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HomeMy WebLinkAbout12-4587Johnson, Duffie, Stewart & Weidner By: Wade D. Manley, Esquire I. D. No. 87244 David W. DeLuce, Esquire I. D. No. 41687 301 Market Street P. O. Box 109 Lemoyne, Pennsylvania 17043-0109 (717) 761-4540 wdm@jdsw.com JOHN WILSBACH 2273 Schoolhouse Road Middletown, PA 17057, Attorneys for Plaintiff ..23 PH 3= 13 rTISE RLAND Coo ivr 7'' PENNS YLVA,4;1 IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff V. CLEAR CHANNEL COMMUNICATIONS, INC., 200 East Basse Road San Antonio, TX 78209 NO. /,;? - I/ff7 &P,/ CLEAR CHANNEL MEDIA AND ENTERTAINMENT: 200 East Basse Road San Antonio, TX 78209 CC MEDIA HOLDINGS 200 East Basse Road San Antonio, TX 78209 ACTION FOR DECLARATORY JUDGMENT TOTAL TRAFFIC NETWORKS 200 East Basse Road San Antonio, TX 78209 Defendants NOTICE TO DEFEND You have been sued in court. If you wish to defend against the claims set forth in the following pages, you must take action within twenty (20) days after this complaint and Notice are served, by entering a written appearance personally or by attorney and filing in writing with the court your defenses or objections to the claims set forth against you. You are warned that if you fail to do so the case may proceed without you and a judgment may be entered against you by the Court without further notice for any money claimed in the complaint or for any other claim or relief requested by the plaintiff. You may lose money or property or other rights important to you. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. io3 ?s?.?` 4 IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MA Y BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. CUMBERLAND COUNTY BAR ASSOCIATION 32 SOUTH BEDFORD STREET CARLISLE, PA 17013 (717) 249-3166 or (800) 990-9108 Le han demandado en la corte. Si usted quiere defenderse de estas demandas expuestas en las paginas siguientes, usted tiene viente (10) dias de plazo alparticr de la fecha de la demanda y la notificacion. Hace falta asentar una comparecia escrita o en persona o con un abogado y entregar a la corte en forma escrita sus defensus o sus objeciones a las demandas en contra de su persona. Sea avisado que si usted no se defiende, in corte tomara medidas y puede continuas la demanda en contra suya sin previo aviso o notificacion. Ademas, la corte puede decidir a favor del demandante y requiere que listed cumpla con todas las provisiones de esta demanda. Usted puede perer dinero 0 sus propiedades u otros derechos imporantes para usted. USTED DEBE LLEVAR ESTE DOCUMENTO A SU ABOGADO INMEDIATAMENTE. SI USTED NO TIENE ABOGADO. VAYA EN PERSONA 0 LLAME POR TELEFONO LA OFICINA NOMBRADA ABAJO PARA AVERIGUAR DONDE SE PUEDE CONSEGUIR ASISTENCIA LEGAL. ESTA OFICINA PUEDE PROPORCIONARLE LA INFORMACION SOBRE CONTRATAR A UN ABOGADO. SI USTED NO TIENE DINERO SUFICIENTE PARA PAGAR A UN ABOGADO, ESTA OFICINA PUEDE PROPORCIONARLE INFORMACION SOBRE AGENCIAS QUE OFRECEN SERVICIOS LEGALES A PERSONAS QUE CUMPLEN LOS REQUISITOS PARA UN HONORARIO REDUCIDO O NINGUN HONORARIO, CUMBERLAND COUNTY BAR ASSOCIATION 32 SOUTH BEDFORD STREET CARLISLE, PA 17013 (717) 249-3166 or (800) 990-9108 Johnson, Duffle, Stewart & Weidner By: Wade D. Manley, Esquire I. D. No. 87244 David W. DeLuce, Esquire I.D. No. 41687 301 Market Street P. O. Box 109 Lemoyne, Pennsylvania 17043-0109 (717) 761-4540 wdm@jdsw.com JOHN WILSBACH 2273 Schoolhouse Road Middletown, PA 17057, Plaintiff V. CLEAR CHANNEL COMMUNICATIONS, INC., 200 East Basse Road San Antonio, TX 78209 CLEAR CHANNEL MEDIA AND ENTERTAINMENT: 200 East Basse Road San Antonio, TX 78209 CC MEDIA HOLDINGS 200 East Basse Road San Antonio, TX 78209 TOTAL TRAFFIC NETWORKS 200 East Basse Road San Antonio, TX 78209 Defendants COMPLAINT NO. ACTION FOR DECLARATORY JUDGMENT 1. The Plaintiff, John Wilsbach ("Wilsbach") is an adult individual who resides at 2273 Schoolhouse Road, Middletown, PA 17057. 2. The Defendant, Clear Channel Communications, Inc., ("Clear Channel") is a Texas corporation with a principle place of business located at 200 East Basse Road, San Attorneys for Plaintiff IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Antonio, TX 78209. Clear Channel Communications, Inc. is authorized to and is doing business in the Commonwealth of Pennsylvania. Clear Channel Communications, Inc. maintains a regional office located at 555 City Avenue, Bala Cynwyd, PA 19004, from which it conducts substantial business throughout the Commonwealth of Pennsylvania. 3. The Defendant, Clear Channel Media and Entertainment, upon information is a Texas corporation with a principle place of business located at 200 East Basse Road, San Antonio, TX 78209. Clear Channel Media and Entertainment is authorized to and is doing business in the Commonwealth of Pennsylvania. 4. The Defendant, CC Media Holdings, upon information is a Texas corporation with its principle place of business at 200 East Basse Road, San Antonio, TX 78209. It is believed and therefore averred that CC Media Holdings is the parent corporation of Clear Channel Communications, Inc. CC Media Holdings is authorized to and is doing business in the Commonwealth of Pennsylvania. 5. The Defendant, Total Traffic Network, ("Total Traffic"), upon information is a Texas corporation with a principle place of business located at 200 East Basse Road, San Antonio, TX 78209. Total Traffic is authorized to and is doing business in the Commonwealth of Pennsylvania. Total Traffic maintains a regional office located at 555 City Avenue, Bala Cynwyd, PA 19004 from which it conducts substantial business throughout the Commonwealth of Pennsylvania. 6. The Defendants, collectively, are engaged in the business of operating radio stations and providing radio content throughout the United States and specifically within the Commonwealth of Pennsylvania and in Cumberland County, Pennsylvania. Venue 7. Pursuant to Pa. R.C.P. No. 1006, venue is appropriate in Cumberland County, Pennsylvania because the causes of action arise out of one or more transactions or occurrences that took place in Cumberland County. 8. Specifically, the events relating to the formation of the employmnet relationship, set forth more specifically in the section below, occurred within Cumberland County. Factual Background 9. In 1989, Wilsbach commenced working for the radio station WINK 104 as a live traffic reporter. In 1995, he was promoted to full-time traffic reporter. 10. At the time of the commencement of the employment relationship, WINK 104 was owned and operated by Keymarket Communications, Inc. WINK 104 changed ownership several times between 1989 until they were purchased by Cumulus Media, Inc. ("Cumulus") in 2001. 11. In January of 2003, Cumulus contracted with Metro Networks Communications, Inc. ("Metro Networks"), located in New Cumberland, Cumberland County, Pennsylvania to provide traffic reporting service via Wilsbach. 12. At that time, it was agreed that Wilsbach would remain a radio personality property of WINK 104 and provide traffic reports. 13. Negotiations for Wilsbach to remain a radio personality property of WINK 104 and provide traffic reports took place between Wilsbach. Elaine Kunkle, the General Manager for Metro Networks, Ron Giovanello, general Manager for WINK 104 and Jack Dunkle, Director of Operations for Metro Networks - metro Harrisburg, aka Traffax. Dunkle currently is employed by the Defendants in the office of Affiliate Relations. 14. The negotiations relating to WINK 104's retention of Wilsbach as a WINK 104 radio personality property occurred in Cumberland County, Pennsylvania. 15. At or about the same time that the agreement for Wilsbach to remain a radio personality property of WINK 104, Metro Networks presented to Wilsbach a Terms and Conditions of Employment document. The Terms and Conditions document is attached hereto as Exhibit "A." 16. Following Wilsbach's execution of the Terms and Conditions of Employment document but prior to Metro Networks' execution of the agreement, the agreement relating to all parties' intention for Wilsbach to remain a radio personality property of WINK 104 was confirmed and understood that the terms and Conditions of Employment document would not be executed by Metro Networks. 