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HomeMy WebLinkAbout12-7121("~4 i rZ r' tt C i 4 °..rl F~ _i~ i':. iii, ~~It`.i ~', ~: ~;°`, i', i G~iL44~t~ G~ ~ i~' COIPENP~ YLVAldIA~T~' LeROY D. KLINE, JR., Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA vs. SUSAN J. BULZONI and GAIL M. KLINE, Defendants NOTICE TO DEFENDANTS NAMED HEREIN: CIVIL ACTION No. ~ ~--~ l a I tVl 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 MAYBE ENTERED AGAINST YOU BY THE COURT WITHOUT FURTHER NOTICE FOR ANY MONEY CLAIMED IN THE COMPLAINT OR FOR ANY OTHER CLAIM OR RELIEF REQUESTED BY THE PLAINTIFF. YOU MAY LOSE MONEY OR PROPERTY OR OTHER RIGHTS IMPORTANT TO YOU. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. CUMBERLAND COUNTY BAR ASSOCIATION 32 SOUTH BEDFORD STREET CARLISLE, PA 17013 TELEPHONE: (717) 249-3166 l,J J a~~ ~~a ~iS~~ a~ as c~-~ 33c~3 ~~ LeROY D. KLINE, JR., Plaintiff vs. SUSAN J. BULZONI and GAIL M. KLINE, Defendants COMPLAINT IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION NO. AND NOW comes the above-named Plaintiff, by his attorney, Samuel L. Andes, and makes the following Complaint against the Defendants: 1. The Plaintiff is LeRoy D. Kline, Jr., an adult individual who resides in Cumberland County. 2. The Defendant Susan J. Bulzoni is an adult individual who resides at 451 Bernheisel Bridge Road, Carlisle, Cumberland County, Pennsylvania. She is hereinafter referred to as "Bulzoni." 3. The Defendant Gail M. Kline is an adult individual who resides at 1709 Olmstead Way West, Camp Hill, Cumberland County, Pennsylvania. She is hereinafter referred to as "Gail." 4. Plaintiff and Gail are husband and wife. Bulzoni and Gail are sisters. Bulzoni is the sister-in-law of Plaintiff. 5. In August of 2003, Plaintiff and Bulzoni purchased property in Middlesex Township, Cumberland County, Pennsylvania as is more particularly bounded and described on Exhibit A which is attached hereto and made a part hereof (hereinafter referred to as "Tract 1 "). The purchase price for the property was $327,500.00. Plaintiff contributed $26,000.00 and Bulzoni contributed $20,000.00. The balance of the purchase price was provided by a loan which Plaintiff arranged from Wachovia Bank in the approximate amount of $280,000.00. 6. Plaintiff and Bulzoni took title to the said property as tenants in common. 7. The original arrangement between Plaintiff and Bulzoni was that Bulzoni and Gail would open and operate a horse business on Tract 1. Bulzoni claimed to be experienced in the operation of such businesses and agreed that, from the profits of the business, she would pay half of the mortgage on the property and the other expenses to maintain the property and operate the business. Bulzoni also promised to provide a monthly rental payment of $500.00. Bulzoni was granted possession of the property and use of it for personal and business purposes. 8. Bulzoni and Gail created a corporation known as Spirit Stables, Inc. to operate the horse business. Initially the two of them were the sole owners of that business but later ownership was transferred to Gail's name alone. 9. Bulzoni failed to make the payments for the property and her use and occupancy of it as described in Paragraph 7 above. In fact, Bulzoni has never made any significant payment on any of the debts incurred to acquire or improve the property. 10. Bulzoni has lived in one of the structures on the property without paying rent from 2004 to the present time. 11. In June of 2004, Bulzoni and Gail purchased a tract of land as situate in Middlesex Township, Cumberland County, Pennsylvania, adjacent to the property purchased by Plaintiff and Bulzoni the year before. That property is more particularly bounded and described in Exhibit B, attached hereto and made a part hereof, (hereinafter referred to as "Tract 2"). 12. The funds utilized to purchase Tract 2 were provided by a loan arranged and financed and personally guaranteed by Plaintiff. 13. At the time of Defendants' purchase of the second tract of land, and the refinancing of the debt against both tracts, Plaintiff transferred his interest in Tract 1 to Gail. Gail paid no monetary consideration for that transfer. 14. At the time of the acquisition of Tract 2 and the transfer of Tract 1 from Plaintiff to Gail, Plaintiff, Bulzoni, and Gail all agreed that Gail and Bulzoni would hold both of those properties, and all the improvements erected thereon, for the benefit of Plaintiff and his children. 15. In making the transfer of his interest in Tract 1 to Gail, and in advancing the funds set forth in subsequent paragraphs of this Complaint, Plaintiff relied upon the promise of Bulzoni and Gail that they would hold and apply the properties and the improvements erected thereon, for the benefit of Plaintiff and his children. In fact, without that promise by Bulzoni and Gail, Plaintiff would not have made the transfer of his interest in Tract 1 to Gail and would not have made the substantial financial investments and personal guarantees of various loans as set forth elsewhere in this Complaint. 16. After the acquisition of Tract 1 and Tract 2, the parties made substantial improvements to the property and erected structures thereon. Those improvements included: A. Construction of a large indoor arena with observation space. B. Construction of an outdoor arena. C. Construction of equipment facility for farm equipment. D. Purchase of equipment including a John Deere 4410, John Deere 2210, New Holland loader, utility cart, and hydraulic cart. E. Reconstruction of farm pond. 17. From the time the first tract was acquired in 2004, and continuing until June of 2012, Plaintiff made substantial payments and investments of cash in the property and the improvements to it. Those payments and investments included: A. Plaintiff s initial payment of $26,000.00 to the purchase of Tract 1. B. All of the annual payments for the purchase of Tract 2. Those total contributions exceeded $105,000.00. C. Payments totaling $97,224.31 on a line of credit loan taken from Commerce Bank by Spirit Stables, Inc. to operate the business of that corporation. D. A payment of $51,856.84 to Delta Development Group in July of 2006 to repay a loan owed to Delta Development Group by Spirit Stables. E. A payment of $34,413.25 in December of 2006 to pay a line of credit loan owed by Spirit Stables to Sovereign Bank. F. Payments of $3,418.81 on the debt owed to Commerce Bank, now Metro Bank, which was secured by a first mortgage against the two tracts of land, from August of 2004 through June of 2012, for a total payment of approximately $321,306.00. 18. Plaintiff made the foregoing payments for the benefit of Bulzoni and Gail primarily from funds he received from his uncle in the amount of $41,400.00, his mother in the amount of $96,676.00 and an additional $23,397.00, and his aunt in the amount of $71,251.00 and an additional $29,150.00. The other funds came from Plaintiff's earnings during the time the payments were made. 19. In addition to the payments made for the benefit of Bulzoni and Gail listed above, Plaintiff repaid Bulzoni all funds she invested in the property, as follows: A. On 22 August 2006 he paid Spirit Stables $20,000.00 to provide reimbursement to Bulzoni for her original investment in Tract 1. B. On 12 December 2006 he paid Bulzoni an additional $50,000.00 to compensate her for any claims she may have had for any interest in or effort with regard to the property or improvements on the property. 20. Because Bulzoni and Plaintiff were tenants in common, they stood in a confidential relationship with regard to the property. 21. Both Bulzoni and Gail stood in a confidential relationship with Plaintiff. As the owners of the property, they made promises to Plaintiff that they would preserve the property for the benefit of Plaintiff and his children. With those pledges, Plaintiff personally guaranteed all debts associated with the property and the operations of the Defendants' businesses. As a result, the Defendants occupied position which reasonably inspired confidence in Plaintiff that they would act in good faith for the best interest of Plaintiff. 22. By virtue of the arrangements between the parties, Plaintiff consented to Bulzoni and Gail acting on his behalf and subject to his control and Bulzoni and Gail consented to such arrangements. As a result, Bulzoni and Gail served as agents of Plaintiff with regard to the property, the improvements made to it, and the funds Plaintiff invested in the project. 23. As a result of the above, Defendants have been unjustly enriched by receiving title to real estate for which they have paid nothing. 24. As a result of the above, Defendants have been unjustly enriched by receiving substantial sums of money from Plaintiff to improve and preserve Tract 1 and Tract 2. 25. As a result of the above, Bulzoni has been unjustly enriched by receiving the rent free occupancy and exclusive benefit of Tract 1 and Tract 2 and the dwellings and other improvements erected thereon. 