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HomeMy WebLinkAbout11-6476SERRATELLI, SCHIFFMAN & BROWN, P. C. Paige Macdonald-Matthes, Esquire Supreme Court ID No. 66266 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 (717) 540-5481 facsimile Email: PMacdonald-Matthes@ssbc-law.com .Attorneys for Defendant/Petitioner C-) C r a C ?? T3 G"3 'V t''1 1> -- <Q :X -rte C G? 7 ?d JAIRAM 7, INC., PLAINTIFF/RESPONDENT V. HNS MANAGEMENT, LLC T/A COUNTRY OVEN RESTAURANT F/K/A SAHAR MATER ENTERPRISES CARLISLE, LLC T/A MATER RESTAURANT MANAGEMENT AND COUNTRY OVEN RESTAURANT . IN THE COURT OF COMMON PLEAS . CUMBERLAND COUNTY, PENNSYLVANIA : DOCKET No. 11-6476 . CIVIL ACTION- AT LAW . IN CONFESSION OF JUDGMENT FOR POSSESSION . OF REAL PROPERTY DEFENDANT/PETITIONER DEFENDANT'S PETITION TO STRIKE OR ALTERNATIVELY OPEN CONFESSED JUDGMENT AND REQUEST FOR IMMEDIATE STAY OF EXECUTION AND NOW, comes :Defendant/Petitioner, HNS Management, LLC, t/a Country Oven Restaurant f/k/a Sahar Mater Enterprises Carlisle, LLC t/a/ Mater Restaurant Management and Country Oven Restaurant, ("Petitioner") by and through its counsel, Serratelli, Schiffman & Brown, P. C., and files its Petition to Strike, or Alternatively Open Confessed Judgment and Request for Immediate Stay of Execution, and in support thereof avers as follows: Introduction On June 23, 2011, Defendant/Respondents HNS Management, LLC t/a Country Oven Restaurant f/k/a Sahar Mater Enterprises Carlisle, LLC t/a Mater Restaurant Management and Country Oven Restaurant (hereinafter collectively "Petitioner") filed a three count Complaint' against Plaintiff/Respondent, Jairam 7, Inc. (hereinafter "Respondent") in the Court of Common Pleas, Cumberland County Pennsylvania at Docket Number 11-5234. A true and correct copy of Petitioner's Complaint is attached hereto and is marked as Exhibit "A".2 A mere cursory review of the Complaint reveals that it involves the Parties' Joint Venture Agreement and the Respondent's violations attendant to the same. As evidenced by the letter dated June 14, 2011, attached hereto as Exhibit "B", the Respondent's counsel knew as early as June 14, 2011, that Petitioner was represented by the undersigned law firm. Prior to the Petitioner filing its Complaint, Petitioner's counsel had several telephone conversations with Respondent's counsel, as well as multiple email exchanges. Finally, Respondent's counsel knew that Petitioner was represented by counsel in regard to the Joint Venture Agreement by virtue of the fact that Respondent's counsel filed Preliminary Objections to the Complaint on July 19, 2011, and a Brief in support of the same on August 15, 2011, and served Petitioner's counsel with the same. Notwithstanding the fact that Respondent's counsel (a) knew that Petitioner was represented by counsel; and (b) knew that an action against his client involving the Parties' Joint Venture Agreement had already been filed with this Honorable Court on June 23, 2011, Respondent's counsel determined to file an action in Petitioners' Complaint consists of three counts, to wit: Count I- Breach of Contract; Count II- Fraudulent Misrepresentation and Count III- Tortitious Interference with Prospective Contractual Relations. See Exhibit "A". 2 We would ask that the Court to take judicial notice that the Exhibits attached to the Complaint were not included in this Petition as the Exhibits are attached to the Complaint filed at Docket No. 2011-5234. 2 s I 1 Confession of Judgment in Ejectment against Petitioner on August 16, 2011-almost two (2) months AFTER the Complaint arising out of the same document had been filed with this Honorable Court (unbeknownst to Petitioner and the undersigned counsel). Indeed, it was only following oral argument on the Respondent's Preliminary Objections to Petitioner's Complaint on Friday, August 26, 2011, (lid Respondent's counsel advise the undersigned counsel that a Complaint in Confession had been filed against her client.3 In their haste to confess judgment, Respondent and Respondent's counsel have improperly and unlawfully confessed judgment against an entity not indentified in the document containing the warrant of attorney filed with the Court and have thus failed to abide by the strict statutory requirements for entering judgment by confession in ejectment in the Commonwealth of Pennsylvania. Because Respondent and Respondent's counsel have failed to abide by the strict requirements imposed for confessing judgment, as more fully discussed at length herein, the confessed judgment in ejectment must be immediately stricken, or in the alternative opened and the above captioned action stayed. Parties 1. Petitioner, HNS Management LLC t/a Country Oven Restaurant (hereinafter "HNS") is a Pennsylvania limited liability company having a registered place of business located at 1245 Harrisburg Pike, Carlisle, Cumberland County, Pennsylvania 17013. HNS trades and does business as the "Country Oven Restaurant." Prior to its official name change filing with the Pennsylvania 3 As will be discussed herein, the explanation for Petitioner's lack of knowledge regarding the filing of the Complaint in Confession of Judgment lies in the fact that according to the information on the docket in this matter, coupled with an explanation received by the Prothonotary, Respondent's counsel failed to properly serve Petitioner with the Complaint in Confession of Judgment, together with the required notices, in accordance with the Pennsylvania Rules of Civil Procedure. 3 Department of State on or about March 11, 2008, HNS was previously known as Sahar Mater Enterprises Carlisle, LLC. Sahar Mater Enterprises traded and did business as both Mater Restaurant Management and the Country Oven Restaurant. The only members of HNS are Ali Mater and Sahar Mater. HNS is hereinafter referred to as "Petitioner". 2. Respondent is a Pennsylvania business corporation having a registered business address located at 1245 Harrisburg Pike, Carlisle, Cumberland County, Pennsylvania 17013-1621. 3. Petitioner and Respondents are hereinafter referred to collectively as the "Parties". 1. Petition to Strike Confessed Judgment 4. The averments set forth in paragraphs 1 through 3 are incorporated by reference as if more fully set forth at length herein. 5. On August 16, 2011, Respondents' counsel apparently filed a Complaint in Confession of Judgment [in Ejectment]4 against Petitioner based on a warrant of attorney set forth in an undated and unsigned document captioned "Joint Venture Agreement -Country Oven, Inc. and JAIRAM 7 Inc." See Plaintiff's Complaint. (Emphasis added). 6. Pennsylvania Rule of Civil Procedure 2956 provides that the Prothonotary shall enter judgment in conformity with the confession. a While the Respondent's Complaint seeks judgment in ejectment by confession, the Complaint itself is titled "Complaint in Confession of Judgment". 4 7. A review of the above referenced caption reveals that Respondent confessed judgment against Petitioner NOT Country Oven, Inc. 8. Pennsylvania Rule of Civil Procedure 2952(a)(2) provides that the original or photostatic copy or like reproduction of the instrument showing the defendant's signature must be attached to the Complaint in Confession of Judgment. 9. A review of Exhibit "A" to the Respondent's Complaint in Confession of Judgment reveals that it is an undated and UNSIGNED document. 10. Pennsylvania Rule of Civil Procedure 2951(c) provides that "when the original or photostatic copy or like reproduction of the instrument showing the defendant's signature is not attached to the complaint, judgment may be entered only by leave of court after notice." (Emphasis added). 11. Petitioner is unaware, (nor has Respondent averred) that the appropriate leave of court was sought (in accordance with Pa. R.Civ.P. 2951(c) after notice to Petitioner) to attach an unsigned document containing a warrant of attorney to its Complaint in Confession of Judgment. 12. Pennsylvania law is clear that a judgment may be entered, under an authorization contained in an instrument, only against a person who has executed the instrument. See Union Bank of Nanty-Glo v. Schnabel, 291 Pa. 228, 139 A. 862 (1927). 13. Pennsylvania law further provides that generally for a warrant to confess judgment to be valid, the warrant must be signed by the person to be bound by it, and if the warrant is contained in a writing that includes other provisions, the signature must be so placed on the writing that there is no doubt of the intention of the signer to be bound thereby. See Jordan v. Fox, Rothschild, O'Brien & Frankel, 20 F.3d 1250 (3`d Cir. 1994). 14. A plain reading of Respondent's Complaint in Confession of Judgment reveals that it was filed in direct contravention to Pa. R.Civ.P. 2951(c). 15. A plain reading of the purported warrant of attorney attached to Respondent's Complaint reveals that the Prothonotary did not enter judgment against Petitioner in conformity with the confession in direct contravention to Pa.R.Civ.P. 2956. 16. Pennsylvania Rule of Civil Procedure 2952(a)(4) provides that a Complaint in Confession of Judgment must contain a statement of any assignment of the instrument. 17. In paragraph 6 of Respondent's verified Complaint Respondent avers that it "is not aware of any assignment of the Joint Venture Agreement." The case caption of the Respondent's Complaint as filed with the Court clearly belies this contention. Indeed, if Respondent's claim was true and correct then Respondent would have confessed judgment against Country Oven, Inc. and not Petitioner- who as previously stated herein is not a named party to, nor is a signatory to the document that Respondent has attached to its Complaint as Exhibit "A" as evidence of the warrant of attorney. 18. Assuming arguendo that Respondent had pled an assignment of the Joint Venture Agreement to :Petitioner, Pennsylvania law would have precluded Respondent from filing a Complaint in Confession of Judgment against Petitioner as the general rule is that an instrument authorizing the confession of judgment against a 6 particular person confers no authority to confess judgment against an assignee of such person. See e.g., Kait v. Rose, 351 Pa. 560, 41 A.2d 750 (1945). 19. Pennsylvania Rule of Civil Procedure 2952(a)(5) provides that a Complaint in Confession of Judgment must contain either a statement that judgment has not be entered on the instrument in any jurisdiction or if it has been entered an identification of the proceedings. 20. In paragraph 7 of its Complaint, Respondent avers that "judgment has not previously been previously entered on the Joint Venture Agreement in any jurisdiction." While it is technically correct that a judgment has not been previously entered on the Joint Venture Agreement attached to Respondent's Complaint (because it was never executed and further because it names a non- existent entity, to wit: "Country Oven, Inc."), Respondent and Respondent's counsel both knew that a Complaint concerning a Joint Venture Agreement that was signed by the above-captioned Parties5 was pending in this Honorable Court and that said Complaint had been filed almost two (2) months prior to Respondent's Complaint. Possessing this information, Respondent and Respondent's counsel both had an affirmative obligation under Pennsylvania law not to file a Complaint in Confession of Judgment against Petitioner when (a) they were utilizing a document that neither included Petitioner's name, nor was signed by the Petitioner; and (b) when the litigation on the same matter is currently pending against Respondent in the SAME Court. Indeed, the proper 5 While a signed Joint Venture Agreement between the above captioned Parties does exist (and in fact was provided to the undersigned counsel by Respondent's counsel via email dated June 22, 2011, as evidenced by the email exchange between counsel attached hereto and collectively marked as Exhibit "C") it is not the document that Respondent has attached to its Complaint for Confession of Judgment against Petitioner. 7 course of action would have been for Respondent and Respondent's counsel to file an Answer and Counterclaim to the Petitioner's Complaint filed at Docket No. 2011-5234 assuming arguendo that Respondent has a valid basis upon which to assert a counterclaim that does not run afoul of Pa. R.Civ.P. 1023. 21. Pennsylvania Rule of Civil Procedure 2952(a)(7) provides that a Complaint in Confession of Judgment must contain an itemized computation of the amount then due, based on matters outside the instrument if necessary, which may include interest and attorney's fees authorized by the instrument. 22. A review of the Respondent's Complaint in Confession of Judgment reveals that it does not contain the required itemized computation. 