17. The Terms and Conditions of Employment document was never executed by Metro Networks. See, Exhibit "A." 18. The agreement reached by all parties that Wilsbach would remain a radio personality property of WINK 104 was memorialized by a letter contained in Wilsbach's employment file and verified by Elaine Kunkle, the General Manager for Metro Networks at the time of the agreement. 19. Likewise, the agreement that Wilsbach would remain a radio personality property of WINK 104 was understood by Kunkle's successor, Allison Morris, who became the General Manager for Metro Networks in 2004 upon Kunkle's departure. 20. In 2003 or 2004, Westwood One purchased Metro Networks, but the change in ownership had no effect on the agreement that Wilsbach would remain a radio personality property of WINK 104. 21. In 2010, the Defendants purchased Westwood One's traffic division but again the transfer had no effect on the agreement that Wilsbach would remain a radio personality property of WINK 104. 22. In 2012, Cumulus, WINK 104's parent company, hired Radiate Media to be its traffic vendor. 23. Wilsbach and WINK 104 desired to maintain the agreement that Wilsbach would remain a WINK 104 radio personality property as originally agreed to in 2003. 24. However, the Defendants, relying on the Terms and Conditions of Employment document unexecuted by the Defendants predecessors and assignors, have sought to enforce a one year covenant not to compete via Section VI of the Terms and Conditions of Employment document. 25. The Defendants assert that Section 11.7 of the Terms and Conditions of Employment document - unexecuted by the Defendants predecessors and assignors - permits them to restrict Wilsbach from remaining a radio personality property of WINK 104 through an assignability clause. 26. Defendants' decision left Wilsbach with no option but to forfeit to the Defendants demand and commence work with Defendants at a new facility, on new radio stations and use equipment provided by the Defendants. 27. In the 23 years that Wilsbach has been a radio personality property of WINK 104, Wilsbach has developed a loyal radio audience and substantial resources that have allowed him to perform his employment at a very high level for which he has been awarded several industry accommodations. 28. The Defendants' demand has restricted Wilsbach's ability to provide even an adequate replication of the high level reporting he and his loyal audience have been accustom. 29. The lack of resources provided by Defendants have not permitted Wilsbach to perform the basic functions of his reporting. 30. The Defendants have violated the Terms and Conditions of Employment document that they seek to enforce when on July 16, 2012, they demanded that Wilsbach provide traffic reports and services relating to the geographic area of Allentown, Pennsylvania which is outside of the geographic area identified in the Terms and Conditions of Employment document. 31. The Defendants' demand that Wilsbach report on this new territory has stretched the bounds of the meager resources he is now forced to work with. 32. A significant resource for Wilsbach to perform his craft is the audience it has taken him years to acquire as they use a tip line to identify traffic incidents, stoppages and back ups. 33. The Defendants have not set up a tip line for the audience to get in touch with Wilsbach. 34. The Defendants have not provided a scanner for Wilsbach to be able to monitor traffic conditions. 34. The audience that Wilsbach fostered as a radio personality property at WINK 104 and provided him with significant information permitting him to perform his job at the highest level has been taken away by the Defendants. 35. The basic equipment necessities required for Wilsbach to perform his job at even an adequate level have not been provided to Wilsbach. 36. Due to the actions, demands and restrictions placed on Wilsbach by the Defendants, the sterling reputation Wilsbach has worked for and acquired in the industry and within the listing audience is being significantly damaged. 37. Wilsbach is entitled to a judicial declaration that the Terms and Conditions of Employment document is invalid and unenforceable for the following reasons set forth: a. The Terms and Conditions of Employment document was not agreed to and accepted by Metro Networks, indentified as the company in the Terms and Conditions of Employment document; b. It was agreed to by Wilsbach, WINK 104 and Metro Networks that Wilsbach would remain a radio personality property of WINK 104; C. The invalidity and unenforceability of the Terms and Conditions of Employment document would restore each of the parties to the status quo as it existed in 2003 and up until July 2012 in that Wilsbach would remain a radio personality property of WINK 104; d. The Terms and Conditions of Employment document was not ancillary to an employment relationship between the parties as it was agreed that Wilsbach would remain a radio personality property of WINK 104; e. The Terms and Conditions of Employment document does not protect a legitimate business interest of the Defendants; f. The Defendants played no role in training, fostering or assisting Wilsbach in acquiring his reputation in the industry; g. The Defendants' actions, demands and restrictions are causing Wilsbach significant and irreparable harm within his industry; and h. The Terms and Conditions of Employment document imposes an undue hardship on Wilsbach. WHEREFORE, the Plaintiff requests the Court enter judgment: a. Declaring that the Terms and Conditions of Employment document is invalid and unenforceable in all respects; b. That venue is appropriate in this Court due to the fact that the Terms and Conditions of Employment document is invalid, unenforceable and that the employment agreements between Wilsbach, WINK 104 and later Metro Networks as well as the functions of Wilsbach's employment originated in Cumberland County, Pennsylvania; and C. Granting such further relief as the Court may deem appropriate. COUNT II Iniunctive Relief 38. Plaintiff incorporates herein by reference, as though fully set forth, all the averments set out in paragraphs 1 through 37 of this Complaint. 39. Plaintiff seeks an Order pursuant to Pa. R.C.P. 1531 to enjoin Defendants preliminarily and then permanently from enforcing any provision of the Terms and Conditions of Employment document. 40. Plaintiff also seeks an Order pursuant to Pa. R.C.P. 1531 preliminarily and then permanently enjoining Defendants from contacting any media provider, radio station or other potential employer, and from interfering in any way with the business relations of the Plaintiff. 41. The Plaintiff also seeks and Order pursuant to Pa. R.C.P. 1531 preliminarily and then permanently enjoining Defendants from restricting Plaintiff's ability to remain a radio personality property of WINK 104. 42. Should the Court not grant injunctive relief to Plaintiff, he believes, and therefore avers, that he will incur great and irreparable harm and damage from the permanent loss of his ability to remain a radio personality property of WINK 104. It has taken years and substantial assets and equity of the Plaintiff to accumulate and grow a loyal listener base. The Plaintiff relies upon this loyal listener base in order to perform the functions of his job in an efficient and reliable manner. His loyal listener base permit him to set the industry standard in his region and Plaintiff believes and therefore avers that should the injunctive relief not be granted to the Plaintiff, Plaintiff's position in the industry will suffer substantially. Additionally, the lack of other resources provided to him by the Defendants are likewise irreparably harming his ability to perform his job and irreparably harming his reputation and credibility in his industry and within the listening audience. 