HomeMy WebLinkAbout01-2244NORMAN R. RALES, STEVEN M.
RALES, STEWART Ro RALES,
MITCHELL P. RALES and JOSHUA
B. RALES, partners d/b/a 415
Railroad Avenue Associates,
Plaintiffs
TAtlANTIN TANK
COMPANY, INC. ,
AND EQUIPMENT
Defendant
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NOTICE
You have been sued in Court. If you wish to defend yourself
against the claims set forth in the following papers, 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 defense 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 Plaintiffs. 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 OUR WHERE YOU CAN GET HELP.
CIIMBERLAND COUNTY BAR ASSOCIATION
2 Liberty Avenue
Carlisle, PA 17013
Telephone: (717) 249-3166 or (800) 990-9108
NOTICIA
Len han demando a usted en la corte. Si usted quiere
defenderse de estas demandas expuestas en las paginas siguientes,
usted tiene viente (20) dias de plazo al partir de la fecha de la
demanda y la notificacion, Usted debe presentar una apariencia
escrita o en persona o pot obogado y archivar en la corte en forma
escrita sus defensas o sus objeciones a las demandas en contra de
su persona. Sea avisado que si usted no se defiende, la corte
tomara medidas y puede entrara una orden contra usted sin previo
aviso o notificacion y por cualquiere queja o alivio que es pedido
en la peticion de demanda. Usted puede perder dinero o sus
propiedades o ostros derechos importantes para usted.
LLEVE ESTA DEMANDA A UN ABODAGO INMEDIATAMENTE. SI NO TIENE
ABOGADO O SI NO TIENE EL DINERO SUFICIENTE DE PAGAR TAL SERVICIO,
VAYA EN PERSONA O LLAME POR TELEFONO A LA OFICINA CUYA DIRECCION
SE ENCUENTRA ESCRITA ABAJO PARA AVERGUAR DON]DE SE PUEDE CONSEGUIR
ASISTENCIA LEGAL.
CUMBERLAND COUNTY BAR ASSOCIATION
2 Liberty Avenue
Carlisle, PA 17013
Telephone: (717) 249-3166 or (800) 990-9108
Date
Respectfully submitted,
MARTSOLF & BRA2TON
Bruce F, Bratton, Esquire
Pa. Attorney I.D. No. 23949
2515 North Front Street
P. O. Box 12106
Harrisburg, PA 17108-2106
(717) 236-4241
Attorneys for Plaintiffs
NORMAN R. RALES, STEVEN M. :
P~ALES, STEWART R. R3kLES, :
MITCHELL P. RALES and JOSHUA :
B. RALES, partners d/b/a 415 :
Railroad Avenue Associates, :
Plaintiffs :
TARANTIN TkNK AND EQUIPMENT :
COMPANY, INC.,
Defendant
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
COMPLAINT
AND NOW come Plaintiffs, by and through their counsel,
Martsolf & Bratton, and represent as follows:
1. Plaintiffs are Norman R. Rales, Steven M. Rales,
Stewart R. Rales, Mitchell P. Rales and Joshua B. Rales,
co-partners, trading and doing business as 415 Railroad Avenue
Associates,
2. Defendant is Tarantin Tank and Equipment Company, Inc.,
believed to be a New Jersey corporation conducting business at
415 Railroad Avenue, Shiremanstown, Cumberland County,
Pennsylvania 17011.
3. The Plaintiffs are the owners of a certain parcel of
real property located at and known and numbered as 415 Railroad
Avenue, Shiremanstown, Cumberland County, Pennsylvania.
4. On or about August 27, 1999, Plaintiffs and Defendant
entered into a certain Commercial Lease with respect to a portion
of
415
Pennsylvania.
the premises owned by the Plaintiffs and located at
Railroad Avenue, Shiremanstown, Cumberland County,
A true and correct copy of such Commercial Lease
is attached hereto,
by reference.
5. Defendant
Commercial
amount of
2001, the
6.
Defendant
marked Exhibit ~A" and incorporated herein
is in default under the terms of the
Lease by its failure to pay, when and as due, the
the monthly rent payment which was due on April 1,
sum of $4,445.42.
Pursuant to Paragraph 2 of the Commercial Lease,
is also obligated to the Plaintiffs for the sum of 5%
of such April payment which is more than five (5) days past due.
Such sum equals $222.27.
7. As provided in Paragraph 3 of the Commercial Lease,
rent for a term of twelve (12) months, a total sum of $53,345.04,
also has become immediately due and payable by Defendant.
2
8. Under the terms of the Commercial Lease, Defendant is
also liable to the Plaintiffs for the reimbursement of utility
charges, real estate taxes, insurance costs, etc.
9. Plaintiffs have demanded a payment of such additional
charges in the amount of $6,370.37
demand by Plaintiffs which is attached hereto
Exhibit "B" and incorporated herein by reference.
