HomeMy WebLinkAbout14-0612 Supreme Court of Pennsylvania
Court 4Common Pleas For Prothonotary Use Only:
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County l ��
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Commencement of Action:
S
El Complaint '� Writ of Summons ❑ Petition
E] Transfer from Another Jurisdiction ❑ Declaration of Taking
E
C Lead Plaintiff's Name: Lead Defendant's Name:
I Are money damages requested? Yes ❑ No Dollar Amount Requested: El within ar n limits
O (check one) N outside arbitration limits
N Is this a Class Action Suit? ❑ Yes X No Is this an MDJAppeal? ❑ Yes 9 No
A Name of Plaintiff /Appellant's Attorney: :5 cavvl j.1�Q � L, 1� n A e::—.
❑ Cheek here if y on have no attorney (are a Self- Represented [Pro Sel Litigant)
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S ❑ Product Liability (does not include ❑ Employment Dispute:
E mass tort)
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C El Other: aEmplokment Dis ute: Other E] Zoning Board
1 , � � El Other:
I ❑ Other: N
O MASS TORT
❑ Asbestos
N ❑ Tobacco
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❑ Other: [:1 Ejectment El Common Law /Statutory Arbitration
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Updated I /I/20II
4 to 3, 7�� °� 7
THONOTARIY
2014 JAN 30 PM 3 3
CUM:O£RLAND COUNTY
PENNSYLVANIA
DTE SERVICES, INC., ) IN THE COURT OF COMMON PLEAS
Plaintiff ) OF CUMBERLAND
COUNTY, PENNSYLVANIA
VS. )
CIVIL ACTION - LAW
HAROLD R. RADABAUGH, )
Defendant ) NO.
PRAECIPE
TO THE PROTHONOTARY:
Please issue a Writ of Summons in the above matter and deliver the Writ to the Sheriff of Cumberland
County for service upon the Defendant at the following address:
Harold R. Radabaugh
7290 Carlisle Road
Dover, PA 17315
mu 1 L. And s
Attorney for Plaintiff
Supreme Court ID # 17225
DTE SERVICES, INC., ) IN THE COURT OF COMMON PLEAS
Plaintiff ) OF CUMBERLAND
COUNTY, PENNSYLVANIA
VS. )
CIVIL ACTION - LAW
HAROLD R. RADABAUGH, )
Defendant ) NO.
WRIT OF SUMMONS IN CIVIL ACTION
TO: Harold R. Radabaugh
You are hereby notified that DTE Services, Inc., the Plaintiff, has commenced an action against you.
Prothonotary of Cumberland County, by
Date: JC-4-00- 30 20 /y O �
IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA
DTE SERVICES, INC.,
Plaintiff
V. NO.: 2014-612
HAROLD R. RADABAUGH, CIVIL ACTION—LAV rrl
Defendant
PRAECIPE FOR RULE TO FILE COMPLAINT ` ~
To the Prothonotary: -
Kindly enter a Rule upon Plaintiff to file a Complaint within Twenty(20) days from the date of the
service of this Rule or suffer Judgment of non pros:
By: tA -
A rew H. aw, Esquire
Sup. Ct. I.D. No. 87371
200 S. Spring Garden St., Suite 11
Carlisle, PA 17013
(717) 243-7135
Attorney for Defendant
RULE
AND NOW, this 171A day of February, 2014, upon praecipe of Defendant, a rule is hereby en-
tered upon the Plaintiff to file a Complaint within Twenty (20) days after service of this rule or suf-
fer the entry of a judgment of non pros.
By:
r onotary
. .