43. Should the Court grant injunctive relief to Plaintiff, the Defendants will incur little, if any, injury, for which injury they have adequate remedies at law. 44. The balance of the equity therefore favors Plaintiff. 45. In addition, by reason of the Defendants' position, Plaintiff is now sustaining ongoing and irreparable damages to his profitability, reputation, and business relations with clients, customers, suppliers, listeners and distributors. WHEREFORE, Plaintiff respectfully requests that this Court enter an Order : a. Permanently enjoining Defendants from enforcing any section of the Terms and Conditions of Employment document; b. Permanently enjoining Defendants from prohibiting Wilsbach from remaining a radio personality property of WINK 104; C. Awarding Plaintiffs costs incurred as a result of the Defendants' wrongful acts; and d. Providing for such other relief as the Court deems just and proper. Respectfully submitted, JOHNSON, DUFFIE, STEWART & WEIDNER w40A, By: Wade D. Manley, Esquire Attorney I.D. No. 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 Telephone (717) 761-4540 DATE: r?23??2 Attorneys for Plaintiff VERIFICATION I, JOHN WILSBACH, hereby acknowledge that I am the Plaintiff in this action; that I have read the foregoing Complaint; and that the facts stated therein are true and correct to the best of my knowledge, information and belief. I understand that any false statements herein are made subject to penalties of 18 Pa. C.S. §4904, relating to unsworn falsification to authorities. DATE: ,231>Z 6?!l ,U 3 Q 3: 2Y Johnson, Duffie, Stewart & Weidner By: Wade D. Manley, Esquire I.D. No. 87244 David W. DeLuce, Esquire I. D. No. 41687 301 Market Street P. O. Box 109 Lemoyne, Pennsylvania 17043-0109 (717) 761-4540 wdm@jdsw.com JOHN WILSBACH 2273 Schoolhouse Road Middletown, PA 17057, v. Plaintiff CLEAR CHANNEL COMMUNICATIONS, INC., 200 East Basse Road San Antonio, TX 78209 CLEAR CHANNEL MEDIA AND ENTERTAINMENT: 200 East Basse Road San Antonio, TX 78209 CC MEDIA HOLDINGS 200 East Basse Road San Antonio, TX 78209 TOTAL TRAFFIC NETWORKS 200 East Basse Road San Antonio, TX 78209 Defendants ENNSYLVANIA Attorneys for Plaintiff IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA NO. ?? .. Lf?? 7 C?G?crY ACTION FOR DECLARATORY JUDGMENT PLAINTIFF'S MOTION FOR PRELIMINARY INJUNCTION AND NOW, comes the Plaintiff, John Wilsbach ("Wilsbach"), by and through his attorneys, Johnson, Duffle, Stewart & Weidner, P.C., and hereby moves for issuance of a preliminary injunction, pending trial on the merits, pursuant to the provisions of Pa. R. Civ. P. 1531 and, in support of its motion, avers as follows: 1. Plaintiff John Wilsbach ("Wilsbach"), requests preliminary injunctive relief to invalidate the Terms and Conditions of Employment document and not enforce the post- employment restrictions set forth in the Terms and Conditions of Employment document. Specifically, Wilsbach seeks an injunction (a) Permanently enjoining Defendants from enforcing any section of the Terms and Conditions of Employment document; (b) Permanently enjoining Defendants from prohibiting Wilsbach from remaining a radio personality property of WINK 104; (c) Awarding Plaintiff's costs incurred as a result of the Defendants' wrongful acts; and (d) Providing for such other relief as the Court deems just and proper. 2. Injunctive relief is proper where the party seeking such relief can demonstrate that (1) it has a clear right to relief; (2) there is a likelihood of immediate and irreparable harm which cannot be compensated by damages; (3) an injunction would restore the parties to the status quo as it existed prior to a defendant's wrongful conduct; (4) a greater injury may result from denial of the injunction than from its being granted; and (5) the injunction is reasonably suited to abate such activity. Beck Computing Services, Inc. v. Anderson, 524 A.2d 990, 991 (Pa. Super. 1987). 3. "It is black letter law that in order to form an enforceable contract, there must be an offer, acceptance, consideration or a mutual meeting of the minds." Jenkins v. County of Schuylkill, 441 Pa. Super. 642, 658 A.2d 380, 383 (Pa. Super. 1995). 4. As averred in the Complaint, the Terms and Conditions of Employment document is not a valid contract as it was not signed by the original employer and because an agreement as to Wilsbach's retention by WINK 104 was confirmed by all parties. This evidences that there was no meeting of the minds permitting the Terms and Conditions of Employment document to be valid. 5. Assuming, arguendo, even if the Terms and Conditions of Employment document was valid the non-compete clause must fail as restrictive covenants are not favored in Pennsylvania and have been historically viewed as a trade restraint that prevents a former employee from earning a living. See, Jacobson & Co. v. Int'I Env't Corp., 427 Pa. 439, 235 A.2d 612 (Pa. 1967). 6. "A review of the case law dealing with employee non-competition agreements reveals that an overwhelming majority of jurisdictions, including Pennsylvania, require, at a minimum, that such contracts be reasonably related to the protection of a legitimate business interest. Generally, American courts insist that an employer may not enforce a post-employment restriction on a former employee simply to eliminate competition per se; the employer must establish a legitimate business interest to be protected." Hess v. Gebhard & Co., 570 Pa. 148, 159; 808 A.2d 912 (2001). 7. "Where the sole object of ... the contract ... is merely to restrain competition, and enhance or maintain prices, it would seem that there was nothing to justify or excuse the restraint, that it would necessarily have a tendency to monopoly, and therefore would be void. There is in such contracts no main lawful purpose." Hess v. Gebhard & Co., 570 Pa. 148, 168; 808 A.2d 912 (2001) (citing Jacobson & Co. v. Int'I Env't Corp., 427 Pa. 439, 235 A.2d 612, 617 (Pa. 1967)). 8. Additionally, because there is no legally binding agreement, the assignability clause can not be upheld. "Strong [public] policy considerations underlie the conclusion that restrictive covenants are not assignable. Given that restrictive covenants have been held to impose a restraint on an employee's right to earn a livelihood, they should be construed narrowly." Hess v. Gebhard & Co., 570 Pa. 148, 164; 808 A.2d 912 (2001). 9. Simultaneously with this Motion, Wilsbach has filed a Complaint in this Court. A true and correct copy of the Complaint is attached hereto and made a part hereof. 10. As detailed in the Complaint, the non-competition covenant is not reasonably necessary to protect the Defendants without causing undue burden on Wilsbach. The noncompetition covenant was not ancillary to an employment relationship and not supported by consideration. 11. The Defendants' actions, if not enjoined, are likely to result in incalculable loss to Wilsbach because of his inability to remain a radio personality property of WINK 104. Wilsbach has and will continue to suffer irreparable harm as it has taken years and substantial assets and equity of Wilsbach to accumulate and grow a loyal listener base. Wilsbach relies upon this loyal listener base in order to perform the functions of his job in an efficient and reliable manner. His loyal listener base permit him to set the industry standard in his region and Wilsbach believes that should the injunctive relief not be granted to the Plaintiff, Plaintiff's position in the industry will suffer substantially. Additionally, the lack of other resources provided to him by the Defendants are likewise irreparably harming his ability to perform his job and irreparably harming his reputation and credibility in his industry and within the listening audience. 12. In addition, by reason of the Defendants' position, Plaintiff is now sustaining ongoing and irreparable damages to his profitability, reputation, and business relations with clients, customers, suppliers, listeners and distributors. 