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HomeMy WebLinkAbout08-0576RITE AID HDQTRS. CORP. and RITE AID CORPORATION, IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW Plaintiff, vs. NO. ?- ' '5-16 c sin COMPACT POWER SYSTEMS, LLC Defendant. : COMPLAINT : JURY TRIAL DEMANDED NOTICE TO DEFEND 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 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 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, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Cumberland County Bar Association 32 South Bedford Street Carlisle, PA 17013 Telephone: (717) 249-3166 RITE AID HDQTRS. CORP. and RITE AID CORPORATION, Plaintiff, VS. COMPACT POWER SYSTEMS, LLC Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW NO. 0j7 COMPLAINT JURY TRIAL DEMANDED COMPLAINT Plaintiff Rite Aid HDQTRS. CORP. and Rite Aid Corporation (collectively referred to herein as "Rite Aid"), by their undersigned attorneys, file this Complaint and allege as follows: PARTIES 1. Rite Aid Corporation is a Delaware corporation with its principal place of business at 30 Hunter Lane, Camp Hill, Cumberland County, Pennsylvania 17011. 2. Rite Aid HDQTRS. CORP. is a Delaware corporation with its principal place of business at 30 Hunter Lane, Camp Hill, Cumberland County, Pennsylvania 17011 and is the administrative contracting entity for Rite Aid Corporation. 3. On information and belief, defendant Compact Power Systems, LLC ("Compact") is a California limited liability company with a principal office at 5900 Canoga Avenue, Woodland Hills, CA 91367. JURISDICTION 4. This court has jurisdiction pursuant to 42 Pa.C.S. §931(a). 5. Venue in this Court is proper because the cause of action arose in Cumberland County and a transaction or occurrence took place out of which the cause of action arose in Cumberland County. RELEVANT FACTS 6. Rite Aid operates drug stores in multiple states and has its headquarters and corporate offices in Cumberland County, Pennsylvania. 7. At all times relevant to this Complaint, Compact was involved in the distribution of electronic devices, inter alia, compact cell phone chargers. In March, 2005, Rite Aid and Compact entered into an agreement in which Compact's products would distributed and sold by Rite Aid. 9. As part of the agreement, Compact agreed to advertising charges and also to accept any charges consistent with Rite Aid's vendor compliance terms. 10. Additionally, in March, 2005, Rite Aid and Compact entered into a Rite Aid Returns Agreement ("Returns Agreement") which provided the manner in which Compact's unsaleable products could be disposed. A true and correct copy of the Returns Agreement is attached to this Complaint as Exhibit A. 11. Unsaleable Compact product continues to be processed through Rite Aid's return systems. 12. As of January 25, 2008, Compact's account with Rite Aid has a $7,687.69 negative balance. 13. As of the date of the filing of this Complaint, Compact is in breach of its agreement with Rite Aid because it refuses to pay Rite Aid the negative balance on its account. COUNT 1 BREACH OF CONTRACT Rite Aid vs. Compact 14. Rite Aid incorporates the averments in paragraphs 1 through 13 above as if fully set forth herein. -2- 15. As noted above, in March, 2005, Rite Aid and Compact entered into an agreement under which Rite Aid agreed to consider Compact's products for sale in it stores and Compact agreed to, inter alia, pay advertising charges, comply with Rite Aid's vendor compliance terms and other associated charges as set forth in Rite Aid's Vendor Compliance Guide and incur charges for the disposal of its unsaleable product. 16. As of January 25, 2008, Compact's negative account balance is $7,687.69. 17. Despite repeated requests, Compact refuses to pay the negative account balance of $7,687.69 to Rite Aid. 18. Rite Aid has performed all conditions precedent under all agreements under the account. 19. Compact is in breach of its contract with Rite Aid because it has failed to pay the negative balance on its account. 20. As of January 25, 2008, Rite Aid has suffered damages in excess of $7,687.69, an amount that will increase as additional returns are processed, due to the breaches of Compact. WHEREFORE, Rite Aid requests judgment in an amount in excess of $7,687.69, plus interest, costs and all other amounts deemed appropriate by the Court. COUNT II UNJUST ENRICHMENT Rite Aid vs. Compact 21. Rite Aid incorporates the averments in paragraphs 1 through 20 above as if fully set forth herein. 22. In the event Compact contends no contractual relationship exists, Rite Aid is entitled to recover the outstanding amounts to prevent Compact from being unjustly enriched. -3- 23. Rite Aid has a reasonable expectation to be paid the negative balance. 24. Compact reasonably should have expected to pay for all charges accruing under its contract with Rite Aid. 25. Society's reasonable expectations of persons and property would be defeated by permitting Compact not to pay. 26. Rite Aid has no adequate remedy at law. 27. Rite Aid is entitled to collect the outstanding balance, plus interest, from Compact under the doctrine of unjust enrichment. WHEREFORE, Rite Aid requests judgment in its favor and against Compact in an amount in excess of $7,687.89, plus interest, costs and all other amounts deemed appropriate by the Court. -4- Respectfully submitted, Date: January 25, 2008 14 (j?