•
CLJ 1;I i
H U'1S LVAN1A
DTE SERVICES, INC., ) IN THE COURT OF COMMON
Plaintiff ) PLEAS OF CUMBERLAND
) COUNTY, PENNSYLVANIA
vs. )
) CIVIL ACTION - LAW
HAROLD R. RADABAUGH, )
Defendant ) NO. 2014-612
NOTICE
TO DEFENDANT NAMED HEREIN:
YOU HAVE BEEN SUED IN COURT. IF YOU WISH TO DEFEND AGAINST THE
CLAIMS SET FORTH IN THE FOLLOWING PAGES, YOU MUST TAKE ACTION
WITHIN TWENTY (20) DAYS AFTER THIS COMPLAINT AND NOTICE ARE SERVED,
BY ENTERING A WRITTEN APPEARANCE PERSONALLY OR BY ATTORNEY AND
FILING IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE
CLAIMS SET FORTH AGAINST YOU. YOU ARE WARNED THAT IF YOU FAIL TO DO
SO, THE CASE MAY PROCEED WITHOUT YOU, AND A JUDGMENT MAY BE
ENTERED AGAINST YOU BY THE COURT WITHOUT FURTHER NOTICE FOR ANY
MONEY CLAIMED IN THE COMPLAINT OR FOR ANY OTHER CLAIM OR RELIEF
REQUESTED BY THE PLAINTIFF. YOU MAY LOSE MONEY OR PROPERTY OR
OTHER RIGHTS IMPORTANT TO YOU.
YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO
NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE
OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP.
CUMBERLAND COUNTY BAR ASSOCIATION
32 SOUTH BEDFORD STREET
CARLISLE, PA 17013
TELEPHONE: (717) 249-3166
DTE SERVICES, INC., ) IN THE COURT OF COMMON
Plaintiff ) PLEAS OF CUMBERLAND
) COUNTY, PENNSYLVANIA
vs. )
) CIVIL ACTION - LAW
HAROLD R. RADABAUGH, )
Defendant ) NO. 2014-612
COMPLAINT
AND NOW comes the above-named Plaintiff, by its attorney Samuel L. Andes, and
makes the following Complaint in this matter:
1. The Plaintiff is DTE Services, Inc. a Pennsylvania business corporation with offices
at 20 Erford Road, Suite 9, Lemoyne, Pennsylvania.
2. The Defendant is Harold R. Radabaugh an adult individual who resides at 7290
Carlisle Road, Dover, Pennsylvania 17315.
3. By an Agreement dated 28 December 2009, Plaintiff purchased certain assets from
Defendant. A copy of that Agreement is attached hereto and marked as EXHIBIT A.
4. As part of the Agreement between the parties, Plaintiff agreed to employ Defendant
following Plaintiff's purchase of Defendant's business assets.
5. Pursuant to Paragraph 6 of the Agreement, Defendant agreed that he would not
compete, directly or indirectly with Plaintiff as long as he was employed by Plaintiff and for a
period of two (2) years after the termination of his employment. Defendant further specifically
agreed that he would not contact any of the customers with which he previously did business in
his business or accept employment with another company providing goods or services
substantially similar to those provided by Plaintiff.
6. The provisions of Paragraph 7 of the Agreement were of considerable importance to
Plaintiff. Plaintiff would not have been willing to purchase the assets of Defendant's prior
business or to employ Defendant if Defendant were to compete with, or was free to compete
with Plaintiff. Thus the provisions of Paragraph 7 of the Agreement were an integral part of the
agreement between the parties.
7. Defendant breached the Agreement between the parties of 28 December 2009.
Specifically, Defendant has, for his own benefit, done business with persons, companies, and
other entities which were customers of Plaintiff and has diverted business opportunities away
from Plaintiff and to Defendant for his personal benefit.
8. Defendant, by his conduct, has injured Plaintiff by diverting business from Plaintiff
for his own benefit.
9. Plaintiff seeks to enforce the Agreement between the parties dated 28 December
2009, which is attached hereto and marked as EXHIBIT A.
10. Defendant's conduct has injured Plaintiff in an amount not yet known to Plaintiff but
believed to be in excess of the arbitration limits in Cumberland County. Accordingly, Plaintiff
demands judgment against Defendant in an amount in excess of$50,000.00, plus interest, plus
costs.
WHEREFORE, Plaintiff demands judgment against Defendant in an amount in excess
of$50,000.00, plus interest, plus costs.