13. Should the Court grant injunctive relief to Plaintiff, the Defendants will incur little, if any, injury, for which injury they have adequate remedies at law. 14. For the reasons stated in the Complaint, unless the Defendants are enjoined from enforcement of the Terms and Conditions of Employment document, Wilsbach will be irreparably harmed by: (a) loss of loyal listener base; (b) loss of listener base and other substantial resources to permit him to perform the functions of his job in an efficient and reliable manner and set the industry standard in his region. resources; (c) loss of good will, his profitability, reputation, and business relations with clients, customers, suppliers, listeners and distributors. (d) present economic loss, which is uncertain at this time, and future economic loss, which is presently incalculable. 15. Wilsbach has no adequate remedy at law. WHEREFORE, Wilsbach respectfully request that this Court order and decree that a preliminary injunction issue to enjoin and restrain Defendants, pending trial on the merits, from: (a) Enforcing any restriction contained in the Terms and Conditions of Employment document. (b) Awarding Plaintiff's costs incurred as a result of the Defendants' wrongful acts; and (c) Providing for such other relief as the Court deems just and proper. Respectfully submitted, JOHNSON, DUFFIE, STEWART & WEIDNER By: awl Wade D. Manley, Esquire Attorney I.D. No. 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 / Telephone (717) 761-4540 DATE: 7` Z?'? Attorneys for Plaintiff CERTIFICATE OF SERVICE AND NOW, this 7'3 't day of July, 2012, the undersigned does hereby certify that he did this date serve a copy of the foregoing document upon the other parties of record by causing same to be deposited in the United States Mail, first class postage prepaid, and via Certified Mail at Lemoyne, Pennsylvania, addressed as follows: Robert H. Walls, Jr. Executive Vice President and General Counsel Clear Channel Communications, Inc. 200 East Basse Road San Antonio, TX 78209 Counsel for Defendants, Clear Channel Communications, Inc. Clear Channel Media and Entertainment, CC Media Holdings and Total Traffic Network JOHNSON, DUFFIE, STEWART & WEIDNER , r' 1? By: Wade D. Manl y [TROTH ti " A ONO- -Y 2 12 JUL 25 PPS Ctz JOHN WILSBACH OTHE CUMBERLAND G COURT OF COMMON PLEAS 2273 Schoolhouse Road PENNSYLVA.NI BERL AND COUNTY, PENNSYLVANIA Middletown, PA 17057, Plaintiff V. NO. !L -g 7 ?ii v, CLEAR CHANNEL COMMUNICATIONS, INC., 200 East Basse Road San Antonio, TX 78209 CLEAR CHANNEL MEDIA AND ENTERTAINMENT: 200 East Basse Road San Antonio, TX 78209 CC MEDIA HOLDINGS 200 East Basse Road San Antonio, TX 78209 TOTAL TRAFFIC NETWORKS 200 East Basse Road San Antonio, TX 78209 Defendants ACTION FOR DECLARATORY JUDGMENT ORDER AND NOW, this day of 2012, IT IS HEREBY ORDERED that a hearing is scheduled for a;! alon./p.m. on 2012 in Courtroom in the Cumberland County Courthouse, Carlisle, Pennsylvania so that Defendants may show cause why a preliminary injunction should not issue pending trial on the merits, in accordance with the terms and conditions set forth in the Motion of Plaintiff. IT IS HEREBY ORDERED that Plaintiff is granted leave to conduct discovery immediately. BY T COU T: J. cc: V Wade D. Manley Johnson, Duffie, Stewart & Weidner, P.C. 301 Market Street i Y Lemoyne,' PA 17043 Clear Channel Communications, Inc. 200 East Basse Road San Antonio, TX 78209 V Clear Channel Media and Entertainment 200 East Basse Road San Antonio, TX 78209 CC Media Holdings 200 East Basse Road San Antonio, TX 78209 Total Traffic Networks 200 East Basse Road San Antonio, TX 78209 ?;e,e jAa,-1,PW 7???ia i_ Johnson, Duffie, Stewart & Weidner By: Wade D. Manley, Esquire I. D. No. 87244 David W. DeLuce, Esquire I.D. No. 41687 301 Market Street P. O. Box 109 Lemoyne, Pennsylvania 17043-0109 (717) 761-4540 wdm@jdsw.com JOHN WILSBACH v. Plaintiff JI.IL 31 FI CU11BEiLAN10) C0Ulji'1 Attorneys for PlRERNSYLVr•,Nir'"k. IN THE COURT OF COMMON PLEA CUMBERLAND COUNTY, PENNSYLVANIA NO. 12-4587 CLEAR CHANNEL COMMUNICATIONS, INC., CLEAR CHANNEL MEDIA AND ENTERTAINMENT, CC MEDIA HOLDINGS, ACTION FOR TOTAL TRAFFIC NETWORKS, DECLARATORY JUDGMENT Defendants AFFIDAVIT OF SERVICE The Complaint in this matter was served by Certified Mail on Defendant Total Traffic Network and same was received and accepted on July 30, 2012, as reflected on the Return Receipt signature, a copy of which is attached hereto. JOHNSON, DUFFIE, STEWART & WEIDNER By: David W. DeL ce, Esquire I. D. No. 41687 Wade D. Manley, Esquire Attorney I.D. No. 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 Telephone (717) 761-4540 DATE: 731112 Attorneys for Plaintiff :5077561 JERRY R. DUFFIE RICHARD W. STEWART EDMUND G. MYERS L A W O F F I C E S DAVID A. SDELUGE i(W JOHN A. TA ?T TLER ?l ON JEFFERSON J. SHIPMAN JEFFREY B. RETTIG MARK C. DFFIE UFFIE DU FFIE JOHN R. NINOSKY MICHAEL J. CASSIDY MELISSA PEEL GREEVY WADE D. MANLEY 9171 9690 0935 0005 8311 56 July 23, 2012 VIA CERTIFIED MAIL Total Traffic Network c/o Robert H. Walls, Jr. Executive Vice President and General Counsel Clear Channel Communications, Inc. 200 East Basse Road San Antonio, TX 78209 Re: John Wilsbach v. Clear Channel Communications, Inc. et al Cumberland County Court of Common Pleas Dear Mr. Walls: ELIZABETH D. SHOVER SARAH E. HOFFMAN CAROLYN B. MCCLAIN JOHN A LUCY ULYSSES S. W LSON JULIA A. PH LLIPS OF COUNSEL HORACE A. JOHNSON C. ROY WEIDN R, JR. CONSTANCE P. RUNT Enclosed is a Complaint, Motion for Preliminary Injunction and Brief in Support of the Preliminary Injunctions which has been filed against the identified Clear Channels and total Traffic Networks entities in the Court of Common Pleas of Clearfield County, Pennsylvania. Very truly yours, JOHNSON, DUFFIE, STEWART & WEIDNER wqa"- ( Wade D. Znley : 506583 17326-1 Enclosure 301 MARKET STREET P.O. BOX 109 LEMOYNE, PENNSYLVANIA 17043-0109 WWW.JDSW.COM 717.761.4540 FAX: 717.761.3015 MAILQJDSW.COM JOHNSON, DUFFIE, STEWART & WEIDNER, P. C. S SERW&i Date: 07/31/2012 CHRIS GALLAGHER: The following is in response to your 07/31/2012 request for delivery information on your Certified Mail(TM) item number 7196 9009 3500 0583 1156. The delivery record shows that this item was delivered on 07/30/2012 at 11:48 AM in SAN ANTONIO, TX 78209 to L ELLIS. The scanned image of the recipient information is provided below. Signature of Recipient: UM 1 1 ' Address of Recipient: ? 2 ?^ T?-- . P) Q Thank you for selecting the Postal Service for your mailing needs. If you require additional assistance, please contact your local Post Office or postal representative. Sincerely, United States Postal Service CERTIFICATE OF SERVICE HEREBY CERTIFY that I served a true and correct copy of the foregoing Affidavit Service for Total Traffic Network upon all parties or counsel of record by depositing a copy same in the United States Mail at Lemoyne, Pennsylvania, with first-class postage prepaid the -10- day of d? 2012, addressed to the following: Robert H. Walls, Jr. Executive Vice President & General Counsel Clear Channel Communications, Inc. 200 East Basse Road San Antonio, TX 78209 JOHNSON, DUFFIE, STEWART & WEIDNER w A'-t r By: David W. DeLuc , Esquire I.D. No. 41687 Wade D. Manley, Esquire Attorney I.D. No. 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 Telephone (717) 761-4540 Attorneys for Plaintiff of of m Johnson, Duffle, Stewart & Weidner By: Wade D. Manley, Esquire I.D. No. 87244 David W. DeLuce, Esquire I.D. No. 41687 301 Market Street P. O. Box 109 Lemoyne, Pennsylvania 17043-0109 (717) 761-4540 wdm@jdsw.com Attorneys for Plaintiff IL ,1i,,'?. 3 l PI JOHN WILSBACH Plaintiff V. Ut'13Ei;i..AKD '' 0U T % PENNSYLVANIA' IN THE COURT OF COMMON PLEA, CUMBERLAND COUNTY, PENNSYL\ NO. 12-4587 CLEAR CHANNEL COMMUNICATIONS, INC., CLEAR CHANNEL MEDIA AND ENTERTAINMENT, CC MEDIA HOLDINGS, ACTION FOR TOTAL TRAFFIC NETWORKS, DECLARATORY JUDGMENT Defendants AFFIDAVIT OF SERVICE The Complaint in this matter was served by Certified Mail on Defendant Clear Ch Media & Entertainment and same was received and accepted on July 30, 2012, as reflected on the Return Receipt signature, a copy of which is attached hereto. JOHNSON, DUFFIE, STEWART & WEIDNER By: WAGE". 