26. As a result of the above, Defendants have been unjustly enriched by receiving, from Plaintiff, funds in excess of $635,000.00 to acquire, improve, and occupy the property described in the exhibits attached hereto. 27. Defendants recently listed Tract 1 and Tract 2 for sale with a local real estate agent. Defendants have made it clear, by their statements and by their conduct, that they intend to sell the properties and retain the proceeds for themselves and not honor the agreement they made with Plaintiff to hold these properties for the benefit of Plaintiff and his children. 28. By their conduct, Defendants have breached the agreement they reached with Plaintiff. 29. Defendants will be unjustly enriched if they retain title to Tract 1 or Tract 2 or if they sell Tract 1 and Tract 2 and retain the proceeds of the sale. 30. Defendants currently hold title to the tracts of land described in the exhibits attached to this Complaint. If they are to retain those properties, they will be unjustly enriched even beyond the enrichment they have already received. WHEREFORE, Plaintiffprays this court to: A. Enter judgment in his favor against the Defendants, jointly and severally, for an amount in excess of $635,000.00, to compensate him for the funds he has invested in the property they own; B. Impress a constructive trust on the properties described in Exhibits A and B attached to this Complaint in favor of Plaintiff to prevent Defendants from being unjustly enriched by Plaintiff s investment in their property in reliance upon their promises to him to preserve the property for the benefit of him and his children; C. Such other remedies as the court deems appropriate and fair. Samuel L. Andes Attorney for Plaintiff Supreme Court ID # 17225 525 North 12~" Street P.O. Box 168 Lemoyne, PA 17043 (717} 761-5361 I verify that the statements made in this document are true and correct. I understand that any false statements in this document are subject to the penalties of 18 Pa. C.S. 4904 (unsworn falsification to authorities). Date: I I•~q~ ~Z ~. ~ ~ LeR Y D. KLINE, EXHIBIT A ~~ 7/ e ~~ ::. ii;~i~)~'~ Jr DEMOS .,,"i:.hLAND COUNTY-~ ~, THIS DEED ~3 A!!G 2? P(~ 3 37 } TAX PARCEL N0.21-~5-4433-020A Made the ©` ° day of August, 2003, BETWEEN STEVE W. BUTLER, also known as STEPHEN W. BUTLER, a single person herein designated as the Grant AND SUSAN~UL7ANI and LEROY D. KLINE, JR., as Tenants in Common, herein designated as the Grantees, WITNESSETH, that the Grantor, for and in consideration of THREE HUNDRED TWENTY- SEVEN THOUSAND FIVE HUNDRED ($327,500.00) DOLLARS lawful money of the United States of America, to the Grantor in hand well and truly paid by the Grantees, at or before the sealing and delivery of these presents, the receipt whereof is hereby acknowledged and the Grantor being therewith fully satisfied, does by these presents grant, bargain, sell and convey unto the Grantees forever, their heirs and assigns, ALL THAT CERTAIN tract of land, situate in the Township of Middlesex, County of Cumberland and State of Pennsylvania, bounded and described in accordance with a survey of Gerrit J. Betz, Registered Surveyor, dated August 18, 1972, as follows: BEGINNING at a point in the Bernhisel (Mill} Bridge Road at the corner of lands now or formerly of Harry L. Duncan; thence North 32 degrees 14 minutes 33 seconds West, a distance of 655.16 feet to a fence post; thence by the same, South 57 degrees 33 minutes 08 seconds West, a distance of 485.47 feet to a fence post; thence by land now or formerly of B.F. Green, North 26 degrees 21 minutes 27 seconds West, a distance of 540.60 feet to a fence post; thence by lands now or formerly of Shenk and Yohn, North 71 degrees 10 minutes East, a distance of 794.54 feet to an iron pin; thence by other lands of Fred Potteiger, South 43 degrees OZ minutes 56 seconds East, a distance of 968.89 feet to a bolt in the center of the Bernhisel (Mill) Bridge Road; thence along the center line of said road, South 51 degrees I 1 minutes West, a distance of 300 feet to a nail in said road; thence along said road, South 52 degrees 30 minutes West, a distance of 227.40 feet to a point, the place of BEGINNING. BEING the same premises which Charles G. Dickey and Reta L. Dickey, husband and wife, by Deed dated November 22, 1988 and recorded November 23, 1988 in the Office of the Recorder of Deeds in and for Cumberland County in Deed Book R33, Page 550, granted and conveyed unto Steve W. Butler, married man, the Grantor herein. 11/08/2012 1:59:06 PM CUMBERLAND COUNTY Inst.# 200346716 -Page 1 of 3 TOGETHER with all and singular the buildings, improvements, ways, woods, waters, watercourses, rights, liberties, privileges, hereditaments and appurtenances to the same belonging or in anywise appertaining; and the reversion and reversions, remainder and remainders, rents, issues and profits thereof, and of every part and parcel thereof; AND also all the estate, right, title, interest, use, possession, property, claim and demand whatsoever of the Grantor both in law and in equity, of, in and to the premises herein described and every part and parcel thereof with the appurtenances. TO HAVE AND TO HOLD all and singular the premises herein described together with the hereditaments and appurtenances unto the Grantees and to Grantees' proper use and benefit forever. AND the Grantor covenants that, except as maybe herein set forth, he does and will FOREVER SPECIALLY WARRANT AND DEFEND the lands and premises, hcreditaments and appurtenances hereby conveyed, against the Grantor. In all references herein to any parties, persons, entities or corporations, the use of any particulaz gender or the plural or singular number is intended to include the appropriate gender or number as the text of the within instrument may require. Wherever in this instrument any party shall be designated or referred to byname or general reference, such designation is intended to and shall have the same effect as if the word "heirs, executors, administrators, personal or legal representatives, successors and assigns" had been inserted after each and every such designation. IN WITNESS WHEREOF, the Grantor has hereunto sct his hand and seal, or if a corporation, it has caused these presents to be signed by its proper corporate officers and its corporate seal to be affixed hereto, the day and year first above written. SIGNED, SEALED AND DELIVERED in the presence of or ATTESTED by Y`~' QC Steve W. Butler i St hen W. Butler ~t~ .....I~Ip~~.'.'rr~p_3~~:'].:.a~~ ~s`~,y.jC~~jC~tt~~jjyyt 'L ri My C'~ ~ 1"r7 f :T.7 1P y-~ ;';a ~ rn : ] G7 W P1 ~l ' I b ~1 Cl C7 YW~! ~ 3g ~ ~ ~ te r~p ~..p ~'.OI ~ \ \~ ~ ~'G H+ ~ -~I t ~ 9 S -1 1~ R7 r -. - ,~ ~ ~ ~ ~ M C7 ~ ..y i.. ..b 90 y t.I • ~Yl b ~ - J ~ ~ x ~ - ~ e'i- '.i' ,.~ 1'= ni M E $ ~ ,~` p ;rt an ~~..,, ~~ ~_ ~" rya [~N ~' '~I W w r~ ~t ~`' - ~w ~ - .r ~ + [Jl 111 y ~ a- L-J-~ fv P +i C F~+ .1 ~f I• . h... r iVl C~1 <"~. iJ C} ? i"ti CS 4 G O ~ O ~ t} CS O 6~ .:.•j r-~ BCG'r'. ~ Jr~ F%~GE4$~Q 11/08/2012 1:59:06 PM CUMBERLAND COUNTY Inst.# 200346716 -Page 2 of 3 COMMONWEALTH OF PENNSYLVANIA, COUNTY OF ~ ryl ~(a~ :ss BE IT REMEMBERED, that on ~ W ~ ~ a ~' , 2003, before me, the subscriber, personally appeazed, Steve W Butler also known as Stephen W. Butler. known to me (or satisfactorily proven) to be the person whose name is subscribed to within deed and acknowledged that he executed the same for the purposes therein contained. WITNESS my hand and seal the day and yeaz aforesaid. NOTARIAL SEAL Y ELIZABETH A. MOTTER, Notary Public M Commission Ex Tres: ramp Hill Boro. Cumberland County Y p M Commission Expires Dec. 15, 2003 (SEAL) Member, Pennsylvania Association of Notaries The undersigned certifies that the precise residence and complete-post office address of the Grantee is: ~Sl .~n ~ t1 ~~'c~ i~ COMMONWEALTH OF PENNSYLVANIA COUNTY OF RECORDED on this day of , 2003, in the Recorder's Office of the said County, in Deed Book ,Page GIVEN under my hand and the seal of the said Office, the date above written. to be recor.' ..-i t„ :_ t t t i ~ ~Rc~co~nty ~ w ~ /} r ~t~oK ~ 5~ ~'~`4$51 - `~ recorder of Deeds 11/08/2012 1:59:06 PM CUMBERLAND COUNTY Inst.# 200346716 -Page 3 of 3 EXHIBIT B ~~,~~\ S 2~r~~ THIS DEED For TAX PARCEL N0.21-05-0433-020A is made the ~ir,a! day of May, 2004, Between ,, rc u c :: ~~ -• il~ t'• +.