Samuel L. Andes
Attorney for Plaintiff
Supreme Court ID # 17225
525 North 12th Street
P.O. Box 168
Lemoyne, PA 17043
(717) 761-5361
I verify that the statements made in this document are true and correct. I understand that
any false statements in this document are subject to the penalties of 18 Pa. C.S. 4904 (unworn
falsification to authorities).
DTESERVICES, INC., by
Date:/` ----'
EXHIBIT A
. ElCOPY
AGREEMENT FOR PURCHASE OF ASSETS
THIS AGREEMENT for the purchase of assets, is made this 28 day of
(oea! , 20n , and is by and between:
DTE SERVICES,INC., a Pennsylvania business corporation which maintains its
principal offices at Suite 9, 20 Erford Road in Lemoyne,Pennsylvania 17043 (hereinafter
"Purchaser"); and
HAROLD R. RADABAUGH, an adult individual who resides at 15 Faculty Road in
Duncannon,Pennsylvania 17020 (hereinafter"Seller").
WITNESSETH:
WHEREAS, Seller owns and operates a sole proprietorship business which operates
under the name of"Hawk Rock Communications", from 15 Faculty Road in Duncannon,
Pennsylvania, which business engages in communication cabling, fiber-optic installation, and
related communications business; and
WHEREAS, Seller has acquired and owns certain equipment, tools, items of inventory,
customer lists, and other tangible and intangible assets which he uses in connection with the said
business; and
WHEREAS,Purchaser and Seller have agreed that Purchaser shall purchase and acquire
the assets of Seller used in Hawk Rock Communications for an agreed purchase price and on
• certain other terms and conditions, all of which are to be set forth hereinafter, and the parties
wish to have their agreement reduced to writing.
NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants
hereinafter set forth, and intending to be legally bound and to legally bind their heirs, successors,
and assigns by this agreement, the parties do now covenant, promise, and agree as follows:
1. SALE OF ASSETS. Seller shall sell to Purchaser the following assets currently
used in his operation of Hawk Rock Communication:
a. A 2006 Chevrolet cargo van currently titled in Seller's name;
b. The tools listed on Schedule A which is attached hereto and made a part
of hereof;
.
c, Those items of new and unused inventory listed on Schedule B which is
attached hereto and made a part hereof;
d. Those items of used inventory listed on Schedule C which is attached
hereto and made a part hereof;
e. The name"Hawk Rock Communications"and all other representations
and uses of that name or any direct variant of it; a
f. All relations with and identifications of customers of Hawk Rock
Communications up to the date of this agreement, together with the exclusive right
to deal and communicate with those customers and to provide communication
services to them at all times after the date of this agreement.
2. SELLER'S REPRESENTATIONS AND WARRANTIES. Seller represents,
promises, and warrants, with regard to the assets to be sold and transferred in accordance with
Paragraph 1, as follows:
a_ Seller is the owner, without limitation or restriction, of all of the items
to be sold and transferred to Purchaser described in Paragraph 1. None of those
items are subject to any liens, encumbrances, or other matters which prohibit or
limit Seller's legal authority to sell and transfer them to Purchaser.
b. Selling and transferring the items identified in Paragraph 1 of this
agreement will not violate any agreement, court order, regulation,law, or other
matter to which Seller is currently a party and Seller represents that he is fully
authorized to sell and convey:those items to Purchaser.
c. The sale and transfer of the assets listed in Paragraph I to Purchaser is
not made by Seller in an effort to defeat or frustrate the claims of any of his
creditors or to avoid any lawful obligation he owes to any third party, specifically
including any financial debt.
d. Seller has paid or will pay, as due, any and all income or other taxes,
including payroll taxes, which are owed or maybe owed as a result of his
operation of Hawk Rock Communication, or any other business entity by that
name in which he has used the items listed in Paragraph 1 hereof. Should he fail
to pay any such taxes as due, Seller shall indemnify and save Buyer harmless from
any loss, cost, or claim caused to Seller by his failure to pay such items as due.
e. Seller shall pay and satisfy all obligations,debts, and other matters
arising out of his operation of Hawk Rock Communications, or any other business
activity in which he is engaged prior to the date of this agreement in which he has
used any of the items described in Paragraph 1 of this agreement. Seller shall pay
and satisfy any such obligations immediately upon demand by any creditor or by
Purchaser and shall further indemnify and save Purchaser harmless from any loss,
cost, or expense caused to Purchaser by Seller's failure to do so in a prompt and
timelyfashion.