1 David . DeLuce, Esquire I. D. No. 41687 Wade D. Manley, Esquire Attorney I.D. No. 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 Telephone (717) 761-4540 DATE: Attorneys for Plaintiff :507753 JERRY R. DUFFIE ELIZABETH D. RICHARD W STEWART SARAH E. Hi EDMUND G. MYERS L A W O F F I C E S CAROLYN B M DAVID DELUGE . JOHN S JOHN A. STATLER JQWO ULYSSES S ' JEFFERSON J. SHIPMAN l r . JULIA A F JEFFREY B. RETTIG . UF MARK C. DFFIE FIE U FFIE D OF C, JOHN R. NINOSKY HORACE A. JC MICHAEL J. CASSIDY C. ROY WEID MELISSA PEEL GREEVY CONSTANCE P. WADE D. MANLEY 9171 9690 0935 0005 8311 49 July 23, 2012 VIA CERTIFIED MAIL Clear Channel Media and Entertainment c/o Robert H. Walls, Jr. Executive Vice President and General Counsel Clear Channel Communications, Inc. 200 East Basse Road San Antonio, TX 78209 Re: John Wilsbach v. Clear Channel Communications, Inc. et al Cumberland County Court of Common Pleas Dear Mr. Walls: Enclosed is a Complaint, Motion for Preliminary Injunction and Brief in Support of Preliminary Injunctions which has been filed against the identified Clear Channels and total Tr Networks entities in the Court of Common Pleas of Clearfield County, Pennsylvania. Very truly yours, JOHNSON, DUFFIE, STEWART & WEIDNER Wade D. ley : 506583 17326-1 Enclosure 301 MARKET STREET P.O. BOX 109 LEMOYNE, PENNSYLVANIA 17043-0109 WWW.JDSW.COM 717.761.4540 FAX: 717.761.3015 MAIL@JDSW.COM LUCY JR. _JOHNSON, DUFFIE, STEWART & WEIDNER, P.C. II UNITED SWES 406PARL SEA?k ti ..? .. ?, Date: 07/31/2012 CHRIS GALLAGHER: The following is in response to your 07/31/2012 request for delivery information on your Certified Mail(TM) item number 7196 9009 3500 0583 1149. The delivery record shows that this item was delivered on 07/30/2012 at 11:48 AM in SAN ANTONIO, TX 78209 to L ELLIS. The scanned image of the recipient information is provided below. ---?.....rs.•s (27 Signature of Recipient: Address of Recipient: ry 2 ?^ Thank you for selecting the Postal Service for your mailing needs. If you require additional assistance, please contact your local Post Office or postal representative. Sincerely, United States Postal Service CERTIFICATE OF SERVICE I HEREBY CERTIFY that I served a true and correct copy of the foregoing Affidavit of Service for Clear Channel Media & Entertainment upon all parties or counsel of record depositing a copy of same in the United States Mail at Lemoyne, Pennsylvania, with first postage prepaid on the 51? day of Jul 2012, addressed to the following: Robert H. Walls, Jr. Executive Vice President & General Counsel Clear Channel Communications, Inc. 200 East Basse Road San Antonio, TX 78209 JOHNSON, DUFFIE, STEWART & WEIDNER By: 01Aµ l David W. De uce, Esquire I. D. No. 41687 Wade D. Manley, Esquire Attorney I.D. No. 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 Telephone (717) 761-4540 Attorneys for Plaintiff Johnson, Duffle, Stewart & Weidner By: Wade D. Manley, Esquire I. D. No. 87244 David W. DeLuce, Esquire I.D. No. 41687 301 Market Street P. O. Box 109 Lemoyne, Pennsylvania 17043-0109 (717) 761-4540 wdm@jdsw.com JOHN WILSBACH Plaintiff V. Attorneys for Plaintiff 7 .. ?.F IN THE COURT OF COMMON PLEA CUMBERLAND COUNTY, PENNSYL NO. 12-4587 CLEAR CHANNEL COMMUNICATIONS, INC., CLEAR CHANNEL MEDIA AND ENTERTAINMENT, CC MEDIA HOLDINGS, ACTION FOR TOTAL TRAFFIC NETWORKS, DECLARATORY JUDGMENT Defendants AFFIDAVIT OF SERVICE The Complaint in this matter was served by Certified Mail on Defendant CC Holdings and same was received and accepted on July 30, 2012, as reflected on the Return Receipt signature, a copy of which is attached hereto. JOHNSON, DUFFIE, STEWART & WEIDNER By: w AM f 01.1 David W. DeL e, Esquire I. D. No. 41687 Wade D. Manley, Esquire Attorney I.D. No. 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 Telephone (717) 761-4540 / DATE: Attorneys for Plaintiff 70(112 :507748 JERRY R. DUFFIE RICHARD W. STEWART EDMUND G. MYERS L A W O F F I C E S DAVID A. SDELUGE J(WON JOHN A. TATLER JEFFERSON J. SHIPMAN JEFFREY B. RETTIG UFFIE MARK C. DUFFIE JOHN R. NINOSKY MICHAEL J. CASSIDY MELISSA PEEL GREEVY WADE D. MANLEY 9171 9690 0935 0005 8311 63 July 23, 2012 VIA CERTIFIED MAIL CC Media Holdings c/o Robert H. Walls, Jr. Executive Vice President and General Counsel Clear Channel Communications, Inc. 200 East Basse Road San Antonio, TX 78209 Re: John Wilsbach v. Clear Channel Communications, Inc. et al Cumberland County Court of Common Pleas Dear Mr. Walls: ELIZABETH D. SNOVER SARAH E. HOFFMAN CAROLYN B. MCCLAIN JOHN A.' UCY ULYSSES S. WI SON JULIA A. PHI LIPS OF CO N'EL HORACE A. JOH SON C. ROY WEIDN R, JR. CONSTANCE P. B UNT Enclosed is a Complaint, Motion for Preliminary Injunction and Brief in Support of Preliminary Injunctions which has been filed against the identified Clear Channels and total Tr Networks entities in the Court of Common Pleas of Clearfield County, Pennsylvania. Very truly yours, JOHNSON, DUFFIE, STEWART & WEIDNER pll? f7 Wade D. M nley : 506583 17326-1 Enclosure 301 MARKET STREET P.O. BOX 109 LEMOYNE, PENNSYLVANIA 17043-0109 WWW.JDSW.COM 717.761.4540 FAX: 717.761.3015 MAIL@JDSW.COM JOHNSON, DUFFIE, STEWART & WEIDNER, P.C. trartEasWEs PSERVICE. °?_._.... Date: 07/31/2012 CHRIS GALLAGHER: The following is in response to your 07/31/2012 request for delivery information on your Certified Mail(TM) item number 7196 9009 3500 0583 1163. The delivery record shows that this item was delivered on 07/30/2012 at 11:48 AM in SAN ANTONIO, TX 78209 to L ELLIS. The scanned image of the recipient information is provided below. Signature of Recipient: "" ' Address of Recipient: M 2 -co F- Thank you for selecting the Postal Service for your mailing needs. If you require additional assistance, please contact your local Post Office or postal representative. Sincerely, United States Postal Service CERTIFICATE OF SERVICE I HEREBY CERTIFY that I served a true and correct copy of the foregoing Affidavit Service for CC Holdings upon all parties or counsel of record by depositing a copy of same the United States Mail at Lemoyne, Pennsylvania, with first-class postage prepaid on the day of 2012, addressed to the following: Robert H. Walls, Jr. Executive Vice President & General Counsel Clear Channel Communications, Inc. 200 East Basse Road San Antonio, TX 78209 JOHNSON, DUFFIE, STEWART & WEIDNER eM y: B11 David W. Del_ce, Esquire I.D. No. 41687 Wade D. Manley, Esquire Attorney I.D. No. 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 Telephone (717) 761-4540 Attorneys for Plaintiff 2SL3( Johnson, Duffle, Stewart & Weidner By: Wade D. Manley, Esquire I.D. No. 87244 David W. DeLuce, Esquire I.D. No. 41687 301 Market Street P. O. Box 109 Lemoyne, Pennsylvania 17043-0109 (717) 761-4540 wdm@jdsw.com Attorneys for Plaintiff PEt?r#5Yt Vi?11R JOHN WILSBACH Plaintiff V. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLV NIA NO. 12-4587 CLEAR CHANNEL COMMUNICATIONS, INC., CLEAR CHANNEL MEDIA AND ENTERTAINMENT, CC MEDIA HOLDINGS, ACTION FOR TOTAL TRAFFIC NETWORKS, DECLARATORY JUDGMENT Defendants AFFIDAVIT OF SERVICE The Complaint in this matter was served by Certified Mail on Defendant Clear Chan Communications, Inc. and same was received and accepted on July 30, 2012, as reflected o the Return Receipt signature, a copy of which is attached hereto. JOHNSON, DUFFIE, STEWART & WEIDNER 6V I'?aw1 ? By: David W. De Luce, Esquire I. D. No. 41687 Wade D. Manley, Esquire Attorney I. D. No. 