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Supreme C o Pennsylvania Cour of CAMmo � leas For Prothonotary Use Only: I Docket No: T CU BLAND County Z3 -31,4/3 e__ I The information collected on this form is used solely for court administration purposes. This form does not supplement or replace the filing and service ofpleadings or other papers as required by law or rules of court. Commencement of Action: S El Complaint El Writ of Summons J Petition © Transfer from Another Jurisdiction Declaration of Taking E C Lead Plaintiff's Name: Lead Defendant's Name: LINLO PROPERTIES IV, LP THE ENFIELD GROUP, LP T Yes (� NO Dollar Amount Requested: Elwithin arbitration limits A d t I re money d requested? El Yes one � 0 ( ) outside arbitration limits N Is this a Class Action Suit? 0 Yes El No Is this an MDJAppeal? Yes 0 No A Name of Plaintiff /Appellant's Attorney: LOWELL R. GATES, ESQ. 0 Check here if you have no attorney (are a Self - Represented [Pro Sel Litigant) Nature of the Case Place an "X" to the left of the ONE case category that most accurately describes your PRIMARY CASE. If you are making more than one type of claim, check the one that you consider most important. TORT (do not include Mass Tort) CONTRACT (do not include Judgments) CIVIL APPEALS Cl Intentional © Buyer Plaintiff Administrative Agencies Malicious Prosecution 0 Debt Collection: Credit Card 0 Board of Assessment ® Motor Vehicle 0 Debt Collection: Other I3 Board of Elections Nuisance J Dept. of Transportation Premises Liability J Statutory Appeal: Other S © Product Liability (does not include � E mass tort) 13 Employment Dispute: Slander/Libel /Defamation Discrimination C ❑ Other. 0 Employment Dispute: Other Zoning Board . Other: I xi Other: O MASS TORT Breach of Lease Agreement Q Asbestos N [3 Tobacco El Toxic Tort -DES Q Toxic Tort - Implant REAL PROPERTY MISCELLANEOUS ® Toxic Waste 0 Other: � Ejectment Q Common Law /Statutory Arbitration i B Eminent Domain /Condemnation Declaratory Judgment 0 Ground Rent J Mandamus 0 Landlord/Tenant Dispute g Non - Domestic Relations ® Mortgage Foreclosure: Residential Restraining Order PROFESSIONAL LIABLITY 0 Mortgage Foreclosure: Commercial 0 Quo Warranto 0 Dental ILJ Partition ® Replevin Legal ❑❑ Quiet Title 0 Other: Q Medical ® Other: Q Other Professional: Updated 1/1/2011 NOTICE Pennsylvania Rule of Civil Procedure 205.5. (Cover Sheet) provides, in part: Rule 205.5. Cover Sheet (a)(1) This rule shall apply to all actions governed by the rules of civil procedure except the following: (i) actions pursuant to the Protection from Abuse Act, Rules 1901 et seq. (ii) actions for support, Rules 1910.1 et seq. (iii) actions for custody, partial custody and visitation of minor children, Rules 1915.1 et seq. (iv) actions for divorce or annulment of marriage, Rules 1920.1 et seq. (v) actions in domestic relations generally, including paternity actions, Rules 1930.1 et seq. (vi) voluntary mediation in custody actions, Rules 1940.1 et seq. (2) At the commencement of any action, the party initiating the action shall complete the cover sheet set forth in subdivision (e) and file it with the prothonotary. (b) The prothonotary shall not accept a filing commencing an action without a completed cover sheet. (c) The prothonotary shall assist a party appearing pro se in the completion of the form. (d) A judicial district which has implemented an electronic filing system pursuant to Rule 205.4 and has promulgated those procedures pursuant to Rule 239.9 shall be exempt from the provisions of this rule. (e) The Court Administrator of Pennsylvania, in conjunction with the Civil Procedural Rules Committee, shall design and publish the cover sheet. The latest version of the form shall be published on the website of the Administrative Office of Pennsylvania Courts at www.pacourts.us IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA LINLO PROPERTIES IV, LP, Plaintiff, V. Docket No. 13 - &J THE ENFIELD GROUP, LP, 2009 ENFIELD, LLC, CHARLES R. DAVIS c AND KAREN S. DAVIS, his wife, .� - i THE PENNSYLVANIA HOMECARE M �-- �- z c �-- ASSOCIATION AND SCOTT W. Nr-- HARVEY, Defendants. -r NOTICE TO DEFEND NOTICE AVISO YOU HAVE BEEN SUED IN COURT. If you USTED HA SIDO DEMANDADO /A EN CORTE. Si wish to defend against the claims set forth in the usted desea defenderse de las demandas que se following pages, you must take action within presentan mas adelante en las siguientes paginas, debe twenty (20) days after this Complaint and Notice tomar accion dentro de los proximos veinte (20) dias are served, by entering a written appearance despues de la notifcacion de esta Demanda y Aviso personally or by attorney and filing in writing radicando personalmente o por medio de un abogado with the Court your defenses and objections to una comparecencia escrita y radicando en la Corte por the claims set forth against you. You are warned escrito sus defensas de, y objecciones a, las demandas that if you fail to do so the case may proceed presentada aqui en contra suya. Se le advierte de que si without you and a judgment may be entered usted falla de tomar accion como se describe against you by the Court without further notice anteriormente, el caso puede proceder sin usted y un for any money claimed in the Complaint or for fallo por cualquier suma de dinero reclamada en la any other claim or relief requested by the demanda o cualquier otra reclamation o remedio Plaintiff. You may lose money or property or solicitado por el demandante puede ser dictado en other rights important to you. contra suya por la Corte sin mas aviso adicional. Usted puede perder dinero o propiedad u otros derechos YOU SHOULD TAKE THIS PAPER TO importantes para usted. YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT USTED DEBE LLEVAR ESTE DOCUMENTO A SU AFFORD ONE, GO TO OR TELEPHONE THE ABOGADO INMEDIATAMENTE. SI USTED NO OFFICE SET FORTH BELOW TO FIND OUT TIENE UN ABOGADO O NO PUEDE PAGARLE A /' 0.-3 WHERE YOU CAN GET LEGAL HELP. UNO, LLAME O VAYA A LA SIGUIENTE OFICINA PARA AVERIGUAR. Lawyer Referral Service of Lawyer Referral Service of Cumberland County Bar Association Cumberland County Bar Association 32 S. Bedford Street 32 S. Bedford Street Carlisle, PA 17013 Carlisle, PA 17013 (717) 249 -3166 (717) 249 -3166 (800) 990 -9108 (800) 990 -9108 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA LINLO PROPERTIES IV, LP, Plaintiff, V. Docket No. THE ENFIELD GROUP, LP, 2009 ENFIELD, LLC, CHARLES R. DAVIS AND KAREN S. DAVIS, THE PENNSYLVANIA HOMECARE ASSOCIATION and SCOTT W. HARVEY, Defendants. COMPLAINT AND NOW, comes Plaintiff, Linlo Properties IV, LP, by and through its attorneys, Gates, Halbruner, Hatch & Guise, P.C., and files this Complaint against Defendants, The Enfield Group, LP, 2009 Enfield, LLC, Charles R. Davis and Karen S. Davis, husband and wife, Pennsylvania Homecare Association, and Scott W. Harvey, and in support thereof aver as follows: I. PARTIES 1. Plaintiff Linlo Properties IV, LP (hereinafter referred to as "Plaintiff' or "Linlo ") is a Pennsylvania Limited Partnership with its registered business address at 1013 Mumma Road, Suite 100, Lemoyne, Cumberland County, Pennsylvania 17043. 2. Defendant The Enfield Group, LP is a Pennsylvania Limited Partnership with its registered business address at 525 North 12`'' Street, Lemoyne, Cumberland County, Pennsylvania 17043. 3. Defendant 2009 Enfield, LLC is a Pennsylvania Limited Liability Company with its registered business address at 525 North 12 Street, Lemoyne, Cumberland County, Pennsylvania 17043. 4. Defendant Charles R. Davis is an adult individual with his place of residence at 19 Tuscany Court, Camp Hill, East Pennsboro Township, Cumberland County, Pennsylvania 17011. 5. On information and belief, Defendant Karen S. Davis is an adult individual and is the wife of Charles R. Davis and maintains her place of residence at 19 Tuscany Court, Camp Hill, East Pennsboro Township, Cumberland County, Pennsylvania 17011. 6. Defendant, Pennsylvania Homecare Association (hereinafter referred to as "PHA "), is a Pennsylvania Nonprofit Corporation with its registered business address at 600 North 12 Street, Suite 200, Lemoyne, Cumberland County, Pennsylvania 17043. 7. Defendant, Scott W. Harvey, is an adult individual with his place of residence at 1 Souder Court, Mechanicsburg, Cumberland County, Pennsylvania, 17055. II. JURISDICTION AND VENUE 8. This Court has jurisdiction pursuant to 42 Pa. C.S.A. § 931(a). 9. Venue in this Court is proper because the cause of action arose in Cumberland County and a transaction or occurrence took place out of which the cause of action arose in Cumberland County. III. FACTUAL BACKGROUND 10. Linlo is the owner of a commercial office building located at 20 Erford Road, Lemoyne, Cumberland County, Pennsylvania 17043 ( "the Erford Road Building "). 2 11. Defendant, PHA, was a tenant in suite 115 of the Erford Road building from February 25, 1992 until PHA's departure on April 9, 2012. 12. Defendant PHA and Linlo signed a Third Lease Amendment on April 23, 2008 ( "Third Lease Amendment ") wherein PHA agreed to lease suite 115 in the Erford Road Building for a five -year term beginning on April 1, 2008 and ending on March 31, 2013. 13. Defendant PHA agreed to pay a monthly rental amount of $4,392.62 during year five of the lease term from April 1, 2012 to March 31, 2013. 14. In addition, Defendant PHA and Twenty Erford Road Associates, LP, the prior owner of the Erford Road Building, signed a Storage Amendment on or about January 2007 wherein PHA agreed to lease storage unit L in the Erford Road Building for the same term as the underlying office space lease. 15. Pursuant to the Third Lease Amendment, PHA changed from storage unit L to storage unit F and agreed to pay $110.00 per month for the storage unit through March 31, 2013. 16. Pursuant to Article 9 of the original lease dated February 25, 1992, and signed by Defendant, PHA (formerly known as the Pennsylvania Association of Home Health Agencies), "tenant may not sublease or assign any portion of the premises." See Exhibit A. 17. Article 9 of the original lease was repeatedly ratified under the subsequent lease amendments. See attached Lease Amendments at Exhibit B. 18. Defendant PHA was aware of Article 9 and its continued ratification when it approached Linlo to request that it be released from the Lease. 19. Defendant PHA was aware that Plaintiff Linlo would only consider PHA's release from its Lease if an adequate substitute lessee was found. 3 20. To that end and at PHA's request, Linlo contacted a local real estate brokerage company to begin marketing Suite 115 to prospective tenants. 21. Defendant PHA contacted Linlo to discuss a possible assignment of its Lease as it sought larger office space at 600 North 12 Street, Lemoyne, PA, 17043 (hereinafter referred to as "12 Street Building "). 22. Defendant, Charles R. Davis, contacted Linlo to discuss a possible accommodation for Defendant, PHA, as they sought office space in his 12 Street Building. 23. Defendant, Charles R. Davis explained to Lowell R. Gates, (who is a partner of Linlo Properties IV, LP and a member of Linlo Management D, LLC) that, as part of his lease negotiations, Mr. Davis had agreed to offset PHA's rent owed to The Enfield Group, LP for 100% of PHA's remaining rent owed to Linlo for the remaining months of PHA's lease term at Linlo's Erford Road Building. 24. Defendant, Charles R. Davis explained to Lowell R. Gates that each month as The Enfield Group, LP received its rent payment from PHA, The Enfield Group, LP would pay PHA's rent obligation to Linlo for PHA's space at the Erford Road Building. 25. Pursuant to the Fourth Lease Amendment ( "4 Amendment ") executed on July 5, 2012, The Enfield Group, LP agreed to be substituted under PHA's lease of suite 115 at the 20 Erford Road in place of Defendant, PHA, effective July 1, 2012. See Exhibit C. 26. Defendants, Charles R. Davis, Karen S. Davis, The Enfield Group, LP, and its general partner, 2009 Enfield, LLC, represented that The Enfield Group, LP maintained ownership of the 12 Street Building which Defendants knew to be false. 27. Plaintiff relied on the Defendants' representations that they owned and would continue to own the 12 Street Building in deciding to allow a substitute lessee. 4 28. Defendant, Charles R. Davis explained to Linlo that it would be easier if PHA paid its rent under PHA's new lease at the 12 Street Building to The Enfield Group, LP and that The Enfield Group, LP would pay PHA's rent directly to Linlo for the remaining nine or ten months of PHA's rental obligations at the Erford Road Building. 29. Defendants Charles R. Davis and employees of PHA explained to Linlo that it would be simpler to have The Enfield Group, LP pay PHA's rent to Linlo, rather than, for PHA to write a check to Linlo for its rent at the Erford Road Building and a second check to The Enfield Group, LP for PHA's reduced rental amount for its office space at the 12 Street Building. 30. Defendants, The Enfield Group, LP, by its general partner, 2009 Enfield, LLC, Charles R. Davis and Karen S. Davis, as its Members, sold the 12 Street building on June 26, 2012 nine (9) days prior to executing the 4 th Amendment on July 5, 2012 . 31. Defendants, Charles R. Davis and Karen S. Davis, were aware at the time of the execution of the 4 th Amendment on July 5, 2012, that they no longer maintained any ownership interest in the 12 Street building. 32. Defendant, The Enfield Group, LP was aware at the time of 4 th Amendment's execution on July 5, 2012, that it no longer maintained any ownership interest in the 12 Street building. 33. Defendant, 2009 Enfield, LLC was aware at the time of 4 th Amendment's execution on July 5, 2012, that it no longer maintained any ownership interest in the 12 Street building. 