23. Pennsylvania Rule of Civil Procedure 2971(a)(2) provides that when filing a Complaint in Confession of Judgment in Ejectment for possession of real property the Complaint must contain a description of the property. 24. A review of Respondent's Complaint reveals that no property description is included in the Complaint in direct contravention of Pa. R.Civ. P. 2971(a)(2). 25. Pursuant to 42 Pa.C.S. §2737(3), at the time a creditor files for a judgment by confession under the provision setting forth the power of the prothonotary to enter judgment of confession, must comply with the Pennsylvania Rules of Civil Procedure regarding confession of judgment, including any notice provisions. 26. As a preliminary matter, Respondent's counsel failed to properly serve Petitioner with its Complaint in Confession of Judgment in which Respondent seeks a confessed judgment in ejectment. Indeed, the undersigned counsel only found out about the Respondent's Complaint in Confession of Judgment on Friday, August 26, 2011, following oral argument on Respondent's Preliminary Objections to Petitioner's Complaint arising out of the Parties' Joint Venture Agreement when Respondent's counsel advised the undersigned counsel that the same had been filed on August 15, 2011. Upon receipt of information that a Complaint in Confession of Judgment had been filed., the undersigned counsel's office contacted the Cumberland County Prothonotary's Office and confirmed that said Complaint had been filed. A review of the Complaint as filed with the Court reveals that (a) the Respondent's counsel provided the Court with an incorrect address for the Petitioner on the Notice of Judgment and Execution Required by Rule 2937.2, to wit: "1245 Carlisle Pike, Carlisle, PA" (when Petitioner's address is 1245 Harrisburg Pike, Carlisle, PA); (b) no Sheriff's service was requested by Respondent's Counsel; and (c) no certificate of service was attached to the filing indicating an alternative manner of service utilized by Respondent's counsel. On Friday, August 26, 2011 (following the undersigned counsel's discussion with Respondent's counsel regarding Respondent's Complaint in Confession of Judgment wherein the undersigned counsel advised Respondent's counsel that she was unaware that said Complaint had been filed), Petitioner's employee called to Petitioner to report that an envelope had been placed on the counter at the Petitioner's restaurant that afternoon. A subsequent review of the contents of the envelope bearing a return address of "Clymer Musser Brown & Conrad, P.C." revealed that the envelope contained a copy of the Respondent's Complaint. 9 A copy of the envelope is attached hereto as Exhibit "D" and a review of the same reveals three (3) critical pieces of information to wit: (A) Respondent's counsel improperly attempted to serve Petitioner via certified mail, return receipt requested; and. (B) Respondent's counsel used an incorrect address for Petitioner, to wit: "1245 Carlisle Pike" rather than "1245 Harrisburg Pike"; and (C) Petitioner was never served with the same, as evidenced by the "green card" that is still attached to the reverse side of the envelope (assuming arguendo that Petitioner could be served via certified mail (which Petitioner does NOT concede for the reasons stated herein below)6 27. As previously stated herein, Respondent is seeking a confessed judgment in ejectment for possession of real property. 28. Pennsylvania Rule of Civil Procedure 410 provides that "in actions involving title to, interest in, possession of, or charges or liens upon real property, original process shall be served upon the defendant in the manner provided for by Rule 400 et seq." 29. Pennsylvania Rule of Civil Procedure 400 requires that service of original process must be served by the sheriff. 30. As previously stated herein, Petitioner was not properly served with Respondent's Complaint in Confession of Judgment via sheriff and thus service of the Respondent's Complaint in Confession of Judgment for Ejectment was made in direct contravention to the Rules of Civil Procedure. b The original envelope as it was delivered to Petitioner's restaurant will be produced at the time of hearing on this matter. 10 31. A review of the Complaint in Confession of Judgment and corresponding confession of judgment documents filed by Respondents' counsel Plaintiff reveal that there are fatal defects and/or irregularities which appear on the record, to wit: a. 42 Pa. C.S. §2737.1, which was enacted on December 20, 2000, and became effective February 2001, provides in relevant part that: At the time that a creditor files for a judgment by confession under Section 2737(3) (relating to powers and duties of the office of the Prothonotary), the creditor filing the judgment shall provide the Debtor with the written instructions regarding the procedure to follow to strike the judgment... The instructions provided to the Debtor shall explain to the Debtor that under this Section he is entitled to costs and reasonable attorney's fees as determined by the Court if he was incorrectly identified. b. Pursuant to Pa.R.C.P. 2959, a defendant must also be provided with written, instructions regarding the procedure to follow to strike the judgment, and an explanation that a defendant that was incorrectly notified and had a confession of judgment entered against it, is entitled to costs and reasonable attorney's fees as determined by the Court. A review of the Rule 2973.2 Notice provided by Respondent to Petitioner (which Petitioner only received on August 26, 2011, attached hereto as Exhibit "E" reveals that Respondent and/or Respondent's counsel failed to comply with the statutorily required Notice provision, as set forth in 42 Pa. C.S. §2737.1 and the applicable rule of civil procedure, Pa. R.Civ. P. 2959, and thus there is a fatal defect on the face of the record. See First 11 Union National Bank et al. v. Portside Refrigerated Services, Inc., 2003 Pa. Super. 244 (2003). 39. Pennsylvania law is clear that the court may grant a petition to strike off a judgment if a fatal defect or irregularity appears on the record. See e.g., First Union National Bank et.al. v. Portside Refrigerated Services Inc., 2003 Pa. Super. 244 (2003); Resolution Trust Corp. v. Copley Qu-Wayne Associates, 546 Pa. 98, 683 A.2d 269, 273 (1996). 40. As a direct and proximate result of Respondent's failure to comply with the Pennsylvania Rules of Civil Procedure, Petitioner has had to incur counsel fees and costs associated with the preparation and filing of the within Petition and a request for reimbursement of those counsel fees and costs in an amount not less than $3,000 is hereby made. 41. Petitioner has been and will continue to be prejudiced unless Respondent's confessed judgment in ejectment is immediately stricken. WHEREFORE, Defendant/Petitioner, HNS Management, LLC, t/a Country Oven Restaurant f/k/a Sahar Mater Enterprises Carlisle, LLC t/a/ Mater Restaurant Management and Country Oven Restaurant, respectfully requests that this Honorable Court grant this Petition to Strike, strike off the confessed judgment by Respondent against Petitioner, and further award Petitioner all such other relief as is proper and just, included but not limited to counsel fees and costs incurred in the filing of this Petition. 12 II. In the Alternative. Petition to Open Confessed Judgment 42. The averments set forth in paragraphs 1 through 41 are incorporated by reference as if more fully set forth at length herein. 43. In the alternative, the Petitioner has good and meritorious defenses that warrant the opening of the confessed judgment to wit: a. The warrant of attorney upon which Respondent has filed its Complaint in Confession of Judgment for Ejectment, and which Respondent has attached to its Complaint does not authorize a judgment by confession against Petitioner; b. Respondent's counsel purportedly "served" Petitioner at "1245 Carlisle Pike, Carlisle, PA 17013, (as evidenced by the copy of the Respondent's counsel's envelope, see Exhibit "D"). The Petitioner's correct address is 1245 Harrisburg Pike, Carlisle, PA. The Rule 236 Notice (Pennsylvania Rule of Civil Procedure provided to the Cumberland County Prothonotary by Respondent's counsel also apparently included this incorrect address, as evidenced by the "Plaintiff's Affidavit" filed with the Court on August 15, 2011 in support of Respondent's Complaint; (c) Petitioner had previously advised Respondent and Respondent's counsel via telephone on January 4, 2011 that all correspondence should be sent to Petitioner at the following address, to wit: 6121 Blue Ridge Avenue, Harrisburg, PA 17112. Petitioner believes and therefore avers that Respondent deliberately provided the wrong mailing address in order to delay and/or prevent Petitioner's notification of the confessed judgment. In addition, Respondent and/or Respondent's employees and/or agents collects all mail that is received at the 1245 Carlisle Pike 13 address as it is the Hotel's address. Petitioner believes and therefore avers that Respondent deliberately failed to provide Petitioner with the Rule 236 Notice that was mailed by the Court, as well as the certified mail notification in an effort to prevent Petitioner and Petitioner's counsel from being able to timely respond and move to strike the improperly confessed judgment. See Petitioner's Affidavit attached hereto as Exhibit "F"; d. 42 Pa. C.S. §2737.1, which was enacted on December 20, 2000, and became effective February 2001, provides that: At the time that a creditor files for a judgment by confession under Section 2737(3) (relating to powers and duties of the office of the Prothonotary), the creditor filing the judgment shall provide the Debtor with the written instructions regarding the procedure to follow to strike the judgment. A Debtor who has been incorrectly identified and had a confession of judgment entered against him shall be entitled to costs and reasonable attorney's fees as determined by the Court. The instructions provided to the Debtor shall explain to the Debtor that under this Section he is entitled to costs and reasonable attorney's fees as determined by the Court if he was incorrectly identified. Pursuant to Pa. R.Civ.P 2959, a defendant must also be provided with written instructions regarding the procedure to follow to strike the judgment, and an explanation that a defendant that was incorrectly notified and had a confession of judgment entered against it, is entitled to costs and reasonable attorney's fees as determined by the Court. A review of the Notice provided by Respondent to Petitioner (which Petitioner only received on August 26, 14 2011) (see Exhibit "F") reveals that Respondents and/or Respondents' counsel failed to comply with the statutorily required Notice provision, as set forth in 42 Pa. C.S. §2737.1 and Pa. R.Civ. P. 2959, and thus there is a fatal defect on the face of the record. See First Union National Bank et al. v. Portside Refrigerated Services, Inc., 2003 Pa. Super. 244 (2003); and e. For all of the reasons set forth in Petitioner's Complaint filed against Respondent on June 23, 2011 in this Honorable Court at Docket Number 11- 5234, which is attached hereto as Exhibit "A" and is incorporated by reference as if more fully set forth at length herein, Respondent is equitably estopped from asserting an event of default against Petitioner which is a condition precedent to the entry of a confessed judgment; and f. Petitioner has advised Respondent that in light of the fraud perpetrated on Petitioner vis-a-vis the release of previously escrowed funds to Respondent, coupled with Respondent's continuing material violations and/or breach of the Parties' Joint Venture Agreement, that all future Joint Venture payments beginning February 2011, would be placed into escrow pending a satisfactory resolution of the issues between the Parties. See Petitioner's Affidavit attached hereto as Exhibit 'T". Based on this knowledge, Respondent is equitably estopped from attempting to confess judgment in ejectment against Petitioner; g. All joint venture payments for 2010, and the joint venture payment due for January 2011, have been paid contrary to the representations set forth in Exhibit "C' to Respondent's Complaint in Confession of Judgment. 15 WHEREFORE, Defendant/Petitioner, HNS Management, LLC, t/a Country Oven Restaurant f/k/a Sahar Mater Enterprises Carlisle, LLC t/a/ Mater Restaurant Management and Country Oven Restaurant, respectfully requests that this Honorable Court grant this Petition to Strike, or in the alternative Open the confessed judgment in ejectment by Respondent against Petitioner, and permit Petitioner to proceed with his defenses and counterclaims against Respondents, and further award Petitioner all such other relief as is proper and just, included but not limited to counsel fees and costs incurred in the filing of this Petition. III. Request for Stay of Execution 44. The averments set forth in paragraphs 1 through 43 are incorporated by reference as if more fully set forth at length herein. 