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 Telephone (717) 761-4540 Attorneys for Plaintiff DATE: 7/311(-1, :5077561 JERRY R. DUFFIE ELIZABETH D. SNOtVER RICHARD W STEWART SARAH E. HOFFNIAN EDMUND G. MYERS L A W O F F I C E S CAROLYN B. MCCI,'AIN DAVID W. DELUCE JOHN A. LUCY JOHN A. STATLER JQMSON ULYSSES S. WIL ON L JEFFERSON J. SHIPMAN JULIA A. PHI IPS JEFFREY.. RETTIG UFFIE UF FIE MARK C. DFFIE D OF COUNSEL JOHN R. NINOSKY HORACE A. JOHNSON MICHAEL J. CASSIDY C. ROY WEIDNE , JR. MELISSA PEEL GREEVY CONSTANCE P. BRUNT WADE D. MANLEY bV"s.x i':,s E vi!. Na n 9171 9690 0935 0005 8311 87 July 23, 2012 VIA CERTIFIED MAIL Clear Channel Communications, Inc. c/o Robert H. Walls, Jr. Executive Vice President and General Counsel Clear Channel Communications, Inc. 200 East Basse Road San Antonio, TX 78209 Re: John Wilsbach v. Clear Channel Communications, Inc. et all Cumberland County Court of Common Pleas Dear Mr. Walls: Enclosed is a Complaint, Motion for Preliminary Injunction and Brief in Support of Preliminary Injunctions which has been filed against the identified Clear Channels and total Tr Networks entities in the Court of Common Pleas of Clearfield County, Pennsylvania. Very truly yours, JOHNSON, DUFFIE, STEWART & WEIDNER Wade D. Manley : 506583 17326-1 Enclosure 301 MARKET STREET RO, BOX 109 LEMOYNE, PENNSYLVANIA 17043-0109 WWWJDSW.COM 717.761.4540 FAX: 717,761.3015 MAILQJDSWCOM JOHNSON, DUFFIE, STEWART & WEIDNER, P.C. uNIrEvssarEs AM?osratsERVKE_ Date: 07/31/2012 CHRIS GALLAGHER: The following is in response to your 07/31/2012 request for delivery information on your Certified Mail(TM) item number 7196 9009 3500 0583 1187. The delivery record shows that this item was delivered on 07/30/2012 at 11:48 AM in SAN ANTONIO, TX 78209 to L ELLIS. The scanned image of the recipient information is provided below. Signature of Recipient: un Address of Recipient: M 2-\M P?Q Thank you for selecting the Postal Service for your mailing needs. If you require additional assistance, please contact your local Post Office or postal representative. Sincerely, United States Postal Service CERTIFICATE OF SERVICE I HEREBY CERTIFY that I served a true and correct copy of the foregoing Affidavit Service for Clear Channel Communications, Inc. upon all parties or counsel of record depositing a copy of same in the United States Mail at Lemoyne., Pennsylvania, with firs postage prepaid on the 0 day of 2012, addressed to the following: Robert H. Walls, Jr. Executive Vice President & General Counsel Clear Channel Communications, Inc. 200 East Basse Road San Antonio, TX 78209 JOHNSON, DUFFIE, STEWART & WEIDNER IN aM By: David W. Deduce, Esquire I.D. No. 41687 Wade D. Manley, Esquire Attorney I.D. No. 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 Telephone (717) 761-4540 Attorneys for Plaintiff Fit, E0'-0FFICF. Hi p,ROTHONOTARY 2012 AUG -l AM 9*. 31 Johnson, Duffle, Stewart & Weidner By: Wade D. Manley, Esquire UMSERLA.ND COUNTY I. D. No. 87244 PENNSYLVANIA Attorneys for Plaintiff David W. DeLuce, Esquire I. D. No. 41687 301 Market Street P. O. Box 109 Lemoyne, Pennsylvania 17043-0109 (717) 761-4540 wdm@jdsw.com JOHN WILSBACH IN THE COURT OF COMMON PLEA CUMBERLAND COUNTY, PENNSYL Plaintiff V. NO. 12-4587 CLEAR CHANNEL COMMUNICATIONS, INC., CLEAR CHANNEL MEDIA AND ENTERTAINMENT, CC MEDIA HOLDINGS, ACTION FOR TOTAL TRAFFIC NETWORKS, DECLARATORY JUDGMENT Defendants PRAECIPE TO ATTACH EXHIBIT TO COMPLAINT To the Prothonotary: Please file the attached Terms and Conditions of Employment document Os Exhibit "A" to the Complaint which was filed in the above-referenced caption on July 43, 2012. JOHNSON, DUFFIE, STEWART & WEIDNER By: ` APM Wade D. Manley, Esquire Attorney I.D. No. 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 Telephone (717) 761-4540 DATE: 6151(2- Attorneys for Plaintiff :508400 Sent by:JFld Jan-3t-133 03:27rm heceiued Jan-31-03 0:89¢m troro tryestt)la " ?7r2?9446095?7748268 01,3t'03 14:49 FAX ?7481.8U UTRO/T1tdFF.81 TERMS AND CONDITIONS OF EMPLOYMENT (Trams) This Agrecalon t is bent oan Metre Nuuark4 Comxrmnica.tions, Inc., a Metro Networks Company (hereinafter the "Company') and ?? W 1•i L ' Al C-1A (hereinafter re€erred w its -Employee"). NO NM TBERffOM, It LS AGREED: L SCOPE OF EMPLQlyMgNT The Company fmm taumc to rime may call on Empioyeq to psr- €orm ser ricer related i to rho business of developing and broadcasting txamc r s (The ioclude (at the Campan?',c?sole opdon) amtrib ref dng ? may to-day nvtnageme; t an operation Of such business, sotitsidug Spoal:vrs (as defined io Section 11. 1), Affillaties (as defined jr Scedoo 11.2) of cusro*lars or dftliog with =cauntti, or the television, cable or fadip broadcusr of epoM. or other acdvi- tin5 relating to the Company 's business, as 8pdef€led ft= limo to titrrt by the Cvmpaty. The tteltune Md extent of suA ser. vices shall be dare by the Congmy in keeping with t?mpioyee's rlossiGtoa ' as a part-tinso or fun-dme, hourly or salaried Employee LR aym shalt p>rform guar services to the best of hislEtcr ability and vAth professional skill and dili- gence. 11. NO CO NFUCT of I NTERF Employee shall not, wi out to Compmy's written consaat, engsge in any activity, citring ?his/her employment; that would conflict with. interfere'wih, impede at hamper She pow tnawo of hislber dunes!for the Company or Wattle! orhnrwise be prejudicial w tire; Cesr<tparty's busice" b"rests. Employees Shall consult with the Company prior to obtaining amploya rant outside the Company in the broadant industry. However, ul- dine Employees skald dot eagage is say other businnu ox emptoyuumc wharsoever, during their employment; without the Company's prior w*toa consent, Employees shall rokain from say offensive or distaattefui roMarks or comllxx is 3twher performance of say of hi char dud" and dnH faitds>Ulbr com- ply to the best of his/her/ ability with all Company's decisions rotating to on-the-air rnatr.rial and the atam or of delivering or using the saute. Employee sharp not commit any act or become involved in any situatlot? or occurreme that, is the Company's judgnsent, could tend to pring Employee or the Corupany into public disrepute, contempt, scandal or ridicule, Could provoke, insult or offend the ctrauaunity or any group or class ftreof, or could reflect unfavor4bly upon the Company or any of its Sponsors or Afffliates. M- COMPENSATIONiAND BENEF'Y`1'8 Employee shall not bo eniWed to any congmsatioa or bwobts from the company, wccQpt as set f6 tin in 4W written plans, Policies sad procedures *sued by the Comquay ft m tithe to drac, The Cotupany resc#ves the right to change the terms of nay such compensation alt berter-gs, at any time. X1111. ja-Ary J, 1999 /Free 1 IV. HAR4SSMEXT l:taployeo ack'aoWleditea that Employee bra received in tfre Compata}r's 110ASsmeAt policy. EaapIbyav understa nu Agues that timing the courses of performing Employee's for the Company, Employee may be axpoawcl to on-Ai Mnuaing h contains sexually expHeit or implicit cc Employee also uldmmds acct agrees in the EY, time's on-air personality triwr2 to engage Bmplayee it versa4ou of any type which makes gmployeo unaomfo, sbatt immedfawly report this situatit Zryl supervisor(s) and such other personnel in I dance with the Company's harass milt policy, Emi undrrste s and agrees tF1at tha Company has no contra the content of arty AffihWe's pmgtamining, and drat at raaintaio their atadDID $ssigffcnt at the pleasure c Affiliates. In tic event Employees is uncomfoaallle wi requged inteuaotiorus with any Affiliate's on-alt persoi Employee may request reass4puuent off the Affiliate. V NOTICE Off OTHER PURSUITS Ebogloyee shall not enter into any sgreeincpt or Wang, with any person or entity that Wood prevent the c oil nt of this AU*em-_nt, unless Employee shell have East 2u the C090paay in uniting thirty (30) days prior w the accef of such agreement or arxallpmoot. This written richer include the terms upon vihiclt the offerigg party Iles m bona fide officr to engage Rmployee's serviceta. Vpon nee out& nodoe, else Company shall receive the first opportun =PP FMployce's aervicm widdn two (2) weeks after re of such notico upon at least the shine wins offmd by otlaraparty, The Company shall not be required to matcl nournonetmry torms. YI MTR1CTBD ACTjVrnES read >and cries pTQ- t:ear. it all Con-- able, t to over the the to any 6.1 - Fauployoo aelalowledges drat she Company has a tah- liAW a vahlable and exteasise3 trade in the servic it FOvidM and has cstablisitatl valuable relAtionships With Afljl ;es, Sponsors, vewim and c4bwmears, which have en developed at considerable expense to do Company. Elnpl yee agtM that, by virtue of the spee;W trAining and know `ge that he/Me lies ract;ived or will receive from she Company, and ti.e re(atioashtg of trust or coa idesstca between Employee and ti on the YeEof the op sous of the, Company thinironna at sad fidtsnrial sad proprietary in nature, including, Z lit li'I"on, inP?catiou About Affrllues, Sponsors and ven rS. 6.2 - Tex cousiQeaatioca of 00-0 e„ /Clod t training atad ktaowleidge tirar .?rtp oyes has tore/ ed and/or will receive from the Company, the employnoen of I?lsPloyee AS provided 10 tuts agreMerx, And the disclosur by the t'Ompanp to Etrrployce the 3tmsw1adge and inform 'on dess-Llred above, Employee covenants and agteas t}ta?t h she dial/ rmt engage; to or snake any Mvperatimt, to engage its y )tesrrictvd Achivity (as dettned in Section 6.3) for so tau ;<; .lobe is employed by the Company and for a period of one (1) ::err, hy:JFW San-31-03 03a26PM f-om 717944609397748160 Received .