~ V' fi ~~.,l.:at~'~ COUNiYJ,:,, `~ ~'`~~'~ ~ f ~l~ 12 og LeRoy D. Kline, Jr., husband, herein designated as the Grantor, And Gail M. Kline, his wife, herein designated as the Grantee, WHEREAS, the Grantor is a tenant in common in the Property herein described with Susan J. Bulzoni by way of a Deed dated August 22, 2003 in the Office of the Recorder of Deeds in and for Cumberland County in Deed Book 258, Page 4549, granted and conveyed unto Susan J. Bulzoni and LeRoy D. Kline, Jr., as tenants in common, with LeRoy D. Kline, Jr., being the Grantor herein. WHEREAS, the Grantor wishes to convey his undivided interest in the Property to his wife, the Grantee herein, so that Susan J. Bulzoni and Gail M. Kline, with Gail M. Kline being the Grantee herein, shalt be own the Property as tenants in common. NOW THEREFORE, WITNESSETH, that the Grantor, for and in consideration of ONE DOLLAR ($1.00} lawful money of the United States of America, to the Grantor in hand well and truly paid by the Grantee, at or before the sealing and delivery of these presents, the receipt whereof is hereby acknowledged and the Grantor being therewith fully satisfied, does by these presents grant, bargain, sell and convey unto the Grantee forever, their heirs and assigns, his undivided interest in, ALL THAT CERTAIN tract of land, situate in the Township of Middlesex, County of Cumberland and State of Pennsylvania, bounded and described in accordance with a survey of Gerrit J. Betz, Registered Surveyor, dated August 18,1972, as follows: BEGINNING at a point in the Bernhisel (Mill) Bridge Road at the corner of lands now or formerly of Harry L. Duncan; thence North 32 degrees 14 minutes 33 seconds West, a distance of 655.16 feet to a fence post; thence by the same, South 57 degrees 33 minutes 08 seconds West, a distance of 485.47 feet to a fence post; thence by land now or formerly of B.F. Green, North 26 degrees 21 minutes 27 seconds West, a distance of 540.60 feet to a fence post; thence by lands now or formerly of Shenk and Yohn, North 71 degrees 10 minutes East, a distance of 794.54 feet to an iron pin; thence by other lands of Fred Potteiger, South 43 degrees 02 minutes 56 seconds East, a distance of 968.89 feet to a bolt in the center of the Bernhisel (Mill) Bridge Road; thence along the center line of said road, South 51 degrees 11 minutes West, a distance of BOt]X ,~~ PAGEj,~~ V 11/08/2012 2:01:00 PM CUMBERLAND COUNTY 300 feet to a nail in said road; thence along said road, South 52 degrees 30 minutes West, a distance of 227.40 feet to a point, the place of BEGINNING. CONTAINING 15.28 acres of land, more or less. BEING the same premises which Steve W. Butler, married man, who was also known as Steven W. Butler, by Deed dated August 22, 2003 in the Office of the Recorder of Deeds in and for Cumberland County in Deed Book 258, Page 4549, granted and conveyed unto Susan J. Bulzoni and LeRoy D. Kline, Jr., as tenants in common, with LeRoy D. Kline, Jr., being the Grantor herein. TOGETHER with all and singular the buildings, improvements, ways, woods, waters, watercourses, rights, liberties, privileges, hereditaments and appurtenances to the same belonging or in anywise appertaining; and the reversion and reversions, remainder and remainders, rents, issues and profits thereof, and of every part and parcel thereof; AND also all the estate, right, title, interest, use, possession, property, claim and demand whatsoever of the Grantor both in law and in equity, of, in and to the premises herein described and every part and parcel thereof with the appurtenances. TO HAVE AND TO HOLD all and singular the premises herein described together with the hereditaments and appurtenances unto the Grantee and to Grantee's proper use and benefit Forever. AND the Grantor covenants that, except as may be herein set forth, he does and will FOREVER SPECIALLY WARRANT AND DEFEND the lands and premises, hereditaments and appurtenances hereby conveyed, against the Grantor. In all references herein to any parties, persons, entities or corporations, the use of any particular gender or the plural or singular number is intended to include the appropriate gender or number as the text of the within instrument may require. Wherever in this instrument any party shall be designated or referred to by name or general reference, such designation is intended to and shall have the effect as if the word "heirs, executors, administrators, personal or legal representatives, successors and assigns" had been inserted after each and every such designation. [Signature Appears on Next Page] 2 900K ~~ PAGEi.~3$ 11/08/2012 2:01:00 PM CUMBERLAND COUNTY Inst.# 200421226 -Page 2 of 4 IN WITNESS WHEREOF, the Grantor has hereunto set his hand and seal, the day'and year first above written. 3 BOOR ~~ceie~~,q 11/08/2012 2:01:00 PM CUMBERLAND COUNTY SIGNED, SEALED AND DELIVERED in the presence of ~• Lego D. Kline, Jr. I hereby certify that the precise residence and complete post office address of the Grantee is: Gail M. Kline, 1709 W. Olmsted Way, Camp Hill, PA 17011-8460. ~- * This transfer is between a husband and wife and is exempt from transfer taxes. See 61 Pa.Code § 91.193(b){6) {exclusion for transfers between husband and wife). Inst.# 200421226 -Page 3 of 4 COMMONWEALTH OF PENNSYLVANIA, COUNTY OF CUMBERLAND as BE IT REMEMBERED, that on May ~~'~004, before me, the subscriber, personally appeared, LeRoy D. Kline, Jr., known to me (or satisfactorily proven) to be the person whose name is subscribed to within deed and acknowledged that he executed the same for the purposes therein contained. WITNESS my hand and seal the day and year aforesaid. My Commission Expires: (SEAL) ~ti5~. NOTARY PUBiLIC i Notarial Scal Monica D. Zerclnr, Notary public Carrp Iiiil $oro, Cumberland County My Commis~iort Bxpires Jan. 14, 2006 t+Mtttbet, Penrlsylvertta Asst~aattonof NOfaAes COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND: RECORDED on this day of , 2004, in the Recorder's Office of the said County, in Deed Book ,Page GIVEN under my hand and the seal of the said Office, the date above written. Recorder 11/08/2012 2:01:00 PM 4 1300( ;~~~ PAGf~.4~O CUMBERLAND COUNTY Inst.# 200421226 -Page 4 of 4 PRAECIPE FOR LISTING CASE FOR ARGUMENT (Must be typewritten and submitted in triplicate) TO THE PROTHONOTARY OF CUMBERLAND COUNTY: (List the within matter for the next Argument Court.) CI - ----------------------------------------------------- = c� --t CAPTION OF CASE -off r7 (entire caption must be stated in full) m :Do LEROY D. KLINE, JR. , .Nr Plaintiff r-- vs. SUSAN J. BULZONI , GAIL M. KLINE and ��' c) SPIRIT STABLES, INC. , �•'� - ` " Defendants 2012-7121 Civil -` F-,) No. Terrw� 1. State matter to be argued (i.e., plaintiffs motion for new trial, defendant's demurrer to complaint,etc.): Preliminary Objections To Plaintiffls Amended Complaint 2. Identify all counsel who will argue cases: (a) for plaintiffs: Samuel L. Andes, Esq. , 525 North 12th St. , Lemoyne, PA 17043 (Name and Address) (b) for defendants: Tricia D. Naylor, Esq., 19 West South St- , Carlisle, PA 17013 (Name and Address) 3. 1 will notify all parties in writing within two days that this case has been listed for argument. 4. Argument Court Date: May 10, 2013 Sign ture Tricia D. , Esquire Print your name Defendants Date: March 26, 2013 Attorney for INSTRUCTIONS: 1.Original and two copies of all briefs must be filed with the COURT ADMINISTRATOR(not the Prothonotary)before argument. 2.The moving party shall file and serve their brief 14 days prior to argument. 3.The responding party shall file their brief 7 days prior to argument. 4.If argument is continued new briefs must be filed with the COURT ADMINISTRATOR(not the Prothonotary)after the case is relisted. crl q g 7g C 01 A LeROY D. KLINE, JR., IN THE COURT OF COMMON Plaintiff PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA VS. CIVIL ACTION SUSAN J. BULZONI, GAIL M. KLINE, and SPIRIT STABLES, INC., NO. 2012-7121 Defendants PLAINTIFF'S ANSWER TO DEFENDANTS' PRELIMINARY OBJECTIONS TO PLAINTIFF'S AMENDED COMPLAINT AND NOW comes the above-named Plaintiff by his attorney Samuel L. Andes and makes the following Answer to Defendants' Preliminary Objections: I. FAILURE TO CONFORM TO LAW OR RULE OF COURT UNDER Pa. &C.P. 1028 (a) (2) I through 3. These paragraphs simply quote provisions of the Rules of Civil Procedure and no answer is required to them. 4. Admitted. 5. Admitted. By way of further answer, Plaintiff states that it is not necessary to provide that ly pe of detail to indicate that Bulzoni did not make rental payments. 6. Plaintiff is not claiming a lease for more than six years and it is not necessary for Plaintiff to so state in his Complaint. 7. Admitted. 8. Denied. Plaintiff needs not aver the details of the loan arrangement because he is not seeking to enforce the loan which he took out from a bank. 9. Plaintiff need not attach a copy of the guarantee because he is not bring suit on or attempting to enforce the guarantee. 10. Admitted. I I I 11. Denied. It is not possible to attach a copy of the Trust Agreement because, as Plaintiff averred in Paragraph 15 of his Complaint, such Agreement was oral. 12. Denied. It is not necessary for Plaintiff to aver, in the detail apparently sought by Defendants, the details of who made the improvements. 