5 34. Defendant, PHA was aware at the time of execution of the 4 th Amendment that Defendants, The Enfield Group, LP, 2009 Enfield, LLC, Charles R. Davis and Karen S. Davis no longer maintained any ownership interest in the 12 Street building. 35. Charles R. Davis, as acting Member of 2009 Enfield, LLC, and The Enfield Group, LP, executed the 4 th Amendment on behalf of The Enfield Group, LP, as the substituting lessee of the 20 Erford Road location. See Exhibit C. 36. Thereafter, The Enfield Group, LP, agreed to assume all the obligations and liabilities of PHA in connection with the 4 th Amendment. 37. Monthly rent for the 20 Erford Road location was $4,502.62 to be paid monthly from July 1, 2012 through the end of the term on March 31, 2013 for a total of nine (9) monthly payments. See Exhibit C. 38. The Enfield Group, LP paid the July, 2012 and August, 2012 rent and, thereafter, ceased to pay any rent on the 20 Erford Road location. 39. Defendant, PHA leased office space at the 12 Street building prior to the sale of the building on June 26, 2012 and prior to the 4 th Amendment execution on July 5, 2012. 40. On information and belief, Defendants, The Enfield Group, LP, 2009 Enfield, LLC, Charles R. Davis and Karen S. Davis, husband and wife, enticed the Defendant, PHA into leasing office space at the 12 Street building by offering/promising to cover PHA's existing Lease obligation with Plaintiff Linlo. 41. This promise was a significant inducement for Defendant, PHA to execute another lease while it had more than one (1) year remaining on its existing Lease with Plaintiff Linlo. 6 42. On information and belief, Defendants, The Enfield Group, LP, 2009 Enfield, LLC, Charles R. Davis and Karen S. Davis sought Defendant, PHA as lessee to increase the sale value of the 12 Street building. 43. Defendant, Scott W. Harvey, purchased the 12 Street building on June 26, 2012. 44. On information and belief, Defendant, Scott W. Harvey was aware, prior to his purchase of the 12 Street building, that Defendant, PHA had an existing Lease obligation with Plaintiff Linlo. 45. On information and belief, Defendant, Scott W. Harvey was aware of the promise /agreement that Defendants, The Enfield Group, LP, 2009 Enfield, LLC, Charles R. Davis and Karen S. Davis entered into with PHA regarding the payment of PHA's existing Lease obligation with Plaintiff from the proceeds of PHA's lease at the 12 Street building. 46. On information and belief, Defendant, PHA was or should have been aware that its lease obligation at the 12 Street building flowed to the new owner, Defendant, Scott W. Harvey, as of June 26, 2012, because, among other things, PHA would have received a notice of assignment indicating that the new landlord was Scott Harvey and that future rental payments should be sent to Scott Harvey's address and not to The Enfield Group, LP. 47. On information and belief, Defendant, PHA was or should have been aware that its lease obligation at the 12 Street building flowed to the new owner, Defendant, Scott W. Harvey, as of date it signed the 4 th Amendment on July 5, 2012. 48. On information and belief, Plaintiff alleges that as a condition precedent to the sale of the 12 Street building, Defendants, The Enfield Group, LP, 2009 Enfield, LLC, Charles R. Davis and Karen S. Davis agreed to free the new owner, Defendant, Scott W. Harvey, of any 7 obligation to pay Plaintiff under the existing Lease at 20 Erford Road with proceeds from PHA's new lease at the 12 Street building. 49. The misrepresentations of ownership of the 12 Street building, made by the Defendants to induce Plaintiff into allowing a substitute lessee, were affirmative acts of misfeasance. 50. Plaintiff relied on the Defendants' representations in allowing a substitute lessee because ownership of the 12 Street building represented a source of income on which the agreement was based. 51. The misrepresentations made by the Defendants became part of the basis of the bargain for Plaintiff accepting a substitute lessee. 52. The misrepresentations were made with intent to deceive the Plaintiff. 53. The Plaintiff suffered damages as a result of the misrepresentations. IV. COUNTS COUNT I BREACH OF CONTRACT ( Linlo Properties IV, LP v. The Enfield Group, LP) 54. Paragraphs 1 through 53 are incorporated herein by reference. 55. Defendant, The Enfield Group, LP entered into a 4 th Amendment with Plaintiff, Linlo Properties IV, LP to assume PHA's Lease of suite 115 at 20 Erford Road, Lemoyne, PA 17043 for the nine (9) months of July 1, 2012 through March 31, 2013. 56. Defendant, The Enfield Group, LP made two (2) payments on July 1, 2012 and August 1, 2012 toward the fulfillment of the 4 th Amendment obligations. 8 57. Defendant, The Enfield Group, LP has failed to make the required monthly payments of $4,502.62 for the months of September 2012 through March 31, 2013. 58. Defendant, The Enfield Group, LP owes seven (7) months in rental arrears totaling $31,518.34. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant The Enfield Group, LP in the amount of thirty -one thousand five hundred eighteen dollars and thirty -four cents ($31,518.34), plus interest, legal fees and costs. COUNT II INTENTIONAL MISREPRESENTATION ( Linlo Properties IV, LP v. 2009 Enfield, LLC) 59. Paragraphs 1 through 58 are incorporated herein by reference. 60. Defendant, 2009 Enfield, LLC, as a general partner of The Enfield Group, LP, represented ownership of the12 Street building as of the date of signing of the 4 Amendment on July 5, 2012. 61. Defendant, 2009 Enfield, LLC, as a general partner of The Enfield Group, LP, sold the 12 Street building on June 26, 2012, nine (9) days prior to executing the 4th Amendment for the 20 Erford Road property on July 5, 2012. 62. Defendant, 2009 Enfield, LLC's misrepresentations induced the Plaintiff into allowing The Enfield Group, LP, as substitute lessee, to take the place of Defendant, PHA, under its Lease for suite 115 of the 20 Erford Road building owned by Linlo. 63. Implied in the misrepresentation was that Defendant, 2009 Enfield, LLC, as a general partner of The Enfield Group, LP, would have adequate income to cover the rental expense under the 4 Amendment as a substitute lessee. 9 64. Plaintiff relied on the misrepresentation by Defendant, 2009 Enfield, LLC, as a general partner of The Enfield Group, LP, in allowing The Enfield Group, LP, to act as substitute lessee on the 4 th Amendment. 65. Plaintiff acted to its detriment in allowing a substitute lessee based on the misrepresentations of the Defendant, 2009 Enfield, LLC, as a general partner of The Enfield Group, LP and the resulting loss of rental income was proximately caused by the misrepresentation. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant 2009 Enfield Group, LLC for damages suffered by Plaintiff from its intentional misrepresentation, including any other relief this Court deems warranted. COUNT III INTENTIONAL MISREPRESENTATION ( Linlo Properties IV, LP v. The Enfield Group, LP) 66. Paragraphs 1 through 65 are incorporated herein by reference. 67. Defendant, The Enfield Group, LP, represented ownership of the 12 Street Building as of the date of 4 th Amendment signing on July 5, 2012. 68. Defendant, The Enfield Group, LP, sold the 12 Street building on June 26, 2012, nine (9) days prior to executing the 4 th Amendment for the 20 Erford Road property on July 5, 2012. 69. Defendant, The Enfield Group, LP's misrepresentations induced the Plaintiff into allowing The Enfield Group, LP, as substitute lessee, to take the place of Defendant, PHA, under its Lease for suite 115 of the 20 Erford Road building owned by Linlo. 10 70. Implied in the misrepresentation was that Defendant, The Enfield Group, LP, would have adequate income to cover the rental expense under the 4 th Amendment as a substitute lessee. 71. Plaintiff relied on the misrepresentation by Defendant, The Enfield Group, LP, in allowing it to act as substitute lessee on the 4 th Amendment. 72. Plaintiff acted to its detriment in allowing a substitute lessee based on the misrepresentation of the Defendant and the resulting loss of rental income was proximately caused by the misrepresentation. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant The Enfield Group, LP for damages suffered by Plaintiff from its intentional misrepresentation, including any other relief this Court deems warranted. COUNT IV INTENTIONAL MISREPRESENTATION (Linlo Properties IV, LP v. Charles R. Davis) 73. Paragraphs 1 through 72 are incorporated herein by reference. 74. Defendant, Charles R. Davis, as acting Member of 2009 Enfield, LLC, and The Enfield Group, LP, represented ownership of the12 Street Building as of the date of the 4th Amendment signing on July 5, 2012. 75. Defendant, Charles R. Davis, as acting Member of 2009 Enfield, LLC, and The Enfield Group, LP, sold the 12 Street Building on June 26, 2012, nine (9) days prior to executing the 4 th Amendment for the 20 Erford Road property on July 5, 2012. 76. Defendant, Charles R. Davis, as acting Member of 2009 Enfield, LLC, and The Enfield Group, LP, made representations of the ownership status of the 12 Street Building. 11 77. Those representations induced the Plaintiff into allowing The Enfield Group, LP, as substitute lessee, to take the place of Defendant, PHA, under its Lease for suite 115 of the 20 Erford Road building owned by Linlo. 78. Implied in the representation was that Defendant, Charles R. Davis, as acting Member of 2009 Enfield, LLC and The Enfield Group, LP, would have adequate income to cover the rental expense under the 4 th Amendment as a substitute lessee. 79. Plaintiff relied on the misrepresentation by Defendant, Charles R. Davis as acting Member of 2009 Enfield, LLC and The Enfield Group, LP, in allowing The Enfield Group, LP, to act as substitute lessee on the 4 th Amendment. 80. Plaintiff acted to its detriment in allowing a substitute lessee based on the misrepresentation of the Defendant, Charles R. Davis, as acting Member of 2009 Enfield, LLC and The Enfield Group, LP, and the resulting loss of rental income was proximately caused by the misrepresentation. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant Charles R. Davis for damages suffered by Plaintiff from his intentional misrepresentation, including any other relief this Court deems warranted. COUNT V INTENTIONAL MISREPRESENTATION ( Linlo Properties IV, LP v. Pennsylvania Homecare Association) 81. Paragraphs I through 80 are incorporated herein by reference. 82. Defendant Pennsylvania Homecare Association ( "PHA ") represented that its substitute tenant, Defendant, The Enfield Group, LP was the owner of the 12 Street Building. 12 83. Defendant PHA was aware that the substitute tenant, The Enfield Group, LP had sold the 12 Street Building prior to the July 5, 2012 4th Amendment execution. 84. Implied in this representation of ownership was the understanding by Plaintiff that the Defendant, PHA had found a going concern (i.e., The Enfield Group, LP), capable of paying the rental income liability that it had taken on by becoming the substitute lessee for suite 115 of the 20 Erford Road building. 85. Plaintiff relied on the representation by Defendant, PHA, in allowing it to be released from its lease obligation in favor of the substitute lessee, The Enfield Group, LP. 86. Plaintiff acted to its detriment in allowing a substitute lessee based on the misrepresentation of the Defendant, PHA, and the resulting loss of income was proximately caused by the misrepresentation. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant PHA for damages suffered by Plaintiff from its intentional misrepresentation, including any other relief this Court deems warranted. COUNT VI FRAUD IN THE INDUCEMENT (Linlo Properties IV, LP v. 2009 Enfield, LLC) i 87. Paragraphs 1 through 86 are incorporated herein by reference. 88. Defendant, 2009 Enfield, LLC, as a general partner of The Enfield Group, LP, made a material representation that it had ownership of the 12 Street Building as of the date of the 4 Amendment signing on July 5, 2012, which it knew to be false. 13 89. Defendant, 2009 Enfield, LLC, as a general partner of The Enfield Group, LP, sold the 12 Street Building on June 26, 2012, nine (9) days prior to executing the 4 th Amendment for the 20 Erford Road property on July 5, 2012. 90. This representation was made with intent to deceive Plaintiff into believing the Defendant had adequate income to cover the rental liability under the 4 th Amendment as general partner of the substitute tenant, The Enfield Group, LP. 91. Plaintiff reasonably relied on and acted upon this representation in allowing 2009 Enfield, LLC, as a general partner of The Enfield Group, LP, to enter into the 4 th Amendment as substitute tenant. 92. Plaintiff suffered damages when 2009 Enfield, LLC, as a general partner of The Enfield Group, LP, failed to make seven (7) months of rental payments per the 4th Amendment, totaling thirty -one thousand five hundred eighteen dollars and thirty -four cents ($31,518.34), plus interest, legal fees and costs. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant 2009 Enfield Group, LLC for damages suffered by Plaintiff from its fraudulent inducement of Plaintiff, including any other relief this Court deems warranted. COUNT VII FRAUD IN THE INDUCEMENT (Linlo Properties IV, LP v. The Enfield Group, LP) 93. Paragraphs 1 through 92 are incorporated herein by reference. 94. Defendant, The Enfield Group, LP made a material representation that it had ownership of the 12 Street Building as of the date of the 4 th Amendment signing on July 5, 2012, which it knew to be false. 14 95. Defendant, The Enfield Group, LP sold the 12 Street Building on June 26, 2012, nine (9) days prior to executing the 0 h Amendment for the 20 Erford Road property on July 5, 2012. 96. This representation was made with intent to deceive Plaintiff into believing the Defendant, The Enfield Group, LP had adequate income to cover the rental liability under the 4th Amendment as substitute tenant. 