10. Defendants have not
Plaintiffs to date.
WHEREFORE, reserving the
as evidenced by the written
and marked as
paid any of the sums
right
owing to the
to seek such other remedies
as may be available under the Commercial Lease and/or at law,
Plaintiffs demand judgment in their favor and against Defendant
in the amount of $64,383.10, together with costs of suit and such
reasonable attorneys' fees, costs and expenses as provided in
Paragraph 34 of the Commercial Lease.
Date
Respectfully submitted,
Bruce F. Bratton, Esquire
Pa. Attorney I.D. No. 23949
2515 North Front Street
P. O. Box 12106
Harrisburg, PA 17108-2106
(717) 236-4241
Attorneys for Plaintiffs
3
Coramercial Lease
This Agreement og Lease made this day of August A.D. 1999
Between 415 Railroad Avenue Associates, a Partnership (LESSOR) of ~he one par~, and Tarantln Tank and
Equipm,nt Company, Inc. (LESSEE) o~ the erbar par~.
Witnesseth that the said party, in consideration of the rents and covenants hereinafter mentioned.
do demise and lease unto the said second party, to b~ used es warehouse facility with offices the
premises situate in the Township cE Hampden, County of Cumberlmnd and State of Pennsylvania described
as follows, to wit:
415 Railroad Avenue - front (north)Section
Shiremanetown, PA 17011
To Have and To Hold u~to the said second party, subject to the conditions of this Agreement,
THE DEMISE HEREIN CONTAINED is made and accepted on the ~ollowin~ express conditions;
.2. The rent reserved shall be promptly paid on the several days and times herein
speci~ied without deduction or abatement, et the residence Or principal offtc~ of the sa~d
Lessor. Lessee a~rees to pay Lee~or a ~tt9 (~) percent late fee as additional rent, if rent ~s
~. At the expiration of the term the demised premises will be restored at the option of
the Lessor in the same condition in which they were at the commencement of the term, and the cost
of the said restoration shall be paid by the Lessee, which cost will b~ treated ss additional
rent due and owing u~der the terms of the lease.
holding over by the Lessee beyond the term of thio lease shall be a renewal o[ the
Page 1 of 5 pages
destroyed by fire, thereby making the premises untsnsntabls and unfit for occupancy so that the
16. A~d the said Lessee hereby accepts notice to quit, remove from, and surrender up
possession of the sa~d demised premises to the said Lessor, his heirs or assigns, at th~
Page 2 of 5 pages
21. INSPECTION: It ts understood that Lessee has inspected the property or hereby
waives the right to do so, and he has agreed to lease it as a result ct such inspection and not
because of or in reliance upon any representation m~de by the Lessor or any officer, partner, or
employee of Lessor, or by Agent o~ the Lessor (Commercial-Industrial Realty Company), or any o~
the letter's s~leemen and employees, and that he has agreed to lease it in its present condition
22. AGENT'S LIABILITY: It is expressly understood and agreed between the parties hereto
that COMMERCIAL-INDUSTRIAL REALTY COMPANY, as Agent, lts salesmen and employees, or any officer
23. REAL ESTATE BROKER*
a) Lessor and Lessee acknowledge that Commercial-Industrial Realty Company is
the sole procuring broker for this Lease and that each has dealt with no other broker in
connection with this trsnsa=tlon, Furthermore, each will Indemnify the other against claims made
by any other broker in connection with this Lease.
be paid a commission ct ~ (~.~) percent of the aggregate gross value of the lease payable
annually in advance for each term, The commission shall be payable annually in advance at the
rate of four (4%)percent for options, holdovers, renewals, and ~xpansions
24. DEPOSITS: Lessee agrees to pay the sum of $4.445.42 in certified funds as the
September 1999 base rent, less a credit of $~ for painting the offices, which will be ~orwsrded
governmental agency or body having Jurisdiction. The obligation of Lessee hereunder shall
area (as noted on attached plan known as Exhibit ~A") and identified thereon as "Dedicated Yard
Mechmnical systems to be functioning
Lighting in warehouse to be functional
All loading doors to be operational
Exlsttng suspended ~ heating units In warehouse to be operational
Repair drive through door and adjacent masonry wall
Loading docks-move existing demising wall to gi~{m accems to middle dock (for a total
two docks). The m~ddle dock are~ shall be in co~on.
Enlarge two dock do~r openings and doors to 1O'xle~ or minimum of 9'x10'
Office area-clean up, paint, remove walls, install new carpet.
Bathrooms-clean up, paint, installs new floor coverinG.
Routine ~aintenance (including annual service and replacement of filters) of sll iD;AC
equipment.
Page 3 of 5 pages
28. SUBLET: L~ssee may sublet demised premises only with Lessor's prior written approval,
electric, gas, water, end sewer) consumed within the demised premises. If the cost o~ any
Telephone: 301-986-0164
With a copy to~
Kenwood Financial, Inc.