3. PURCHASE PRICE. Purchaser shall pay Seller, for the purchase of Hawk Rock
Communication and for the other covenants and promises set forth in this agreement, the
purchase price of Fifty Thousand ($50,000.00)Dollars. That sum shall be paid as follows:
a. The sum of Twenty-Five Thousand ($25,000.00) Dollars shall be paid in
cash or cash equivalents on or before 31 December 2009;
b. The sum of Twenty-Five Thousand($25,000.00) Dollars in cash or cash
equivalents shall paid on or before 30 June 2010. The said payment shall not bear
interest unless Purchaser fails to make the payment on or before 30 June 2010,
'after which date the payment shall bear interest at the rate of six(6%) percent per
annum.
Purchaser shall deliver to Seller, at settlement as provided for herein, its promissory note, with
confession of judgment provisions, to secure the payment of the $25,000.00 on or before 30 June
2010. That note shall be in the form attached hereto and marked as.Schedule a
4. REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser
makes the following representations, promises, and warranties to Seller with regard to the
obligations of Purchaser under this agreement:
a. Purchaser is fully authorized,by its corporate bi-laws and by law, to
enter into this agreement and make the payments to Seller required by this
agreement.
b. This agreement violates no agreement, law, court order, or other matter
which prohibits or limits in any way Seller's ability to fulfill its obligations under
this agreement.
c. Purchaser has the financial means to make the payments owed to Seller
pursuant to this agreement and to provider him the employment required by this
agreement.
d. Purchaser does not owe any obligation, including income or payroll tax
obligations,which render it insolvent or otherwise prevent it from making the
payments due Seller under this agreement.
5. EMPLOYMENT OF SELLER. Purchaser shall employee Seller as a
communications; installer after the date of this agreement. The terms of that employment shall
be as follows:
a. Seller shall be compensated or paid at the rate of$25.00 per hour. He
shall be paid as an employee of Purchaser with all appropriate taxes withheld from
his pay, as required by law.
b. Seller shall be obligated to provide no more than forty(40)hours of
work per week. Purchaser shall be required to provide only those hours of work as
are reasonably necessary as a result of its business demand. That is, there is no
'guarantee by Purchaser of a minimum number of hours.
c. The term of Seller's employment shall be for two (2) years unless earlier
terminated or extended by the mutual agreement of the parties.
Notwithstanding the above, Seller shall have the right to resign his employment at any time by
giving Purchaser two (2)weeks advance notice of such resignation in writing. Seller
acknowledges that he is aware that this employment provision does not guarantee him a
minimum number of hours or a minimum compensation and recognizes that the number of hours
he can work is directly dependent upon the work available to him as an employee of Purchaser.
b. AGREEMENT NOT TO COMPETE In consideration of the other terms and
provisions of this agreement, Seller agrees that he shall not compete, directly or indirectly, with
Purchaser during such time as he is employed by Purchaser pursuant to this Agreement and for
period of two (2)years after the termination of such employment, whether that employment is
terminated by Seller or Purchaser. With regard to the agreement not to compete, Seller
specifically agrees as follows:
a. Seller shall not contact any of the customers of Hawk Rock
Cammurucations,or customers with which he previously dealt under that name or
otherwise, except on behalf of DTE Services, Inc.
b. Seller shall not accept employment with another company which
provides goods or services substantially similar to those provided by DTE and
shall not engage in any business himself which provides such services.
The restrictions set forth in sub-paragraphs a and b shall continue during the time that Seller is
employed by Purchaser pursuant to this.agreement and"for a period of two (2)years thereafter.