}art-31-{i3 0?:Ogpan 77A816e3 a JFW 0!. '31 ?U3 1.4:50 FAX 7748160 f r DA ?BTi LAArFAX year rhereaftm This prqhibt0on shall apply MgardlM of whether the termin4tionEmploy 'S with or without cause at the instance employment OCCUV041 Company. o En lpj )tee or the G•3 - 'ltesrricrvd Activiaie> " sllatll consist of (1) the Manage. meat or operation of a Pct 9111118dAg or broadcast Service; ('2) solicitiltg lvmiatess to emu r into army cae?ttaa t or MnwLge. meta with any ponon vf azganUatiou to plbvid gtuhering or broadcast a es; (3) parfonning c Report 1y or indirectly to an services dli4ed any lints to which Pmpioyee pravidad Ss0rvic ?r regular basis At any date within the Oue 1 Y period p easmuaat1D# of 13Mp em (? broadcasting Ropmu on telpvisicM, cabiaor ,%die, etr((5) fttarm} ang or providing upe rational assisuLwe to any engaged in providing Repcl* to mu in a less Market of the fong? adtivities. ?e gtaniow ns ogle culude senew, oewsgathe,?ing or god ?Gtst itias shall bilities which involve 9?e and incidentally, if reade'red as ports orsp occetf a Angle nd vision or radio station (excppt with p= to ? 3(3 strove), legitintaee i0teresw of rho Company, and that Fmployee IS # '1- t]ro te} observe and coma? - ply WA his/her covenants nd agtGemnents in parttgraplt& YI and V11 Avill oaa+sc ' 1C bum to the cornpaay. It is ezgresdy undarstood and agreed by Bsnpioyee that it IS And will continue to be difficult co ASCeXt in the nanut, scope and extent of rho hum rceuldug troth bat h of these Coved its and that a t'eApe$y at law for suet broach by 11 ee will bet Mudoquatz. Accortlingly, It is the it>,ten on oparries that; in addition co any othsrsiShts and =ned c4 which dw Company may have it: the event of any breai~ch of PUW*hs Vl or V1I of this agreewft? the Company shall entitled, and is irrevocably authorized by in yes, to t(cwAjid and obtain specific paifamiance, including wi t limmtatitsmi Alt appropriate Injunctive and odd equitable re 4gatUnt F.mgtoyee (witltt it posting a E>c,msd ex other undert - txa ttu csaforre agaltttst $nap#oyep, ar to puicvGttt 1, detoh e>r any tltttattitteef ticrraclt byEmpl4yee of the coven s nand agz>°e'ttit?nts coAtltimexi in ptt?tgrap}ms VT and VIX of tb s 91 11 Ix 'B'ORIC FUR lm$ E.4 The Proi]iaritiom in this fu Seccioea 6 shall apply only in the liotiving metropolitan atrt t in which 8m*rft Is ox pectW have significant, On-go teepoaslb#'tty {such area d ei`r'` ?O? B to SA deividomte published fto be rom tithe to time by daeNatiottal EeWUS BttresU/National 8ttme#1v of Labor Statistics): AL M.3Z,%AS, k ----- _ __ oTo b.? votwtthswndittg the fo regoing, the Prohibition in this Section 6 shall not apply if 010pcc c ngage d In none of tho Restricted Activities on behalf of the Compny in the territory defined in Section 6.4 dia7irtg? the one (l) year period ing the tet]nination ahislhe rem preced. ploYanent. Vrx. COVENANT TO 1?AOTXCT TRAM Si:CRR" AND CONMiiN-LIAgIl`?MIATION G113ptoyee .recoguires that : Wormatiora concerning the Company, its Sponsor lists, its:AfPhza-, s, its teebuiral systems. its contracts and its niethoda of opesatiracu are vats assats of the Corapnay and include UV* secrets and tconftdendsl infor- mation which ZmployeM* a?to saSeguwxd fctr tho oxclusiwe benefit of the Company. F.mQ e7e ai3? that home Shall not use oz dieclosw any such trade struts oraddatitial iasfornta- titm, including information CCOcetroin dhV Cps Md0As of the Company or its agreements or assoc€adws with Sponsots, MElWC; or arty other tbhri pasty, except as ary to safis• fy hiVhcf etnptoyment responuibilifies fox the foregoing eontldeatiali ?Y The two (2) years after the ?i]ns t oeonof hishttr employm m for V11L ENFORCRMEt r OF COVENANT'S EM00300-0 asmaa, that any ideas, concepts, techniques of a P'01'" P una foisting to the business or 01mr Boas of C'OMpaay whicb are davelopad by Brnployee daring his, ctttitioyzment; lachudirtg, but not limited to, cWh p,rogrum awt noeniutt prepared for broadcast, and Cho titles, cone f thWe4 Mail be mMat, Ida4 dume, hcrtpt, ch4ractexistics, ald atfusr awdbt works for hire and shall »aternaticaily ul torte the exclusive ty of the Comttpa To the exwoc rosin iMMS see not ??hin ritzier appli ble law, Ett'tployro assigna tluxri to the Company in :t entirety, X. ADVERTYSLNG AND PUBLICTFY Employee hereby grants the Company fie royalty-free tight to erse and license other; to mss Employees name, amicksttune, Worded vim, biographical MEOW, P00traits, pictures, and likenesses for aclvvnialnf purposes and piuWm of trade, pro- modoo and publicity m connection with the institutions, servicoa and produeatr. for the COMIkeny, its Sponson and Affiliatas, siich uses to be. ILL 3 h dunes, in such Mannar and throuA such media as die Company in ids sole diceretion may dawmine. Such night shall last for so long as Employee is employed by the Compaany. and, in coAntainn with the u&o or e xplaita3tlouss of any mattnrial in whicfm Patgtleiyee bad been involved bitting hia4m amploynaealt, perpetway rhereafter: Employee shall mrot authorize or release any advertising or pro- motional muter or publicity in any farm with :reference to his(har Se miQes heretutldee, or to the Company's prograw, Sponsors or Affiliates, without the CompAny'a wrimmen consent, NI. GENERAL 11.1 - "Spomsars", as used herein, Shaul mneaa Arty and all Of the C.ompatey's tadvcreiws (including dickiubsidlsaies and aDah- atCs) Whose commercial lnateriat is cc, bey, was, or is inemporaW in any one or more ,programs or atauounemems, live or recoltid A of the Company or its Affiliaws. I, is expressly understood and. 11.2 - "Affiliates", as used hetrisi, shall mean any organizu- covanants coatsinact eta t't? mead by Employee tltar rho lion. entity r,c- pm'sou with whom the Ccxo atf has or had a 1]C r ctrl} SLnt a icestmYbicgaliclh otCteS? VU atth'a age- COntrACt Or Qther arrea$emnemt to provide Roports, whether by `?`° ly'`°`> ?ysy III eary lr°?d'n of the broadcas% computer or any other means, _ I ' 2 nra I Sent by:JFW i Jan-31-03 e3125Pm from 7179446095*7749160 Rpceived Jan-31-03 J:0!qP1n from 7748160 -? JFw 01/31%03 1.1:52. PAX 48160 MIBTRO/TRAFFAX t1.3 - Rmployae nepres is and warrants char he/she his the full right and power to w into and perform this Agreement according to its terms. E mp4qyee htrther represents and waz- raars that EpnPlpyee is n A nndrr nay cantnactual obli peons which would in any way restrict or limit Employees employ- ment with the company, including any uottwmpote provisimas, ' o*Mfideiltiali or odwr obMpdon or condition stentnting fxom any otlt currant m forma emptoymplt. .1 1A - Employee reprea is and warrants that neither he/she nor, to the best of his/he knowle:dgt, informatiou and berlief, any other person leas aco pted or agreed to accept, or has paid or provided of agrescl to ay orprovide, any mousy. service or any other valuable consi cratian, as defined In Section 307 of the Communications Act of 1934, as amended, fez slue broad- cast of any matter emt ed in arty prtsgmms. Employee ftmhgr represents and w to that, dudog hisilter employ. mont, he/she shall not do any of the frn-egoiog. 