480 North Federal HiHhway-Sutte 204
Boca RetCh, FL 33431
Attention: Norman R. Rales
Co~mercial-Induetrial Realty Company
P.O. Box 891O
Camp 11i11, PA 17081-8910
Attention: James D. Ross, Associate Broker
Telephone: 717-761-5070 x122
T~rantin Task and Equipment Company, Inc.
86 Vanderveer Road
Freehold, NJ 07728
Attention: Thomas Tarantin, President
Telephone= 732-780-9340
34. BREACH OF LEASE; ATTORNEY'S FEES~ In the event of a breach o~ any term, covenant,
warranty, and/or representation in this lease and/or if suit is brought to enforce any provision
of this lease aforesaid, the parties agree that the losing party shall pay to the prevailing
party ell reasonable attorney's £ees, costs and expenses which shall be fixed by a court o~
competent Jurisdiction.
Page 4 of 5 pages
Witness the hands and seals of the parties, the day and year first
above written.
WITNESS OR ATTEST:
LESSEE: TARANTIN TANK and
(S~AL)
WITNESS OR ATTEST:
LESSOR: 415 RAILROAD AVENUE
ASSOCIATES, a PARTNERSHIP
( SEAL )
Page 5 of 5 pa~es
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RPR-05-2001 21:~2 P.02/05
40~0 NORTH FEDERAl. HIGHWAY, SI,lITE 204
(~'l) 3~-3333
(S$1) 7~0-6~00 FAX
· March 14, 2001
Tarantin Tank and Equipment Company
:86 Vandcrveer Road
Freehold, NJ' 07728
ATTN: Mr. Thomas Tarantin
Re:
Reimbursable Expenses - 41 $ Railroad Avenue
Dear Tom,
We have audited our records for the 2000 calendar year and discovered that we had
inadvertently not billed you for your proportionate share of thc property maintenance and
sewer bills on your u~it. We apologize fort. his oversight and regret any inconvenience
~his may cause. As a result, please reimburse 41 $ Railroad Avenue Pa~mar~hip
$6,370.37 for sewer charges, landscaping charges and insurance charges for the 2000
calendar year. We have aiso includeci with this billing your proportionate share of the
insurance charges and red estate t~x charges for 2001 to date. The payment of $6,370.37
will bring your account cur~nt through the d~te of this letter. Please make your check
payable to "Norman R. Rales' and forward it to me at the above address. I have included
copies of The invoices in question for your review. Payment is due within thirty (30) days
of the date of this letter,
Please contact mc if you have any qucstions.
Sincerely,
Richard A. Bandish '~
Chief Executive Officer
CC:
Mr. Joshua Rales, 415 Railroad Avenue Par~nars (with enclosures)
Mr. Steve Dorick. 415 Railroad Avenue Partners (with enclosures)
Mr. lira Ross, Commercial Industrial Realty, (without enclosures)
RPE-05-~;~l 2~:~2 P.O3/05
415 RAILROAD AVENUE
SCHEDULE OF REIMBURSABLE EXPENSES
DUE FROM TARANT1N TANK, INC.
AS OF AND THROUGH MARCH 6, 300t
HAMPDEN TOWNSHIP
(~ver Charges)
JanuaryS, 2000
Apdl6,2000
July 7,2000
OctoberS, 2000
January 3,2001
SHEDLOSK'Y LANDSCAPING
(Reimbursement R~e -- 53%}
70.00
70,00
70.00
70.00
70.00
May 19. 2000 233.20 53% 123.80
June 23, 2000 233.20 53% 123.60
July 17, 2000 233.20 53% 123.60
Aug. 2, 2000 270.00 53% 143.t0
Aug. 7, 2000 233,20 53% 123.$0
Aug, 31, 2000 233.20 53% 123.80
OCt. 13, 2000 233.20 53% ~23.60
NOV. 8, 2000 503.98 53% 267.11
~S8OClATED INSURANCE MANAGEMENT
(Insumnce)(Reimbumement Rate = 53%)
Corem. Liab. De~. g, 1999 3,134.00 53%
Umbrella March 3. 2000 491.00 53%
Comm. Liab. Feb 7, 2001 3,255.00 53%
Umbrella Feb 7, 2001 410.00 53%
KATHRYN W. FETROW, TREASURER
(Real Estate Taxes)(ReJmbursement Raze = 53%)
1,601.02
260.23
1,725.15
217.30
March 8, 2001 1,896.01 53% 1,004.89
GRAND TOTAL DUE TO 415 RAILROAD AVE.
$6,370.37
VERIFICATION
I verify that the statements made in the attached pleading are
true and correct, partially upon personal knowledge and partially
upon my belief; to the extent language in the attached pleading is
that of my attorneys, I have relied upon my attorneys in makin~
this Verification. 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.