97. Plaintiff reasonably relied on and acted upon this representation in allowing The Enfield Group, LP, to enter into the 4 Amendment as substitute lessee. 98. Plaintiff suffered damages when The Enfield Group, LP failed to make seven (7) months of rental payments per the 4 Amendment totaling thirty -one thousand five hundred eighteen dollars and thirty -four cents ($31,518.34), plus interest, legal fees and costs. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant The Enfield Group, LP for damages suffered by Plaintiff from Defendant's fraudulent inducement of Plaintiff, including any other relief this Court deems warranted. COUNT VIII FRAUD IN THE INDUCEMENT (Linlo Properties IV, LP v. Charles R. Davis) 99. Paragraphs 1 through 98 are incorporated herein by reference. 100. Defendant, Charles R. Davis acted beyond the scope of his authority as a Member of 2009 Enfield, LLC and beyond the scope of his authority as a partner of The Enfield Group, LP when he represented ownership of the 12 Street Building as of the date of the 4th Amendment signing on July 5, 2012, which he knew to be false. 15 101. Defendant, Charles R. Davis, as acting Member of 2009 Enfield, LLC, and The Enfield Group, LP, sold the 12 Street building on June 26, 2012, nine (9) days prior to executing the 4 th Amendment for the 20 Erford Road property on July 5, 2012. 102. Defendant, Charles R. Davis, as acting Member of 2009 Enfield, LLC and The Enfield Group, LP, made representations of the ownership status of the 12 Street building. 103. Those representations induced the Plaintiff into allowing The Enfield Group, LP, as substitute lessee, to take the place of Defendant, PHA, under its Lease for suite 115 of the 20 Erford Road building owned by Linlo. 104. Implied in the representation was that Defendant would have adequate income to cover the rental expense under the 4 th Amendment as a substitute tenant. 105. This representation was made with intent to deceive Plaintiff into believing the Defendant had adequate income to cover the rental liability under the 4 th Amendment as an acting Member of Defendants, 2009 Enfield, LLC and The Enfield Group, LP. 106. Plaintiff reasonably relied on and acted upon this representation in allowing Charles R. Davis, as acting Member of 2009 Enfield, LLC and The Enfield Group, LP, to enter into the 4 th Amendment as substitute tenant. 107. Plaintiff suffered damages when 2009 Enfield, LLC, as a general partner of The Enfield Group, LP, failed to make seven (7) months of rental payments per the 4 th Amendment totaling thirty -one thousand five hundred eighteen dollars and thirty -four cents ($31,518.34), plus interest, legal fees and costs. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant Charles R. Davis for damages suffered by Plaintiff from Defendant's fraudulent inducement of Plaintiff, including any other relief this Court deems warranted. 16 COUNT IX FRAUD IN THE INDUCEMENT (Linlo Properties IV, LP v. Pennsylvania Homecare Association) 108. Paragraphs 1 through 107 are incorporated herein by reference. 109. Defendant, PHA represented that its substitute tenant was the owner of the 12 Street Building, which it knew to be false. 110. Defendant, PHA was aware that the substitute tenant, The Enfield Group, LP, had sold the 12 Street Building prior to the 4 Amendment execution on July 5, 2012. 111. Implied in this representation of ownership was the understanding by Plaintiff that Defendant, PHA had found a going concern (i.e., The Enfield Group, LP), capable of paying the rental income liability that it had taken on by becoming the substitute tenant under the 4th Amendment. 112. This representation was made with intent to deceive Plaintiff into believing Defendant had found a going concern (i.e., The Enfield Group, LP), with adequate income to cover the rental liability under the 4 Amendment. 113. Plaintiff reasonably relied on and acted upon this representation in allowing Defendant, PHA to be removed from its Lease in favor of The Enfield Group, LP, as substitute tenant under the 4 Amendment. 114. Plaintiff acted to its detriment in allowing a substitute tenant based on the representation of the Defendant, PHA and the resulting loss of income was proximately caused by the misrepresentation. 115. Plaintiff suffered damages as a result of Defendant, PHA making these misrepresentations when 2009 Enfield, LLC, as a general partner of The Enfield Group, LP, 17 failed to make seven (7) months of rental payments per the 4 Amendment totaling thirty -one thousand five hundred eighteen dollars and thirty -four cents ($31,518.34), plus interest, legal fees and costs. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant PHA for damages suffered by Plaintiff from Defendant's fraudulent inducement of Plaintiff, including any other relief this Court deems warranted. COUNT X GENERAL PARTNER'S LIABILITY UNDER THE UNIFORM LIMITED PARTNERSHIP ACT SECTION 8533(b) (Linlo Properties IV, LP v. 2009 Enfield, LLC) 116. Paragraphs 1 through 115 are incorporated herein by reference. 117. Defendant, 2009 Enfield Group, LLC, as general partner of The Enfield Group, LP, is responsible for the liabilities incurred by Defendant, The Enfield Group, LP pursuant to Section 8533(b) of the Uniform Limited Partnership Act. 118. Defendant, 2009 Enfield, LLC, as general partner of The Enfield Group, LP, entered into the 4 Amendment with Plaintiff to assume PHA's Lease of suite 115 at 20 Erford Road, Lemoyne, PA 17043 for the months July 1, 2012 through March 31, 2013. 119. Defendant, 2009 Enfield, LLC, as general partner of The Enfield Group, LP, made two (2) payments on July 1, 2012 and August 1, 2012 toward the fulfillment of the 4th Amendment obligations. 120. Defendant, 2009 Enfield, LLC, as general partner of The Enfield Group, LP, has failed to make the required monthly payments of $4,502.62 for the months of September 2012 through March 31, 2013. 18 121. Defendant, 2009 Enfield, LLC, as general partner of The Enfield Group, LP, owes seven (7) months in rental arrears totaling $31,518.34. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant 2009 Enfield Group, LLC in the amount of thirty -one thousand five hundred eighteen dollars and thirty -four cents ($31,518.34), plus interest, legal fees and costs. COUNT XI PIERCING THE CORPORATE VEIL (Linlo Properties IV, LP v. Charles R. Davis and Karen S. Davis) 122. Paragraphs 1 through 121 are incorporated herein by reference. 123. On information and belief, Defendant, Charles R. Davis, has a 50% ownership or limited partnership interest in The Enfield Group, LP. 124. On information and belief, Plaintiff alleges that Defendant, Charles R. Davis, is a member, agent, representative, partner, and /or alter ego of the Defendant The Enfield Group, LP. 125. On information and belief, Defendant, Charles R. Davis, has a 50% ownership or membership interest in 2009 Enfield, LLC. 126. On information and belief, Plaintiff alleges that Defendant, Charles R. Davis, is a member, agent, representative, partner, and/or alter ego of the Defendant 2009 Enfield, LLC. 127. On information and belief, Defendant, Karen S. Davis, has a 50% ownership or limited partnership interest in The Enfield Group, LP. 128. On information and belief, Plaintiff alleges that Defendant, Karen S. Davis, is a member, agent, representative, partner, and/or alter ego of the Defendant The Enfield Group, LP. 129. On information and belief, Defendant, Karen S. Davis, has a 50% ownership or membership interest in 2009 Enfield, LLC. 19 130. On information and belief, Plaintiff alleges that Defendant, Karen S. Davis is a member, agent, representative, partner, and /or alter ego of the Defendant 2009 Enfield, LLC. 131. Defendant, 2009 Enfield, LLC is liable for the actions of Defendant, The Enfield Group, LP, as liability and responsibility flows from the general partner to the limited partnership pursuant to Section 8533(b) of the Uniform Limited Partnership Act. 132. On information and belief, Plaintiff alleges that the sale of the office building at 600 N. 12 Street left the Defendant, The Enfield Group, LP undercapitalized, and therefore, unable to meet its long and short-term financial goals and obligations. 133. On information and belief, Plaintiff alleges that the sale of the office building at 600 N. 12 Street left the Defendant, 2009 Enfield, LLC undercapitalized, and therefore, unable to meet its long and short-term financial goals and obligations. 134. Plaintiff alleges that the corporate Defendants, The Enfield Group, LP and 2009 Enfield, LLC, at all times herein mentioned, were the alter ego of Defendants, Charles R. Davis and Karen S. Davis, and that there exists and has existed, a unity of ownership such that any separateness has ceased to exist in that the Defendants, Charles R. Davis and Karen S. Davis, his wife, have used assets of the Defendants, The Enfield Group, LP and 2009 Enfield, LLC, for their own personal use, caused those assets to be transferred without adequate consideration and have withdrawn funds from those accounts for personal use. 135. Plaintiff alleges that the proceeds from the sale of the 12th Street building were adequate to settle the obligation with the Plaintiff under the 4 th Amendment but those funds were misappropriated for the personal use of the Defendants, Charles R. Davis and Karen S. Davis. 136. Plaintiff alleges that the Defendants, The Enfield Group, LP and 2009 Enfield, LLC, are and were at all times controlled and operated by Defendants, Charles R. Davis and 20 Karen S. Davis, as their individual business and alter ego such that the activities of the Defendants, The Enfield Group, LP and 2009 Enfield, LLC, were carried out absent any of the necessary corporate formalities, including: failure to comply with by -laws, failure to maintain adequate corporate records, maintain separate bank accounts or avoid comingling of funds. 137. Plaintiff alleges that the Defendants, The Enfield Group, LP and 2009 Enfield, LLC, were conceived and intended as devices to avoid any personal liability of Defendants, Charles R. Davis and Karen S. Davis, husband and wife. 138. Charles R. Davis and Karen S. Davis, as husband and wife, utilized Defendants, The Enfield Group, LP and 2009 Enfield, LLC, to have Defendant, PHA, lease space in the 12th Street building in order to increase the value of the property and thus effectuate a higher sale value for the property. 139. Collectively, Charles R. Davis and Karen S. Davis, husband and wife, as acting Members of The Enfield Group, LP and 2009 Enfield, LLC, used those entities to facilitate the removal of Defendant, PHA, from the Lease with the Plaintiff at its Erford Road Building. 140. Plaintiff alleges that after over twenty (20) years in the same location, Defendant, PHA, would not have left the 20 Erford Road location with one year remaining on its Lease without Defendants, Charles R. Davis and Karen S. Davis, utilizing the Defendants, The Enfield Group, LP, and 2009 Enfield, LLC to promise /agree to cover the cost of PHA's existing Lease with the Plaintiff. 141. Plaintiff alleges that said promise enticed PHA into a new lease at the 12th Street building increased the value of that building at sale, and afforded a substantial personal gain for the Defendants, Charles R. Davis and Karen S. Davis, all while attempting to avoid any personal liability. 21 142. Defendants, Charles R. Davis and Karen S. Davis, as husband and wife, utilized Defendants, The Enfield Group, LP and 2009 Enfield, LLC, to perpetuate a fraud against the Plaintiff in inducing it to execute a 4 th Amendment based on the misrepresentation of ownership of the 12th Street building. 143. As a result of the acts and omissions complained of above, said Defendants, Charles R. Davis and Karen S. Davis, as husband and wife, are jointly and severally liable for all relief sought against the Defendants, The Enfield Group, LP and 2009 Enfield, LLC. WHEREFORE, Plaintiff respectfully requests that this Court allow the corporate veil to be pierced as to Defendants, Charles R. Davis and Karen S. Davis, for damages suffered by Plaintiff from Defendants' actions, including any other relief this Court deems warranted. COUNT XII PARTICIPATION THEORY (Linlo Properties IV, LP v. Charles R. Davis and Karen S. Davis) 144. Paragraphs 1 through 143 are incorporated herein by reference. 145. Plaintiff alleges that as husband and wife, Defendants, Charles R. Davis and Karen S. Davis, acted as one controlling member of the Defendants, The Enfield Group, LP and 2009 Enfield, LLC. 146. Plaintiff alleges that Defendants, Charles R. Davis and Karen S. Davis, husband and wife, as a singular controlling member of the Defendants, The Enfield Group, LP and 2009 Enfield, LLC, directed those entities to enter into the 4 th Amendment with the Plaintiff as part of a deal that had been struck with Defendant, PHA, in order to induce it to break its lease obligation with Plaintiff in favor of Defendants. 22 147. Defendants, Charles R. Davis and Karen S. Davis, husband and wife, as a singular controlling member of the Defendants, The Enfield Group, LP and 2009 Enfield, LLC, participated in the affirmative act of misrepresenting to the Plaintiff, that the 12th Street building was under their ownership and thus capable of garnering income sufficient to cover liability under the 4 th Amendment. 148. Defendants, Charles R. Davis and Karen S. Davis, husband and wife, as a singular controlling member of the Defendants, The Enfield Group, LP and 2009 Enfield, LLC, participated in this misfeasance in order to achieve the desired result of having an additional lessee represented on the books of the 12th Street building in order to increase its sale value. 