45. The law does not favor judgments entered by confession. See e.g., Beckett v. Laux, 577 A.2d 1341 (Pa. Super. 1990). 46. Respondent and/or Respondent's counsel, in filing its Complaint in Confession of Judgment requesting confessed judgment in ejectment failed to adhere to strict statutory requirements as well as the requirements set forth in the Pennsylvania Rules of Civil Procedure. 47. Petitioner has good and meritorious defenses to the judgment entered by confession which have been timely filed. 48. Petitioner has suffered and will continue to suffer prejudice unless this Honorable Court enters an Order striking the confessed judgment in ejectment that was entered on August 15, 2011 and further staying any further execution on the confessed judgment. 16 WHEREFORE, Defendant/Petitioner, HNS Management, LLC, t/a Country Oven Restaurant f/k/a Sahar Mater Enterprises Carlisle, LLC t/a/ Mater Restaurant Management and Country Oven Restaurant, respectfully requests that this Honorable Court (a) grant this Petition to Strike off the confessed judgment, or in the alternative (b) Open the confessed judgment by Respondent and permit Petitioner to proceed with its defenses against Respondent's claims; (c) further stay all proceedings herein; and (d) further award Petitioner all such other relief as is proper and just, including but not limited to counsel fees and costs incurred in the filing of this Petition. Respectfully Submitted, Paige Ma6donald-Matthes, Esquire SERRATELLI, SCHIFFMAN, & BROWN, P.C. 2080 Linglestown Road Suite 201 Harrisburg, PA 17110 (717) 540-9170 Date: August 31, 2011 Attorney for Petitioner 17 VERIFICATION I, Sahar Mater, Member of HNS Management, LLC t/a Country Oven Restaurant f/k/a Sahar Mater Enterprises Carlisle, LLC t/a Mater Restaurant Management and Country Oven Restaurant, verify that the statements made in the foregoing Defendant's Petition to Strike, or Alternatively Open Confessed Judgment and Request for Stay of Execution 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. Date: Yom- ) 0 HNS MANAGEMENT, LLC T/A COUNTRY OVEN RESTAURANT F/K/A SAHAR MATER ENTERPRISES CARLISLE, LLC T/A MATER RESTAURANT MANAGEMENT AND COUNTRY OVEN RESTAURANT B_`'? Sahar Mater, Member 1_ ? C- CERTIFICATE OF SERVICE I, Paige Macdonald-Matthes, Esquire, hereby certify that I have served a true and correct copy of the foregoing Petition to Strike, Open and Stay Confessed Judgment on the following persons by placing same in the United States mail, postage prepaid, on the 31St day of August, 2011: JAMES N. CLYMER, ESQUIRE CLYMER, MUSSER, BROWN & CONRAD, P.C. 408 WEST CHESTNUT STREET LANCASTER, PA 17603 COUNSEL FOR PLAINTIFF/RESPONDENT SERRATELLI, SCHIFFMAN & BROWN, P.C. Paige aM cdonald-Matthes, Esquire ?J __--- HNS MANAGEMENT, LLC t/a COUNTRY OVEN RESTAURANT f/k/a SAHAR MATER ENTERPRISES CARLSILE, LLC t/a MATER RESTAURANT MANAGEMENT AND COUNTRY OVEN RESTAURANT, Plaintiff IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO. l ' -j J Y V. JAIRAM 7, INC., Defendant CIVIL ACTION - AT LAW . JURY TRIAL DEMANDED 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, the case may proceed without you and a judgment may be entered against you by the Court withoutfurther 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 Lawyer Referral Service 32 S. Bedford Street Carlisle, PA 17013 (717) 249-3166 AVISO USTED HA SIDO DEMANDADO/A EN CORTE. Si usted desea defenderse de las demandas que se presentan mas adelante en las siguientes paginas, debe tomar acc16n dentro de los pr6ximos veinte (20) dias despues de la notificaci6n de esta Demanda y Aviso radicando personalmente o por medio de un abogado una comparecencia escrita y radicando en la Corte por escrito sus defensas de, y objecciones a, las demandas presentadas aqui en contra suya. Se le advierte de que si usted falla de tomar acci6n como se describe anteriormente, el caso puede proceder sin usted y un fallo por cualquier suma de dinero reclamada en la demanda o cualquier otra reclamac16n o remedio solicitado por el demandante puede ser dictado en contra suya por la Corte sin mas aviso adicional. Usted puede perder dinero o propiedad u otros derechos importantes para usted. USTED DEBE LLEVAR ESTE DOCUMENTO A SU ABOGADO INMEDIATAMENTE. SI USTED NO TIENE UN ABOGADO, LLAME O VAYA A LA SIGUIENTE OFICINA. ESTA OFICINA PUEDE PROVEERLE INFORMACION A CERCA DE COMO CONSEGUIR UN ABOGADO. SI USTED NO PUEDE PAGAR POR LOS SERVICIOS DE UN ABOGADO, ES POSIBLE QUE ESTA OFICINA LE PUEDA PROVEER INFORMACION SOBRE AGENCIAS QUE OFREZCAN SERVICIOS LEGALES SIN CARGO 0 BAJO COSTO A PERSONAS QUE CUALIFICAN. Cumberland County Lawyer Referral Service 32 S. Bedford Street Carlisle, PA 17013 (717) 249-3166 2 SERRAI ELLI, SCHIFFMAN, BROWN & CALHOON, P. C. Paige Macdonald-Matthes, Esquire Supreme Court III No. 66266 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 (717) 540-5481 facsimile Email: PAfacdonald-Matthes(a?,ssbc-law. C0777 Attorneys for Plaintiff HNS MANAGEMENT, LLC tla COUNTRY OVEN RESTAURANT f/k/a SAHAR MATER ENTERPRISES CARLSILE, LLC t/a MATER RESTAURANT MANAGEMENT AND COUNTRY OVEN RESTAURANT, Plaintiff IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO.: 3AIRAM 7, INC., CIVIL ACTION - AT LAW JURY TRIAL DEMANDED Defendants. COMPLAINT AND NOW, comes Plaintiff, HNS Management LLC t/a Country Oven Restaurant f/k/a Sahar Mater Enterprises Carlisle, LLC t/a Mater Restaurant Management and Country Oven Restaurant by and through its counsel, Serratelli, Schiffman, Brown & Calhoon, P. C., and files its Complaint against Defendant, Jairam 7, Inc., and in support thereof aver as follows: PARTIES 1. Plaintiff, HNS Management LLC t/a Country Oven Restaurant (hereinafter "HNS") is a Pennsylvania limited -liability company having a registered place of 3 business located at 1245 Harrisburg Pike, Carlisle, Cumberland County, Pennsylvania 17013. HNS trades and does business as the "Country Oven Restaurant." Prior to its official name change filing with the Pennsylvania Department of State on or about March 11, 2008, HNS was previously known as Sahar Mater Enterprises Carlisle, LLC. Sahar Mater Enterprises traded and did business as both Mater Restaurant Management and the Country Oven Restaurant. The only members of HNS are Ali Mater and Sahar Mater. HNS is hereinafter referred to as "Plaintiff'. 2. Defendant, Jairam 7, Inc. (hereinafter "Defendant") is a Pennsylvania business corporation having a registered business address located at 1245 Harrisburg Pike, Carlisle, Cumberland County, Pennsylvania 17013-1621. JURISDICTION AND VENUE 3. This Court has jurisdiction over the Parties and the subject matter of this litigation. 4. Venue is proper in Cumberland County, Pennsylvania pursuant to Pa. R.Civ.P. 2179(2) as Cumberland County is a county where all of the Defendants regularly conduct business. Venue is also proper in Cumberland County, Pennsylvania pursuant to Pa. R.C.P. 2179(4) as Cumberland County is the county where the occurrence took place out of which the Plaintiff's cause of action arose. 4 6. Finally, venue is proper in Cumberland County, Pennsylvania pursuant to Pa. R.Civ. P. 2179(5) and Pa. R.Civ. P. 1062 as Cumberland County is where the subject Country Oven Restaurant is located. ARBITRATION 7. Plaintiff's claims exceed the arbitration limits of this Court. BACKGROUND 8. On or about June 20, 1998, Defendant entered into a Lease Agreement for the kitchen, restaurant and banquet facilities located in what was formerly known as the Best Western-Carlislel located at 1245 Harrisburg Pike, Carlisle, Cumberland County, Pennsylvania., and what is now known as the Country Oven Restaurant 1 (hereinafter "Lease Agreement") with Beauty Seven, a Pennsylvania general partnership consisting of Nayana A. Parikh, Vasanti J. Parekh and Bharti M. Shah. Despite repeated and numerous requests for a copy of the Lease Agreement from Defendant and more recently, Defendant's counsel, no such document has been provided to Plaintiff. As Plaintiff does not have possession of the Lease Agreement, Plaintiff is presently unable to attach a copy of the Lease Agreement to this Complaint. Upon information and belief, a copy of the Lease Agreement is in the possession and control of Defendant and/or Defendant's counsel. 1 NOTE: The Best Western-Carlisle was subsequently changed to a Howard Johnson Hotel, which was in turn subdivided by Defendant and the pro?erty is now divided as a Howard Johnson Hotel and a Travel Lodge. 5 9. Upon information and belief, in April 20042, Defendant and Mater Restaurant Management entered into a Joint Venture Agreement, (prepared by Defendant and/or Defendant's counsel), whereby a joint venture known as "BWCO Joint Venture" was formed. Ali Mater signed the Joint Venture Agreement on behalf of Mater Restaurant Management. A copy of what Defendant has represented to Plaintiff as the Joint Venture Agreement that was signed by the Parties is attached hereto and is marked as Exhibit "A". A copy of the "non-black line" version of the Joint Venture Agreement which had been previously given to Plaintiff by Defendant is attached hereto as Exhibit "B". 10_ Pursuant to the terms of the Joint Venture Agreement, and specifically paragraph 3 of the same, the operation of the restaurant, banquet hall and liquor business and the provision of all food and beverage services for patrons of the hotel is under the exclusive supervision of Plaintiff as the "Restaurateur ". 11. On April 8, 2004, Defendant entered into a Lease Assignment Agreement with "BWCO Joint Venture" pursuant to which Defendant assigned all of its right, title and interest to that portion of the Lease Agreement that relates to the restaurant and banquet facilities located at 1245 Carlisle Pike [sic], Carlisle, Pennsylvania, subject to the terms of the BWCO Joint Venture Agreement, to BWCO Joint Venture. A copy of the April 8, 2004 Lease Assignment Agreement is attached hereto and is marked as Exhibit "C". z NOTE: Although the computer drive path indicated on both Exhibits "A" and "B" attached hereto indicate that the Joint Venture Agreement was prepared on April 28, 2003, Plaintiff believes. and therefore avers that the Joint Venture Atrreement may have actually been executed by the Parties as late as April 8, 2004, based on a certain Lease Assignment Agreement relating to the control of the restaurant and banquet facilities, as will be discussed in paragraph 11 herein- 6 12. As evidenced by the signature of Beauty Seven's authorized partner General Partner on page 2 of Lease Assignment Agreement, Beauty Seven consented to the assignment of the Lease Agreement from Defendant to the BWCO Joint Venture. 13. As the Joint Venture Agreement is not dated by either Party, the initial term of the Joint Venture Agreement is not known by Plaintiff. Upon information and belief however, the original term of the Joint Venture Agreement expired in 2008 and was subsequently renewed for another five (5) year term by virtue of the provisions set forth in paragraph 5 of the Joint Venture Agreement. 14. In late 20098, early 2009, Defendant unilaterally determined to subdivide and sell the Howard Johnson Hotel so that the property now consists of a 70 room (approximately) Travel Lodge and a 70 room (approximately) Howard Johnson Hotel. Each one of these hotels now has a separate entrance, as well as separate parking lots. COUNT I- BREACH OF CONTRACT 15. The averments set forth in paragraphs 1 through 14 are incorporated by reference as if more fully set forth at length herein. 16. Pursuant to the terms of the Joint Venture Agreement, and specifically paragraph 7 of the same, Defendant is responsible for all renovations to the Banquet Hall and Plaintiff is responsible for all renovations to the Restaurant. 17. In accordance with the terms of the Joint Venture Agreement, Plaintiff made substantial renovations to the restaurant, coffee shop and lounge located at the 7 Property. To date, Plaintiff has expended the approximate sum of $350,000.00 in making renovations to the restaurant. 18. Although responsible for the renovations of the Banquet Hall pursuant to the terms of paragraph 7 of the Joint Venture Agreement, Defendant has failed and has otherwise refused to make any renovations to the Banquet Hall. Consequently, Plaintiff has made substantial renovations to the Banquet Hall which renovations to date have cost Plaintiff the approximate sum of $350,000.00. 