7. SETTLEMENT. Settlement on the purchase of the business contemplated by this
agreement shall be held at llpt a onra. � At settlement, the parties
shall exchange and deliver the following documents:
a. Seller shall deliver a bill of sale for the items listed on Schedules A, B
and C hereof.
b. Seller shall deliver the documents necessary to transfer the title to the
Chevrolet Van to Purchaser.
c. Purchaser shall deliver the cash payment of$25,000.00 in accordance
with Paragraph 3 (a).
d. Purchaser shall deliver its promissory note in the amount of$25,000.00
in accordance with Paragraph 3 (b).
At settlement the parties shall make,execute, acknowledge, and deliver any and all documents
reasonably required to complete the sale contemplated by this agreement.
8. ALLOCATION OF PURCHASE PRICE. The parties agree that they have
allocated the purchase price for the assets to be transferred pursuant to this agreement, as
follows:
a. Motor vehicle.
b. Tools.
c. Inventory (both new and used).
d. Name and customer list.
9. MISCELLANEOUS MATTERS. This agreement constitutes the entire agreement
between the parties relating to the sale and purchase of assets between the parties. There are no
other agreements, representations,promises; or understandings between the parties except as set
forth herein and all prior discussions and negotiations merge into this agreement and shall have
no further separate validity. This agreement shall be interpreted, applied, and enforced in
accordance with the laws of and by the courts of the Commonwealth of Pennsylvania. In the
event that any portion of this agreement is found to be invalid or unenforceable, such finding
shall not affect the other provisions of this agreement, all of which shall continue in full force
and effect.
IN WITNESS WHEREOF the parties hereto have set their hands and seals the day and
year first above written.
DTE SERVICES, INC.
C 14 44/ /' .cl AO re;-4 eze.Aso'
th 4,1 f
is ess HAROLD R. RADABAUCI
•
TOOLS INVENTORY:
ITEM PURCHASE PRICE
Fluke Cable Certification Tester $6,935.05
Noyse Fiber Tester 2,696.31
Unicam Fiber Terminating Kit 536.00
Hilo Rotary Drill
DeWalt 3 "Hammer Drill 157.94
DeWalt Cordless '/2"Hammer Drill(new bait) 239.14
DeWalt 1/2"Cordless l&Volt Drill (new batt) 345.14
DeWalt Sawza?l 116.47
DeWalt Jigsaw 90.00
Milwaukee PoraBand Saw 225.00
Milwaukee Right Angle Drill 229.99
Green Lee Jack Stands (2) 274.00
Fish Tapes 300.00
Gopher Poles 115.00
Fish Sticks 39.00
Extension Cords 250.00
12549.04
New Items
2 66 Blocks Hubbell $
1 66 block bracket Hubbell $
1 66 Block w/12 4pr jacks $
2 6pr surge protector packs $
500 bridge clips $
2 Landscape Fiber cans Owens Corning $
1 24 port 5E patch panel SMP
1 termination tool Krone
2 24 port 5E patch panel SC Amp $
300 blanks Ivory Amp $
31 4 port raised face plate E. Ivory Amp $
7 2 port raised face plate E. Ivory Amp
8 4 port face plate White Amp $
3 4 port face plate Almond Amp $
171 4 port angled face plate Almond Amp $
25 Quantum RJ45 jacks Blue Amp $
50 Quantum RJ45 jacks Almond Amp $
5 Quantum RJ45 Jacks Red Amp $
31 Cat 6 SI jacks E.Ivory Amp $
1 mod plug hand tool Amp $
2 Fiber rack mounted cans Amp $
1 110 connect jack tool Hubbell
2 HXTA termination aid Hubbell $
1 1.-12 port Multimedia box O.White Hubbell
5 HXJ6EI jack E. Ivory Hubbell $
27 l-IX15EOW jack 0.White Hubbell $
2 HXJ6EI jack E. Ivory Hubbell $