Date
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
BY: Mary Ann Rossi
IDENTIFICATION NO. 30013
EAGLE'VIEW CORPORATE CENTER
760 CONSTYfUTION DRIVE, SUITE 104
P.O. BOX 673
EXTON, PA 19341-0673
(610) 458-7500
NORMAN R. RALES, STEVEN M. RALES,
MITCHELL P. RALES and JOSHUA B. PALES,
partners d/b/a 415 Railroad Avenue Associates,
Plaintiffs,
TARANTIN TANK AND EQU~MENT
COMPANY, INC.,
Defendant
ATTORNEYS FOR DEFENDANT
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 01-2244 CIVIL
ENTRY OF APPEARANCE
TO THEPROTHONOTARY:
Kindly enter my appearance and that of Fox, Rothschild, O'Brien & Frankel, LLP, on behalf of
defendant, Tarantin Tank and Equipment Company, Inc.
EXI 28663vl 04/24/01
Dated: April
2ool
Rossi, Esquire, I.D. No. 30013
FOX, ROTHSCHILD, O'I3RIEN & FRANKEL, LLP
Eagleview Corporate Center
760 Constitution Drive, Suite 104
P.O. Box 673
Exton, PA 19341-0673
(610) 458-7500
EX1 25663vl 04/24/01
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
BY: Mary Ann Rossi
IDENTIFICATION NO. 30013
EAGLEVIEW CORPORATE CENTER
760 CONSTITUTION DRIVE, SUITE 104
P.O. BOX 673
EXTON, PA 19341-0673
(610) 458-7500
NORMAN R. RALES, STEVEN M. RALES,
MITCHELL P. RALES and JOSHUA B. RALES,
partners dPo/a 415 Railroad Avenue Associates,
Plaintiffs,
TARANTIN TANK AND EQUIPMENT
COMPANY, INC.,
Defendant
ATTORNEYS FOR DEFENDANT
: IN THE COURT OF COMMON PLEAS
: CUMBERLAND COUNTY, PENNSYLVANIA
:
: CIVIL ACTION - LAW
: NO. 01-2244 CIVIL
:
:
CERTIFICATE OF SERVICE
I, Mary Ann Rossi, hereby certify that, on April oQ ~/ , 2001, a tree and correct copy of the Entry of
Appearance of Mary Ann Rossi, Esquire, and Fox, Rothschild, O'Brien & Frankel, LLP, was served by
United States First Class Mail, postage prepaid, addressed to counsel for plaintiffs as follows:
EXI 28664vl 04/24/01
Bruce F. Bratton, Esquire
Martsolf & Bratton
2515 North Front Street
PO Box 12106
Hardsburg, PA 17108-2106
ossi, Esquire, I.D. No. 30013
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
Eagleview Corporate Center
760 Constitution Drive, Suite 104
P.O. Box 673
Exton, PA 19341-0673
(610) 458-7500
EXI 28664vl 04/24/01
NORMAN R. RALES, STEVEN M.
RALES, STEWART R. RALES,
MITCHELL P. RALES and JOSHUA B.
RALES, partners d/b/a 415 Railroad Avenue
Associates,
Plaintiffs
TARANTIN TANK AND EQUIPMENT
COMPANY, 1NC.,
Defendant
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 01~2244 CIVIL
ACCEPTANCE OF SERVICE
I, Mary Ann Rossi, Esquire, on behalf of Defendant in the above-captioned matter, being
duly authorized to do so, hereby accept service of a tree and correct copy of the Complaint.
ossi, Esquire
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
760 Constitution Drive
Suite 104
P.O. Box 673
Exton, PA 19341-0673
(610) 458-7500
TO: Plaintiffs
YOU ARE HEREBY NOTIFIED TO FILE A WRITTEN
RESPONSE TO THE ENCLOSED Answer to Complaint with New
Matter and Counterclaim WITHIN TWENTY (20) DAYS FROM
SERVICE HEREOF OR A JUDGMENT MAY BE ENTERED
AGAINST YOU.
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
BY: Ma~ Ann Rossi
IDENTIFICATION NO. 30013
EAGLEVIEW CORPORATE CENTER
760 CONSTITUTION DRIVE, SUITE 104
P.O. BOX 673
EXTON, PA 19341-0673
(610) 458-7500
NORMAN R. RALES, STEVEN M. RALES,
MITCHELL P. PALES and JOSHUA B. PALES,
partners d/b/a 415 Railroad Avenue Associates,
Plaintiffs,
TARANTIN TANK AND EQUIPMENT
COMPANY, INC.,
Defendant
ATTORNEYS FOR DEFENDANT
: IN THE COURT OF COMMON PLEAS
CUMBERLAND CO., PENNSYLVANIA
CIVIL ACTION - LAW
NO. 01-2244 CIVIL
ANSWER TO COMPLAINT WITH NEW MATTER AND COUNTERCLAIM
COMES NOW, Defendant, Tarantin Tank and Equipment Company, Inc., by and through its
counsel, Fox, Rothschild, O'Brien & Frankel, LLP, and answers the Complaint against it as follows:
1. Admitted upon information and belief.
EX1 28771vl 05/04/01
3.