13. Admitted. i 14. Denied. it is not necessary for Plaintiff to provide details about the annual payments as long as they identifies the total amount paid. 15. Denied. Plaintiff has not brought suit upon any alleged written agreement obligating him or anyone else to make the annual payment for Tract 2. I 16. Admitted. 17. Admitted. 18. Admitted. 19. Denied. Plaintiff seeks to recover funds he advanced to pay these debts owed to third parties. It is not necessary for him to attach a copy of a writing between Spirit Stables and the third parties for him to recover the funds he advanced to pay the debts owed to those third parties. 20. Denied for the reasons set forth in Paragraph 19 above. 21. This paragraph merely recites provisions of the Rules of Civil Procedure and no answer is required. 22. Admitted. 23. Denied. Paragraph 34 of Plaintiff's Complaint makes it clear that his claim for a breach of fiduciary duty is against the Defendants Susan J. Bulzoni and Gail M. Kline. WHEREFORE, Plaintiff requests this court to deny Defendants' Preliminary Objections so this matter may proceed. 11. INSUFFICIENT SPECIFICITY UNDER Pa. R.C.P. 1028 (a) (3) 24 through 33. Plaintiff incorporates herein by reference, the averments set forth in Paragraphs 1 through 23 of the Answer, as set forth above. Plaintiff contends that all of the IE �I I I I Defendants' Objections to Plaintiffs Complaint can be adequately addressed through formal or informal discovery and that it is not necessary, therefore, for this court to grant any of the Defendants' Preliminary Objections. WHEREFORE, Plaintiff prays this court to deny Defendants' Preliminary Objections and direct Defendants to file an Answer to Plaintiff's Complaint to this matter can proceed. Samuel L. Andes Attorney for Plaintiff Supreme Court 1D # 17225 525 North 12t' Street P.O. Box 168 Lemoyne, PA 17443 (717) 761-5361 I I i I E I i I� } 1 i CERTIFICATE OF SERVICE I I hereby certify that I served an original of the foregoing document upon counsel for the Defendants herein by regular mail, postage prepaid, addressed as follows: I� Tricia D. Naylor, Esquire 19 West South Street Carlisle, PA 17013 Date: Amy M. arkins Secretary for Samuel L. Andes �I i II I !� I it i it i LeROY D. KLINE, JR., ) IN THE COURT OF COMMON Plaintiff ) PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA VS. ) CIVIL ACTION SUSAN J. BULZONI, GAIL M. KLINE and ) SPIRIT STABLES, INC., ) NO. 2012-7121 CIVIL TERM Defendants ) PRAECIPE TO THE PROTHONOTARY: Please remove the above-captioned matter from the argument court list scheduled for 10 May 2013. Date: Satieuel L. Ande C, Attorney for Plaintiff =1 Supreme Court ID# 17225 -cam w -_ 525 North 121' Street - 4 P.O. Box 168 Lemoyne, PA 17043 �-;z (717) 761-5361 C-., =., � Tri4 D. Naylo sguir Attorney for Defendants Supreme Court ID# 's I& 0 19 West South Street Carlisle, PA 17013 F CERTIFICATE OF SERVICE I hereby certify that on April 16, 2013, I, Andrea M. Ramos, secretary to Tricia D. Naylor, Esquire of Baric Scherer LLC, did serve a copy of the Praecipe, by first class U.S. mail, postage prepaid, to the parties listed below, as follows: Samuel L. Andes 525 North 12`h Street P.O. Box 168 Lemoyne, Pennsylvania 17043 A dreg M. Ramos, Sec ary f, F 11LED-0"r f-ItCE _1 Ise ;'`0TH0t'(ITr°-`A , 7013 APR 23 Ali 110: '46 CUMBERLAND COUNT"( PENNSYLVA141A LeROY D. KLINE, JR., ) IN THE COURT OF COMMON Plaintiff ) PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA vs. ) CIVIL ACTION SUSAN J. BULZONI, GAIL M. KLINE and ) SPIRIT STABLES, INC., ) NO. 2012-7121 CIVIL TERM Defendants ) PRAECIPE TO THE PROTHONOTARY: Please attach the enclosed verification to the Plaintiff's Answer to Defendants' Preliminary Objections to Plaintiff's Amended Complaint. 18 April 2013 Samuel-e. Andes Attorney for Plaintiff Supreme Court ID # 17225 525 North 12" Street P.O. Box 168 Lemoyne, PA 17043 (717) 761-5361 I verify that the statements made in this document are true and correct. I understand that any false statements in this document are subject to the penalties of 18 Pa. C.S. 4904 (unworn falsification to authorities). Date: LeRO j D.KLINE, JR. ' PRAECIPE FOR LISTING CASE FOR ARGUMENT (Must be typewritten and submitted in triplicate) TO THE PROTHONOTARY OF CUMBERLAND COUNTY: (List the within matter for the next Argument Court.) --------------------------------------------------------------------------------------------------------------------- CAPTION OF CASE (entire caption must be stated in full) LeRoy D. Kline, Jr . , Plaintiff +v —� Susan J. BulzonYs- Gail M. Kline MCD ? and Spirit Stables, Inc. , arn Defendants No. 12-7121 Civil � C:)- 1. State matter to be argued (i.e., plaintiff's motion for new trial, defendant's demurrer : complaint, etc.): Defendants Preliminary Objections To Plaintiffs AWer> d omplaint. 2. Identify all counsel who will argue cases: (a) for plaintiffs: Samuel L. Andes, Esquire (Name and Address) 525 North Twelfth Street, Lemoyne, Pennsylvania 17043 (b) for defendants: Tricia D. Naylor, Esquire (Name and Address) 19 West South Street, Carlisle, Pennsylvania 17013 3. 1 will notify all parties in writing within two days that this case has been listed for argument. 4. Argument Court Date: June 21 , 2013 Sig ature Tricia D. Esquire Print your name Defendants April 23, 2013 Attorney for ! Date: ! INSTRUCTIONS: 1.Original and two copies of all briefs must be filed with the COURT ADMINISTRATOR(not the Prothonotary) before argument. 2.The moving party shall file and serve their brief 14 days prior to argument. 3.The responding party shall file their brief 7 days prior to argument. 4. If argument is continued new briefs must be filed with the COURT ADMINISTRATOR (not the Prothonotary)after the case is relisted. ,� X70/ LEROY D. KLINE, JR., IN THE COURT OF COMMON PLEAS OF Plaintiff CUMBERLAND COUNTY, PENNSYLVANIA V. NO. 2012-7121 CIVIL TERM SUSAN J. BULZONI, GAIL M. KLINE AND CIVIL ACTION-LAW SPIRIT STABLES, INC., Defendants PRAECIPE TO WITHDRAW Please withdraw the above-captioned matter from the argument scheduled for Friday, June 21, 2013. Respectfully submitted, BARIC SCHERER LLC icia D.Naylor, Esqu = -� 1 West South Str T Date: May 29, 2013 Carlisle, Pennsylvania ,D (717) 249-6873 t ° CERTIFICATE OF SERVICE I hereby certify that on May 31, 2012, I, Andrea M. Ramos, Secretary of Baric Scherer LLC, did serve a copy of the Praecipe To Withdraw, by first class U.S. mail, postage prepaid,to the party listed below, as follows: Samuel L. Andes, Esquire 525 North Twelfth Street Lemoyne, Pennsylvania 17043 Andrea M. os :1 f= 2%113 JUN `::UUMEERLAti ) LeROY D. KLINE, JR., P E NS Y LV A NI I IN THE COURT OF COMMON Plaintiff ) PLEAS OF CUMBERLAND ) COUNTY, PENNSYLVANIA vs. ) ) CIVIL ACTION SUSAN J. BULZONI, GAIL M. KLINE and ) SPIRIT STABLES, INC., ) NO. 2012-7121 CIVIL TERM Defendants ) STIPULATION AND NOW come the above-named parties, by their attorneys, who represent that they are authorized to enter this Stipulation on behalf of their clients, and stipulate and agree as follows: 1. Defendants hereby withdrawal their Preliminary Objections to Plaintiff's Amended Complaint. 2. The Defendants' Preliminary Objections shall be removed from the argument court list scheduled for June 2013. 3. Defendants shall have until 30 June 2013 to file an Answer and New Matter to Plaintiff's Amended Complaint. IN WITNESS WHEREOF, counsel for the parties have executed this Stipulation this I4'day of .1.1 2013. Sam el L. Andes Attorney for Plaintiff Loort-AlArs. r Tri t is D. Naylor Attorney for Defen. I Y CERTIFICATE OF SERVICE I hereby certify that on June 7, 2013, I, Tricia D. Naylor , Esquire, of Baric Scherer LLC, did serve a copy of the Stipulation, by first class U.S. mail, postage prepaid, to the party listed below, as follows: Samuel L. Andes 525 North Twelfth Street P.O. Box 168 Lemoyne, PA 17043 AC-416_ Tric'- D. Naylo a LEROY D. KLINE, JR. IN THE COURT OF COMMON PLEAS OF Plaintiffs CUMBERLAND COUNTY, PENNSYLVANIA V. NO. 2012-7121 CIVIL TERM SUSAN J. BULZONI, CIVIL ACTION-LAW GAIL M. KLINE, and SPIRIT STABLES, INC. µ Defendants c'")c. Ln NOTICE TO PLEAD c� c- c To: Samuel L. Andes r) 525 North 12�" Street P.O. Box 168 Lemoyne, Pennsylvania 17043 YOU ARE HEREBY DIRECTED TO PLEAD TO THE ATTACHED NEW MATTER AND COUNTERCLAIM WITHIN TWENTY (20) DAYS OF SERVICE THEREOF, OR A DEFAULT JUDGMENT MAY BE ENTERED AGAINST YOU. Tricia D. N ylor, Esq I.D. # 83760 19 West South Street Carlisle, Pennsylvania 17013 (717) 249-6873 } LEROY D. KLINE, JR. IN THE COURT OF COMMON PLEAS OF Plaintiffs CUMBERLAND COUNTY, PENNSYLVANIA V. NO. 2012-7121 CIVIL TERM SUSAN J. BULZONI, CIVIL ACTION-LAW GAIL M. KLINE, and SPIRIT STABLES, INC. Defendants DEFENDANTS' ANSWER WITH NEW MATTER NOW, come Defendants, Susan J. Bulzoni, Gail M. Kline and Spirit Stables, Inc., by and through their attorneys, BARIC SCHERER LLC, and files the within Answer with New Matter and, in support thereof, set forth the following: I. Admitted. 2. Admitted. 