19. Pursuant to paragraph 9A of the Joint Venture Agreement, Defendant is responsible for the (i) repair and maintenance of the structural components of the Property (consisting of the footings, foundation, structural steel, exterior brick masonry work, and the building roof); (ii) the repair and restoration of the interior of the Property damaged as a result of damages or repairs or maintenance to the Property's structural components, and (iii) repair and maintenance of the HVAC system; and (iv) repair and maintenance of all utility lines on the Property, except those inside the Restaurant and Banquet Hall, and not buried or encased. 20. Contrary to the provisions of Paragraph 9A of the Joint Venture Agreement, Defendant has failed and has otherwise refused to properly maintain and repair the roof on the Property. Consequently, every time it rains the ceiling in the restaurant, including the coffee shop, bar and dining room leaks to such a degree that Plaintiff must install buckets at the corresponding leak locations to prevent customers from slipping and falling on the hardwood floors that Plaintiff has installed- Color photographs of the water damage in the coffee shop, the ceiling 8 falling down by the dishwashing stand in the kitchen due to the roof leak, the leaks in the dining room ceiling and the water damage to the ceiling above the coffee station are attached hereto and are collectively marked as Exhibit "D". 21. As a direct and proximate result of the roof leak, the hardwood floors that Plaintiff has installed in the restaurant and coffee shop are now warped and permanently water stained. See Exhibit "D." In addition, on January 15, 2011, the roof leak caused several ceiling tiles in the banquet room to fall down during an event that was taking place there. Finally, the roof leak caused damage to Plaintiff's freezer. A picture of the damage to Plaintiff s freezer as it continues to exist as of June 23, 2011, is attached hereto and is marked as Exhibit "E". 22. On May 19, 2011, Plaintiff sent the Defendant's Office Manager an email notifying Defendant that the coffee shop roof was leaking all over the tables. Defendant failed and otherwise refused to respond to this email. A true and correct copy of the May 19, 2011 email is attached hereto and is marked as Exhibit 'T' 23. Contrary to the provisions of Paragraph 9A of the Joint Venture Agreement, Defendant has failed and has otherwise refused to properly maintain the sewer lines located outside of the banquet facility. Consequently, every time Plaintiff books a large event in the banquet facility, the bathrooms in the banquet facility back up. 24. In or about November 2010 Plaintiff contacted a plumbing contractor to come in and review the problem with the sewer lines located outside of the banquet facility. Said contact was made with the plumbing contracting following an event 9 that took place in the banquet facility for 300 people and the bathrooms in the facility backed up. According to the plumbing contractor hired by Plaintiff, Roto Rooter, the problem is with the main sewer line outside of the banquet hall and despite the fact that the plumbing contractor specifically discussed the problem with the sewer line with the Defendant, Defendant continues to refuse to address the issue. 25. Contrary to the provisions of Paragraph 9A of the Joint Venture Agreement, Defendant has failed and has otherwise refused to properly maintain and repair the HVAC system. Consequently, both the Restaurant and Banquet Hall are not properly heated during the fall and winter months and are not properly air conditioned during the spring and summer months. 26. In order to address the problem with the HVAC system, Plaintiff advised Defendant in 2010 that Plaintiff would replace the HVAC system in the Banquet Hall and in return Plaintiff's obligation to pay Defendant a "Venture Distribution" in accordance with paragraph 4 of the Joint Venture Agreement would be abated. Defendant objected to Plaintiff's proposal and the Parties eventually agreed that they would split the cost of the new HVAC system, which was $8,000. Contrary to Defendant's promise, by and through its authorized agent, "Jeetal", to pay one- half of the costs associated with the new HVAC system, Defendant only paid Plaintiff the sum of $3,500.00. 27_ Following Plaintiff's installation of the new HVAC system, it was discovered that -the electrical wiring in the Property was in such poor condition that it could not support the new HVAC system that was installed. Despite repeated and 10 numerous requests for Defendant to address and repair the electrical problems in accordance with paragraph 9A of the Joint Venture Agreement, Defendant has failed and has otherwise refused to address the electrical problems in the Property. 28. Pursuant to paragraph 9F of the Joint Venture Agreement, Defendant is responsible for the maintenance of the parking lot areas. 29. For the past three (3) years, Defendant has failed and has otherwise refused to properly maintain the parking areas. Specifically, Defendant has caused debris in the parking lot areas to build up, and has further allowed tree branches, tree stumps, masonry blocks and weeds to be dumped in the parking lot areas. Color photographs depicting the condition of the parking lot as of June 21, 2011, are attached hereto and are collectively marked as Exhibit "G". 30. Pursuant to paragraph 3B of the Joint Venture Agreement, Defendant is responsible for the operation of the Hotel. Part of Defendant duties and responsibilities as the operator of the Hotel is to make sure that the establishment is clean and free of pests. 31. Defendant has failed to properly maintain the Hotel to ensure that it is free from pests and consequently, Plaintiff now has a cockroach infestation problem. 32. While Plaintiff has retained the services of Terminix to address the pest control problem in the restaurant and banquet hall, Plaintiff has been advised by Terminix that the treatment is not working due to the fact that Defendant is not similarly treating the hotel rooms which are located in the same building as the restaurant. In fact, these are the very same rooms in which some of the hotel employees 11 reside. Plaintiff's offer to bring Terminix in to give the Defendant an estimate for their services has been routinely ignored by Defendant. 33. As a direct and proximate result of the problems associated with the leaking roof, the faulty sewer line, the HVAC system, the pest problem and the parking lot, Plaintiff has been advised by event coordinators located in and about the Carlisle area, including Mary Jane Ziegler, that they will no longer book any functions at Plaintiff's business. The loss of several opportunities to book large groups for the banquet hall during the past year has resulted in a substantial loss of revenue to Plaintiff. 34. Pursuant to paragraph 16 of the Joint Venture Agreement, parking on the entire tract of land comprising the Property shall be available for customers of both the Hotel Rooms and Restaurant portions of the Property. 35. In or about the last part of 2008, early 2009, Defendant unilaterally determined to close a vital area of the parking lot that was previously available for truck parking. As a direct and proximate result, there is very little, if any, parking area for truckers who regularly frequent the restaurant and coffee shop. 36. During the past several months, there were three (3) separate incidents where Defendant's hotel staff harassed Plaintiff's customers who were dining in the Country Oven for parking in the "dip" which is the dedicated parking lot for the banquet facility. The Plaintiff's customers were told by hotel front desk staff members that if they did not move their trucks they would be towed and the police would be called- The most recent event occurred in May, 2011, where a National Freight driver, "Mike" and a NNT driver, "Tony" were harassed by 12 Defendant's employees for parking their trucks in the parking area, contrary to the clear provisions of paragraph 16 of the Joint Venture Agreement which gave them the right to park in the lot. 37. In addition to plaintiffs customers being harassed and verbally assaulted by Defendant's employees, Plaintiff has also been verbally harassed by Defendant's employees. Specifically, on November 20, 2010, Defendant's employee, Anilkumar R. Parikh ("Anil") entered the kitchen of the restaurant and started yelling at Plaintiff s employee and his father-in-law (who was also in the kitchen assisting him) telling them that he was going to "shut theirs down." Anil's actions were so threatening that the police had to be called and upon information and belief a citation for disorderly conduct was issued to Anil. A true and correct copy of the police report concerning the November 20, 2011 incident is attached hereto and is marked as Exhibit "H". 38_ Defendant's action, by and through its agent, materially breached Plaintiff's right to quiet enjoyment of the restaurant premises. 39. Pursuant to paragraph 9G of the Joint Venture Agreement, the responsibilities for maintenance, repair and improvements set forth in paragraphs 9A-H of the Agreement are premised upon the configuration of and the facilities upon the Property as existing at the time of execution of the Agreement. This paragraph further provides that "Should the configuration and/or facilities be changed materially subsequent to the execution of the Agreement, the parties will negotiate in good faith in an attempt to reconsider the responsibilities for repair and maintenance; as set forth in the Agreement. 13 40. In or about 2009, Defendant unilaterally determined to subdivide the Property which resulted is the creation of two (2) separate hotels, to wit: the Howard Johnson Carlisle and the Travel Lodge. Plaintiff was never consulted about this change, nor was Plaintiff advised that such change was occurring until it was completed. 41. As a direct and proximate result of Defendant's unilateral decision to subdivide the Property, there are now two separate entrances instead of one entrance that previously led into the restaurant and coffee shop which has resulted in a significant decrease in the amount of customers for the restaurant and coffee shop. 42. 'The significant decrease in the amount of customers for the restaurant and coffee shop, coupled with the loss of the banquet business has resulted in a financial loss of approximately $239,000.00 for Plaintiff for combined calendar years 2009 and 2010, as evidenced by the Point of Sale print outs attached hereto and collectively marked as Exhibit "I". 43. On September 8, 2009, Plaintiff sent Defendant written notification of its breach of the Joint Venture Agreement and gave Defendant thirty (30) days to correct the problems. A true and correct copy of the September 8, 2009 letter is attached hereto and is marked as Exhibit "J". 44. Upon receipt of the September 8, 2009 letter, coupled with Plaintiff's threat to withhold venture distribution payment until such breach was cured, Defendant agreed to meet with Plaintiff to discuss the problems. Despite Defendant's assurances that Defendant's breach would be cured if Plaintiff made the joint venture payment due, Defendant failed to honor its agreement to cure its breach. 14 45. 46. Defendant's breach of its oral promise to cure As a direct and proximate result of commencing October 2010' aintiff orally notified Defendant that e Distribution Payments into an escrow its breach Pl plaintiff would be paying the Joint Venture until such time that the breach was cured. account letter from Defendant's ecember, 31, 2010, Plaintiff received a CC' On or about D in default of the Joint ising Plaintiff that it was counsel, James Clymer adv Joint Venture distribution Bement„ due to the non-payment of the V enture Agr 2010 letter is attached e and correct copy of the December 31 > payments. A tru hereto and is marked as Exhibit Defendant s counsel a letter outlining the On January 3, 2011, Plaintiff sent 47. meats to Defendant - reasons true and correct reasons why Plaintiff had not made the pay letter rs attached hereto and is marked as copy of Plaintiff s January 3, 2011 Exhibit "V) and advised that 48. On January 17, 2011- Defendant's counsel '`'rote to Plaintiff an or 2-3 22, 2011, Harshad DeSai will be on-site inning January Plaintiff that "beg unde on how to resolve rstanding eeks to meet with [Plaintiff) and come to an w the responsibilities of each party for conflicts of the past and correctly identify the „ ounsel further represented that at the the items that need to be repaired now, conclusion of the meeting, the Parties agreement would be memorialized in hick would act as an amendment to the Joint "Memorandum of Understanding' w ° f th V e January 17, 2011, letter is Bata}"e Ag1eement." A tie and correct copy ched hereto and is marked as Exhibit «M " atta 15 49. In reliance on the representations of Defendant's counsel, Plaintiff agreed to pay Defendants the sum of $25,600.00. However; contrary to the assurances given by Defendant's counsel no such meeting between Defendant and Plaintiff occurred and the problems identified by Plaintiff continue to go unresolved. 