4.
5.
Admitted.
Admitted.
Admitted.
Denied. It is denied that defendant is in default. To the contrary, the
Commercial Lease provides, at paragraph 2, a five-day grace period after which a five percent (5%)
late fee is assessed as additional rent. The Commercial Lease further provides for default, if
nonpayment of rent persists for ten (10) days. Defendant paid the rent due and owing, plus a five
percent (5%) late fee, on or about April 13, 2001. Pursuant to the express terms of the Commercial
Lease, tenant would not have been in default until April 15, 2001, i.e., ten (10) days after the grace
period expired.
6.
an interpretation of a written document, which speaks for itself. By way of further answer, defendant
did pay the five percent (5%) late fee.
7. Denied. The provision providing for acceleration of rent requires a default;
defendant is not in default. By way of further answer, a clause accelerating rental is a penalty and is
not automatic.
8. Admitted.
9. Admitted. By way of further answer, defendant has paid this amount.
10. Denied. Defendant has paid the rental for April, plus a five percent (5%) late
fee as more fully stated above and has paid the rental due for May.
WHEREFORE, defendant prays this Honorable Court to dismiss plaintiffs' complaint and to
award defendant costs of suit as provided by law.
Denied as a conclusion of law to which no responsive pleading is required or as
2
EX1 28771vl 05/04/01
NEW MATTER
11. Defendant incorporates herein by reference its answers to paragraphs 1 through
10 of the complaint as if fully set forth.
12. Defendant has never been in default under the Commemial Lease and has
never, prior to April 1, 2001, failed to pay the rent as of the first day of the month.
13. In or about February of 2001, plaintiffs and defendant entered into negotiations
toward the purchase of the Property by defendant.
14. In the course of the negotiations, representations were made to defendant
concerning the condition of the property and remediation thereof, including environmental
remediation.
15. In reasonable reliance upon the representations made, defendant expended
certain appraisal and attorney fees in contemplation of the transaction.
16. Without justification or explanation, plaintiffs failed and refused to act in
accordance with the representations made and the transaction was not consummated.
17. Plaintiffs had an obligation to negotiate in good faith with defendant, but
breached this obligation to the detriment of defendant.
18. Defendant expended Three Thousand One Hundred Dollars ($3,100.00) in
reliance upon the oral promises and representations made by or on behalf of plaintiffs.
WHEREFORE, Defendant, Tarantin Tank and Equipment Company, Inc., prays this
Honorable Court to dismiss the complaint with prejudice.
COUNTERCLAIM
19.
18 above as if fully set forth at length.
EX1 28771vl 05/04/01
Defendant incorporates herein by reference the answer to paragraphs 1 through
3
20. Defendant reasonably relied upon the oral promises and representations of
plaintiffs as more fully described hereinabove to its detriment.
21. Plaintiffs are liable to defendant for reimbursement of the costs described
hereinabove.
WHEREFORE, Defendant, Tarantin Tank and Equipment Company, Inc., prays this
Honorable Court for judgment in its favor against plaintiffs in the amount of Three Thousand One
Hundred Dollars ($3,100.00), plus interest and costs of suit.
Dated: May 4, 2001
Rossi, Esquire, I.D. No. 30013
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
Eagleview Corporate Center
760 Constitution Drive, Suite 104
P.O. Box 673
Extort, PA 19341-0673
(610) 458-7500
EX1 28771vl 05/04/01
4
VERIFICATION
I, THOMAS TARANTIN, verify that I am the President of Tarantin Tank and Equipment
Company, Inc.; that I am authorized to take this Verification in its behalf; that I have read the
statements given in the Answer to Complaint with New Matter and Counterclaim; and that the
statements contained therein are true and correct to the best of my knowledge, information, and
belief.
These statements are made subject to the penalties of 18 Pa. C.S.A. § 4904, relating to
unswom falsification to authorities.