- 2Br' P. owney (PA 60327) Weber (PA 89266) PEPPER HAMILTON LLP Suite 200, 100 Market Street P.O. Box 1181 Harrisburg, PA 17108-1181 Phone: (717) 255-1155 Fax: (717) 238-0575 Email: downeyb@pepperlaw.com weber] g@pepperlaw.com Attorneys for Rite Aid Corporation and Rite Aid HDQTRS. CORP. -5- G,???br?- A- RITE AID RETURNS AGREEMENT Please note: A SUarate/Returns Aezeement must be filled out for each vendor number. Company Name: t O xz F kc 1a v'Ct ?vS ?` ?s S - 77 7 7 Contact Name>.- - A c. Phone Fax a« i ..7 i;. ? Vendor Number: E-Mail Address: ] Mfg _C 7 Invoice Address: Shipping Address: Cyr nlrm', 4 A./E C+dDCAn3A `, C?!l '?/S67 It/OtL? G? ?J? /rtt-s- cA Category Manager. Associate Category Manager. _ TERMS OF AGREEMENT: A. Unsaleable Merchandise 1. All vendors will be charged the following processing fees for damaged, defective, outdated, and discontinued goods. These fees are based on the findings from the Joint Industry Task Force Study (JIR): DPC (Direct Product Cost) $0.085 Post Damage $0.111. Ops through Scan: $0.101 $0.297 2. All vendors must determine a method of disposition for their unsaleable products. Based on the CODEIDESCRIPTIONS listed below, the vendor representative will check (X) the method his/her company has authorized Rite Aid to use. The additional charge, shown in () at the end of the description, will be added to the charges above. CODE DESCRIPTION (1IR COST) COPT Scan and disposition is left up to the discretion of Rite Aid ($0.020)` DONA Scan and donate ($0.030) ROPT Scan, Hold, Vendor Review/Center Option (90.127) RDON Scan, Hold, Vendor Review, Donate ($0.137) RTAK Scan, Hold, Vendor Review, Take ($0.174) RSHP Scan, Hold, Vendor Review, Ship ($0.186) Note: All Vendor Review merchandise will be held for 21 days after invoice date for review. At that time if not reviewed, or if no decision has been provided by the mangfacturer the product will be disposed of at the discretion of Rite Aid. SHBK Scan and ship back to vendor ($0.1.80) OPEN RA# REQUIRED WITH THIS OPTION RA# 20 9/9/2004 Vendor Supply Chain Guide II. MERCHANDISE INFORMATION & TECHNOLOGY , 3. All products will be billed at Rite Aid's list cost + JIR billing factors (DPC, Post Damage Handling, Rec Charges, Disposition Charges) unless otherwise agreed to in writing by Rite Aid Corporation. Vendor billing is not to exceed 130% of Rite Aid's list cost. 4. All changes to policies must be in writing to Rite Aid Corporation. Approved policy changes will take effect within 30 days following their approval. , 5. All vendors will agree to forward a copy of their current national policy regarding reclamation to be reviewed by Rite Aid Corporation. This will be sent to: Rite Aid Corporation 30 Hunter Lane Camp Hill, PA 17011 Attention: Manager, Front End Returns B. Recall Merchandise -**Please note: The dispositions on page 1 DO NOT apply to recalls. A separate agreement MUST be filled out for all recalls at the time the recall is being activated. This allows a vendor to have a separate disposition on recalls than they have on damaged and outdated returns. The signatures below by the appropriate Category Manager of Rite Aid Corporation and the vendor representative of said company denote their understanding and acceptance of the above agreement. Si tire (Vendor Representative) Date Signature (Authorized by Rite Aid Corporation) Date C0 40n d Fo -r SSj< Olaf. Comps y Rite Aid Corporation 21 9/9/2004 VERIFICATION Ron Chima signs this Verification on behalf of Rite Aid Corporation and Rite Aid HDQTRS. CORP., and does hereby verify that the foregoing Complaint was prepared with the assistance and advice of counsel, and in reliance upon counsel's advice; that the document, subject to inadvertent or undiscovered errors, is based upon and therefore limited by the records and information still in existence, presently recollected and thus far discovered in preparation of this document; and that subject to the limitations set forth herein, the statements contained in this document are true and correct to the best of his knowledge, information and belief. The language of the foregoing document is that of counsel. It is understood that the statements herein are made subject to the penalties of 18 Pa. C.S.A. § 4904 relating to unsworn falsification to authorities. ANCHIM?A?a Date: January 25, 2008 492489?8 v$ f? \ CA 1 c " RITE AID HDQTRS. CORP. and RITE AID CORPORATION, Plaintiff, VS. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW NO. 08-576 Civil Term COMPACT POWER SYSTEMS, LLC Defendant. JURY TRIAL DEMANDED PRAECIPE TO DISCONTINUE TO THE PROTHONOTARY: Please mark the above-captioned matter discontinued, with prejudice, pursuant to Pa. R.C.P. 229. The parties shall bear their own costs and attorneys' fees. _a 6.-? Date: February 22, 2008 Attorneys for Rite Aid Corporation and Rite Aid HDQTRS. CORP. Brfan P. Downey (PA 60327) Juste G. Weber (PA 89266) PEPPER HAMILTON LLP Suite 200, 100 Market Street P.O. Box 1181 Harrisburg, PA 17108-1181 Phone: (717) 255-1155 Fax: (717) 238-0575 Email: downeyb@pepperlaw.com weber] g@pepperlaw.com CERTIFICATE OF SERVICE I certify that on February 22, 2008, I caused a true and correct copy of the foregoing Praecipe to Discontinue to be served upon the following by United States mail, first class postage prepaid, addressed as follows: Tony Aguilera Chief Legal Officer ESI 7801 Hayvenhurst Avenue Van Nuys, CA 91406 JL LL, ust' G. Weber (PA 89266) Cs r D -zr - Fri i YY ?? yy Cil ? (?,4 E '?=t CSC _?