149. As a result of the acts and omissions complained of above, said Defendants, Charles R. Davis and Karen S. Davis, as husband and wife, are jointly and severally liable for all relief sought against the Defendants, The Enfield Group, LP and 2009 Enfield, LLC. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendants Charles R. Davis and Karen S. Davis for damages suffered by Plaintiff from Defendants' participation in the above mentioned acts and omissions, including any other relief this Court deems warranted. COUNT XIII FIDUCIARY DUTY TO CREDITORS ( Linlo Properties IV, LP v. Charles R. Davis and Karen S. Davis) 150. Paragraphs 1 through 149 are incorporated herein by reference. 151. Defendants, Charles R. Davis and Karen S. Davis, husband and wife, as a singular controlling member of the Defendants, The Enfield Group, LP, and 2009 Enfield, LLC, had a fiduciary relationship with the Plaintiff, Linlo Properties IV, LP. 23 152. Upon information and belief, Defendant/Debtors, The Enfield Group, LP and 2009 Enfield, LLC were insolvent or in the zone of insolvency prior to executing the 4th Amendment with the Plaintiff. 153. Upon information and belief, Defendants, Charles R. Davis and Karen S. Davis, husband and wife, as a singular controlling member of the Defendants, The Enfield Group, LP, and 2009 Enfield, LLC, directed that the asset /commercial building located at 600 N. 12 Street, be sold prior to executing the 4 Amendment with the Plaintiff. 154. The Defendants continued ownership of the 12th Street building formed the basis of the bargain for the Plaintiff allowing a substitute tenant. 155. The Defendants have demonstrated, through their collective non - payment of the 4 Amendment obligation to the Plaintiff that the sale of the 12th Street building completely impaired their ability to pay or the Defendants simply disregarded the obligation to pay in favor of the Defendants, Charles R. Davis and Karen S. Davis profiting. 156. Upon information and belief, Defendants, Charles R. Davis and Karen S. Davis, husband and wife, as a singular controlling member of the Defendants, The Enfield Group, LP and 2009 Enfield, LLC, directed that they be paid with Defendant /Debtor's funds, rather than paying the ongoing obligations to the Plaintiff under the 4 Amendment. 157. Upon information and belief, Defendants, Charles R. Davis and Karen S. Davis, husband and wife, as a singular controlling member of the Defendants, The Enfield Group, LP and 2009 Enfield, LLC, have engaged in a pattern of mismanagement that has caused the inability of the Defendant /Debtors to pay the ongoing obligation to the Plaintiff under the 4th Amendment. 24 158. Defendants, Charles R. Davis and Karen S. Davis, husband and wife, as a singular controlling member of the Defendants, The Enfield Group, LP and 2009 Enfield, LLC, have breached their fiduciary duties of care, good faith and loyalty that were owed to the Plaintiff /Creditor and have engaged in acts that have harmed and damaged the interests of the Plaintiff /Creditor in an amount that exceeds thirty -one thousand five hundred eighteen dollars and thirty -four cents ($31,518.34), plus interest, legal fees and costs. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendants Charles R. Davis and Karen S. Davis for damages suffered by Plaintiff from Defendants' violation of their fiduciary duty to creditors, including any other relief this Court deems warranted. COUNT XIV UNJUST ENRICHMENT (Linlo Properties IV, LP v. Scott W. Harvey) 159. Paragraphs 1 through 158 are incorporated herein by reference. 160. Plaintiff alleges that Defendant, Scott W. Harvey, was made aware during negotiations for the purchase of the 12th Street Building that Defendant, PHA had an existing and ongoing Lease obligation with the Plaintiff. 161. Plaintiff alleges that Defendant, Scott W. Harvey was aware that Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis, had struck a deal with Defendant, PHA, whereby, Defendant, The Enfield Group, LP, would lease space in the 12th Street building and forego its location at 20 Erford Road. 162. Plaintiff alleges that Defendant, Scott W. Harvey was aware that this deal to lease the office space at the 12th Street building between PHA and Defendants, The Enfield Group, 25 LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis, contemplated that PHA would pay rent and Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis, would use a portion of that rent to satisfy the ongoing PHA Lease with the Plaintiff. 163. Plaintiff alleges that prior to the purchase of the 12th Street building, Defendant, Scott W. Harvey, conditioned the purchase on Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis, eliminating Defendant, PHA's Lease obligation to the Plaintiff. 164. Plaintiff alleges that at the time of sale of the 12th Street building, Defendant, Scott W. Harvey, would have assumed and taken responsibility for the deal made by the prior owner /Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis, and thus would have had to continue to cover the existing Lease obligation that Defendant, PHA had with Plaintiff. 165. Plaintiff alleges that Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis, agreed to act as the agent for Defendant Scott W. Harvey to remove that obligation of the new owner, Defendant, Scott W. Harvey, in order to accomplish the sale of the 12th Street building. 166. Plaintiff alleges that Defendant, Scott W. Harvey received the benefit of an added tenant at the 12 Street building, absent any requirement to uphold the agreement made between Defendants, PHA and The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis to continue payment toward the existing Lease obligation between PHA and Plaintiff. 26 167. Plaintiff alleges that Defendant, Scott W. Harvey appreciated and accepted that benefit knowing that it would be inequitable to do so. 168. Plaintiff alleges that it was unjust for Defendant, Scott W. Harvey, to have the Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis, use the guise of ownership of the 12 Street building to induce Plaintiff to execute the 4th Amendment and thus remove his obligation to pay the PHA lease with Plaintiff which became Defendant, Scott W. Harvey's responsibility upon taking ownership of the 12 Street building on June 26, 2012. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant Scott W. Harvey for damages suffered by Plaintiff from Defendant's unjust enrichment at the expense of Plaintiff, including any other relief this Court deems warranted. COUNT XV INTENTIONAL INTERFERENCE WITH CONTRACTUAL RELATIONS (Linlo Properties IV, LP v. Scott W. Harvey) 169. Paragraphs 1 through 168 are incorporated herein by reference. 170. Plaintiff alleges that Defendant, Scott W. Harvey, was aware at the time of his purchase of the 12th Street building that the prior owners/Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis had entered into an agreement with Defendant, PHA, whereby, the PHA existing Lease obligation with Plaintiff would be paid from the proceeds of the PHA lease at the 12th Street building. 171. Plaintiff alleges that Defendant, Scott W. Harvey had knowledge of this because Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. 27 Davis would have disclosed the deal that induced PHA to execute the lease at the 12th Street building, and responsibility for that obligation would have vested in him as the new owner. 172. At the settlement on the 12 Street Building on June 26, 2012, Defendant The Enfield Group, LP and Defendant Scott Harvey would have signed as assignment of leases thereby transferring all lease agreements for all tenants at the 12 Street Building to the new owner, Defendant Scott Harvey. 173. The assignment of leases would have made Defendant Scott Harvey fully aware of Defendant PHA's obligation to Plaintiff Linlo at the Erford Road Building. 174. Plaintiff alleges that Defendant, Scott W. Harvey interfered unjustly by having the Defendants represent ownership of the 12 Street building prior to, and at the 4 th Amendment signing, in order to induce Plaintiff to substitute a party with no means to pay the obligation (i.e., The Enfield Group, LP) in place of a party that had paid dutifully for over twenty (20) years. WHEREFORE, Plaintiff respectfully requests that this Court enter a judgment against Defendant Scott W. Harvey for damages suffered by Plaintiff from Defendant's intentional interference with contractual relation, including any other relief this Court deems warranted. COUNT XVI CIVIL CONSPIRACY ( Linlo Properties IV, LP v. The Enfield Group, LP, 2009 Enfield, LLC, Charles R. Davis, Karen S. Davis, PHA and Scott W. Harvey) 175. Paragraphs 1 through 174 are incorporated herein by reference. 176. All Defendants were aware that Plaintiff had a valid Lease with Defendant, PHA with almost one year remaining on its term. 28 177. Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis wanted Defendant, PHA to sign a lease in the 12th Street Building. 178. Defendant, PHA would only do so if there was adequate cover for its existing Lease with Plaintiff. 179. Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis agreed that if Defendant, PHA executed a lease in the 12 Street Building, that a portion of that rental amount would go to satisfy PHA's existing Lease with Plaintiff. 180. Defendant, PHA was induced by this promise. 181. Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis, decided to sell the 12 Street building. 182. Defendant, Scott W. Harvey would not purchase the building with that existing obligation. 183. Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis agreed to arrange the removal of that obligation by offering The Enfield Group, LP, as a substitute tenant under the PHA Lease with Plaintiff. 184. Based on that agreement to remove the obligation to continue to pay the PHA Lease with Plaintiff, Defendant, Scott W. Harvey purchased the 12 Street Building on June 26, 2012. 185. Plaintiff agreed to allow a substitute tenant based on the Defendants' representation that a portion of the proceeds from the 12th Street Building lease would go to satisfy the obligation of The Enfield Group, LP's 4 th Amendment with Plaintiff. 186. At the time of the 4 th Amendment's execution on July 5, 2012, the signatories to that agreement, The Enfield Group, LP, by and through Charles R. Davis and PHA, were all 29 aware that The Enfield Group, LP no longer had 'any ownership interest in the 12 Street Building and would be unable to meet the 4 th Amendment obligations. 187. All Defendants acted overtly and in concert to facilitate Defendant, Scott W. Harvey in not having to pay the obligation created by the prior owners/Defendants, The Enfield Group, LP, 2009 Enfield, LLC, Charles R. Davis and Karen S. Davis, in agreeing to use a portion of the rental proceeds from PHA's lease at the 12th Street building to pay Plaintiff for PHA's existing Lease. 188. Plaintiff suffered damages when Defendants acted with the common purpose of deceiving Plaintiff into believing that Defendants, The Enfield Group, LP, 2009 Enfield Group, LLC, Charles R. Davis and Karen S. Davis, still maintained ownership of the 12 Street Building and would thus be able to cover the rental obligation under the 4 th Amendment. WHEREFORE, Plaintiff, Linlo Properties IV, LP respectfully requests that this Honorable Court enter a judgment in favor of Plaintiff and against Defendants in the amount of thirty -one thousand five hundred eighteen dollars and thirty -four cents ($31,518.34), and that Plaintiff be awarded interest, punitive damages, costs, and attorney's fees. Respectfully Submitted, GATES, HALBRUNER, HATCH & GUISE, P.C. y Date: June, 2013 Lowell R. Gates, Esquire PA ID# 46779 1013 Mumma Road, Suite 100 Lemoyne, PA 17043 Phone: (717) 731 -9600 Fax: (717) 731 -9627 I.r.gates@gateslawfirrn.com Attorneys for Plaintiff 30 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA LINLO PROPERTIES IV, LP, Plaintiff, V. Docket No. THE ENFIELD GROUP, LP, 2009 ENFIELD, LLC, CHARLES R. DAVIS AND KAREN S. DAVIS, his wife, THE PENNSYLVANIA HOMECARE ASSOCIATION AND SCOTT W. HARVEY, Defendants. VERIFICATION I, Lowell R. Gates, limited partner of Linlo Properties IV, LP, and a member of Linlo Management D, LLC, hereby verify that the statements made in the foregoing Complaint are true and correct to the best of my information, knowledge and belief. I understand that false statements herein are made subject to the penalties of 18 Pa. C.S. Section 4904, relating to unsworn falsification to authorities. Linlo Properties IV, LP, by and through Linlo Management D, LLC, its general partner Date: q o / 6 4 'a R?' Lowell R. Gates, Member EXHIBIT "A" LEASE DATE OF LEASE: February 2� , 1992 IDENTITY OF LANDLORD: TWENTY ERFORD ROAD ASSOCIATES c/o Harrison & Grass 100 Chestnut Street, Suite 108 Harrisburg, Pennsylvania 17101 IDENTITY OF TENANT: PENNSYLVANIA ASSOCIATION OF HOME HEALTH AGENCIES 1500 North Second Street Harrisburg, Pennsylvania 17102 WITNESSETH: ARTICLE 1 - Grant and Premises Landlord hereby leases to Tenant those certain premises (the "Premises ") consisting of approximately 2,700 square feet of office space located on the first floor of the building at 20- 20A Erford Road, East Pennsboro Township, Cumberland County, Pennsylvania (the "Building "), as outlined on the floor plan appended hereto as Exhibit A. Tenant shall have, in addition, access to all common areas of the Building, including its parking garage (the "Garage "); provided, however, that Tenant shall not disturb other tenants in the Building and shall be responsible for any damage caused by its employees, agents and invitees (except normal wear and tear) to the Building, common areas thereof, and the Premises. ARTICLE 2 - Term This Lease shall commence on May 1, 1992 (the "Commencement Date "). The term hereof shall continue for five (5) years, unless sooner terminated or extended as provided herein. Each "Lease Year" hereunder shall run from May 1 to and including the next April 30. The Commencement Date and Lease Years defined above shall be adjusted, as appropriate, should the Premises not be ready for occupancy on or before May 1, 1992. ARTICLE 3 - Renewal Provided Tenant is not in default, Tenant shall have the right to renew this Lease for one (1) five (5) year renewal period. To exercise its right to renew, Tenant shall provide Landlord ..it`::vrtten n.