THOMAS TARANTIN
Dated: May ,.~ ,2001
EX1 28858vl 04/30/01
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
BY: Mary Ann Rossi
IDENTIFICATION NO. 30013
EAGLEVIEW CORPORATE CENTER
760 CONSTITUTION DR. IVE, SUITE 104
P.O. BOX 673
EXTON, PA 19341-0673
(610) 458-7500
NORMAN R. RALES, STEVEN M. RALES,
MITCHELL P. RALES and JOSHUA B. RALES,
partners d/b/a 415 Railroad Avenue Associates,
Plaimiffs,
TARANTIN TANK AND EQUIPMENT
COMPANY, INC.,
Defendant
ATTORNEYS FOR DEFENDANT
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 01-2244 CIVIL
CERTIFICATE OF SERVICE
I, Mary Ann Rossi, hereby certify that, on May 4, 2001, a true and correct copy of the Answer to
Complaint with New Matter and Counterclaim was served by United States First Class Mail, postage
prepaid, addressed to counsel for plaintiffs as follows:
EXI 28664vl 05/04/01
Bruce F. Bratton, Esquire
Martsolf & Bratton
2515 North Front Street
PO Box 12106
Harrisburg, PA 17108-2106
Rossi, Esquire, I.D. No. 30013
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
Eagleview Corporate Center
760 Constitution Drive, Suite 104
P.O. Box 673
Exton, PA 19341-0673
(610) 458-7500
EX1 28664vl 05/04/0l
NORMAN R. RALES, STEVEN M. :
RALES, STEWART R. RALES, :
MITCHELL P. RALES and :
JOSHUA B. RALES, partners :
d/b/a 415 RAILROAD AVENUE :
ASSOCIATES, :
Plaintiffs :
TARANTIN TANK AND EQUIPMENT :
COMPANY, INC. , :
Defendant :
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 01-2244 CIVIL
NOTICE TO PLEAD
You are hereby notified to file a written response to
Plaintiffs' New Matter in Response to Defendant's Counterclaim
within twenty (20} days from service hereof or a judgment may be
entered against you.
Respectfully submitted,
Bruce F. Bratton, Esquire
Pa. Attorney I.D. No. 23949
2515 North Front Street
P. O. Box 12106
Harrisburg, PA 17108-2106
<717) 236-4241
Attorneys for Plaintiffs
NORMAN R. RALES, STEVEN M.
R_ALES, STEWART R. RALES,
MITCHELL P. RALES and
JOSHUA B. RALES, partners
d/b/a 415 P~AILROAD AVENUE
ASSOCIATES,
Plaintiffs
TARANTIN TANK AND EQUIPMENT
COMPANY, INC.,
Defendant
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 01-2244 CIVIL
PLAINTIFFS' REPLY TO NEW MATTER
AND ANSWER TO COUNTERCLAIM
Plaintiffs,
BP~ATTON,
follows,
therein.
11.
by and through their attorneys, MARTSOLF
respond to the Defendant's New Matter and Counterclaim as
making reference to the paragraph numbers contained
Plaintiffs restate and incorporate by reference the
allegations in Paragraphs 1 through 10 of the Complaint as if fully
set forth at length.
12. The allegations of Paragraph 12 of Defendant's New Matter
constitute or contain conclusions of law to which no responsive
pleading is required. To the extent a response is required, such
allegations are denied. To the contrary, Defendant was, in fact,
in default by failing to pay the monthly rental required of it on
or before April 1, 2001 and by failing to make such payment for a
period in excess of 10 days from the date it was due.
13. Admitted in part and denied in part. It is admitted that
Thomas Tarantin, an officer, shareholder, director, employee or
agent for the Defendant, on or about February 1, 2001, telephoned
Joshua Rales, one of the Plaintiffs in this proceeding after
Plaintiffs had listed the property for sale through Commercial -
Industrial Real Estate, a real estate brokerage firm. During the
course of the telephone conversation, Messrs. Tarantin and Rales
discussed the basic terms of a possible sale.
14. Admitted in part and denied in part. It is admitted
that, during the telephone conversation described in Paragraph 13
hereof, Joshua Rales advised Mr. Tarantin of prior environmental
questions raised as to the property and steps taken or being
undertaken to address those concerns. Any implication, however,
that Plaintiffs and Defendant had entered into any type of binding
agreement in the subject telephone conversation is expressly denied
as Mr. Rales had advised Mr. Tarantin that he should reduce the
Defendant's proposal, if any they wished to make, to a writing and
forward it through the Plaintiffs' real estate brokerage firm.
15. After reasonable investigation, Plaintiffs are without
sufficient
allegations
allegations
allegations
information to form a belief as to the truth of the
in Paragraph 15 of Defendant's New Matter and such
are therefore denied. Means of proof of such
is in the control of the Defendant and strict proof of
same is demanded at the trial of this cause if relevant.
16. Denied. To the contrary, Defendant's written
received by Joshua Rales, one of the Plaintiffs, on
February 6, 2001, contained additional terms, raised
proposal
or about
additional
2
issues and otherwise did not contain the terms discussed by
Messrs. Rales and Tarantin, as Defendant was well aware since, in
subsequent conversations, Thomas Tarantin had blamed the additional
or different terms on his lawyer's mistakes. By way of further
denial, Plaintiffs were under no obligation whatsoever to enter
into any contract for the sale of their property to the Defendant
and the Defendant's expenditures of any type, if any such
expenditures were actually made, were at the Defendant's risk.