50. In February, 2011, Plaintiff again orally notified Defendant that Plaintiff would again resume making payments into an escrow account until such time that Defendant cured its breach. 51. As of the date of the filing of this Complaint, Defendant has failed and has otherwise refused to cure its breach of the Joint Venture Agreement. 52. As a direct and proximate result of Defendant's breach, Plaintiff has incurred damages in excess of $250,000. Such damages include the following: a. Damage to wood flooring in restaurant and coffee shop- $2,000.00 b. Defendant Outstanding Share of Cost for new HVAC- $500.00 C. Plaintiff's Total Cost of HVAC that does not work due to faulty electrical wiring in premises- $4,000.00 d. Loss of Revenue due to reconfiguration of hotel $239,000 e. Water damage to tables and chairs (refinishing costs) - $800.00 f. Terminix Invoices $1,500.00 g. Compressor for freezer damaged by water leak $2,800.00 WHEREFORE, Plaintiff, HNS Management, LLC, respectfully requests that this Honorable Court enter judgment in its favor and against Defendant, Jairam 7, Inc. in an amount 16 in excess of $250,000, together with interest and costs, and further award Plaintiff all such other relief as is proper and just. COUNT III- FRAUDULENT MISREPRESENTATION 53. The averments set forth in paragraphs 1 through 52 are incorporated by reference as if more fully set forth at length herein. 54_ On September 8, 2009, Plaintiff sent Defendant written notification of its breach of the Joint Venture Agreement and gave Defendant thirty (30) days to correct the problems or else Plaintiff would contact the Board of Health and/or take legal against Defendant. 55. Upon receipt of the September 8, 2009 letter, coupled with Plaintiff's threat to withhold Joint Venture distribution payment until such breach was cured, Defendant by and through its agent, Jeetal Parikh agreed to meet with Plaintiff to discuss the problems. Despite Defendant's assurances that Defendant's breach would be cured if Plaintiff made the joint venture payment due and further did not pursue legal action against Defendant to enforce and/or terminate the Joint Venture Agreement, Defendant failed to honor its agreement to cure its breach. 56_ Defendant's representation that if Plaintiff paid the Joint Venture Distributions Defendant would cure its breach by way of the application of Plaintiff's payment of the Joint Venture Distribution payment was made falsely and with knowledge of its falsity. Alternatively said statement was made by Defendant with reckless indifference as to whether such statements were true or false. 17 57. Defendant made such statement and representation to Plaintiff with the specific intent of misleading Plaintiff into relying on the same and paying Defendant the Joint Venture Distribution payments. 58. As Plaintiff believed that Defendant was dealing in good faith, and further that Jeetal Parikh was clothed with the authority to act on behalf of the Defendant and commit to the terms of the Parties' oral agreement, Plaintiff justifiably relied on Defendant's statement and representation and agreed to (a) not to bring legal action against Defendant to terminate the Joint Venture Agreement and (b) pay Defendant the Joint Venture Distribution requested by Defendant. 59. As a direct and proximate result of Defendant's fraudulent misrepresentation, Plaintiff suffered damages, as more specifically set forth in paragraph 53 herein. 60. Defendant, by and through its authorized legal counsel further represented to Plaintiff on January 17, 2011, that if Plaintiff paid Defendant the sum of $25,600.00 (which sum represented the amount of the Joint Venture Distributions for October 2010-January 1, 2011, that Plaintiff had escrowed in light of Defendant's breach of the Joint Venture Agreement) that Defendant would meet with Plaintiff and address the problems that constituted a material breach of the Joint Venture Agreement by Defendant. See Exhibit "M" attached hereto. 61. Defendant, by and through its authorized legal counsel further represented to Plaintiff that a "Memorandum of Understanding" would be drafted incorporating the terms of the Parties' settlement discussion and that said Memorandum of Understanding would "act as an amendment to the Agreement so that there was a process for resolution of complaints in the future. 18 62. Defendant's representations to Plaintiff as set forth in paragraphs 61 and 62 herein were made falsely, and with the knowledge of its falsity. 63. Defendant's representations to Plaintiff were made with the specific intent of misleading Plaintiff into relying on the same. 64. As Plaintiff believed that Defendant was dealing in good faith, and further that Defendant's attorney, James Clymer, Esquire was clothed with the authority to act on behalf of the Defendant and commit to the terms of the Parties' oral agreement, Plaintiff justifiably relied on Defendant's statement and representation and agreed to (a) not to bring legal action against Defendant to terminate the Joint Venture Agreement and (b) pay Defendant the Joint Venture Distribution requested by Defendant. 65. As a direct and proximate result of Defendant's fraudulent misrepresentation, Plaintiff suffered damages, as more specifically set forth in paragraph 53 herein. 66. Upon information and belief, the representations made by the Defendant in 2009, and in 2011 were not only intentionally misleading and false, the representations made by the Defendant was for the purpose of securing additional cash for Defendant so that Defendant could renegotiate the terms of its mortgage and further advance the pecuniary interests of Defendant's principals. By advancing its own pecuniary interest to the financial detriment of Plaintiff, Defendant acted in callous disregard of Plaintiff s best interests and in a willful and wanton manner warranting the imposition of punitive damages against Defendant in Plaintiffs favor. 19 WHEREFORE, Plaintiff, HNS Management, LLC, respectfully requests that this Honorable Court enter judgment in its favor and against Defendant, Jairarn 7, Inc. in an amount in excess of $300,000, plus interest and costs and punitive damages, and further award Plaintiff all such other relief as is proper and just. COUNTIV- TOR TIO US INTERFERENCE WITH PROSPECTIVE CONTRACTUAL AFT ATTnIVV 67. The averments set forth in paragraphs 1 through 66 are incorporated by reference as if more fully set forth at length herein. 68. Although not contractually obligated to do so, between 2003 and June 23, 2011, Plaintiff expended a substantial sum of money making renovations to the banquet hall facility. 69. Defendant knew at all times relevant that the rental of the banquet hall facility was a major source of revenue for Plaintiff. 70. Defendant knew at all times relevant that the HVAC system servicing the banquet hall was in a state of such disrepair that the banquet hall was not properly heated during the fall and winter months and was not properly cooled during the spring and summer months. 71. Defendant knew at all times relevant that the sewage line outside of the banquet facility was in a state of disrepair such that the bathroom facilities in the banquet hall are not equipped to handle a large volume of users. 72. Defendant further knew at all times relevant that the roof of the banquet hall leaks and that said roof leaks were causing a tremendous amount of water damage to the banquet facilitieS_ 20 71 Despite Plaintiff's repeated and numerous requests for Defendant to make the repairs necessary to the banquet hall such that Plaintiff could successfully market and book events at the banquet hall, Defendant failed and otherwise refused to act on Plaintiff's requests. 74. Plaintiff specifically advised Defendant in 2008, September 2009, and again in December 2010, that if the required repairs were not made to the to the banquet facility that Plaintiff would lose banquet contracts. 75_ Defendant deliberately engaged in a campaign to harm Plaintiff by preventing Plaintiff from being able to enter contractual relationships for the banquet hall due to the facilities complete state of disrepair, coupled with the appalling conditions of the parking lot servicing the banquet facility. 76. Defendant had no privilege or justification for deliberately engaging in a course of conduct designed to frustrate Plaintiff's ability to successfully contract events for the banquet facility. 77. The approximate value of the banquet contracts for 2011 that Plaintiff has lost for the banquet facility as a direct and proximate result of Defendant's actions is $10,000. WHEREFORE, Plaintiff, HNS Management, LLC, respectfully requests that this Honorable Court enter judgment in its favor and against Defendant, Jairam 7, Inc. in an amount 21 in excess of $300,000, plus interest and costs, and further award Plaintiff all such other relief as is proper and just. Respectfully submitted, KZ>L Paige Macdonald-Matthes, Esquire J Attorney ID No. 66266 SERRATELLI, SCHIFFMAN, & BROWN, P.C. 2080 Linglestown Road, Suite 201 Harrisburg, PA 17110 (717) 540-9170 Date: June 23, 2011 22 VERIFICATION I, Sahar Mater, Member of Sahar Mater Enterprises Carlisle, LLC, verify that the statements made in the foregoing 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 unsworn falsification to authorities. Date: C" 2 z - ec, 1- '7 SAHAR MATER ENTERPRISES CARLSILE, LLC By: Sahar Mater, Member 22 . 5x .. ......... 11 k ... ... .... S ? SERRATELLI SCHIFFMAN & BROWN P.C. June 14, 2011 VIA TELECOPY ONLY STEVEN J. SCHIFFMAN James N. Clymer, Esquire te1 717.635-2914 CLYMER, MUSSER, BROWN & CONRAD P.C. fax 717.635.2944 408 West Chestnut Street sschiffman@SSBC-LAW.COM P. O. Box 1766 Lancaster, PA 17608-1766 2080 LINGLESTOWN RD. STE 201 Re: Mater Restaurant Management/Jairam 7 Inc. HARRISBURG, PA 17110-9670 Dear Mr. Clymer: tel 717.540.9170 11-072 fax 717.540-5481 I am in receipt of your correspondence dated June 9, 2011 with regard to the above-referenced matter. WWW.SSBC-LAW.COM Please be advised that Attorney Ric Martsolf of our office represents Sahar Mater Enterprises Carlisle LLC in this matter. Please direct all further communications to his attention. Mr. Martsolf is currently out of town and we request an additional ten (10) days to review this matter and consult with our clients. Best regards. V? f; Ste, SJS/ner cc: Ms. Sarah Mater ?n Paige Macdonald-Matthes From: Paige Macdonald-Matthes Sent: Tuesday, June 21, 2011 3:57 PM To: 'law@cmbclaw.com' Subject: Contact Information and Request for Signed Copies of Documents This message is for James Clymer, Esquire and will serve as a follow up to our telephone conversation this afternoon. Please forward signed copies of the Joint Venture Agreement that you reference in your June 9, 2011 correspondence, as well as signed copies of any other documents (including a Lease agreement) that you may have ASAP. My contact information is below. Thank you, Paige Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown. P.C. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 (717) 635-2922 (direct dial) Pmacdonald-matthesC?ssbc-law.com Paige Macdonald-Matthes From: Paige Macdonald-Matthes Sent: Wednesday, June 22, 2011 11:18 AM To: 'jim.clymer@cmbclaw.com' Subject: FW: Contact Information and Request for Signed Copies of Documents Importance: High Jim Please see the email that I sent you below yesterday at 3:57pm. Please email the documents I requested ASAP! Thank you Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 pmacdonald-matthes(o)-ssbc-law.com From: Paige Macdonald-Matthes Sent: Tuesday, June 21, 2011 3:S7 PM To: 'law@cmbdaw.com' Subject: Contact Information and Request for Signed Copies of Documents This message is for James Clymer, Esquire and will serve as a follow up to our telephone conversation this afternoon. Please forward signed copies of the Joint Venture Agreement that you reference in your June 9, 2011 correspondence, as well as signed copies of any other documents (including a Lease agreement) that you may have ASAP. My contact information is below. Thank you, Paige Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 (717) 635-2922 (direct dial) pmacdonald-matthes(@-ssbc-law.com Paige Macdonald-Matthes From: Paige Macdonald-Matthes Sent: Wednesday, June 22, 2011 1:12 PM To: 'James N. Clymer' Subject: RE: Jairam- Mater Jim You emailed me a black line version of the Joint Venture agreement. While the last page of the document. is signed, it does not appear to be part of the black-line document but yet has the same date on the drive path. Can you please explain? Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.G. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 pmacdonaid-matthes@ssbc-law.com From: James N. Clymer (mailto:jim@cmbclaw.com] Sent: Wednesday, June 22, 201112:36 PM To: Paige Macdonald-Matthes Subject: Jairam- Mater My mistake. I apparently accidentally attached the wrong pdf file from our system. The signed version is attached. James N. Clymer, Esq. Clymer, Musser, .Brown & Conrad, PC 408 West Chestnut St. Lancaster, PA 17603 (717) 299-7101 (Voice) (717) 299-5115 (Fax) #rnbclaw.com 6/22/2011 zg r Paige Macdonald-Matthes From: Paige Macdonald-Matthes Sent: Wednesday, June 22, 2011 1:49 PM To: 'James N. Clymer' Subject: RE: Jairam- Mater Jim Thank you for the explanation. It appears however, that you may not be getting a true explanation from your client. The reason I say this is that the "clean" joint venture agreement that you first to sent me consists of 30 pages. The black line version that you sent via your second email consists of 35 pages. The signature page (which is not part of a black line document) bears the page number 35. This means that an additional 5 pages of the agreement were added at some point. I need to see/have a copy of the clean document consisting of 35 pages that was signed by the parties. Please get back to me on this ASAP. Thanks, Paige Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 pmacdonald-Matthes@ssbc-law.com From: James N. Clymer [mailto:jim@cmbclaw.com] Sent: Wednesday, June 22, 20111:38 PM To: Paige Macdonald-Matthes Subject: RE: Jairam- Mater I agree with your assessment. It would appear that there was another clean copy that was signed but when I asked for the signed version, that was all they could come up with. I believe I had prepared the original draft but someone else black lined amendments to it and I was not involved in those changes nor in the execution. I have been assured that the black lined version is what was signed - that they circulated the signature page for signing. At this point, you have everything that they have provided me. James N. Clymer, Esq. Clymer, Musser, Brown & Conrad, PC 408 West Chestnut St. Lancaster, PA 17603 (717) 299-7101 (Voice) (717) 299-5115 (Fax) limCa.ctr?aciaw.com 6/22/2011 From: Paige Macdonald-Matthes [mailto:PMacdonald-Matthes@ssbc-law.com] Sent: Wednesday, June 22, 2011 1:12 PM To: James N. Clymer Subject: RE: Jairam- Mater Jim You emailed me a black line version of the Joint Venture agreement. While the last page of the document is signed, it does not appear to be part of the black-line document but yet has the same date on the drive path. Can you please explain? Paige Macdonald-Matthes, Esquire Serratelli; Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 pmacdonald-matches@ssbc-law.com From: James N. Clymer [mailto:jim@cmbclaw.com] Sent: Wednesday, June 22, 2011 12:36 PM To: Paige Macdonald-Matthes Subject: Jairam- Mater My mistake. I apparently accidentally attached the wrong pdf file from our system. The signed version is attached. James N. Clymer, Esq. Clymer, Musser, Brown & Conrad, PC 408 West Chestnut St. Lancaster, PA 17603 (717) 299-71.01 (Voice) (717) 299-5115 (Fax) Jim a?cmbcIaw.com 6/22/2011 Paige Macdonald-Matthes From: James N. Clymer Uim@cmbclaw.coml Sent: Wednesday, June 22, 2011 2:41 PM To: Paige Macdonald-Matthes Subject: RE: Jairam- Mater Paige I believe the first document I sent you was the original draft that I had prepared and sent to my client. it was obviously altered substantially by someone, including changing the name of a party. The original draft was still in our system and when I sent you the email, I inadvertently must have clicked on that old version rather than the copy my secretary had just scanned from the hard copy in the file. I will attempt to find out whether another clean copy exists but I do believe the black lined version is the final copy that was signed. As you note, the signature page does correspond with the pagination of the black lined copy. Jim James N. Clymer, Esq. Clymer, !'Musser, I3ro-vf? & Conrad PC 408 West Chestnut St. Lancaster, PA 17603 (717) 299-7101 (Voice) (717) 299-5115 (Fax) jim(a!crnbc1a-"7.com From: Paige Macdonald-Matthes [mailto:PMacdonaid-Matthes@ssbc-law.com] Sent: Wednesday, June 22, 20111:49 PM To: James N. Clymer Subject: RE: Jairam- Mater Jim Thank you for the explanation. It appears however, that you may not be getting a true explanation from your client. The reason I say this is that the "clean" joint venture agreement that you first to sent me consists of 30 pages. The black line version that you sent via your second email consists of 35 pages. The signature page (which is not part of a black line document) bears the page number 35. This means that an additional 5 pages of the agreement were added at some point. I need to see/have a copy of the clean document consisting of 35 pages that was signed by the parties. Please get back to me on this ASAP. Thanks, Paige Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 6/22/2011 pmacdonald-matthes@ssbc-law.com From: James N. Clymer [maiito:jim@cmbclaw.com] Sent: Wednesday, June 22, 20111:38 PM To: Paige Macdonald-Matthes Subject: RE: Jairam- Mater I agree with your assessment. It would appear that there was another clean copy that was signed but when I asked for the signed version, that was all they could come up with. I believe I had prepared the original draft but someone else black lined amendments to it and I was not involved in those changes nor in the execution. 1 have been assured that the black lined version is what was signed - that they circulated the signature page for signing. At this point, you have everything that they have provided me. James N. Clymer. Esq. Clvnier, Musser. Brown & Conrad PC 408 West Chestnut St. Lancaster. PA 17603 (717) 299-71011 (Voice) (717) 299-5115 (Fax) jim(a),cm16claw,corn From: Paige Macdonald-Matthes [mailto:PMacdonaid-Matthes@ssbc-law.com] Sent: Wednesday, June 22, 2011 1:12 PM To: James N. Clymer Subject: RE: Jairam- Mater Jim You emailed me a black line version of the Joint Venture agreement. While the last page of the document is signed, it does not appear to be part of the black-line document but yet has the same date on the drive path. Can you please explain? Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 pmacdonald-matthes@ssbc-law.com From: James N. Clymer [mailto:jim@cmbclaw.com] Sent: Wednesday, June 22, 2011 12:36 PM To: Paige Macdonald-Matthes Subject: Jairam- Mater My mistake. I apparently accidentally attached the wrong pdf file from our system. The signed version is attar_.hed James N. Clymer, Esq. 6/22/2011 ^ r_ Clymer, Ahisser, Brown & Conrad PC 408 West Chestnut St. Lancaster. PA 17603 (717) 293-7101 (Voice) (717) 299-5115 (Fax) pm?g-;cmhclaw.com 6/22/2011 ?ka? 1 m m a ?? ; ?? m O O U p m o p ul T F 2 D g m p ul ¢ ci ° ? bol m m c Q e y W m' U HkO? p d X m d co co r ru 0 Elm,.' . yC 0i Z ND C«« vi c r _ (7 r 0 V Y ? m V ? ,. Q ` t 0 1 . . . 272- U o p ? ?? . m ¢ m h V . E E°_5vc m V! C. ¦ ¦ ¦ S f _n I pJ ' Y A I James N. Clymer, Esquire Attorney ID 27151 Clymer, Musser, Brown & Conrad, P.C. 408 W. Chestnut St. Lancaster, PA 17603 (717) 299-7101 Attorney for Plaintiff JAIRAM 7, INC. V. HNS MANAGEMENT, LLC t/a COUNTRY OVEN RESTAURANT f/k/a SAHAR MATER ENTERPRISES CARLISLE, LLC t/a MATER RESTAURANT MANAGEMENT AND COUNTRY OVEN RESTAURANT IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO.: CIVIL ACTION - AT LAW IN CONFESSION OF JUDGMENT FOR POSESSION OF REAL PROPERTY NOTICE OF JUDGMENT AND EXECUTION REOUIRED BY RULE 2973.2 NOTICE OF DEFENDANTS' RIGHTS TO: HNS MANAGEMENT, LLC t/a COUNTRY OVEN RESTAURANT f/k/a SAHAR MATER ENTERPRISES CARLISLE, LLC t/a MATER RESTAURANT MANAGEMENT AND COUNTRY OVER RESTAURANT 1245 Carlisle Pike Carlisle, PA 17013 A Judgment for possession of real property has been entered against you and in favor of the Plaintiff without any prior notice or hearing based on a Confession of Judgment contained in a written agreement or other paper allegedly signed by you. The Sheriff may remove you from the property at any time after thirty (30) days after the date on which this notice is served on you. You may have legal rights to defeat the judgment or to prevent your money or property from being taken. YOU MUST FILE A PETITION SEEKING RELIEF FROM THE JUDGMENT AND PRESENT IT TO A JUDGE WITHIN THIRTY (30) DAYS AFTER THE DATE ON WHICH THIS NOTICE IS SERVED ON YOU OR YOU MAY LOSE YOUR RIGHTS. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. LAYWER REFERAL SERVICE CUMBERLAND BAR ASSOCIATION 32 South Bedford Street Carlisle, PA 17013 Telephone: (717) 249-3166 or (800) 990-9108 ?x?? AFFIDAVIT OF SAHAR MATER 1. My name is Sahar Mater. I am an adult individual with a residence address of 6121 Blue Ride Avenue, Harrisburg, Pennsylvania 17112. 2. I am a member of HNS Management, LLC and was formerly a member of Sahar Mater Enterprises Carlisle, LLC. 3. As is evident by the document that Plaintiff/Respondent Jairam 7, Inc. (hereinafter "Respondent") has attached to its Complaint in Confession of Judgment as Exhibit "A", I did not sign a Joint Venture Agreement between "Country Oven, Inc. and Jairam 7, Inc.", nor did any other member of HNS, LLC and/or Sahar Mater Enterprises Carlisle, LLC execute the same. 4. As was averred in the Complaint that HNS Management filed against Respondent on June 23, 2011 at Cumberland County Docket No. 11-524, in April 2004, Respondent and Mater Restaurant Management entered into a Joint Venture Agreement whereby a Joint Venture known as "BWCO Joint Venture" was formed (hereinafter "BWCO Joint Venture Agreement") 5. Beginning in September 2009, I advised Respondent's agent, "Jeetal Parikh," that all future Joint Venture payments due under the BWCO Joint Venture Agreement would be paid into escrow unless and until Respondent made substantial repairs and/or improvements to the facilities, and further improved the sanitary conditions of the premises otherwise I would report the matter to the Department of Health and move to dissolve the Joint Venture. 6. Based on Respondent's assurances of immediate performance, I agreed to release the sum of $6,400.00, which represented the Joint Venture Payment due for September 2009. When no immediate performance occurred, (despite Respondent's representations and assurances) I again notified Jeetal that I was escrowing the Joint Venture Payment. This practice of escrowed payments and empty promises of immediate performance occurred through September 2010. 7. All Joint Venture Payments were made in 2010, contrary to Exhibit "C" attached to Respondent's Complaint in Confession of Judgment. 8. On or about January 4, 2011, I advised Respondent's counsel, James Clymer, Esquire, that all correspondence and notices pertaining to the BWCO Joint Venture should be mailed to my address located at 6121 Blue Ridge Avenue, Harrisburg, PA 17112. The reason I made this request is that the address that was being used "1245 Harrisburg Pike, Carlisle, PA 17013" is the Respondent's hotel address and I was not timely receiving my mail at that address because Respondent and/or Respondent's agents failed to give me my mail. 9. In October 2010, I again began to escrow Joint Venture payments due to Respondents' material breach of the Joint Venture Agreement and notice of my decision was orally provided to Respondent's agent, "Jeetal", as well as orally to Respondent's counsel, James Clymer, Esquire 10. On January 3, 2011, I wrote to Respondent's counsel, James Clymer, Esquire and again explained my reasons for escrowing the Joint Venture payments, and further requested immediate action on Respondent's part to correct the situation. No corrective action was taken by Respondent despite the specific promises of immediate performance that were made to me in November, 2009 that prompted me to release funds that were previously escrowed to Respondent. 2 11. Based on Respondent's fraud, material breach of the BWCO Joint Venture Agreement and tortuous interference with prospective contractual relations, HNS Management authorized the filing of a Complaint against Respondent on June 23, 2011, as previously mentioned herein above. 