^.'4:c e east one hundred t:vemy (120) days prior to expiration of the term hereof. ARTICLE 4 - Interior Improvements Landlord shall build out and finish the Premises prior to the Commencement Date, at Landlord's expense, in accordance with the plans and specifications drawn up for Tenant by Crabtree, Rohrbaugh & Associates, Architects, and appended hereto as Exhibit B. Said plans and specifications shall provide for four (4) professional offices, each approximately two hundred (200) square feet, one (1) conference room of approximately three hundred fifty (350) square feet, a kitchenette, a reception area, and new carpet and paint (based on Tenant's color choice). Landlord and Tenant each have reviewed and approved of the contents of Exhibit B. Following - execution hereof, no changes shall be made to Exhibit B without the consent of both Landlord and Tenant, such consent not to be unreasonably withheld. Tenant shall pay the cost of any change order initiated by Tenant. Landlord shall pay the cost of any change order initiated by Landlord. ELYS002496 ARTICLE 5 - Rent (a) Initial Five -Year Term Tenant shall pay rent during the initial five (5) year term hereof in the following annual amounts: Lease Year Annual Rent 41 34q 3 1 $29,295 ;1 L) V 1, 2 5. Z 4 1 3 4q 4 2 29,295 � LI 4 1, 0 "I 13416 3 31,725 ab43,75 1 9 �, gl3 4 32,805 -7 2 - I 5 35,775 q Sd. 5 Igb.�j3�(� (b) Renewal Period Tenant shall pay rent during the five (5) year renewal period as follows: (i) Base Rental Rate Tenant's rent shall be quantified using a base rental rate of Thirteen Dollars and Twenty-five cents ($13.25) per square foot. That base rent shall be adjusted beginning with year 1 of the renewal period and in each subsequent year to reflect inflationary effects. Specifically, each year during the renewal period, Tenant's base rent, including previous adjustments, if any, shall be increased (but never decreased) to reflect the percentage change during the prior year in the Consumer Price Index (CPI) as determined by the United States Department of Labor, Bureau of Labor Statistics, and published monthly as the "Revised Consumer Price Index for Urban Wage Earners and Clerical Workers - All Items" or, if publication of same shall cease, such other official CPI as is most similar thereto. For example, if during year 5 of the initial term hereunder, the CPI shall have increased by 4%, Tenant's adjusted base rent during year 1 of the renewal period shall be $13.78 per square foot (i.e., the $13.25 base rent multiplied by 1.04). If the CPI shall have increased by 3% during year 1 of the renewal period, Tenant's adjusted base rent during year 2 of the renewal period shall be $14.19 per square foot (ice, the $13.78 adjusted base rent multiplied by 1.03). A similar calculation shall be made each succeeding year during the renewal period. (ii) Total Rent Payable Tenant's aggregate annual rent during each year of the renewal period shall be quantified by multiplying the applicable base rent, as adjusted for inflation pursuant to the preceding subparagraph, by Two Thousand Eight Hundred Eighty-three (2,883) square feet. (c) Payment Mechanism Tenant shall pay rent in advance in equal monthly amounts by good check payable to Landlord, without any offset or demand therefor, on or before the first day of each month. Should Tenant take possession prior to May 1, 1992, the rent due prior to May 1, 1992 shall quantified pursuant to Article 8 hereof. ARTICLE 6 - 'Utilities and Other Charges (a) Utilitie . Landlord shall pay all charges when due for electricity, heat, air conditioning, water, sewer rental, trash collection, janitorial services, snow removal and landscaping for the Building, including the Premises. (b) Real Estate Taxes and Insurance Landlord shall pay the real estate taxes on the Building, including the Premises, and the land thereunder. Landlord shall maintain and pay for adequate fire, flood and extended coverage insurance upon the Building, including the Premises. Landlord's payments for said taxes and insurance, annualized for calendar year 1992, shall be deemed the "Base Amounts" for purposes of this Lease. To the extent that, in subsequent years, Landlord's annual real estate tax and /or insurance payments exceed said Base Amounts, Tenant shall reimburse Landlord for a pro rata share of said excess, within thirty (30) days after Tenant's receipt of proof of Landlord's payment thereof. Tenant's Pro rata share, for all -2- ELYS002497 purposes hereunder, shall be a fraction, the numerator of which is two thousand seven hundred (2,700) and the denominator of which is the aggregate amount of leasable square feet in the Building (exclusive of the parking garage adjacent thereto). During the renewal period hereof, said numerator shall be increased to Two Thousand Eight Hundred Eighty -three (2,883). (c) Moving Allowan ce . Landlord shall reimburse Tenant for up to Two Thousand Seven Hundred Fifty Dollars ($2,750) of moving expenses actually incurred by Tenant in moving its personal property to the Premises. Landlord shall pay said reimbursement by check within seven (7) days of its receipt of proof of payment of said expenses by Tenant. (d) Contents Insurance and Taxes Borne by Tenan t Tenant shall insure the contents of the Premises, at its expense, against fire, flood or other casualty. Tenant shall pay any ad valorem, mercantile, corporate or other similar taxes which may be levied on the operation of Tenant's business in the Premises. ARTICLE 7 - Parking For the duration of this Lease, Tenant, at no cost, shall have the use of eleven (11) parking spaces in the parking garage connected to the Building (the "Garage "). To the extent practicable for Landlord, those spaces shall be located on the level of the Garage most proximate to the Premises. Tenant also shall have the use, in common with other tenants of the Building, of all surface parking areas adjacent thereto, at no additional cost. Landlord shall not be responsible in any way for vehicles (or personal property therein) parked in the Garage or in the outdoor parking areas adjacent to the Building. Tenant assumes full responsibility with respect to such vehicles. ARTICLE 8 - Possession Tenant may take possession of the Premises on May 1, 1992 or, if practicable for Landlord, such earlier date as the Premises may be ready for occupancy. Tenant shall pay rent, pro rated as appropriate, beginning on the day it actually takes possession of the Premises. Rent shall abate as appropriate, should Landlord fail to deliver possession of the Premises to Tenant by May 1, 1992. ARTICLE 9 - Subleasing and Assignment Tenant may not sublease or assign any portion of the Premises. ARTICLE 10 - Building Directories and Signs Landlord shall provide adequate building directories and signage. A pro rata share of directory and signage space shall be dedicated to Tenant. ARTICLE 11 - Rg airs (a) Landlord's Responsibilities Landlord shall maintain the Building, including the Premises, so that it is fit for its intended use and, subject to para. 11(b), shall make all necessary repairs to the roof and exterior walls, windows and doors, plumbing facilities, water supply, sewage disposal systems, heating and air conditioning facilities, electric wiring and lighting systems and parking areas, internal and external. (b) Tenant's Responsibilities Tenant shall be responsible for any and all minor repairs to the Premises, i.e., individual repairs that cost less than Fifty ($50.00) Dollars per repair. Tenant also shall be responsible for any repairs occasioned by the negligence of its employees, agents or invitees, shall keep the Premises clean and shall dispose of all rubbish, garbage and trash in a clean and sanitary manner. (c) Emergency Repairs If, in the event of an emergency, immediate repairs become necessary that are Landlord's responsibility hereunder, Tenant shall notify Landlord of same by telephone or telefax and Landlord shall effect such repairs with reasonable promptness in light _ 3 ELYS002498 of the circumstances. Only if Landlord fails to do so after having received such notice, Tenant may effect said repairs, pay the reasonable cost thereof and receive from Landlord reimbursement for such reasonable cost within thirty (30) days after written demand therefor. ARTICLE 12 - Alterations Tenant, at its expense, may make nonstructural or insubstantial structural alterations and improvements to the Premises, with Landlord's prior written consent, not to be unreasonably withheld. No alterations or improvements shall be made by Tenant without its first having secured prior releases against mechanics' liens and adequate liability and workers' compensation insurance for the project. ARTICLE 13 Use of the Premises Tenant shall maintain in the Premises offices used for the purposes of and consistently with the mission of its organization in accordance with applicable law. Tenant shall not use or permit the Premises to be used in violation of any applicable statute, ordinance, rule or regulation. ARTICLE 14 - Liability Insurance Tenant, during the entire term hereof, shall keep in full force and effect a policy of liability insurance covering the Premises and the use and operation thereof with a combined single limit of One Million ($1,000,000) Dollars for property and bodily injury. Said policy shall name Landlord and Tenant as insured and shall provide that the insurer will not cancel or change said insurance without first providing Landlord with ten (10) days prior written notice. A copy of the policy or a certificate of insurance shall be delivered to Landlord promptly after execution of this Lease. ARTICLE 15 - Mutual Waiver of Subrogation Each policy of property damage insurance by Landlord and Tenant shall provide that the insurer waives any right of subrogation against the other in connection with or arising out of any damage to property contained in the Premises caused by fire or other covered risks or casualties. In the event that such waiver is obtainable only at additional expense, then the party seeking such waiver either shall pay the cost thereof, or the other party shall be relieved of its obligation to obtain such waiver. Neither party nor its agents, employees or invitees shall be liable to the other for loss or damage caused by any risk covered by such insurance, provided such policies shall be obtainable. ARTICLE 16 - Damage or Destruction In the event of damage to the Premises, rent and other charges payable by Tenant shall abate wholly or proportionately, as the case may be, during any period of untenantability. If said damage cannot practicably be repaired within ninety (90) days, Landlord or Tenant shall have the option to terminate this Lease upon thirty (30) days written notice. ARTICLE 17 - Condemnation If the Building (or such portion thereof as to materially impair Tenant's operations within the Premises) shall be acquired or condemned by Eminent Domain for any public or quasi -public use or purpose, this Lease shall be void and of no effect from the effective date of such taking. Tenant shall have no interest in, nor be entitled to share in, any portion of the condemnation award relating to the Building, the Premises, the unexpired term of this Lease or the value of the leasehold interest, and Tenant hereby assigns all of the foregoing to Landlord. Tenant shall join in petitions or other filings on behalf of Landlord,. as necessary to effectuate said assignment. In the event of condemnation, Tenant shall be entitled only to recover damages with respect to Tenant's moving expenses and fixtures and equipment in the Premises, provided said recovery can be obtained without diminishing Landlord's recovery. -4- ELYS002499 ARTICLE 18 - Subordination This lease shall be subject and subordinate at all times to the lien of any mortgages now or hereafter placed by Landlord on the Building and land thereunder. Tenant shall execute and deliver to Landlord upon demand an instrument subordinating this Lease to the lien of any present or future mortgage as may be requested by any mortgagee of the Building. At the request of any holder of any such mortgage, or the purchaser at any foreclosure sale or at any sale under a power of sale contained in such mortgage, Tenant shall attorn to and recognize such mortgagee or purchaser as the Landlord under this Lease for the balance of the term of this Lease, including any renewal periods hereof, subject to all of the terms of this Lease. If Tenant is not in default of this Lease, its tenancy shall not be disturbed, but shall continue in full force and effect, and Landlord shall obtain a subordination, nondisturbance and attornment agreement in mutually satisfactory form from the holders of the above mortgages. The term "mortgage" includes mortgages, deeds of trust or similar instruments, including all modifications, consolidations, extensions, renewals or replacements thereof or substitutes therefor. ARTICLE 19 - Past Due Payments Should Tenant fail to pay rent or any other charge due hereunder within twenty (20) days after the due date for such payment, any such unpaid amount shall bear interest from said due date at a rate of ten (10 %) percent per annum. ARTICLE 20 - Defaul Tenant shall be in default of this Lease if: (a) Tenant shall have failed to pay rent or any other charge due hereunder and such failure has continued beyond twenty (20) days after the mailing by Landlord to Tenant