8 HXJ5EEI jack E. Ivory Hubbell $
3 6 port 2 gang face plate E.ivory Hubbell $
38 2 port face plates E.ivory Hubbell $
4 2 port face plates ivory Leviton $
20 CAT 5E Jacks Orange Leviton $
3 Coax face plates white Leviton $
2 Blanks silver/grey Leviton $
20 Blanks O.White .. Leviton $ _ _ 4
1 . CAT SE jack Black Leviton $
1 1 port face plate Black Leviton $
8 AT-360E-8 Wall phones Metal ATP $
2 AT-219-4 Wall phones White ATP $
15 CAT aE jacks Blue Avaya $
•
USED ITEMS
31 Cross connect spindles $
1 hand set amplifier Black Walker
7 boxes Almond? Wiremold $
2 24 port CAT 5E patch panel Hubbell
5 48 port CAT 5E patch panel Hubbell $
1 24 port CAT 6 patch panel Hubbell
2 48 port CAT 6 extreme patch panel Leviton $
1 24 port CAT 6 patch panel Leviton
1 24 port CAT SE patch panel Leviton $
1 48 port Netconnect Quantum patch panel Amp
64 4 port face plate Almond Amp $
9 SE jack Green Amp
52 SE jack Yellow Amp $
9 blanks Almond ` Amp $
72 Quantum jack Blue Amp
2 2 port face plate White , Amp
22 4 port face plate E. Ivory, Amp
8 HXJSEB jack Blue Hubbell
4 HXJSEEI jack E. Ivory Hubbell
16 5E'jack E. Ivory Hubbell
9 SE jack Blue Hubbell
9 Cat 6 jack E. Ivory Hubbell $
2 1 port face plate Ivory Leviton
22 2 port face plate Ivory Leviton $
3 3 port face plate Ivory Leviton
1 4 port face plate Ivory Leviton $
35 blanks Ivory Leviton $
1 5E jack Black Leviton _ $
12 CAT 6 jack Ivory Leviton $
1 CAT 6jack Blue Leviton
12 voice grade Ri11 jack Black Leviton
15'gray latter rack $
15'black latter rack $
5 rack shelves
2-7'floor racks
2 Leviton patch panel brackets
P/N#49251-w62
1 Hornaco patch panel brackets
P/N#wprn-19-68
1 Middle Atlantic cabinet w/door and Leviton fiber can
Cabinet $
MFG#09200409
Model#cwr-18-)a
Door $
MFG#08310409
Model#fd-18
•
1 8" IT rack?
Wire Management
6 pcs Panduit vertical
4 pcs siemons #wrn-145-5 (NEW)
4 pcs Leviton Versi-Duct horizontal
1 pcs Leviton 2"CAT#41-1r-hcr►m
1 pcs Amp 3"horizontal
37 pcs Amp Bar Kits P#406042-1
1 Avaya Merlin Magix#491E1 Phone Switch w/extra cover
w/016 T/R and 024 TDL
1 Omega 616 Key Unit Phone Switch
2 3-Corn Wireless Antennas Model#WL-526
Serial#0100/7UGF3TACFC285
Serial#0100/7UGF3TACFC1B3
J Nooks,
19 CAT 3224
23 CAT 32
20 CAT 2124
45 CAT 21
4 MP1S Wall Caddies
11 CAT 21w/batwings
22 B-Line BCH21
5. 1224
50 Minerallac 600 Beam Clamps
20 CAT HBA hangers
76 CAT 22
Line Cords
8 ATP AT414 14'
12..; . CPT-ec-113393 _. _: - 14'.
9 Lynn Elec. LD4BU14SS 14'
16 1 Foot
34 7 Foot
26 ATP AT407 7'
1 Lynn Elec. LD4BU7SS 7'
2 Adirondack AWC 7200 7W 7'
15 Lynn Elec. LDW4ASE-10
10 Lynn Elec. L046-25-55
7 ATP AT425 25'
15 Lynn Elec.LDW4ASE-10
4 W07174-01 Patch Cord 25'
•
20 Adirondack Handset Cords AWC 920042-A
6 Sin D rings
PVC
2 FS Boxes 1/2in
1 1/tin LB
7 Wall Clamps 3/4in
16 Wall Clamps 1/2in
( PY
• • •
fl
BILL OF SALE
In consideration of a cash payment made contemporaneously with the delivery of this Bill
of.Sale, the undersigned Harold R. Radabaugh, formerly trading as Hawk Rock
Communications, does hereby sell, grant, bargain, convey, transfer, assign, and set-over onto
DTE Services, Inc., the following items:
a. The tools listed on Schedule A.
b. The inventory of new parts set forth on Schedul e B.
c. The inventory of used parts set forth on Schedule
C.
sicSeurcvhietes Inc. fr
items to be, unconditionally and without limitation, the sole and DTE
separate property of D
, om and after the date of this Bill of Sale.