12. I was unaware that Respondent had filed a Complaint in Confession of Judgment requesting ejectment on August 16, 2011, as neither I nor any other member of HNS Management was served with notice of the same. Moreover, notwithstanding the fact that Respondent's counsel, James Clymer, Esquire was aware that the LLC was represented by legal counsel, no notice of the filing of the Complaint in Confession of Judgment was provided to our legal counsel. 13. I never received a letter from the Cumberland County Prothonotary's Office regarding the Complaint in Confession of Judgment that was apparently filed on August 16, 2011. I believe that this may be because the certification of last known address is 1245 Harrisburg Pike, Carlisle, PA 17013. 14. I never received notification that a certified letter had been mailed to HNS Management by Respondent's legal counsel, James Clymer, Esquire. I believe that this may be because the certification of last known address is 1245 Harrisburg Pike, Carlisle, PA 17013. 15. On Friday, August 26, 2011, I was notified for the first time that a Complaint in Confession of Judgment had been filed by Respondent. 16. During the afternoon of Friday, August 26, 2011, an envelope from Respondent's counsel's office mysteriously appeared on the counter of my restaurant located at 3 the hotel. I was notified of the arrival of this envelope by Robbie James, who is my manager at the restaurant. 17. Ali Mater picked up the envelope on August 26, 2011 at approximately 6:30p.m. Enclosed in the envelope was a copy of Respondent's Complaint. This was the first time that I saw Respondent's Complaint in Confession of Judgment. I, Sahar Mater, Member of HNS Management, LLC have read the forgoing document and verify that the facts set forth therein are true and correct to the best of my knowledge, information and belief. I understand that any false statements made herein are subject to the penalties of 18 Pa. C.S.A. § 4904, relating to unsworn falsification to authorities. Sahar Mater STATE OF PENNSYLVANIA COUNTY OF DAUPHIN SS: C? On this, the 3V day of August, 2011, before me, the undersigned officer, personally appeared Sahar Mater 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, I hereunto set my hand and official seal. CO1bIl?tONWEALTH OF PENNSYLVANIA NOTARIAL SEAL Debra A. Evangelisti, Notary Public Susquehanna Township, Dauphin County My commission expires May 07, 2012 A? d?;?) 'Notary Public 4 Z-/ JAIRAM 7, INC., PLAINTIFF/RESPONDENT V. HNS MANAGEMENT, LLC T/A COUNTRY OVEN RESTAURANT F/K/A SAHAR MATER ENTERPRISES CARLISLE, LLC T/A MATER RESTAURANT MANAGEMENT AND COUNTRY OVEN RESTAURANT DEFENDANT/PETITIONER IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Q DOCKET No. 11-6476 -v CIVIL ACTION- AT LAWC ',. IN CONFESSION OF JUDGMENT FI3R O SgiSSM?in OF REAL PROPERTY RULE TO SHOW CAUSE AND NOW, thisday of S; ng;?4 , 2011, upon consideration of the Defendant/Petitioner's Petition to Strike or, Alternatively, Open Confessed Judgment, it is hereby ORDERED that Plaintiff/Respondent, Jairam, 7, Inc., SHOW CAUSE before this Court on the day of , 2011, a"w, or as soon thereafter as the parties may be heard, in Courtroom No.3, Cumberland County Court of Common Pleas, why the above captioned Confessed Judgment should not be stricken or opened according to the prayer of said Petition. AND IT IS FURTHER ORDERED, that Defendant/Petitioner shall cause a copy of this Rule and his said Petition to be served on Plaintiff/Respondent forthwith. a any ana iscovery as to e sai e i on no later than 50- -, - J ef this %1r. sled AND IT IS FURTHER ORDERED that, except as expressed in this Order, all other proceedings herein are STAYED until further Order of this Court. By t urt: J. Distribution List: James N. Clymer, Esquire, Clymer, Musser, Brown & Conrad, P. C., 408 West Chestnut Street Lancaster, PA 17603 Paige Macdonald-Matthes, Esquire, Serratelli, Schiffman, & Brown, P.C. 2080 Linglestown Road, Suite 201, Harrisburg, PA 17110 0 ?4wlj P 'ILED , V`e 7 riL P F 0TF6:. 1517", %;E ??? ? SCP 2b ?? 15 7 Kathleen E. Holmes, Esquire Attorney ID 73380 CUMBERLAND C'QUONITY Clymer, Musser, Brown & Conrad, P. C. PENNSYLVANIA 408 W. Chestnut St. Lancaster, PA 17603 (717) 299-7101 Attorney for Plaintiff JAIRAM, 7, INC., IN THE COURT OF Plaintiff COMMON PLEAS V. CUMBERLAND COUNTY, PENNSYLVANIA HNS MANAGEMENT, LLC, t/a COUNTRY OVEN RESTAURANT f/k/a SAHAR MATER ENTERPRISES CARLISLE, LLC t/a MATER RESTAURANT MANAGEMENT AND COUNTRY OVEN RESTAURANT Docket No.: 11-6476 Civil Term CIVIL ACTION - AT LAW IN CONFESSION OF JUDGMENT FOR POSSESSION OF REAL PROPERTY AND NOW comes Plaintiff/Respondent, Jairam 7, Inc. (hereinafter referred to as "Respondent"), by and through its counsel, CLYMER, MUSSER, BROWN & ONRAD, P.C., and files its Answer to Defendant/Petitioner's Petition to Strike, or Alternatively, Open Confessed Judgment and Request for Immediate Stay of Execution as follows: Introduction Respondent, through the undersigned counsel, filed a Complaint in Confession of Judgment on August 16, 2011 with the Prothonotary of the Cumberland County Court of Common Pleas. On August 16, 2011, Respondent's counsel was informed by the Cumberland County Prothonotary's office that self-addressed stamped envelopes would need to be submitted to the Court so that the Notice of Judgment and Execution Required by Rule 2973.2 could be sent to the Defendant. The undersigned counsel's office immediately forwarded said envelopes to the Cumberland County Prothonotary so that the Notice could be timely served. Respondent's counsel attempted to serve Defendants with a copy of the Complaint in Confession of Judgment, Confession of Judgment, Notice of Judgment and Execution Required by Rule 2973.2 and Plaintiff s Affidavit by Certified Mail, Restricted Delivery. The package and green card were returned to the undersigned prior to August 26, 2011. The undersigned counsel is confident that the package made it to 1245 Harrisburg Pike, Carlisle, Pennsylvania since it was returned by Anil Parikh, who is the on site manager of the Howard Johnson where Country Oven Restaurant does business, because it was not claimed by Petitioner. On August 26, 2011, the undersigned counsel personally served an employee of Country Oven Restaurant who was standing behind the bar when the package was handed to her. Service upon Defendant was made on August 26, 2011 and an Affidavit of Service will be filed by the undersigned counsel confirming the same. Alternatively, Respondent can reinstate the Confession of Judgment and serve Petitioner by utilizing the Sheriff. The Complaint in Confession of Judgment and Plaintiff's Affidavit accurately reflect the address of Defendant. The Notice of Judgment and Execution Required by Rule 2973.2 is not defective inasmuch as personal service was made upon the Defendants on August 26, 2011 and Defendants have actively participated in this Action for Confession of Judgment by filing the Petition to Strike or, Alternatively, Open Confessed Judgment. Moreover, Petitioners can easily remedy the address reflected in the description of the property by filing an Amended Confession of Judgment and supplement the record by submitting the signed Joint Venture Agreement that was attached as Exhibit "B" to Petitioner's Breach of Contract claim, which also allows for confession of judgment in ejectment and is signed by a representative of Petitioner. Accordingly, Defendant's Petition to Strike or, Alternatively, Open Confessed Judgment must be dismissed. Parties 1. Admitted. 2. Admitted. 3. Admitted. I. Petition to Strike Confessed Judgment 4. The answers set forth in paragraphs 1 through 3 are incorporated by reference as if more fully set forth at length herein. 5. Admitted to the extent that Respondent's counsel filed a Complaint in Confession of Judgment seeking ejectment against Defendant based on the Joint Venture Agreement relied upon by Defendant in their Breach of Contract Claim against Respondent and attached as an Exhibit thereto at Docket Number 11-5234 in the Court of Common Pleas of Cumberland County. 6. Admitted. 7. Admitted to the extent that Respondent confessed judgment against Petitioner, which filed a Breach of Contract lawsuit against Respondent pursuant to and 0. dependent upon the parties' Joint Venture Agreement. 8. Admitted and it is further averred that Respondent's Exhibit "A" attached to the Complaint in Confession of Judgment is the exact Joint Venture Agreement relied upon by Defendant in their Breach of Contract Claim against Respondent and attached as an Exhibit thereto at Docket Number 11-5234 in the Court of Common Pleas of Cumberland County. 9. Admitted to the extent that Respondent's Exhibit "A" attached to the Complaint in Confession of Judgment is the exact Joint Venture Agreement relied upon by Defendant in their Breach of Contract Claim against Respondent and attached as an Exhibit thereto at Docket Number 11-5234 in the Court of Common Pleas of Cumberland County. 10. Admitted and it is further averred that, in the event that the Court should deem it necessary, Respondent shall submit a copy of the signed Joint Venture Agreement that was attached as Exhibit "B" to Petitioner's Breach of Contract claim, which also allows for confession of judgment in ejectment and is signed by a representative of Petitioner. 11. Respondent lacks knowledge or information sufficient to form a belief as to the truth of the averments contained in paragraph 11. 12. Respondent denies the allegations contained in paragraph 12 as they are conclusions of law. 13. Respondent denies the allegations contained in paragraph 13 as they are conclusions of law. 14. Respondent denies the allegations contained in paragraph 14 as they are conclusions of law. 15. Respondent denies the allegations contained in paragraph 15 as they are conclusions of law. 16. Admitted. 17. Admitted and it is further averred that, in the event that the Court should deem it necessary, Respondent shall submit a copy of the signed Joint Venture Agreement that was attached as Exhibit "B" to Petitioner's Breach of Contract claim, which also allows for confession of judgment in ejectment and is signed by a representative of Petitioner, Mater Restaurant Management. 18. Respondent denies the allegations contained in paragraph 18 as they are conclusions of law. 19. Admitted. 20. Admitted and it is further averred that, in the event that the Court should deem it necessary, Respondent shall submit a copy of the signed Joint Venture Agreement that was attached as Exhibit "B" to Petitioner's Breach of Contract claim, which also allows for confession of judgment in ejectment and is signed by a representative of Petitioner, Mater Restaurant Management. However, paragraph 20 is also denied to the extent that it included a conclusion of law. 21. Admitted and it is further averred that the Complaint in Confession of Judgment is seeking ejectment and not money damages. 22. Admitted and it is further averred that the Complaint in Confession of Judgment is seeking ejectment and not money damages. 23. Admitted. 24. Denied. It is denied that no property description is included in the Complaint. On the contrary, it is averred that Respondent's Complaint contains a property description referring to the commercial property described as the restaurant and banquet facilities located at 1245 Carlisle Pike, Carlisle, Pennsylvania utilized by the Defendants at the property. 25. Admitted. 26. Denied. It is denied that Respondent's counsel failed to properly serve Defendant with its Complaint in Confession of Judgment. On the contrary, it is averred that Respondent properly served Defendant by personal service on August 26, 2011. Alternatively, Respondent can reinstate the Confession of Judgment and serve Petitioner by utilizing the Sheriff if required. It is denied that Sheriff service is required if declaratory relief is being sought. On the contrary, Pennsylvania Rule of Civil Procedure 400 allows service by a competent adult, which occurred in the instant action by the undersigned on August 26, 2011. Alternatively, Respondent can reinstate the Confession of Judgment and serve Petitioner by utilizing the Sheriff if required. It is denied that the address on the Notice renders the Confession of Judgment is deficient. On the contrary, it is averred that the Complaint in Confession of Judgment and Plaintiff's Affidavit accurately reflect the address of Defendant. The Notice of Judgment and Execution Required by Rule 2973.2 is not defective inasmuch as personal service was made upon the Defendants on August 26, 2011 and Defendants have actively participated in this Action for Confession of Judgment by filing the Petition to Strike or, Alternatively, Open Confessed Judgment. Moreover, Petitioners can easily remedy the address reflected in the description of the property by filing an Amended Confession of Judgment. It is denied that a Certificate of Service is required to be attached to the Complaint in Confession of Judgment when it is filed. On the contrary, Respondent is required to and will file am Affidavit of Service indicating that personal service was made upon the Defendants on August 26, 2011. Alternatively, Respondent can reinstate the Confession of Judgment and serve Petitioner by utilizing the Sheriff if required. 