3. Denied in part, admitted in part. It is admitted that Gail M. Kline is an adult individual. It is denied that Gail M. Kline currently resides at 1709 Olmstead Way West, Camp Hill, Cumberland County, Pennsylvania. 4. Admitted. 5. Admitted. 6. Admitted in part, denied in part. It is admitted the balance of the purchase price of Tract 1 was provided by a loan which was arranged by Plaintiff. It is believed and therefore averred that Bulzoni and Plaintiff contributed equally to the down payment of Tract 1, and therefore the remaining averments of this paragraph are denied. 7. Admitted. 8. Denied. To the contrary, the purpose of purchasing Tract 1 was for Gail and Bulzoni to have a place where they could enjoy the hobby of riding and caring for horses. Bulzoni was a novice rider and not experienced in the operation of a horse business. Bulzoni educated herself regarding the care and maintenance of horses in order to provide said services for the farm. There were no promises made by Bulzoni or Gail to Plaintiff. Bulzoni resided on the property in order to maintain the farm and care for the horses. Plaintiff benefited from the services provided by Bulzoni to maintain the property and operate the business. 9. Denied in part, admitted in part. It is denied that Bulzoni and Gail created Spirit Stables, Inc. in order to operate a horse business. To the contrary, Plaintiff encouraged Bulzoni and Gail to incorporate and run their hobby as a business in order for Plaintiff to benefit from any tax deductions that may be available from losses that his wife, Gail,may incur as an owner. It is admitted that Spirit Stables, Inc. was created, the initial owners were Bulzoni and Gail and that ownership changed to Gail at a later date. 10. Denied. To the contrary, Bulzoni was not required to make payments for her use and occupancy of the property. Bulzoni occupied the property in order to care for the horses and maintain the farm. Bulzoni also contributed labor and paid for expenses related to maintaining and improving the property. Bulzoni deposited money into the Spirit Stables, Inc. account to pay for expenses of the farm including the mortgages on the property and expenses of maintaining and improving property. As an owner of the property, Plaintiff benefited from the services provided by and expenses paid for by Bulzoni for the care, maintenance and improvements to the property. 11. Admitted in part, denied in part. It is admitted that Bulzoni has lived in one of the structures on the property since 2004. It is denied that Bulzoni was required to pay rent. 12. Admitted. By way of further answer, Bulzoni and Gail purchased Tract 2 at the request of Plaintiff. 13. Admitted in part, denied in part. It is admitted that the funds utilized to purchase Tract 2 were provided by a loan from a bank arranged by Plaintiff and that Plaintiff personally guaranteed the loan. It is denied that Plaintiff financed the loan alone. To the contrary, the loan was in the name of Bulzoni and Gail and secured by a mortgage on the property owned by Bulzoni and Gail and guaranteed by Spirit Stables, Inc. 14. Admitted. By way of further answer, Plaintiffs transfer of the property was a gift to his wife. Gail has acknowledged, through a pending divorce action filed in Cumberland County, Civil Docket No. 2011-2509, that her interest in the property is marital in nature. 15. Denied. By way of further answer, there was no agreement between the parties. The transfer was a gift between husband and wife with no terms, obligations or expectations by the parties. The deed of conveyance is a written document that speaks for itself and contains no "in trust for" language. 16. Denied. To the contrary, Bulzoni and Gail made no promises to Plaintiff and therefore Plaintiff could not have relied on any promises. Plaintiff and Gail were and are a married couple and made joint investments in order to support each other. Plaintiff enjoyed the farm with his family and benefited of tax deductions from its operation. 17. Admitted in part, denied in part. It is admitted that Bulzoni and Gail made improvements to the property that they believed were necessary for a functioning farm. It is denied that Plaintiff paid for all of the substantial improvements to the property and erected structures. A. It is admitted that the mortgage was taken out on the property in Bulzoni and Gail's name in order to pay for the construction of the indoor arena. It is denied that Plaintiff paid for the construct the arena. By way of further answer, Bulzoni and Gail provided the labor for the footing in the arena and Spirit Stables, Inc., Gail and Bulzoni paid for the materials required to construct the footing in the arena. B. It is denied that the outdoor arena was constructed. By way of further answer, the arena was on the property when it was purchased. Bulzoni, Gail and Spirit Stables, Inc. paid for the materials required to fix the footing in the arena. Bulzoni and Gail provided the labor to fix the footing. It is denied that Plaintiff paid for the construction of the outdoor arena. C. It is denied that Plaintiff contributed to the construction of the equipment facility. It is admitted that Bulzoni, Spirit Stables, Inc. and Gail paid for the construction of the equipment facility. D. It is admitted that a John Deere 4410, a John Deere 2210 and a New Holland loader were purchased by Plaintiff as gifts to Spirit Stables, Inc. It is denied that Plaintiff retained ownership of the John Deere 4410, John Deere 2210 and New Holland loader. The utility cart was owned by Gail prior to the purchase of the property and was contributed by Gail to be used on the farm. The hydraulic cart was purchased by Gail from money she received for a Mother's Day gift. It is denied that Plaintiff paid for the utility cart or hydraulic cart. E. It is admitted that Plaintiff was responsible for the reconstruction of the pond without the consent of Bulzoni and Gail. The reconstruction of the pond was not necessary for the operation of the farm. It is denied that Plaintiff paid for the reconstruction of the pond. It is believed and therefore averred Plaintiff's company paid for the reconstruction of the pond and that the company deducted said expenses. 18. Denied in part, admitted in part. By way further answer: A. It is admitted that Plaintiff contributed to the purchase of Tract 1 with a check drawn from a joint account owned by Plaintiff and Gail. Plaintiff's contribution was a gift to his wife, Gail. After reasonable investigation, Defendants are without knowledge or information sufficient to form a belief as to the exact amount contributed by Plaintiff to the purchase of Tract 1 and therefore the remaining portion of this averment is denied. B. Denied. By way of further answer,the funds utilized to purchase Tract 2 were from a mortgage loan in the name of Bulzoni and Gail and secured by Tract 1 and 2. The down payment on Tract 2 was drawn from a joint account in the name of Plaintiff and Gail. Plaintiff's contribution to the down payment was a gift to his wife, Gail. C. Admitted in part, denied in part. It is admitted that some payments on the line of credit taken from Commerce Bank were paid from joint accounts owned by Plaintiff and Gail. Plaintiff's contributions were gifts to his wife, Gail. It is denied that all of the payments were made on the line of credit by Plaintiff. To the contrary, the line of credit was refinanced as part of the mortgage loan in the name of Gail and Bulzoni and secured by Tract 1 and 2. D. Denied. By way of further answer, no loan existed between Delta Development Group and Spirit Stables, Inc. E. Denied. By way of further answer, Spirit Stables, Inc. did not have a line of credit with Sovereign Bank. F. Denied. By way of further answer, the line of credit taken from Commerce Bank was paid from either an account in the name of Spirit Stables, Inc. or joint accounts owned by Plaintiff and Gail. Plaintiff's contribution was a gift to his wife, Gail. 19. Denied. After reasonable investigations, Defendants are without knowledge or information sufficient to form a belief as to the truth of these averment and they are, therefore, denied. All payments made for Spirit Stables, Inc. line of credit or mortgages were paid either from an account in the name of Spirit Stables, Inc. or joint accounts in the name of Plaintiff and Gail. Plaintiff's contributions were gifts to his wife, Gail. 20. Denied. By way of further answer: A. Denied. By way of further answer, no payment was made to Bulzoni for her original investment in Tract 1. B. Denied in part, admitted in part. By way of further answer, no payment was made to Bulzoni for any reason relating to the property or the improvements. It is admitted that Plaintiff gifted $50,000.00 to his sister-in-law, Bulzoni at the same time he gifted money to his wife, Gail. 21. Admitted in part, denied in part. It is admitted that Bulzoni and Plaintiff took title to Tract 1 as tenants in common. The remaining portion of this paragraph is a conclusion of law for which no response is required. To the extent a response is required, it is denied. 