of a written notice of default; (b) Tenant shall have failed to undertake and reasonably pursue a cure of any default in performance of any other obligation hereunder within thirty (30) days after the mailing by Landlord to Tenant of a written notice of default; (c) a judicial sale or seizure of Tenant's goods on the Premises shall have occurred; or (d) the filing of any petition in bankruptcy, insolvency or other debtors' proceedings by or against Tenant, or the adjudication in bankruptcy of the Tenant or the appointment of a receiver or trustee for the Tenant by any Court, which appointment shall not have been vacated and removed within sixty (60) days from the date of such appointment; or (e) if Tenant shall have made an assignment for the benefit of creditors. In the event of any such default, Landlord may: (a) take immediate possession of the Premises, as though this Lease had expired, which action shall not be considered an eviction, forceable entry, or holding back of the Premises, Tenant having forfeited possession by such default; and /or (b) declare this Lease null and void and recover possession from Tenant, using any rights or remedies provided by law or in equity; and /or (c) collect, as provided by law, any and all rent due as same comes due, along with interest and reasonable attorney's fees and costs; and /or (d) demand such amount from the proceeds of any sale of Tenant's goods that may occur. Landlord, in the event of any default by Tenant, shaii be entitled to collect from Tenant all reasonable costs incurred by Landlord by virtue of such default, including without limitation loss of interim rent, advertising costs, brokerage fees, the reasonable value of time that Landlord devotes to any attempt to secure another occupant for the Premises, costs associated with preparing the Premises to be shown to .potential occupants and /or for occupancy by another tenant, reasonable attorney's fees and expenses and court costs. Tenant hereby waives prior notice to vacate and Landlord may proceed with any action at law or in equity without such notice. ARTICLE 21 - Holdover Should Tenant remain in possession of any part of the Premises (or any parking area reserved for Tenant's use) after the end of this Lease, such holding over shall create a tenancy from month -to -month, terminable on thirty (30) days written notice from either party to the -5- ELYS002500 other. Tenant shall pay for the duration of such holding over one hundred twenty -five (125 %) percent of the rent payable during the most recent Lease Year hereof. All other terms and provisions of this Lease shall remain in effect. ARTICLE 22 - Access to Landlord Landlord may advertise the Premises as being for rent or sale during the four (4) months prior to expiration of this Lease. Upon prior notice to Tenant, Landlord or its agents shall have the right to enter the Premises at reasonable times to examine same, to show the Premises to prospective occupants or to make such repairs or alterations as Landlord deems necessary or desirable, provided such repairs shall not unreasonably interfere with Tenant's occupancy of or business in the Premises. ARTICLE 23 - Surrender At the end of this Lease, Tenant shall surrender the Premises to Landlord, broom clean and in good order and repair, ordinary wear and tear excepted. Tenant, if not in default, may remove its furniture, equipment, trade fixtures or other personal property from the Premises. Tenant shall repair promptly any damage caused by such removal. Tenant hereby waives all right to advance notice by Landlord of the end of the term or renewal period hereof under any laws now or hereafter in effect. ARTICLE 24 - Estoppel Statement Tenant agrees to deliver, within ten (10) days after request by Landlord, an estoppel certificate to any proposed mortgagee or purchaser, or to Landlord, certifying (if such be the case) that this Lease is in full force and effect and that there are no offsets or defenses hereto, or stating those claimed by Tenant. ARTICLE 25 - Force Ma jeure If either party shall be hindered or delayed in or prevented from the performance of any act required hereunder by reason of strikes, lock -outs, labor trouble, inability to procure materials, failure of power, restrictive government laws or regulations, riots, insurrection, war or other reason of like nature not the fault of the party delayed, then performance of such act shall be excused for the period of the delay. This Article shall not excuse Tenant from the timely payment of rent or any other charges required hereunder, except as same may be excused during delay in completion or delivery to Tenant of the Premises. ARTICLE 26 - Broker's Fee Landlord and Tenant acknowledge Commercial - Industrial Realty Company ( "CIR "),1015 Mumma Road, Wormleysburg, Pennsylvania 17043, as the sole real estate broker involved in effectuating this Lease. Landlord shall pay in full any commission amounts due to CIR in connection herewith, pursuant to the applicable listing agreement. Landlord and Tenant mutually represent and warrant, one to another, that neither has dealt with any other broker or finder in respect of the subject matter of this Lease. Landlord and Tenant agree to indemnify and hold each other harmless from any claim for a brokerage commission or finder's fee as a result of allegedly effectuating this Lease asserted by any other person or entity claiming to have been engaged by the indemnifying party. ARTICLE 27 - Landlord's Title Landlord covenants and warrants to Tenant that Landlord has good and marketable title to the Building and the land thereunder, and that Landlord's title is subject only to the usual title objections, if any, not capable of interfering with Tenant's beneficial use of the Premises, or any part thereof, as permitted by this Lease. ELYS002501 -6- ARTICLE 28 - Liens Landlord and Tenant shall keep the Building, including the Premises, free and discharged of mechanics' and materialmen's liens and encumbrances affecting the leasehold interest created hereunder that are the results of their respective act(s) or omission(s). ARTICLE 29 - Notices All notices hereunder shall be in writing and sent by U.S. mail, certified, return receipt requested, to the addresses set forth on the first page of this Lease or such other addresses as the parties hereafter may designate in writing (and send by U.S. mail, certified, return receipt requested) to one another. ARTICLE 30 - Successors and Assigns Subject to para. 9 hereof, this Lease shall be binding upon and inure unto the benefit of the parties hereto and their respective legal representatives, heirs, successors and assigns. Landlord shall include a provision in writing in any agreement of sale, as to the leased Premises, that such sale is subject to this lease and Tenant's right to renew as set forth in Article 3 hereof. ARTICLE 31 - Submission Not an Option The submission of this document for examination does not constitute an option or offer to lease the Premises, This document shall have no binding effect unless executed by Landlord and Tenant and unless a fully executed version of same shall have been delivered to both Landlord and Tenant. ARTICLE 32 - Exoneration of Individuals For satisfaction of any available remedy in connection with this Lease, Tenant shall look solely to the equity of Landlord in the Building and the rents and profits derived by Landlord therefrom. ARTICLE 33 - Final Understanding This Lease represents the final understanding between Landlord and Tenant, and no oral statements or representations or prior written matter not contained in this document shall have any force and effect or be admitted for any purpose in any proceeding at law or in equity. The obligations of each party hereto cannot be changed or modified except by a writing executed by both Landlord and Tenant. IN WITNESS WHEREOF duly authorized representatives of Landlord and Tenant have signed and sealed this Lease as of the day and year first above written. Witness: Lamd TWENTY ERFORD ROAD ASSOC B AV T ant: NNSYLVANIA ASSOCIATION OF HOME AGENCIES By v (Seal) PAHHA#2.292 -7- ELYS002502 EXHIBIT "B" F: \LegalWn endment- Lease\PARom eCareAssoc- 20Erford- SecondExtensi on APG: crc 10/22/04 SECOND LEASE AMENDMENT AGREEMENT THIS SECOND LF�ASE �MENDMENT AGREEMENT (this "Agreement ") made as of this 4-11 day of �e 2004, by and between TWENTY ERFORD ROAD ASSOCIATES, L.P., with an office address of c/o Elysian Partners, L.P., 20 Erford Road, Suite 10, Lemoyne, Pennsylvania 17043 ( "Landlord "), and PENNSYLVANIA HOMECARE ASSOCIATION, formerly known as Pennsylvania Association of Home Health Agencies, with an address at 20 Erford Road, Suite 115, Lemoyne, Pennsylvania 17043 ( "Tenant "). WHEREAS, Landlord and Tenant entered into a Lease dated February 25, 1992 as amended by Lease Amendment Agreement dated March 30, 2002 (collectively, referred to as the "Lease ") in connection with that certain approximately 2,700 square feet of office space known as Suite 115 located at 20 Erford Road, Lemoyne, Pennsylvania (the "Premises ") (as more _ particularly described in the Lease) (All terms not otherwise defined herein shall have the meanings ascribed to them in the Lease); and WHEREAS, the term of the Lease expires March 31, 2005 and the parties desire to modify the Lease by extending the term of the Lease for an additional three (3) years upon the terms set forth below; NOW, THEREFORE, in consideration of One ($1.00) Dollar and other good and valuable consideration, the parties do hereby agree to amend the Lease as follows: 1. Term The term of the Lease is hereby extended for a period of three (3) years from the current expiration date of March 31, 2005 until March 31, 2008 (the "Additional Term "). Accordingly, the Lease will expire automatically on March 31, 2008 and Tenant shall surrender the Premises to Landlord without any need for notice from Landlord to Tenant. In consideration of Landlord's granting the Additional Term, Tenant hereby acknowledges that it has waived any right to extend the Lease beyond the Additional Term. 2. Rent During the Additional Term, Tenant shall pay annual minimum rent as set forth below: Additional Term Annual Minimum Rent Monthly Minimum Rent 4/1/05 - 3/31/06: $42,849.00 $3,570.75 4/1/06 - 3/31/07: $44,134.47 $3,677.87 4/1/07 - 3/31/08: $45,469.35 $3,789.11 i 3. Continuing Validity Except as herein modified, all other terms, covenants and conditions of the Lease shall remain in full force and effect and are hereby ratified and confirmed. 4. Conflicting Terms In the event of a conflict between the terms of the Lease and this Agreement, the language of this Agreement shall control. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. WITNESS LANDLORD: TWENTY ERFORD ROAD ASSOC �TES, L.P. By Name: i �;� viqz Title: (� WITNESS: TENANT: PENNSYLVANIA HOMECARE ASSOCIA ION By: Name: Title: V� C. 2 ' t I THIRD LEASE AMENDMENT THIS THIRD LEASE AMENDMENT (this "Amendment ") is made effective as of this day of April, 2008 (the "Effective Date "), by and between LINLO PROPERTIES IV, LP, with an office address of c/o Linlo Management D, LLC, 1013 Mumma Road, Suite 100, Lemoyne, Pennsylvania, 17043 ( "Landlord ") and PENNSYLVANIA HOMECARE ASSOCIATION, formerly know as Pennsylvania Association of Home Health Agencies, a Pennsylvania nonprofit corporation, with an address at 20 Erford Road, Suite 115, Lemoyne, Pennsylvania, 17043 ( "Tenant "). WHEREAS, Twenty Erford Road Associates, LP and Tenant entered into a Lease dated February 25, 1992, as modified and expanded by Amendments dated March 30, 2002 and November 29, 2004 (collectively, referred to as the "Lease ") in connection with the premises containing an aggregate amount of approximately 2,883 square feet of office space and being Suite 115 located on the first (main) floor of the building at 20 Erford Road, East Pennsboro Township, Cumberland County, Pennsylvania (the "Premises ") (as more particularly described in the Lease); WHEREAS, Landlord is the successor landlord following Landlord's acquisition of the building from Twenty Erford Road Associates, LP on April 17, 2007; and, WHEREAS, the parties desire to modify the Lease upon the terms set forth below. NOW, THEREFORE, in consideration of One ($1.00) Dollar and other good and valuable consideration, the parties do hereby agree as follows: 1. Term The current term of the Lease is hereby amended and extended for five (5) years beginning April 1, 2008 ( "Commencement Date ") to March 31, 2013 (the "Expiration Date "), subject to Tenant's right to renew as set forth in paragraph 2 below. Tenant shall surrender the Premises to Landlord on the Expiration Date without any need for notice from Landlord to Tenant. 2. Renewal Article 5(b) of the Lease is hereby deleted in its entirety and the following language is substituted in its place and stead: "ARTICLE 5(b) - Renewal. Provided Tenant is not in default, Tenant shall have the right to renew this Lease for one (1) option consisting of a five (5) year period. To exercise its right to renew, Tenant shall provide Landlord with written notice at least one hundred eighty (180) days prior to the expiration of the then current term." i 1 fi f 3. Rent During the Term and renewal terms (if exercised by Tenant), Tenant shall pay annual minimum rent as follows: Year Term Annual Minimum Rent Monthly Minimum Rent 1 04/01/2008 - 03/31/2009 $46,833.43 $3,902.79 2 04/01/2009 - 03/31/2010 $48,238.43 $4,019.87 3 04/01/2010 - 03/31/2011 $49,685.58 $4,140.47 4 04/01/2011 - 03/31/2012 $51,176.15 $4,264.68 5 04/01/2012 - 03/31/2013 $52,711.43 $4,392.62 4. Broker's Fees Landlord and Tenant mutually warrant to each other that no real estate brokers are entitled to a commission, finder's fee or other compensation as a result of this Agreement, and that neither party has employed or engaged a real estate broker or agent to effectuate this Agreement. Landlord and Tenant shall indemnify, defend and hold each other harmless from and against any claims by any broker or agent for a commission, finder's fee or other compensation arising from the execution and delivery of this Agreement. 