/ C
HAROLD A„
. RADABAUGH
DTE SERVICES, INC.,
Plaintiff
VS.
HAROLD R. RADABAUGH,
Defendant
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION — LAW
NO. 2014-612
DEFENDANT'S MOTION FOR PROTECTIVE ORDER
AND NOW, comes the Defendant, Harold R. Radabaugh, through his undersigned
attorney, Andrew H. Shaw, and files this Motion For Protective Order, and in support thereof
states as follows:
1 On or about February 20, 2014, Plaintiff issued a Notice of Deposition to
Defendant Harold R. Radabaugh (hereinafter "Defendant"), for March 20, 2014 at 3:00 p.m. at
the office of Samuel L. Andes, 525 North Twelfth Street, P.O. Box 168, Lemoyne, PA 17043. A
copy of the Notice is attached hereto and incorporated by reference as Exhibit A.
2. On or about February 13, 2014, Defendant served Plaintiff with a Rule to File
Complaint.
3. On or about February 27, 2014, Plaintiff filed its Complaint.
4. After reviewing the Complaint, Defendant has decided to file Preliminary
Objections, as the employment agreement upon which Plaintiff makes its claim is unenforceable.
5. Plaintiff commenced this litigation on or about January 30, 2014 through filing a
Writ of Summons.
6. Plaintiff has not sought a preliminary injunction or noted any exigent
circumstances that would require Defendant's deposition prior to this Court ruling on
Defendant's anticipated preliminary objections.
7. Defendant recognizes the need to make himself available for deposition should
this Court dismiss his anticipated Preliminary Objections.
8. To depose Defendant at this stage of the proceedings is unnecessary and only
serves to create an unreasonable annoyance, embarrassment, oppression, burden and expense on
Defendant.
9. Justice requires that this Court issue a protective order requiring that Plaintiff not
depose Defendant until after the Court has ruled on Defendant's anticipated Preliminary
Objections and the pleadings are closed, and then only if this Court were to dismiss Plaintiff's
Complaint.
10. No judge has previously ruled on any matters in this litigation.
11. Defendant has contacted Plaintiffs counsel, and said Counsel does not concur in
this Motion.
. WHEREFORE, Defendant requests this Honorable Court issue a protective order
requiring that Plaintiff not depose Defendant until after the Court has ruled on Defendant's
Preliminary Objections and the pleadings are closed, and then only if this Court were to dismiss
Plaintiff's Complaint.
Date: 3
By:
2
Respectfully submitted,
Andrew H. Shaw, Esquire
Sup. Ct. ID No. 87371
200 S. Spring Garden St., Suite 11
Carlisle, PA 17013
(717) 243-7135
(717) 243-7872 (facsimile)
Attorney for Defendant
DTE SERVICES, INC.,
Plaintiff
VS.
HAROLD R. RADABAUGH,
Defendant
IN THE COURT OF COMMON
PLEAS OF CUMBERLAND
COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 2014-612
NOTICE OF DEPOSITION
TO: Mr. Harold R. Radabaugh
c/o Andrew H. Shaw, Esquire
200 S. Spring Garden Street, Suite 11
Carlisle, PA 17013
PLEASE TAKE NOTICE that pursuant to Pa R.C.P. 4007.1, the undersigned will take
your deposition at the office of the undersigned, before a person so authorized to render an oath,
on Thursday, 20 March 2014 at 3:00 p.m., and that you are requested to appear at the aforesaid
time and submit to examination under oath.
The subjects to be covered at the deposition was any work you did for any client or
customer other than work for DTE Services, Inc. for such clients or customers at any time after
June of 2011.
AND BRING THE FOLLOWING: Those items listed on Schedule A.