22. Denied. These averments are conclusions of law for which no response is required. To the extent a response is required, they are denied. By way of further answer, Bulzoni and Gail made no promises to Plaintiff. 23. Denied. To the contrary, there were no arrangements between the parties and Bulzoni and Gail did not act on Plaintiff s behalf or as his agent. Bulzoni and Gail made improvements to the property as they deemed necessary for the operation of the farm. Any contributions made by Plaintiff were gifts to his wife, Gail and for his own benefit or enjoyment. 24. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. 25. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. 26. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. 27. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. 28. Admitted in part, denied in part. It is admitted that Bulzoni and Gail have listed the property for sale with a local real estate agent and intend to sell the properties. It is denied that any representations regarding the distribution of sale proceeds were made to Plaintiff. It is denied that Bulzoni and Gail agreed to hold these properties for the benefit of Plaintiff and his children. As part of the divorce action referred to in¶14 above, Gail has acknowledged that her interest in the property is marital and has further agreed to escrow her share of the proceeds pending resolution of the divorce action. 29. This averment is a conclusion of law for which no response is required. To the extent a response is required, it is denied. 30. This averment is a conclusion of law for which no response is required. To the extent a response is required, it is denied. 31. Admitted in part, denied in part. It is admitted that Bulzoni and Gail hold title to the tracts of land described in Plaintiff's exhibits. The remaining averment is a conclusion of law for which no response is required. To the extent a response is required, it is denied. COUNT I: BREACH OF FIDUCIARY DUTY 32. Defendants incorporate by reference paragraphs one (1)through thirty-two (32) as though set forth at length herein. 33. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. 34. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. WHEREFORE, Defendants request that this Honorable Court grant judgment in their favor and dismiss Plaintiff's Amended Complaint with prejudice. COUNT II: UNJUST ENRICHMENT CLAIM AGAINST ALL THREE DEFENDANTS 35. Defendants incorporate by reference paragraphs one (1) through thirty-five (35) as though set forth at length herein. 36. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. WHEREFORE, Defendants request that this Honorable Court grant judgment in their favor and dismiss Plaintiff's Amended Complaint with prejudice. COUNT III: UNJUST ENRICHMENT CLAIM AGAINST BULZONI AND GAIL 37. Defendants incorporate by reference paragraphs one (1) through thirty-seven(37) as though set forth at length herein. 38. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. WHEREFORE, Defendants request that this Honorable Court grant judgment in their favor and dismiss Plaintiff's Amended Complaint with prejudice. COUNT IV: BREACH OF CONTRACT CLAIM AGAINST BULZONI AND GAIL 39. Defendants incorporate by reference paragraphs one (1) through thirty-eight (38) as though set forth at length herein. 40. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. 41. Denied. By way of further answer, no contract existed between the parties and therefore Plaintiff had no obligations to perform and Bulzoni and Gail had no obligations to breach. 42. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. WHEREFORE, Defendants request that this Honorable Court grant judgment in their favor and dismiss Plaintiff's Amended Complaint with prejudice. COUNT V: BREACH OF CONTRACT BY BULZONI 43. Defendants incorporate by reference paragraphs one (1) through forty-two (42) as though set forth at length herein. 44. Denied. By way of further answer, no contract existed between Bulzoni and Plaintiff regarding rent of the property and therefore Bulzoni had no obligation to breach. 45. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. WHEREFORE, Defendants request that this Honorable Court grant judgment in their favor and dismiss Plaintiff's Amended Complaint with prejudice. COUNT VI: UNJUST ENRICHMENT CLAIM AGAINST BULZONI 46. Defendants incorporate by reference paragraphs one (1)through forty-five (45) as though set forth at length herein. 47. Admitted in part, denied in part. It is admitted that Bulzoni occupied the property since August of 2003. It is denied that Bulzoni was under any obligation to pay rent to Plaintiff. 48. Denied for the reasons set forth above. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required, it is denied. WHEREFORE, Defendants request that this Honorable Court grant judgment in their favor and dismiss Plaintiff s Amended Complaint with prejudice. COUNT VII: UNJUST ENRICHMENT CLAIM AGAINST SPIRIT STABLES INC 49. Defendants incorporate by reference paragraphs one (1)through forty-eight(48) as though set forth at length herein. 50. Admitted. 51. Denied. By way of further answer,the Corporation was not obligated to pay rent by any party. The remaining averment is a conclusion of law for which no response is required. To the extent a response is required, it is denied. 52. Denied. By way of further answer, no fair market value has been established. The remaining averments of this paragraph are conclusions of law for which no response is required. To the extent a response is required,they are denied. WHEREFORE, Defendants request that this Honorable Court grant judgment in their favor and dismiss Plaintiff's Amended Complaint with prejudice. NEW MATTER 53. Defendants incorporate by reference paragraphs one (1)through fifty-two (52) as though set forth at length herein. 54. Plaintiff's complaint is an attempt to draw Spirit Stables, Inc. and Bulzoni into a matter that should be resolved between husband and wife in a divorce proceeding. In fact, Gail initiated a divorce action in Cumberland County, Civil Docket No. 2011-2509, and a Divorce Master has been appointed to resolve the economic claims. 55. Plaintiff has benefited from the reporting of all income tax losses resulting from the operations of Spirit Stables, Inc. 56. Bulzoni never claimed any losses or tax deductions from Spirit Stables, Inc. 57. All losses from Spirit Stables, Inc. were allocated to Gail and reported on Plaintiff's and Gail's joint tax return. 58. Plaintiff has used these losses to offset income from his other businesses. 59. Plaintiff structured loans for his wife, Gail and Bulzoni in such a way as to benefit himself and his other businesses. 60. Bulzoni contributed her time, labor and money to improving and managing the farm and its employees. 61. Bulzoni contributed her labor and expenses in hauling horses for Spirit Stables, Inc without payment for services rendered. 62. Bulzoni and Gail were not paid for labor nor reimbursed for expenses incurred in improving, repairing and maintaining the property or for the operation of Spirit Stables, Inc. 63. Plaintiff as husband made gifts to his wife, Gail, his sister-in-law, Bulzoni and Spirit Stables, Inc. 64. Plaintiff is now attempting to account for gifts as if they were contractual in nature. 65. Plaintiff at no time, prior to the divorce action, requested any amounts of money to be paid by Spirit Stables, Inc., Gail or Bulzoni. 66. Plaintiff made improvements to the properties without consulting Bulzoni or Gail for his own benefit and enjoyment. 67. Plaintiff s minor daughter boarded her horse on the farm and Plaintiff paid no remunerations to anyone for its care and maintenance. 68. Plaintiff owns Delta Development Group, a Pennsylvania corporation in the business of real estate development. 69. Delta Development Group was never hired by Bulzoni, Gail or Spirit Stables, Inc. 70. No loan was given by Delta Development Group to Spirit Stables, Inc. 71. Delta Development Group never demanded payment on the alleged loan to Spirit Stables, Inc. 72. Plaintiff handled all tax returns for Spirit Stables, Inc. and joint tax filings for Plaintiff and Gail. 73. Plaintiff refused to provide Bulzoni with any tax information or permit her to take advantage of any tax deductions resulting from the property or the operation of Spirit Stables, Inc. 74. Plaintiff benefited from over $357,000.00 in tax deductions from the operation of Spirit Stables, Inc. 75. It is believed and therefore averred that Plaintiff took advantage of depreciation deductions under Spirit Stables, Inc. for vehicles driven by Plaintiff. 