17. The allegations of Paragraph 17 of Defendant's New Matter
constitute or contain conclusions of law to which no response is
required. To the extent a response is required, Plaintiffs deny
that they were under any obligation to the Defendant whatsoever and
further deny that they breached any such implied obligation of good
faith as alleged by the Defendant in any case. To the contrary, it
was the Defendant's or Defendant's lawyer's breach by attempting to
add additional terms in a proposed written contract which led to
the breakdown of the
binding agreement or
Defendant concerning
negotiations. There never was a valid and
contract between the Plaintiffs and the
any issue other than the commercial lease
which is the subject of the Plaintiffs' action against Defendant.
It was, Plaintiffs submit, the Defendant's lack of good faith that
led to the breakdown of the negotiations.
18. After reasonable investigation, Plaintiffs are without
sufficient information to form a belief as to the truth of the
allegations in Paragraph 18 of Defendant's New Matter and such
allegations are therefore denied. Means of proof of such
3
allegations is in the control of the Defendant and strict proof of
same is demanded at the trial of this cause if relevant.
WHEREFORE, Plaintiffs restate their request for relief as
stated in the Complaint filed in this matter.
Answer to Counterclaim
19. Plaintiffs hereby incorporate by
allegations of Plaintiffs' Complaint and the
allegations contained in Paragraphs 11 through
fully set forth at length herein.
reference all
admissions and
18 hereof as if
20. The allegation of Paragraph 20 constitutes or contains
conclusions of law to which no responsive pleading is required. To
the extent a response is required, however, Plaintiffs deny that
the Plaintiffs had made any "oral promises and representations" or
that the Defendant had any reason to rely on any of the statements
made by the Plaintiffs other than in the ordinary course of
negotiations. All such reliance by the Defendant and any
expenditures by the Defendant during the negotiation or in
anticipation of entering into a contract to purchase a parcel of
real estate was, as is the case is almost all commercial real
estate transactions, undertaken at risk by the Defendant.
21. The allegations of Paragraph 21 of Defendant's
Counterclaim constitute or contain conclusions of law to which no
responsive pleading is required. To the extent a response is
required, Plaintiffs deny any liability to Defendant whatsoever for
4
costs incurred by the Defendant, if any, in the course of a failed
negotiation to acquire a parcel of real property.
WHEREFORE, Plaintiffs respectfully demand judgment in their
favor and against the Defendant with respect to Defendant's
Counterclaim, plus interest and costs of suit.
22.
upon which relief can be granted.
23.
statute
24.
Plaintiffs' New Matter in Response to Counterclaim
Defendant's Counterclaim fails to state a cause of action
Defendant's Counterclaim is barred by the Pennsylvania
of frauds.
Defendant's losses or damages, if any there were, were
the result of the Defendant's own failures to act or unreasonable
actions and/or were the result of breaches and failures of third
parties, including but not necessarily limited to Defendant's
lawyers, and were not the responsibility of the Plaintiffs.
WHEREFORE, Plaintiffs demand judgment in their favor and
against the Defendant with respect to Defendant's Counterclaim,
together with costs of suit.
Bruce F. Bratton, Esquire
PA Attorney I.D. No. 23949
2515 North Front Street
P. O. Box 12106
Harrisburg, PA 17108-2106
(717) 236-4241
Attorneys for Plaintiffs
VERIFICATION
I verify that the statements made in the attached Dleading are
true and correct, partially upon personal knowledge and partially
upon my belief; to the extent language in the attached pleading is
that of my attorneys, I have relied upon my attorneys in making
this Verification. 1%mder~tand that false statements herein are
made s%f0ject ~o the penal=les of 18 ~a. C.S. Section 4904 relating
to unsworn falsification to authori~/~/~_..___~___~~
Joshu~/B. Rale~
CERTIFICATE OF SERVICE
of
I hereby certify that I today served a true and correct copy
the foregoing Plaintiffs' Reply to New Matter and Answer to
Counterclaim, by placing the same in the U.S, mail, postage
Date
Mary Ann Rossi, Esquire
FOX ROTHSCHILD O'BRIEN & FRANKEL
760 Constitution Drive
P. 0 Box
· 673
Ext on, PA 19341 - 06~/~~
Bruce F. Bratton, Esquire
prepaid, addressed to:
FOX, ROTHSCHILD, O'BRIEN & FRANK, EL, LLP
BY: Mary Ann Rossi
IDENTIFICATION NO. 30013
EAGLEVIEW CORPORATE CENTER
760 CONSTITUTION DRIVE, SUITE 104
P.O. BOX 673
EXTON, PA 19341-0673
(610) 458-7500
NORMAN R. RALES, STEVEN M. RALES,
MITCHELL P. RALES and JOSHUA B. RALES,
partners dib/a 415 Railroad Avenue Associates,
Plaintiffs,
TARANTIN TANK AND EQUIPMENT
COMPANY, INC.,
Defendant
ATTORNEYS FOR DEFENDANT
IN THE COURT OF COMMON PLEAS
CUMBERLAND CO., PENNSYLVANIA
CIVIL ACTION - LAW
NO. 01-2244 CIVIL
REPLY TO NEW MATTER ON COUNTERCLAIM
COMES NOW, Defendant, Tarantin Tank and Equipment Company, Inc., by and through its
counsel, Fox, Rothschild, O'Brien & Frankel, LLP, and replies to the New Matter to Counterclaim as
follows:
22.