5. Renovations and Upgrades Landlord and Tenant agree that, on or before August 31, 2008, Landlord will install new carpeting throughout Suite 115 and Landlord will enlarge the kitchen sink and install additional kitchen cabinets on the wall opposite where there are existing kitchen cabinets. The new carpet shall be selected by Tenant and approved by Landlord on or before June 30, 2008. Prior to the installation of the carpet, Landlord will replace < the existing ceiling lights and ceiling tiles tiles throug Suite 115. Prio �- v loS 4 / b C.t rpe.4 0kkr r � +`e ms� - fiftyZ z w,K re-Pa(e..CQ w,44"- C p I or S.e -(cc�� don ¢ , . , + SaHK -t 41- s storage Area Landlord and Tenant entered into a Storage Agreement dated ) January 2007 for Storage Unit F in Suite 15. The Storage Agreement is amended to reflect that, q 7 1 1/03 on or before Sta vie l ., Zoo >;' , 2008, Tenant will move from its existing storage space to a (( larger storage space, namely Storage Unit L in Suite 15. Paragraph 5 of the Storage Agreement is amended such that the monthly rental for storage area will be $100.00 per month for years 1 and 2 of this lease Term; $105.00 per month for years 3 and 4 of this lease Term; and $110.00 per month for year 5 of this lease Term. 7. Security Deposit The security deposit will remain unchanged and will remain at zero ($0.00) dollars. 8. Continuing Validity Except as herein modified, all other terms, covenants and conditions of the Lease, including common area maintenance, utilities and janitorial expenses, shall remain in full force and effect and are hereby ratified and confirmed. 2 F 9. Conflicting Terms All terms not otherwise defined herein shall have the meanings ascribed to them in the Lease. In the event of a conflict between the terms of the Lease and this Amendment, the language of this Amendment shall control. IN WITNESS WHEREOF, the parties hereto have executed this Amendment the day and year first above written. WITNESS LANDLORD: LINLO PROPERTIE , LP By: Linlo Manageme t ; LLC, General Partner By: Name: Lo ell R. Gates l Title: Me ber WITNESS: TENANT: PENNSYLVANIA HOMECARE ASSOCIATION By: a ki . Hoa c ive Dire for 3 EXHIBIT "C" FOURTH LEASE AMENDMENT T,IIS FOURTH LEASE AMENDMENT (this "Amendment') is made effective as of this S day of July, 2012 (the "Effective Date "), by and between LINLO PROPERTIES IV, LP, with an office address of c/o Linlo Management D, LLC, 1013 Mumma Road, Suite 100, Lemoyne, Pennsylvania, 17043 ( "Landlord ") and PENNSYLVANIA HOMECARE ASSOCIATION, formerly known as Pennsylvania Association of Home Health Agencies, a Pennsylvania nonprofit corporation, with an address at 20 Erford Road Suite 115, Lemoyne, Pennsylvania, 17043 ( "Tenant ") and THE ENFIELD GROUP, LP, with an address of c/o 2009 Enfield, LLC, P.O. Box 1112, Camp Hill, Pennsylvania 17011 ("Substituting Tenant "). WHEREAS, Twenty Erford Road Associates, LP and Tenant entered into a Lease dated February 25, 1992, as modified and expanded by Amendments dated March 30, 2002 November 29, 2004 and April 23, 2008 (collectively, referred to as the "Lease ") in connection with the premises containing an aggregate amount of approximately 2,883 square feet of office space and being Suite 115 located on the first (main) floor of the building at 20 Erford Road, East Pennsboro Township, Cumberland County, Pennsylvania (the "Premises ") (as more particularly described in the Lease); WHEREAS, Landlord is the successor landlord following Landlord's acquisition of the building from Twenty Erford Road Associates, LP on April 17, 2007; and, WHEREAS, the parties desire to modify the Lease and substitute The Enfield Group, LP for Pennsylvania Homecare Association as the tenant under the Lease upon the terms set forth below. NOW, THEREFORE, in consideration of One ($1.00) Dollar and - other good and valuable consideration, the parties do hereby agree as follows: 1. Substitution Effective July 1, 2012, The Enfield Croup, LP is substituted for, and assumes all obligations and liabilities of, Pennsylvania Homecare Association as the tenant under the Lease :for all purposes. Effective July 1, 2012, Pennsylvania Homecare Association is removed from, and assigns all right, title and interest as tenant under, the Lease and has no further liability or responsibility under the terms of the Lease. Pennsylvania Hotmecare Association will remove the balance of its property from the Suite by Friday, July 6, 2012. Effective July 1, 2012, The Enfield Group, LP shall perform all obligations of tenant tinder the Lease and shall defend, indemnify and hold harmless Pennsylvania Homecare Association from and against all claims, liability, costs and expenses (including, without limitation, reasonable attorneys' fees) arising out of or attributable the Lease or The Enfield Group's use or occupancy of the Premises. 2. Rental Payments The Enfield Group, LP is obligated to pay the monthly rental amount of $4,392.62 through the end of the Lease Term on March 31, 2013 including, without t limitation, the monthly rental payment due July 1, 2012, which The Enfield Group, LP shall pay to Landlord immediately upon the execution of this Amendment. 3. Re- Lease Effective July 1, 2012 through the end of the Lease Term, Landlord has the unrestricted right to re -lease the Suite in part or in its entirety at any time or times. Landlord is under no obligation to re -lease or sublease the Suite. If Landlord re- leases some or all of the Suite at any time(s) during the Lease Term, it will not affect or reduce the obligation of The Enfield Group, LP to pay all scheduled monthly rent for the remainder of the Lease Term. 4. Suite Acceptance Upon Pennsylvania Homecare Association's removal of the balance of its property from the Suite, Landlord hereby accepts the Suite in its current condition and waives any and all claims against Pennsylvania Homecare Association and The Enfield Group, LP for damage to the Suite. Landlord acknowledges that as of the date hereof, no events of default have occurred on the part of Pennsylvania Homecare Association under the Lease. 5. Continuing Validity Except as herein modified, all other terms, covenants and conditions of the Lease, including common area maintenance, utilities and janitorial expenses, shall remain in full force and effect and arc hereby ratified and confirmed. 6. Conflicting Terms All terms not otherwise defined herein shall have the meanings ascribed to them in the Lease. In the event of a conflict between the terms of the Lease and this Amendment, the language of this Amendment shall control. [signatures on immediately following page(s)] 2 IN WITNESS WHEREOF, the parties hereto have executed this Amendment the day and year first above written. WITNESS LANDLORD: LINLO PROPERTIES IV, LP By: Linlo Management D, LLC, General Partner By: �� �� ��'�G Name: Lowell R. Gates Title: Member WITNESS: TENANT: PENNSYLVANIA HOAIECARE ASSOCIATION By: Ui M. Hoak, Executive Director' WITNESS: SUBSTITUTING TENANT: THE ENFIELD GROUP, LP By:_ By 2009 Enfield, LLC, general partner Charles Davis, Member 3 BUCHANAN INGERSOLL & ROONEY P.C. 1�_ Bradley Walker, Esquire 1 I.D. No. 78067 JUL -3 Pc �: j Jacob M. Theis, Esquire jND I.D. No. 208631 a' 'SYS�at� T''r" 409 North Second Street, Suite 500 Harrisburg, PA 17101 (717) 237-4800 Attorneys for Defendant Pennsylvania Homecare Association LINLO PROPERTIES IV, LP, IN THE COURT OF COMMON PLEAS OF Plaintiff CUMBERLAND COUNTY, PENNSYLVANIA v. No. 13-3613 - Civil Term CIVIL ACTION THE ENFIELD GROUP, LP, . 2009 ENFIELD, LLC, CHARLES : R. DAVIS AND KAREN S. DAVIS, his wife, THE PENNSYLVANIA HOMECARE : ASSOCIATION AND SCOTT W. : HARVEY, Defendants . ENTRY OF APPEARANCE Kindly enter the appearance of Bradley Walker, Esquire, and Jacob M. Theis, Esquire, as counsel for Defendant PENNSYLVANIA HOMECARE ASSOCIATION in the above-captioned matter. Respectfully submitted, BUCHANAN ' GE: OL 'rONEY PC Y• B / Tley alker, " syve 7.D. #78067 Jacob M. Theis, Esquire I.D. #208631 409 North Second Street, Suite 500 Harrisburg, PA 17101 (717) 237-4800 Attorneys for Defendant The Pennsylvania Homecare Association Date: July 2, 2013 CERTIFICATE OF SERVICE I hereby certify that a true and complete copy of the foregoing Entry of Appearance was transmitted to the Court via first class mail, postage prepaid, for filing and for service upon the following attorney of record by first class mail, postage prepaid, this 2nd day of July, 2013: Lowell R. Gates, Esquire 1013 Mumma Road, Suite 100 Lemoyne, PA 17043 Attorney for Plaintiff BUCHANAN INGERSOLL & ROONEY PC By: nA •L • Krista . Kiger • DATE: July 2, 2013 f 4, s BUCHANAN INGERSOLL & ROONEY P.C. Thomas G. Collins, Esquire I.D.No. 75896 � � 12 Jacob M. Theis, Esquire I.D. No. 208631 CUMBERLAND COUI j i, 409 North Second Street, Suite 500 PENNSYLVANIA Harrisburg, PA 17101 (717) 237-4800 Attorneys for Defendant Pennsylvania Homecare Association LINLO PROPERTIES IV,LP, IN THE COURT OF COMMON PLEAS OF Plaintiff CUMBERLAND COUNTY,PENNSYLVANIA V. No. 13-3613 - Civil Term CIVIL ACTION THE ENFIELD GROUP, LP, 2009 ENFIELD, LLC, CHARLES R. DAVIS AND KAREN S. DAVIS, his wife,THE PENNSYLVANIA HOMECARE ASSOCIATION AND SCOTT W. HARVEY, . Defendants WITHDRAWAL OF APPEARANCE/ENTRY OF APPEARANCE Kindly withdraw the appearance of Bradley Walker, Esquire of Buchanan Ingersoll & Rooney PC on behalf of Defendant Pennsylvania Homecare Association and enter the appearance of Thomas G. Collins, Esquire of Buchanan Ingersoll &Rooney P.C. as counsel for Defendant Pennsylvania Homecare Association in the above-captioned matter. Respectfully submitted, BUCHANAN INGERSOLL & ROONEY PC By: Bradley lker, Esquire I.D. #78067 409 North Second Street, Suite 500 Harrisburg, PA 17101 (717) 237-4800 Date: July 11, 2013 Respectfully submitted, BUCHANAN INGERSOLL & ROONEY PC By: ~ Thomas G. Collins, Esquire I.D. #75896 Jacob M. Theis, Esquire I.D. #208631 409 North Second Street, Suite 500 Harrisburg, PA 17101 (717) 237-4800 Attorneys for Defendant Pennsylvania Homecare Association Date: July 11, 2013 CERTIFICATE OF SERVICE I hereby certify that a true and complete copy of the foregoing Withdrawal/Entry of Appearance was transmitted to the Court via first class mail, postage prepaid, for filing and for service upon the following attorney of record by first class mail, postage prepaid, this 11th day of July, 2013: Lowell R. Gates, Esquire Gates, Halbruner, Hatch & Guise, P.C. 1013 Mumma Road, Suite 100 Lemoyne, PA 17043 Attorney for Plaintiff BUCHANAN INGERSOLL & ROONEY PC By: Cy is L. Ziegler DAVE: July 11, 2013 i BUCHANAN INGERSOLL &ROONEY P.C. Thomas G. Collins, Esquire I.D.No. 75896 Jacob M. Theis, Esquire I.D.No. 208631 409 North Second Street, Suite 500 Harrisburg, PA 17101 (717) 237-4800 Attorneys for Defendant Pennsylvania Homecare Association LINLO PROPERTIES IV,LP, IN THE COURT OF COMMON PLEAS OF Plaintiff CUMBERLAND COUNTY,PENNSYLVANIA r...q V. No. 13-3613 - Civil Term -� CIVIL ACTION Fri THE ENFIELD GROUP,LP, 'J F 2009 ENFIELD, LLC, CHARLES R. DAVIS AND KAREN S. �,, r DAVIS his wife THE CD PENNSYLVANIA HOMECARE , � � ASSOCIATION AND SCOTT W. HARVEY, Defendants DEFENDANT PENNSYLVANIA HOMECARE ASSOCIATIONS' PRELIMINARY OBJECTIONS TO PLAINTIFF'S COMPLAINT AND NOW comes Defendant Pennsylvania Homecare Association("PHA"), by and through their undersigned attorneys, Buchanan Ingersoll & Rooney PC, and files the following Preliminary Objections to the Complaint filed by Linlo Properties IV, LP ("Plaintiff'),pursuant to Pennsylvania Rule of Civil Procedure 1028(a)(4), averring in support thereof as follows: PROCEDURAL BACKGROUND 1. On or about June 21, 2013, Plaintiff filed its Complaint(the "Complaint") against several Defendants arising out of a lease agreement—including four subsequent amendments 1 (collectively referred to herein as "the Lease")—between Plaintiff, PHA and a substitute tenant, the Enfield Group, LP. 2. Plaintiff's contention in this matter is that PHA's substitute tenant,the Enfield Group, LP (also a Defendant in this matter), stopped paying rent, and that the other Defendants made misrepresentations to Plaintiff about the solvency of the Enfield Group, LP before Plaintiff agreed to the substitution. 3. In Count V,Plaintiff asserts a claim of"Intentional Misrepresentation" against PHA; in Count IX, Plaintiff simply repeats these same allegations verbatim, but labels this count as "Fraud in the Inducement"; and in Count XVI, Plaintiff alleges that all Defendants engaged in "civil conspiracy"against Plaintiff,presumably premised upon the foregoing two Counts in the Complaint(as against PHA), but not expressly identified. 4. These are the only three claims asserted against PHA by Plaintiff. I FACTUAL BACKGROUND 5. As set forth in the Complaint, PHA began renting office space from Plaintiff at 20 Erford Road, Lemoyne, Pennsylvania(the "Erford Road Building"), in 1992. (Compl. ¶¶ 10 and 11.) 6. After nearly twenty years of renting the Erford Road Building, Plaintiff began looking for a different office space. (Compl. ¶21.) 7. On or about July 5, 2012, Plaintiff, PHA and Defendant Enfield Group, LP, executed the "Fourth Lease Amendment"which removed PHA as a tenant, and substituted Defendant Enfield Group, LP, as tenant. (See Exhibit C, attached to the Complaint.) 8. The Fourth Lease Amendment states in pertinent part: "Effective July 1, 2012, Pennsylvania Homecare Association is removed from, and assigns all right, title and interest as 2 tenant under,the Lease and has no further liability or responsibility under the terms of the Lease." (Exhibit C, pg 1, attached to the Complaint.) 