76. Bulzoni contributed and paid for improvements to the property and expenses relating to the operation of the farm including, but not limited to: A. Security cameras in the amount of$30,444.00; B. Kitchen appliances in the amount of$15,000.00; C. Farm equipment in the amount of$4,195.00; D. Tack and horse equipment in the amount of$2,002.00; E. Forty canvas chairs for the observation deck in the amount of$2,391.55; F. Renovations to house including, windows, lights, flooring in the amount of $25,000.00; G. Repairs to equipment in the amount of$9,000.00; H. Farm supplies and barn equipment from Tractor Supply Co. in the amount of $9,000.00; I. Expenses for the care and maintenance of the horse owned by Plaintiff's minor daughter including, tack, veterinarian and farrier bills, worming and training in the amount of $45,000.00; J. Fencing materials in the amount of$22,607.60; K. Hay supplies in the amount of$40,000.00; L. Verizon bill for farm cameras and a cell phone for Plaintiff's daughter in the amount of$19,332.00; M. Repairs to the fireplace in the amount of$3,975.00; N. Aluminum walk ramp in the amount of$980.00; O. Carport for tractors in the amount of$3,975.00; and P. Concrete in the amount of$2,700.00. 77. Bulzoni contributed labor as caretaker and manager of the farm worth $624,000.00 without compensation; 78. Gail contributed labor worth $20,250.00 to erect the farm fencing. 79. Bulzoni contributed labor worth $20,250.00 to erect the farm fencing. 80. Bulzoni contributed labor and gas expenses worth $15,000.00 for trailing of horses. 81. Plaintiff has benefited from the services provided by and expenses paid for by Bulzoni for the maintenance, repairs and improvements to the property and operation of the farm. 82. Plaintiff failed to establish a fiduciary relationship between Spirit Stables, Inc. and Plaintiff. 83. For the last three years mortgage payments on the property have been solely paid for by Gail, Bulzoni and Spirit Stables, Inc. 84. All mortgage payments in previous years were paid from either Spirit Stables, Inc. or joint accounts in the name of Plaintiff and Gail. Plaintiff's contributions were gifts to his wife, Gail. 85. Plaintiff failed to establish a cause of action for breach of fiduciary duty in Count I. 86. Plaintiff failed to establish a cause of action for unjust enrichment in Counts II, III, VI and Count VII. 87. Plaintiff failed to establish a cause of action for breach of contract in Counts IV and Count V. 88. Plaintiff fails to aver who made what improvements in paragraph 16. 89. Plaintiff s claims are barred by statute of limitations. 90. Plaintiff s claims are barred by the doctrine of laches. 91. Plaintiff s claims are barred by the doctrine of unclean hands. tl 92. Defendants are entitled to a set-off for any amounts expended and contributed by Defendants to the property, improvements, repairs, maintenance and operations of the farm. WHEREFORE, Defendants request that this Honorable Court grant judgment in their favor and dismiss Plaintiff's Amended Complaint with prejudice. Respectfully submitted, BA C SCHERER LLC Date: (p Tri4 D. Naylor, 111quire I.D. # 83760 19 West South Street Carlisle, Pennsylvania 17013 (717) 249-6873 m VERIFICATION The statements in the foregoing Answer with New Matter are based upon information which has been assembled by my attorney in this litigation. The language of the statements is not my own. I have read the statements; and to the extent that they are based upon information which I have given to my counsel, they are true and correct to the best of my knowledge, information and belief. I understand that false statements herein are made subject to the penalties of 18 Pa.C.S. § 4904 relating to unsworn falsifications to authorities. SPIRIT STABLES, INC. DATE: ail M. Klin , Pres' VERIFICATION The statements in the foregoing Answer with New Matter are based upon information which has been assembled by my attorney in this litigation. The language of the statements is not my own. I have read the statements; and to the extent that they are based upon information which I have given to my counsel, they are true and correct to the best of my knowledge, information and belief. I understand that false statements herein are made subject to the penalties of 18 Pa.C.S. § 4904 relating to unsworn falsifications to authorities. DATE: I3 Gail . Kline VERIFICATION The statements in the foregoing Answer with New Matter are based upon information which has been assembled by my attorney in this litigation. The language of the statements is not my own. I have read the statements; and to the extent that they are based upon information which I have given to my counsel, they are true and correct to the best of my knowledge, information and belief. I understand that false statements herein are made subject to the penalties of 18 Pa.C.S. § 4904 relating to unsworn falsifications to authorities. DATE: Susan J. Bulzoni CERTIFICATE OF SERVICE I hereby certify that on June c�Z(g, 2013, I, Tricia D. Naylor, Esquire of Baric Scherer LLC, did serve a copy of Defendants' Answer with New Matter, by first class U.S. mail, postage prepaid, to the parties listed below, as follows: Samuel L. Andes 525 North 12th Street P.O. Box 168 Lemoyne, Pennsylvania 17043 Tri4 D. Naylor, squire Gi= f Sic j)jZo f1-iOHO CUP E3ER SAND CO LINTY PENN LeROY D. KLINE, JR., ) IN THE COURT OF COMMON Plaintiff ) PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA vs. ) CIVIL ACTION SUSAN J. BULZONI, GAIL M. KLINE and ) SPIRIT STABLES, INC., ) NO. 2012-7121 CIVIL TERM Defendants ) PLAINTIFF'S REPLY TO DEFENDANTS' NEW MATTER AND NOW comes the above-named Plaintiff by his attorney Samuel L. Andes, and makes the following Reply to Defendants' New Matter: 53. No answer required. To the extent any answer is deemed appropriate, Plaintiff incorporates herein, by reference, the avennents set out in his Amended Complaint. 54. Denied. Plaintiff has legitimate claims against Defendant Bulzoni and Spirit Stables, Inc. which cannot be resolved in the divorce action between Plaintiff and Defendant Kline. Those claims are set out in detail in Plaintiff's Amended Complaint. 55. Denied as stated. Defendant Kline is the party who reported losses from the enterprise on income tax returns. Moreover, any tax benefit gained by Plaintiff and Defendant Kline was more than outweighed by the substantial funds that Plaintiff invested in the business and has not been repaid. 56. Denied. Plaintiff does not have access to Bulzoni's tax returns and, therefore, does not know what losses or deductions she may have claimed. Defendant denies these averments and demands proof thereof, to the extent such claims are relevant, at trial. 57. Subject to the avennents set forth in Paragraph 56 above, and Plaintiff's lack of knowledge about Bulzoni's tax filings, Plaintiff admits these averments. 58. Denied as stated for the reasons set forth in the answer to Paragraph 55 above. If any losses were claimed by Defendant Kline and any benefit which Plaintiff obtained from those losses was more than offset by the substantial financial losses he suffered by not recovering the assets and funds he invested in the Defendants' businesses. 59. Denied. The loans were granted for the benefit of the Defendants. They were structured in a way to provide reasonable security to Plaintiff and his businesses, but the primary purpose of the loans was for the benefit of the Defendants. 60. Denied. Plaintiff is without knowledge of Bulzoni's efforts with regard to the business because that information is within the control of the Defendants. Accordingly, Plaintiff denies these avennents and demands proof thereof at trial. 61. Denied. Plaintiff is without knowledge of Bulzoni's efforts with regard to the business because that information is within the control of the Defendants. Accordingly, Plaintiff denies these averments and demands proof thereof at trial. By way of comment, however, Plaintiff states that Bulzoni realized benefits, in the form of rent free housing and related benefits, from the business. 62. Denied. Plaintiff believes that Bulzoni and Defendant Kline realized direct benefits from the operation of their business, including rent free housing for Bulzoni and other members of Defendant Kline's family. As to monetary compensation received by Defendants, Plaintiff has no knowledge of those matters because they are within the control of Defendants and so Plaintiff denies these averments and demands proof thereof at trial. 63. Plaintiff admits that he made gifts to Defendants, on birthdays, Christmas, and other occasions, but he denies that the substantial funds that he and his businesses invested in the Defendants' business were ever intended to be gifts. 64. Denied. The funds advanced by Plaintiff and his businesses were never intended as gifts and were always intended to be recovered by Plaintiff. 