27. Admitted. 28. Admitted. 29. Denied. It is specifically denied that Pennsylvania Rule of Civil Procedure 400 requires that service of original process must be served by the sheriff. On the contrary, Pennsylvania Rule of Civil Procedure 400 allows service by a competent adult, which occurred in the instant action by the undersigned on August 26, 2011. 30. Denied. It is denied that Respondent's counsel failed to properly serve Defendant with its Complaint in Confession of Judgment. On the contrary, it is averred that Respondent properly served Defendant by personal service on August 26, 2011. Alternatively, Respondent can reinstate the Confession of Judgment and serve Petitioner by utilizing the Sheriff if required. 31 a. Respondent denies the allegations contained in paragraph 31 a. as they are conclusions of law. 31 b. Respondent denies the allegations contained in paragraph 31 b. as they are conclusions of law. 39 Respondent denies the allegations contained in paragraph 39 as they are conclusions of law. 40. Respondent denies the allegations contained in paragraph 40 as they are conclusions of law. Moreover, Respondent lacks knowledge or information sufficient to form a belief as to the truth of the averments contained in paragraph 40. 41. Respondent denies the allegations contained in paragraph 41 as they are conclusions of law. WHEREFORE, Respondent/Plaintiff, Jairam 7, Inc., respectfully requests that this Honorable Court deny Petitioner's Petition to Strike, strike off the confessed judgment by Respondent against Petitioner, and deny Petitioner's request for any additional relief. II. In the Alternative, Petition to Ouen Confessed Judgment 42. The answers set forth in paragraphs 1 through 41 are incorporated by reference as if more fully set forth at length herein. 43a. Denied. It is denied that the warrant of attorney does not authorize a judgment by confession against Petitioner. On the contrary, it is averred that the warrant of attorney does authorize a judgment by confession against Petitioner inasmuch as Respondent can submit a copy of the signed Joint Venture Agreement that was attached as Exhibit "B" to Petitioner's Breach of Contract claim, which also allows for confession of judgment in ejectment and is signed by a representative of Petitioner. 43b. Denied. It is denied that Respondent deliberately provided the wrong mailing address to delay and/or prevent Petitioner's notification of the confessed judgment. On the contrary, it is averred that the Complaint in Confession of Judgment and Plaintiff s Affidavit accurately reflect the address of Defendant. The Notice of Judgment and Execution Required by Rule 2973.2 is not defective inasmuch as personal service was made upon the Defendants on August 26, 2011 and Defendants have actively participated in this Action for Confession of Judgment by filing the Petition to Strike or, Alternatively, Open Confessed Judgment. Moreover, Petitioners can easily remedy the address reflected in the description of the property by filing an Amended Confession of Judgment. Additionally, inasmuch as this was a new action, service upon Petitioner's counsel was not an option and the undersigned counsel is confident that the package made it to 1245 Harrisburg Pike, Carlisle, Pennsylvania since it was returned by Anil Parikh, who is the on site manager of the Howard Johnson where Country Oven Restaurant does business, because it was not claimed by Petitioner. 43d. Respondent denies the allegations contained in paragraph 43b. as they are conclusions of law. 43e. Respondent denies the allegations contained in paragraph 43e. as they are conclusions of law. 43f. Denied. It is specifically denied that Petitioner ever placed Joint Venture payments into an escrow account. On the contrary, it is averred that Petitioner has never provided any proof that any Joint Venture payments have been placed into an escrow account. Moreover, Respondent denies the allegations contained in paragraph 43f. as they are conclusions of law. 43g. Denied. It is denied that all Joint Venture payments for 2010 and for January 2011 have been paid. On the contrary, it is averred that no Joint Venture payment has been made since September 2010 and, if any funds were placed into an escrow account as alleged, it is further averred that Respondents have not been provided any proof of the same. WHEREFORE, Respondent/Plaintiff, Jairam 7, Inc., respectfully requests that this Honorable Court deny Petitioner's Petition to Strike, or in the alternative Open the confessed judgment in ejectment by Respondent against Petitioner and deny Petitioner's request to proceed with defenses and counterclaims against Respondent and deny Petitioner's request for any additional relief. III. Request for Stay of Execution 44. The answers set forth in paragraphs I through 43 are incorporated by reference as if more fully set forth at length herein. 45. Respondent denies the allegations contained in paragraph 45 as they are conclusions of law. 46. Respondent denies the allegations contained in paragraph 46 as they are conclusions of law. 47. Denied. It is specifically denied that Petitioner has good and meritorious defenses to the judgment entered by confession. On the contrary, Respondent incorporates its answers to paragraph 43a. through g. as if more fully set forth at length herein. 48. Respondent denies the allegations contained in paragraph 48 as they are conclusions of law. WHEREFORE, Respondent/Plaintiff, Jairam 7, Inc., respectfully requests that this Honorable Court deny Petitioner's request to (a) grant this Petition to Strike off the confessed judgment or, in the alternative (b) open the confessed judgment by Respondent and permit Petitioner to proceed with its defenses against Respondent's claim; (c) further stay all proceedings herein; and (d) award Petitioner any other requested relief. Respectfully submitted, CLYMER, MUSSER, BROWN & CONRAD, P.C. By: 7?U 46yteu", Kathleen E. Holmes, Esquire Attorney ID 73380 408 W. Chestnut St. Lancaster, PA 17603 (717) 299-7101 Date: `? ?? (1 Attorneys for Plaintiff/Respondent, Jairam, 7, Inc. VERIFICATION I, the undersigned, do hereby certify, subject to the penalties of 18 Pa. C.S. Section 4904, relating to unsworn falsification to authorities, that I am counsel for Respondent, Jairam 7, Inc., and I am authorized to act on its behalf; that the facts set forth in the foregoing Answer were either provided to me by Respondent and verified by Respondent or gathered by me; and that to the best of my knowledge, information and belief, those facts that were gathered by me are true and correct. CLYMER, MUSSER, BROWN & CONRAD, P.C. By: Kathleen E. Holmes, Esquire Attorney ID 73380 Date: Attorneys for Defendant/Respondent, Jairam, 7, Inc. CERTIFICATE OF SERVICE I, Kathleen E. Holmes, hereby certify that I have this date served a true and correct copy of the foregoing Answer on the person and in the manner stated as follows: PERSON SERVED: PLACE OF SERVICE Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Suite 201 Harrisburg, PA 17110 DATE OF SERVICE September 26, 2011 METHOD OF SERVICE: Facsimile and Hand-Delivered Date: c f Kathleen E. Holmes, Esquire Attorney ID 73380 Clymer, Musser, Brown & Conrad, P.C. 408 W. Chestnut St. Lancaster, PA 17603 (717) 299-7101 Attorneys for Plaintiff/Respondent,, Jairam, 7, Inc. JAIRAM 7, INC., IN THE COURT OF COMMON PLEAS OF Plaintiff/Respondent CUMBERLAND COUNTY, PENNSYLVANIA V. NO. 11-6476 CIVIL TERM HNS MANAGEMENT, LLC t/a CIVIL ACTION - AT LAW COUNTRY OVEN RESTAURANT f/k/a SAHAR MATER ENTERPRISES CARLISLE, LLC t/a MATER RESTAURANT MANAGEMENT AND COUNTRY IN CONFESSION OF OVEN RESTAURANT, JUDGMENT FOR POSSESSION Defendant/Petitioner OF REAL PROPERTY ORDER OF COURT AND NOW, this 9th day of January, 2012, after hearing, we are satisfied that the petition was timely filed and that the Defendant has presented a viable defense. The request to open the judgment by confession is granted. The judgment is open. We will have a hearing on the merits on March 16, 2012, commencing at 9:15 a.m. By the Court, r-.. c'7 c C KJ3 C.. Z ? -urn Edward E. Guido, J. .?T- -- ? James N. Clymer, Esquire T?c> :c xF For the Plaintiff/Respondent =C) w car+:. Paige Macdonald-Matthes, Esquire v? w co y ' For the Defendant/Petitioner srs l? P'? JAIR.AM 7, INC. IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. HNS MANAGEMENT, LLC t/a : NO. 2011 - 6476 CIVIL TERM COUNTRY OVEN RESTAURANT : f/k/a SAHAR MATER ENTERPRISES CARLISLE, LLC t/a MATER RESTAURANT MANAGEMENT AND COUNTRY : OVEN RESTAURANT CIVIL ACTION - LAW ORDER OF COURT AND NOW, this 12TH day of MARCH, 2012, the hearing scheduled for Friday, March 16, 2012, at 9:15 a.m. in Courtroom # 3 is continued to FRIDAY, MAY 4, 2012, at 9:15 a.m. in Courtroom # 3. y the Court, /James N. Clymer, Esquire 408 West Chestnut Street Lancaster, Pa. 17603 1/Peter Good, Esquire River Chase Office Center 4431 North Front Street Harrisburg, Pa 17110-1709 ?Paige Macdonald-Matthes, Esquire 2080 Linglestown Rd., Suite 201 Harrisburg, Pa. 17110 sld Copy ej Ina -led 311311? Edward E. Gudo, c ? MW c ri r SMIGEL, ANDERSON & SACKS, LLP River Chase Office Center, 3`d Floor Peter M. Good, Esquire 4431 North Front Street pgood@sasllp.com Harrisburg, PA 17110 Jessica E. Mercy, Esquire (717) 234-2401 jmercy@sasllp.com Attorneys for Defendant JAIRAM 7, INC. Plaintiff/Respondent V. HNS MANAGEMENT, LLC T/A COUNTRY OVEN RESTAURANT F/K/A SAHAR MATER ENTERPRISES CARLISLE, LLC T/A MATER RESTAURANT MANAGEMENT Defendant/Petitioner IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO. 11-6476 CIVIL ACTION - AT LAW C- ?c 1 IN CONFESSION OF JUDGMEN PR POSSESSION OF REAL PROPE°Y PRAECIPE TO WITHDRAW APPEARANCE Please withdraw my appearance on behalf of the Plaintiff, Jairam 7, Inc. CLYMER, MUSSER, BROWN & CONRAD, P.C. ---------- Date: ? c... B y James e D- # 27151 408 West Chestnut Street Lancaster, PA 1760$ (717) 291-7101 PRAECIPE TO ENTER APPEARANCE Please enter our appearance on behalf of the Plaintiff, Jairam 7, Inc. SMWLA ERSON & SACKS Date: v By: od, Esquire ID #64316 Jessica E. Mercy, Esquire ID #206405 River Chase Office Center, 3rd Floor 4431 North Front Street Harrisburg, PA 17110 (717) 234-2401 I.` CERTIFICATE OF SERVICE a' I hereby certify that on this )?day of A 2012 a true and correct copy of the foregoing document was served upon counsel as addressed below by depositing the same in the U.S. Mail, first class, postage prepaid: Paige Macdonald-Matthes, Esquire Serratelli, Schiffman, Brown & Calhoon, P.C. 2080 Linglestown Road Harrisburg, PA 17110 SMIGEL, AND RSON & SACKS, LLP By: OR Peter M. Goo 4, Esquire ID# 64316 Jessica E. Mercy, Esquire ID# 206405 River Chase Office Center, 3rd Flr. 4431 North Front Street Harrisburg, PA 17110 (717) 234-2401 Attorneys for Plaintiff SMIGEL, ANDERSON & SACKS, LLP a _ r t i River Chase Office Center, 3`a Floor R 0 k 10 0 Sri Peter M. Good, Esquire 4431 North Front Street pgood@sasllp.com % Jessica E. Mercy, Esquire Harrisburg, PA 17110 21i 2 (h. 16 PH 2: 'J (717) 234-2401 jmercy@sasllp.com `I BE R L A I ND C 0 U N ; Attorneys for Defendant JAIRAM 7, INC. Plaintiff/Respondent V. HNS MANAGEMENT, LLC T/A COUNTRY OVEN RESTAURANT F/K/A SAHAR MATER ENTERPRISES CARLISLE, LLC T/A MATER RESTAURANT MANAGEMENT AND COUNTRY OVEN RESTAURANT Defendant/Petitioner : IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO. 11-6476 CIVIL ACTION - AT LAW IN CONFESSION OF JUDGMENT FOR POSSESSION OF REAL PROPERTY PRAECIPE TO DISCONTINUE/DISMISS TO THE PROTHONOTARY: Please mark this action settled, dismissed, and discontinued with prejudice. Date: May / I , 2012 SMIGEL, AN ERSON & SACKS By: Peter M. Good, Esquire ID #64316 Jessica E. Mercy, Esquire ID #206405 River Chase Office Center, 3`d Floor 4431 North Front Street Harrisburg, PA 17110 (717) 234-2401 r , % CERTIFICATE OF SERVICE I hereby certify that on this / r day of May, 2012 a true and correct copy of the foregoing document was served upon counsel as addressed below by depositing the same in the U.S. Mail, first class, postage prepaid: Paige Macdonald-Matthes, Esquire Serratelli, Schiffinan, Brown & Calhoon, P.C. 2080 Linglestown Road Harrisburg, PA 17110 SMIGEL, ANDERSON & SACKS, LLP By: Peter M. GZe , Esquire ID# 64316 Jessica E. cy, Esquire ID# 206405 River Chase Office Center, 3rd Flr. 4431 North Front Street Harrisburg, PA 17110 (717) 234-2401 Attorneys for Plaintiff