9. The Fourth Lease Amendment also contained an integration clause, originally set forth in the 1992 Lease, which states: "This Lease represents the final understanding ... and no oral statements or representations or prior written matter not contained in this document shall have any force and effect or be admitted for any purpose in any proceeding at law or in equity." (Exhibit C,¶5, pg 2, attached to the Complaint) (which incorporates Article 33, pg 7, of the original Lease-Exhibit A-also attached to the Complaint.) 10. Notably, the Fourth Lease Amendment does not contain any provisions conditioning the agreement upon the Enfield Group, LP's ownership of the 12th Street Building, nor does it contain any other conditions relating to the Enfield Group, LP's solvency. (See Exhibit C.) 11. Pursuant to the unambiguous, black-and-white language of the Lease, Defendant Enfield Group, LP was substituted as lessee outright, and PHA was released as lessee without limitation. PLAINTIFF'S ALLEGATIONS AGAINST PHA 12. Plaintiff alleges that"prior"to the parties executing the Fourth Lease Amendment, PHA"represented that its substitute tenant, Defendant, The Enfield Group, LP was the owner of the 12th Street Building." (Compl., Count V,¶¶82-83; Count IX, ¶¶ 110-111) (both counts contain identical language). 13. Plaintiff further alleges that it"relied on"this representation, and that it was made "with the intent to deceive Plaintiff into believing ... Enfield Group, LP... [had] adequate 3 1 income to cover the rental liability." (Compl., Count V T¶ 84-85; Count IX,11112-113) (both counts contain identical language.) 14. Finally, Plaintiff alleges that the foregoing misrepresentation by PHA—that the Enfield Group, LP owned the 12th Street Building, and thus, was sufficiently solvent—was made in concert with the other Defendants, thereby constituting the tort of"Civil Conspiracy." (Compl., Count XVI,¶¶ 175-188.) I. DEMURRER TO COUNTS V AND IX Plaintiffs Claims in Counts V and IX are in fact a single claim for fraud in the inducement, and such claim is barred by the Parol Evidence Rule. 15. The foregoing paragraphs are incorporated herein as though set forth at length. 16. Aside from the heading of each count, there is no distinction between Count V and Count IX—they both assert fraud in the inducement of a contract. 17. The jurisprudence of this Commonwealth construes fraud and/or misrepresentation claims involving inducement to a contract as claims for"fraud in the inducement,"regardless of the label given in a complaint. 18. This Court should treat Counts V and IX as identical and duplicative claims for the arguments presented below. 19. Where the parties have deliberately put their engagements in writing,the law declares the writing to be not only the best, but the only evidence of their agreement and all preliminary negotiations, conversations and verbal agreements are merged in and superseded by the subsequent written contract. 20. Once a writing is determined to be the parties' entire contract, the Parol Evidence Rule applies, and evidence of any previous oral or written negotiations or agreements are almost always inadmissible to explain or vary the terms of the contract. 4 21. Pennsylvania courts have uniformly held that parol evidence may not be admitted based on a claim that there was fraud in the inducement of the contract. 22. To permit claims based upon oral representations—even if fraudulent—made prior to the execution of a contract containing an integration clause would make the Parol Evidence Rule a mockery,because all a party to the written contract would have to do to avoid, modify or nullify the contract would be to aver that the false representations were fraudulently made,thereby destroying the very purpose of the Parol Evidence Rule. 23. Because the Fourth Lease Amendment contained an integration clause, Plaintiff cannot, as a matter of law, bring"fraud in the inducement"claims based upon alleged statements made by PHA prior to the execution of the Fourth Lease Amendment. WHEREFORE, this Honorable Court should,pursuant to Pennsylvania Rule of Civil Procedure 1028(a)(4), grant PHA's preliminary objection as to Counts V and IX and dismiss Plaintiff s Complaint in its entirety as against PHA. 11. DEMURRER TO COUNT XVI Plaintiff's Claim for Civil Conspiracy in Count XVI fails because Plaintiff has no actionable underlying tort claims against PHA. 24. The foregoing paragraphs are incorporated herein as though set forth at length. 25. As to the first element of a Civil Conspiracy claim—sometimes referred to as the "predicate"—a claim for civil conspiracy requires a separate, actionable underlying tort. 26. Absent a civil cause of action for the underlying wrongful act, there can be no cause of action for civil conspiracy to commit that act. 27. Moreover, where the underlying causes of action are dismissed, a claim for civil conspiracy cannot survive and must also be dismissed. 5 28. Count XVI is premised upon Plaintiff s intentional misrepresentation/fraud in the inducement claim in Counts V and IX(as relevant to PHA). 29. Without restating the reasons articulated above, the only claims upon which Plaintiff's civil conspiracy claim can be based—as against PHA—fail as a matter of law, and accordingly, so too does the pendent civil conspiracy claim fail. WHEREFORE,this Honorable Court should,pursuant to Pennsylvania Rule of Civil Procedure 1028(a)(4), grant Defendant PHA's demurrer to Count XVI and dismiss Plaintiff's Complaint in its entirety as against PHA. Respectfully submitted, BUCHANAN INGERSOLL & ROONEY PC BY o11 Collins, PA ID No. 75896 Jacob M. Theis,Esquire PA ID No. 208631 409 N. Second Street, Suite 500 Harrisburg,PA 17101-1357 Phone: (717)237-4800 Fax: (717)233-0852 E: thomas.collins @bipc.com E: jacob.theis @bipc.com Attorneys for Defendant Pennsylvania Homecare Association Dated: July 16, 2013 6 CERTIFICATE OF SERVICE I hereby certify that on this day I served a copy of the foregoin Defe Homecare Associations' Prelimin g ndant Pennsylvania ary Objections to Plaintiff's Complaint by placing a true and correct copy of the same in the United States Mail, First Class Postage pre-paid upon the following: Lowell R. Gates, Esquire Gates, Halbruner, Hatch & Guise, P.C. 1013 Mumma Road, Suite 100 Lemoyne, PA 17043 Attorney for plaintiff The Enfield Group 525 North 12" Street Lemoyne, PA 17043 Defendant 2009 Enfield, LLC 525 North 12" Street Lemoyne, PA 17043 Defendant Charles R. Davis and Karen S. Davis 19 Tuscany Court Camp Hill, PA 17011 Defendants Scott W. Harvey 1 Souder Court Mechanicsburg, PA 17055 Defendant BY: /I�llCCO� C yhthia L. Ziegler Secretary to Thomas G. Collins, Esq. and Jacob M. Theis, Esq. Date: July 16, 2013 BUCHANAN INGERSOLL & ROONEY P.C. Thomas G. Collins, Esquire r:r`',, C= r �' I.D. No. 75896 ' - d. — _ Jacob M. Theis, Esquire -<,> I.D. No. 208631 <(ZD „ 409 North Second Street Suite 500 p` ' � _ CD j Harrisburg, PA 17101 (717) 237-4800 ro Attorneys for Defendant Pennsylvania Homecare Association LINLO PROPERTIES IV,LP, IN THE COURT OF COMMON PLEAS OF Plaintiff CUMBERLAND COUNTY, PENNSYLVANIA V. No. 13-3613 - Civil Term CIVIL ACTION THE ENFIELD GROUP, LP, 2009 ENFIELD, LLC, CHARLES R. DAVIS AND KAREN S. DAVIS, his wife, THE PENNSYLVANIA HOMECARE ASSOCIATION AND SCOTT W. HARVEY, Defendants PRAECIPE FOR LISTING CASE FOR ARGUMENT TO THE PROTHONOTARY OF CUMBERLAND COUNTY: 1. Please list Defendant Pennsylvania Homecare Association's Preliminary Objections to Plaintiff's Complaint for the next applicable argument court. 2. Identify counsel who will argue case: (a) for plaintiff Lowell R. Gates, Esquire Gates, Halbruner, Hatch& Guise, P.C. 1013 Mumma Road, Suite 100 Lemoyne, PA 17043 7CL /g. S' (b) for defendant Pennsylvania Homecare Association Thomas G. Collins, Esquire or Jacob M. Theis, Esquire Buchanan Ingersoll & Rooney PC 409 North Second Street, Suite 500 Harrisburg, PA 17101 3. The undersigned will notify all parties in writing within two days of receipt of the notice that this case has been listed for argument. 4. Argument Court Date: August 9, 2013 Respectfully submitted, BUCHANAN INGERSOLL & ROONEY PC By: T mas G. ollins, qu' A ID No. 7589 Jacob M. Theis, Esquire PA ID No. 208631 409 N. Second Street, Suite 500 Harrisburg, PA 17101-1357 Phone: (717)237-4800 Fax: (717) 233-0852 E: thomas.collins @bipc.com E: jacob.theis @bipc.com Attorneys for Defendant Pennsylvania Homecare Association Date: July 16, 2013 2 CERTIFICATE OF SERVICE I, Cynthia L. Ziegler, hereby certify that I am this day serving a copy of the Praecipe for Listing Case For Argument by United States First Class Mail, Postage Prepaid, upon the person indicated below: Lowell R. Gates, Esquire Gates, Halbruner, Hatch& Guise, P.C. 1013 Mumma Road, Suite 100 Lemoyne, PA 17043 Attorney for Plaintiff The Enfield Group 525 North 12`" Street Lemoyne, PA 17043 Defendant 2009 Enfield, LLC 525 North 12th Street Lemoyne, PA 17043 Defendant Charles R. Davis and Karen S. Davis 19 Tuscany Court Camp Hill, PA 17011 Defendants Scott W. Harvey 1 Souder Court Mechanicsburg, PA 17055 Defendant B Y: eu/I <4 Cyn is L. Ziegler Secretary to Thomas G. Collins, Esquire and Jacob M. Theis, Esquire DATE: July 16, 201;3 SHERIFF'S OFFICE OF CUMBERLAND COUNTY Ronny R Anderson Sheriff Jody S Chief Depruty X46 M `"ry f ''�P O ��� TA,g y Richard W Stewart "° i { � l� : Solicitor , ;FtEr= CUMBERLAND CCL,I PENNSYLVANIA xI � Linlo Properties IV, LP VS Case Number The Enfield Group, LP(et al.) 2013-3613 SHERIFF'S RETURN OF SERVICE 06/25/2013 03:33 PM-Deputy Noah Cline, being duly sworn according to law, served the requested Complaint& Notice by handing a true copy to a person representing themselves to be Sue Davis, Office Manager, who accepted as"Adult Person in Charge"for Scott W. Harvey at 1 Souder Court, Silver Spring Twp, Mechanicsburg, PA 17055. NOAH CLINE, DEPUTY 06/27/2013 Ronny R Anderson, Sheriff, being duly sworn according to law, states he made diligent search and inquiry for the within named Defendant to wit:2009 Enfield, LLC, but was unable to locate the Defendant in his bailiwick. The Sheriff therefore returns the within requested Complaint&Notice as"Not Found"at 525 N. Twelfth Street, Lemoyne Borough, Lemoyne, PA 17043. Business is not located at this address per the Lemoyne Postmaster mail is still delivered to the address provided. 06/2712013 Ronny R Anderson, Sheriff, being duly sworn according to law, states he made diligent search and inquiry for the within named Defendant to wit:The Enfield Group, LP, but was unable to locate the Defendant in his bailiwick. The Sheriff therefore returns the within requested Complaint& Notice as"Not Found"at 525 N. Twelfth Street, Lemoyne Borough, Lemoyne, PA 17043. Business is not located at this address per the Lemoyne Postmaster mail is still delivered to the address provided. 06/27/2013 01:54 PM -Deputy William Cline, being duly sworn according to law, served the requested Complaint& Notice by handing a true copy to a person representing themselves to be Vicky Hoak, CEO,who accepted as"Adult Person in Charge"for Pennsylvania Homecare Associat' t 600 N.Twelfth Street, Lemoyne Borough, Lemoyne, PA 17043. WILLIAM CLINE, DEPUTY 07/01/2013 07:49 PM -Deputy Shawn Harrison, being duly sworn according to law, served th quested Complaint &Notice by"personally" handing a true copy to a person representin sely s# be the Defendant, to wit: Charles R. Davis at 19 Tuscany Court, East Pennsboro Towns i , C mp ill, A 17011. t SH Ni DEPUTY 07/01/2013 07:49 PM-Deputy Shawn Harrison, being duly sworn according to law, served the requested Complaint & Notice by handing a true copy to a person representing themselves to be CHARIgS DAVIS- HUSBAND,who accepted as"Adult Person in Charge"for Karen S. is 19 T sc ny Court, East Pennsboro Township, Camp Hill, PA 17011. S WN HARRISON, DEPUTY (c)CountySuite Sheriff,7eleosoft,Inc. SHERIFF COST: $164.79 SO ANSWERS, July 15, 2013 -`- RON I R ANDERSON, SHERIFF (c)CountySuite Sheriff,Teleosoft,Inc, i OF'F'ICE OF THE PROTHONOTARY CUMBERLAND COUNTY DAVID D. BUELL PROTHONOTARY The Enfield Group-2009 Enfield LLC 525 North 12th Street Lemoyne,PA 17043 DATE: July 22nd, 2013 TO Defendants: THIS IS TO NOTIFY YOU THAT CASE NUMBER 2013-3613 Linlo Properties IV, LP VS. The Enfield Group, LP, et al. HAS BEEN LISTED FOR ARGUMENT ON August 9th, 2013. Cumberland County Argument Court Rules 1028(c), 1034(a) and 1035.2(a) shall be strictly enforced. If the issue was listed for prior argument you must re-file your brief as per Local Rule 1028(c) 10. Argument Court Schedule.showing the time vau mutt ax"xanr David D. Buell U.S.POSTAGE>>PITNE' Cumberland County Courthouse One Courthouse Square, Ste.100 v 1 Carlisle, PA 17013 ZIP 17013 $ 000 0001368848 JUL 2: LL= /3- 34-/3 = n The Enfield Group-2009 Enfield LLC ca t 525 North 121h Street ' Lemoyne, P coui C-2 r,� IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA LINLO PROPERTIES IV, LP, Plaintiff, V. Docket No. 13-3613 C') + THE ENFIELD GROUP, LP, 2009 ni- ENFIELD,LLC, CHARLES R.DAVIS AND KAREN S. DAVIS, his wife, THE PENNSYLVANIA HOMECARE ` 3>C-, c, ASSOCIATION,AND SCOTT W. W `= HARVEY, ' ' rJ Defendants. PRAECIPE TO DISMISS WITH PREJUDICE DUE TO SETTLEMENT AND NOW, comes Plaintiff, Linlo Properties IV, LP, by and through its attorneys, Gates, Halbruner, Hatch & Guise, P.C., and files this Praecipe to Dismiss with Prejudice as to all Defendants, The Enfield Group, LP, 2009 Enfield, LLC, Charles R. Davis and Karen S. Davis, husband and wife, the Pennsylvania Homecare Association, and Scott W. Harvey. The Plaintiff and Defendants have reached a settlement whereby the Plaintiff has agreed to dismiss this action with prejudice. Respectfully Submitted, Dated: August © , 2013 "Sr';- Lowell R. Gates, Esq. PA ID #46779 Gates, Halbruner, Hatch & Guise, P.C. 1013 Mumma Road, Suite 100 Lemoyne, PA 17043 Phone: 717.731.9600 Fax: 717.731.9627 l.r.fzates(cr,gateslawfirm.com