23.
Denied as a conclusion of law to which no responsive pleading is required.
Denied as a conclusion of law to which no responsive pleading is required.
EXI 30178vl 06/18/01
19. Denied as a conclusion of law to which no responsive pleading is required. To
the extent this allegation is deemed to be an allegation of fact, it is denied that Defendant's losses
were caused by the actions of itself, or any third parties. To the contrary, the losses were the result of
the actions of Plaintiffs as more fully alleged in the counterclaim.
WHEREFORE, Defendant, Tarantin Tank and Equipment Company, Inc., prays this
Honorable Court for judgment in its favor against plaintiffs in the amount of Three Thousand One
Hundred Dollars ($3,100.00), plus interest and costs of suit.
Dated: June 18, 2001
Mary ~nn Rossi, Esquire, I.D. No. 30013
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
Eagleview Corporate Center
760 Constitution Drive, Suite 104
P.O. Box 673
Exton, PA 19341-0673
(610) 458~7500
2
EXI 30178vl 06/18/01
JUN-18-O~ ~ON 04',14 P~
,.~01 ]iON {.4:29 P..~.~
//
TARANTIN PROCURE}~ENTE~EN FAX:?328668407
FOX
PAGE
1
M1 288~8vl
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
BY: Mary Ann Rossi
IDENTIFICATION NO. 30013
EAGLEVIEW CORPORATE CENTER
760 CONSTITUTION DRIVE, SUITE 104
P.O. BOX 673
EXTON, PA 19341-0673
(610) 458-7500
NORMAN R. RALES, STEVEN M. RALES,
MITCHELL P. RALES and JOSHUA B. PALES,
partners d/b/a 415 Railroad Avenue Associates,
Plaintiffs,
TAPANTIN TANK AND EQUIPMENT
COMPANY, INC.,
Defendant
ATTORNEYS FOR DEFENDANT
: IN THE COURT OF COMMON PLEAS
: CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 01-2244 CIVIL
CERTIFICATE OF SERVICE
I, Mary Ann Rossi, hereby certify that, on June 18, 2001, a true and correct copy of the Reply to
New Matter on Counterclaim was served by United States First Class Mail, postage prepaid, addressed to
counsel for plaintiffs as follows:
EX1 28664vl 06/18/01
Bruce F. Bratton, Esquire
Martsolf & Bratton
2515 North Front Street
PO Box 12106
Harrisburg, PA 17108-2106
Mary Ahn Rossi, Esquire, I.D. No. 30013
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
Eagleview Corporate Center
760 Constitution Drive, Suite 104
P.O. Box 673
Exton, PA 19341-0673
(610) 458-7500
EX1 28664vl 06/18/01
NORMAN R. RALES, STEVEN M. RALES,
STEWART R. RALES, MITCHELL P.
RALES and JOSHUA B. RALES, partners
d/b/a 415 RAILROAD AVENUE
ASSOCIATES,
Plaintiffs
TARANT1N TANK
COMPANY, 1NC.,
AND EQUIPMENT
Defendant
: 1N THE COURT OF COMMON PLEAS
: CUMBERLAND COUNTY, PENNSYLVANIA
: CIVIL ACTION - LAW
:
: NO. 01-2244 CIVIL
PRAECIPE
TO THE PROTHONOTARY:
Please mark the above-captioned action and all claims and counterclaims raised therein
settled, discontinued and ended with prejudice.
Respectfully submitted,
MARTS~F ~RAT.,~T9N
Brace F. Bratton, Esquire
Pa. Attorney I.D. No. 23949
2515 North Front Street
P. O. Box 12106
Harrisburg, PA 17108-2106
(717) 236-4241
Attorneys for Plaintiffs
Date
FOX, ROTHSCHILD, O'BRIEN & FRANKEL, LLP
By
Ma~Ann Rossi, Esquire
Eagleview Corporate Center
760 Constitution Drive, Suite 104
P.O. Box 673
Exton, PA 19341-0673
(610) 458-7500
Attorneys for Defendant