: CUMBERLAND COUNTY, PENNSYLVANIA
Plaintiff
VS. : CIVIL ACTION - LAW
DORSEY/MAXTON
ASSOCIATES, a partnership
NO. 99-3179 CIVIL TERM
VS.
JEAN 0. DORSEY and DENNIS
G. DORSEY
Additional Defendants
PRAECIPE
TO THE PROTHONOTARY:
Please mark the above-captioned lawsuit as settled and discontinued with prejudice.
Date: 3/aj/-0A '
Michael S. Travis, Esquire
Attorney for Plaintiff and Dennis and Jean Dorsey
individually and as partners, Dorsey/Maxton Associates
4076 Market Street. Suite 209
Camp Hill, PA 17011
(717) 731-9502
Date: 3I2LICA
Craig A.bDichl, Esquire
Attorney for Glenda Maxton individually and
partner, Dorsey/Maxton Associates
3464 Trindle Road
Camp Hill, PA 17011
(717) 7633-7613
J
GENERAL RELEASE AND SETTLEMENT AGREEMENT
WHEREAS certain disputes have arisen regarding the operation and dissolution of
Dorsey/Maxton Associates, a partnership;
WHEREAS, the partners thereto are/were Dennis Dorsey, Jean Dorsey, and Glenda
Maxton;
WHEREAS, John Maxton and his company, New Insights, Inc., have been involved in
this litigation alleging claims surrounding a company called 320 Management and for the
payment of certain rents;
WHEREAS, the parties hereto wish to resolve their differences;
The partnership is deemed dissolved and discontinued.
We, Glenda Maxton, John Maxton, and New Insights, Inc., hereby release all claims for
any monies, rents, specific performance, injunctive relief in law or equity for any claims
whatsoever surrounding the partnership Dorsey/Maxton Associates, New Insights, Inc., the
alleged partnership "320 Management" and Dennis or Jean Dorsey personally.
In exchange, Dennis and Jean Dorsey, hereby release all claims for any monies, rents
specific performance, injunctive relief in law or equity for any claims whatsoever surrounding
the partnership Dorsey/Maxton Associates, New Insights, Inc., the alleged partnership "320
Management, " and John Maxton or Glenda Maxton personally.
The parties hereto, agree to sign the necessary documents to withdraw, settle and
discontinue any suits of any nature by praecipe or other appropriate document as the Court may
require, under any caption.
The parties, their successors and assigns, forever release each other from all claims which
they may have with respect to the partnership, Dorsey/Maxton Associates.
V. ` lkA4 17 n?
Gler$6K. Maxton, as individual and partner
John ?Iax n, as individual and on behalf of
NewMsi ts, Inc.
Craig A. iehl, Esquire
S. Travis, Esquire
oa
MichaelS. Travis, Esquire
Dennis G. Dorsey, as
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