65. Admitted. By way of further answer, however, Plaintiff states that it was always the understanding of the parties that the funds would be repaid to Plaintiff or his business interests and it was not necessary, therefore, for him to snake repeated requests for repayment. 66. Denied. Any improvements which Plaintiff made to the properties were intended to benefit the Defendants, were made with their knowledge, and were not intended to benefit Plaintiff. 67. Admitted. By way of further answer, however, Plaintiff states that the daughter in question was also the daughter of Defendant Kline and the niece of Bulzoni. To Plaintiff's knowledge, none of the Defendants ever requested payment for the services provided to the daughter's horse. 68. Admitted. 69. Admitted. However, Delta Development Group advanced substantial sums, efforts, and other items for the benefit of the Defendants at their direction and for their direct benefit. 70: Denied. Delta Development Group loaned money to Spirit Stables, Inc. When Spirit Stables did not repay the loan, Plaintiff himself repaid it on behalf of Spirit Stables. 71. Denied. Delta Development Group did request repayment of the loan, through Plaintiff. When Spirit Stables did not repay the loan, Plaintiff repaid it himself. 72. Admitted in part and denied in part. Plaintiff did arrange for the joint tax returns filed by himself and Gail. Gail made arrangements for the preparation and filing of tax returns for Spirit Stables. 73. Denied. The tax returns for Spirit Stables were prepared so as to maximize the tax benefits for Defendants. To Plaintiff's knowledge, Bulzoni had no reported income against which any of the losses from Spirit Stables could be deducted. 74. Denied. Any losses experienced by Spirit Stables would have been deductible by Gail and Bulzoni. However, the majority of those losses could not be claimed by Plaintiff and Gail because of limitations on such losses by Internal Revenue Code and regulations. Plaintiff denies that he ever derived benefits of$357,000.00, does not know where that figure carne from, and demands proof of such claim at trial. 75. Plaintiff did not take advantage of depreciation deductions. Defendant Kline made claims for any depreciation deductions to which she was entitled as a result of her ownership interest in Spirit Stables. 76. Denied. Plaintiff believes the expenditures listed were paid by Spirit Stables and not by Bulzoni. However, beyond that, Plaintiff is without sufficient information to form a conclusion as to the truth and accuracy of the averments in this paragraph because all of the information regarding such matters is within the exclusive control of the Defendants and not available to Plaintiff. As a result, Plaintiff denies these averments and demands proof thereof, to the extent relevant, at trial. 77. Denied. Plaintiff is without information with which he can verify the truth or accuracy of the averments in this paragraph because that information is within the exclusive control of Defendants. Accordingly, he denies same and demands proof, to the extent relevant, at trial. 78. Denied. Plaintiff is without information with which he can verify the truth or accuracy of the averments in this paragraph because that information is within the exclusive control of Defendants. Accordingly, he denies same and demands proof, to the extent relevant, at trial. 79. Denied. Plaintiff is without information with which he can verify the truth or accuracy of the averments in this paragraph because that information is within the exclusive control of Defendants. Accordingly, he denies same and demands proof, to the extent relevant, at trial. 80. Denied. Plaintiff is without information with which he can verify the truth or accuracy of the averments in this paragraph because that information is within the exclusive control of Defendants. Accordingly, he denies same and demands proof, to the extent relevant, at trial. 81. Denied. Defendants have benefitted from any services or investments of the property made by Defendant. All such services and investments were made by Defendants for their own benefit and not for the benefit of Plaintiff. 82. The averments set out in Paragraph 82 state conclusions of law to which no factual response is required. Not withstanding that, Plaintiff denies that he failed to establish fiduciary relationship with Spirit Stables, Inc.. 83. It is admitted that the Defendants, or some of them, have made payments on the mortgage. By way of further answer, however, Plaintiff states that, according to his information, the payments made have been only interest payments and none of the principal payments have been made during that time. 84. Denied. To Plaintiff's knowledge, no payments during that time were made by Spirit Stables. Plaintiff denies that the contributions he made to accounts he held joint with Gail were gifts to Gail. Plaintiff paid certain obligations on behalf of the Defendants in an effort to preserve the investment of Plaintiff and his family in the farm property and the assets from Spirit Stables, Inc. It is denied that any payments he made were intended to be or were, in fact, gifts to Gail. 85. The statements in this Paragraph are conclusions of law to which no factual answer is required. Nevertheless, Plaintiff denies that he has failed to establish a cause of action for breach of any fiduciary duty in Count I. 86. The statements in this Paragraph are conclusions of law to which no factual answer is required. Nevertheless, Plaintiff denies that he has failed to establish a cause of action for unjust enrichment in Counts 11, 111, VI and VII. 87. The statements in this Paragraph are conclusions of law to which no factual answer is required. Not withstanding that, Plaintiff denies that he has failed to establish a cause of action for breach of contract in Counts W and V. 88. Denied as stated. Plaintiffs complaint speaks for itself. To the extent that Defendants believe they are entitled to know what persons or entities actually made the improvements described in Paragraph 16 of Plaintiff's Amended Complaint, Defendants can obtain that information through discovery, either informal or formal. 89. The statements in this Paragraph are conclusions of law to which no factual answer is required. Not withstanding that, however, Plaintiff denies that his claims are barred by any statute of limitations. 90. The statements in this Paragraph are conclusions of law to which no factual answer is required. Not withstanding that, however, Plaintiff denies that his claims are barred by the doctrine of laches. 91. The statements in this Paragraph are conclusions of law to which no factual answer is required. Not withstanding that, however, Plaintiff denies that his claims are barred by the doctrine of unclean hands. 92. Denied. Defendants are not entitled to any set-off for improvements or contributions that they made to the property. Any such improvements were intended to benefit only the Defendants. WHEREFORE, Plaintiff prays this court to enter judgment in his favor in accordance with his original Complaint. Sam L. Andes Attorney for Plaintiff Supreme Court ID # 17225 525 North 12t' Street P.O. BOX 168 Lemoyne, Pa 17043 (717) 761-5361 I verify that the statements made in this document are true and correct. I understand that any false statements in this document are subject to the penalties of 18 Pa. C.S. 4904 (unsworn falsification to authorities). Date: LeR Y D. KLINE, . r CERTIFICATE OF SERVICE I hereby certify that I served an original of the foregoing document upon counsel for the Defendants herein by regular mail, postage prepaid, addressed as follows: Tricia D. Naylor, Esquire 19 West South Street Carlisle, PA 17013 Date: 2?July 2013 i/'/• Amy Ift. Harkins Secretary for Samuel L. Andes GAIL M. KLINE, : IN THE COURT OF COMMON PLEAS OF PLAINTIFF : CUMBERLAND COUNTY, PENNSYLVANIA • V. • • LEROY D. KLINE, JR., DEFENDANT : 11-2509 CIVIL TERM LEROY D. KLINE, JR., : IN THE COURT OF COMMON PLEAS OF PLAINTIFF : CUMBERLAND COUNTY, PENNSYLVANIA • V. SUSAN J. BULZONI, GAIL M. KLINE : AND SPIRIT STABLES, INC., DEFENDANTS : 12-7121 CIVIL TERM ORDER OF COURT AND NOW, this I day of October, 2013, upon consideration of Defendant's Petition to Join Additional Party and for Consolidation of Actions as well as the Answers filed by Plaintiff at docket 2011-2509 and by Respondents (Defendants at 2012-7121) Susan J. Bulzoni, Gail M. Kline and Spirit Stables, Inc., which Answers concur with the proposed consolidation, we ORDER AND DIRECT that these matters be consolidated for the purpose of discovery and trial. Future filings shall be made at docket 2011-2509, however, final verdicts and decrees shall be rendered at the separate dockets. By the Court, tr.) '4 Albert H. Masland, J. �v3 _ � , arren J. Hoist, Esquire For Gail M. Kline Amuel L. Andes, Esquire For Leroy D. Kline, Jr. icia D. Naylor, Esquire For Susan J. Bulzoni, Gail M. Kline and Spirit Stables, Inc. :sal Cor� /12. .A .LL LL 10///i 3