11.5 - This Agreement is :he complete agreement bKween the parties on the subjects co mined harain and stJperacdm a!I pre- vious 0on'e8pon4ence, promises, representations, and agroetimrs, If any, eldw- written or oral, and shall be con- strued according to the laws of dw Sb1to of 1liitas. No provision of this A.gre t bo modified by a wric- tea document shied ifi,eomPsay and E agee. The parties hereby sga<oe that any and all claims or controversies relating to Empl1 s ploynae at with the Company, or ter- mination rheto4 incl but not limited to claims for breach of contract, tart, unlawfi discrlminasion or Iwrassment (as well as any claims arisi:? under Mda VIt, the Americana with I>isxbilitim Act, and the ge Discrimination in Employment Art), and any violation o any stare or federal low ("Arbitrable Claims"), -except for equi la relief sobgbt by a party in aid of arbitratio% shall be rev by arbitration in accca'dance with the then applicable Na al Rulers for the RewAution of Employment Disputes of the American Arbitration Association, Howover, c under applicable wo*ers' ca:t7¢.- pansation laws or the 1`lati teal Labor Relations Act shall pot be subject to arbitration. ipration under d* Agreement shall be dw exoiusive.remaly r all Arbitrable Claims and shall be facial and binding omn all as, Utelass rite parries Mutually sgrea otherwise, Eire Azbi for shall be selected form a panel provided by tho American Arbfiras:ioa Associat)ob sad rise arbitration shad be hold in Harris County, 'Gazes. Any cc having jtniadiction ihmof tray mte9r ,Iudgwat on ttte apt rondered by the arbitrator(s), TER ?A$tTW HERE WAIVE ANY RIGHTS THEYMAY HAVETQ A TRA. . JURY OF ANY MATTERS SUBJECT' TO ,ARMRATb UNDER TIM Mlle E BN T. 11.6 - Arty provision bercof prohibited by at unentorces under any applicable taw of any ,jurisdiction &W as to s, iudxdju? be deemed ineffective and dolatod he t&om w; out at'fectiag any other provision of V* AgMernent. Howev It is the desire of the patties fwmeto that this A,greemut anfaraed to the mwdmwta accent peatnitrediy law, and sboi any pmvW ut contained bowfin be hold unaafmccabie, then I ties hwrby agree; and c owent that urea piraviston shall reformed w ina11t6 it a valid and enfczce:ablc provision to madmam ement parr, tred by law. 11.7 - In dw efveut of atcy i mnor, ccmolidagon, dissolution M%taizadw of tie Company (ittcttu4ing but not Omitod any nltization winos the Company is not the surviving rMildag am4y), or any tcarkskr of all or substantially an of assets of do m be binding 66 t Agreement sm at, imm to ere nbenefit t of seed sball provision$ Wu the stn ivi or t+esutting parntrtsltip or die corporation (or odw entity) person(s) to whkb $a WSM shall be tratuslf=red. 1-he rig; of rite C-pany herwunder may, with the consent Employee, be asdgmW by the Company to any related Ont Or taiccMtu of the OorVany. This Agreement is not assigi ble; by Employee. Any aw mpr by Employee to assign d Agre emout, err any pordW /beaten#, shat be deemed Cull a void and of to ft m and effect. 1.1.8 - Bodt Employee and the Company agree that noilli. herft Stiall be: construed to Greatt any fixed-time empltryme obligation CIE being an4mbood that Employee lie employed will and hisllter employment is terminable at any duce either party). Ey QP146 WOW, Employee acknowledgm that heel has read this Agreement, uudwsmads its earls, and agrees be legally bound tttereby. r1CiRMD AND ACCH - AORBED AND ACCEPTED: Emgtov", Name. Metro Networks Communications, Inc. BX:_ c r .BY: D.f3T& .1 ?f 03 BY, ADDRESS: 1- 3L?3 11av5,2.1;Z4> 17A7 : .del.ts.. Pd t x? Rev, Januaeg 4, 1944) 1 papo 3 of 3 CERTIFICATE OF SERVICE I HEREBY CERTIFY that I served a true and correct copy of the foregoing upon all parties or counsel of record by depositing a copy of same in the United States Mail ? day of Lemoyne, Pennsylvania, with first-class postage prepaid on the 5a 2012, addressed to the following: Robert H. Walls, Jr. Executive Vice President & General Counsel Clear Channel Communications, Inc. 200 East Basse Road San Antonio, TX 78209 JOHNSON, DUFFIE, STEWART & WEIDNER By: 11) a ( Wade . Man?y, Esquire Attorney D. . 87244 301 Market Street P.O. Box 109 Lemoyne, PA 17043-0109 Telephone (717) 761-4540 Attorneys for Plaintiff Matthew J. Hank, Esquire LITTLER MENDELSON, P.C. Three Parkway 1601 Cherry Street, Suite 1400 Philadelphia, PA 19102.1321 267.402.3000 Attorneys for Defendants Clear Channel Communications, Inc., r Ei_ 0-0 t FICrE J THE PROTHONOTARY 2012 AUG --8 AM 10: 26 CUMBERLAND COUNTY PENNSYLVANIA Clear Channel Media and Entertainment, CC Media Holdings and Total Traffic Networks JOHN WILSBACH IN THE COURT OF COMMON PLEAS 2273 Schoolhouse Road ; CUMBERLAND COUNTY, PENNSYLVAIN Middletown, PA 17057, No. 12-4587 Plaintiff, V. CLEAR CHANNEL COMMUNICATIONS, INC. 200 East Basse Road San Antonio, TX 78209, CLEAR CHANNEL MEDIA AND ENTERTAINMENT 200 East Basse Road San Antonio, TX 78209, CC MEDIA HOLDINGS 200 East Basse Road San Antonio, TX 78209, and TOTAL TRAFFIC NETWORKS 200 East Basse Road San Antonio, TX 78209, Defendants. PRAECIPE FOR ENTRY OF APPEARANCE To the Prothonotary: Kindly enter the appearance of Matthew J. Hank on behalf of Defendants Clear Communications, Inc., Clear Channel Media and Entertainment, CC Media Holdings and T Traffic Networks. Papers may be served at the following address: Matthew J. Hank, (PA #86086) LITTLER MENDELSON, P.C Three Parkway 1601 Cherry Street, Suite 1400 Philadelphia, PA 19102-1321 Matthew J. Hank Dated: August 8, 2012 2 CERTIFICATE OF SERVICE I, Matthew J. Hank, hereby certify that on this 8th day of August 2012,1 served a copy the foregoing Praecipe for Entry of Appearance of Matthew J. Hank upon the following: Wade D. Manley, Esq. David W. DeLuce, Esq. Johnson, Duffle, Stewart & Weidner 301 Market Street P.O. Box 109 Lemoyne, Pennsylvania 17043-0109 Attorneys, for Plaintiff John Wilsbach Matthew J. Hank % b.9- Wy dy ..-w A stuepuajaa aol Aauio aalnbs3 ,jr ``slIeM :paq }}!}meld JOJ AE aalnbs3 `Aaluen a T `oplnO '3 PJ8mP3 ` 0 au1 48 Alleaauab panul}uoo ui -ua•d 5 ?:Z le `Z ?OZ `8 Isnbny aol pelnpegos bulge ayl `Pluleld aql jo Isenbaa ay} le `Z?OZ `Isnbny jo Aep y,q s14l `MON aNd 121f1Oo ziO 2!34210 IIA10 L85tl-U 'ON w cm r-..t c_ ` INVA-lASNN3d `A1Nf1O0 aNVI2J38Wf10 =10 S`d31d NOWWOO 30 ibjnOO 3H1 NI S1NVON3=130 `S)QJOM13N 01=IJV2J1 Wi d 14 ay SONIG-10H `d103W PO `1N3WNIVDJ3iN3 GNV VIa31N -13NNVHO 2JV3 0 0N1 `SNOI1d01Nnn"To ?3NNVHO 2Jb 10 A J311NIV-ld `H0d8S-11M N Of '~ 1~.~.f.1-C~Fr f:~ ~~~2 AUG 24 P~9 2~ 01~ Johnson, ~uffie, Stewart ~ wei ~ ~~f~LAND CQUNTY By: Wade D. Manley, Esquire ~"~~NNSYLVANIA I.D. No. 87244 David W. DeLuce, Esquire I.D. No. 41687 301 Market Street P. O. Box 109 Lemoyne, Pennsylvania 17043-0109 (717) 761-4540 wdm@jdsw.com JOHN WILSBACH Plaintiff v. CLEAR CHANNEL COMMUNICATIONS, INC., CLEAR CHANNEL MEDIA AND ENTERTAINMENT, CC MEDIA HOLDINGS, TOTAL TRAFFIC NETWORKS, Defendants Attorneys for Plaintiff IN THE COURT OF COMMON CUMBERLAND COUNTY, PA NO. 12-4587 ACTION FOR DECLARATORY JUDGMENT PRAECIPE TO DISCONTINUE TO THE PROTHONOTARY: Please mark the Complaint in the above-captioned action settled, discontinued and on the docket. Respectfully submitted: JOHNSON, DUFFIE, STEWART & WEIDNER By: Gil u,u 1 DATE: 8123J/~- :511720 Wade D. Malnley I. D. No. 87244 301 Market Street Lemoyne, PA 17043 (717) 761-4540 Attorneys for Plaintiff a CERTIFICATE OF SERVICE '~ AND NOW, this ~'~' day of August, 2012, the undersigned does hereby certify that a did this date serve a copy of the foregoing document upon the other parties of record by causing same to be deposited in the United States Mail with fast-class postage prepaid, at Le oyne, Pennsylvania, addressed as follows: MATTHEW HANK, ESQUIRE LITTLER AND MENDELSEN THREE PARKWAY 1601 CHERRY STREET, SUITE 1400 PHILADELPHIA, PA 19102 JOHNSON, DUFFIE, STEWART & WEIDNER G~~~., t By: Wade D. nley