20 February 2014
Samuel L. Andes
Attorney for Plaintiff
Supreme Court ID# 17225
525 North 12th Street
P.O. Box 168
Lemoyne, Pa 17043
(717) 761-5361
SCHEDULE A
1. Copies of your personal tax returns for tax years 2011, 2012 and 2013.
2. Copies of tax returns for any business entities specifically including, but not limited to
(Hawk Rock Communications) or any other business entities in which you owned and interest or
from which you derived income in excess of $500.00 in any tax year, other than DTE Services,
Inc. for tax year 2011, 2012 and 2013.
3. Copies of any estimates, proposals, contracts, or invoices for any work you did for any
third party, other than DTE Services, or any work you proposed to do for such third parties from
1 June 2011 to the present.
" CERTIFICATE OF SERVICE
I, Andrew H. Shaw, Esquire, do hereby certify that a true and correct copy of the
following document, Motion for Protective Order, was served this date on the below
named, by placing same in the United States mail, first-class, postage prepaid thereon,
addressed as follows:
Date:
Samuel L. Andes, Esquire
525 North Twelfth Street
P.O. Box 168
Lemoyne, PA 17043
Attorney for Plaintiff
Anrw H. Sha , Esquire
Sup. Ct. I.D. No. 87371
Law Office of Andrew H. Shaw, P.C.
Carlisle, PA 17013
(717) 243-7135 (phone)
(717) 243-7872 (facsimile)
Attorney for Defendant
DTE SERVICES, INC.,
Plaintiff
vs.
HAROLD R. RADABAUGH,
Defendant
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION — LAS=
NO.2014 -612
n
7E. c..) * c Ar..
•
DEFENDANT'S PRELIMINARY OBJECTIONS
TO PLAINTIFF'S COMPLAINT
AND NOW, comes the Defendant, Harold R. Radabaugh, through his undersigned
attorney, Andrew H. Shaw, and files these Preliminary Objections to the Plaintiffs Complaint:
1. Plaintiff filed its Complaint on February 28, 2014.
I. LEGAL INSUFFICIENCY IN THE PLEADING (DEMURRER)
2. Paragraph 1 is incorporated by reference as if set forth more fully herein.
3. In Paragraph 3 of its Complaint, Plaintiff attached a copy of the Agreement for
Purchase of Assets (hereinafter "Agreement ") executed by the parties.
4. Plaintiff avers generally in Paragraph 7 of its Complaint that Defendant breached
Paragraph 6 ( "Agreement Not To Compete ") of the Agreement by competing against Plaintiff.
5. Plaintiffs cause of action relies entirely upon the Agreement between the parties.
6. Plaintiffs Complaint is legally insufficient because the clause within the
Agreement upon which Plaintiff bases its cause of action, "Agreement Not To Compete ", is
unenforceable and violates the clear standards set by Pennsylvania courts.
WHEREFORE, Defendant requests this Honorable Court dismiss Plaintiffs Complaint
with prejudice.
..
II. INSUFFICIENT SPECIFICITY IN PLEADING
7. Paragraphs 1 through 6 are incorporated by reference as if set forth more fully
herein.
8. In Paragraph 7 of Plaintiff's Complaint, Plaintiff avers that Defendant violated the
non - compete agreement by doing business with customers of Plaintiff.
9. The averment in Paragraph 7 of Plaintiff's Complaint is lacking in any detail
regarding which customers of Plaintiff Defendant performed any work.
10. Further, Plaintiff's Complaint fails to identify any level of damages Plaintiff has
incurred.
11. When read in its entirety, Plaintiff's Complaint merely accuses Defendant of
violating a non - compete agreement but does not state with whom, or the level damages Plaintiff
has incurred.
12. Defendant is unable to adequately prepare a defense or properly answer the
Complaint without Plaintiff pleading more facts in its Complaint.
13. Therefore, Plaintiff's Complaint pleads facts with insufficient specificity.
WHEREFORE, Defendant requests this Honorable Court dismiss Plaintiff's Complaint
with prejudice.
Date: 3 1 `�- /4/ By:
2
Respectfully submitted,
ndrew H. Shaw, Esquire
Sup. Ct. ID No. 87371
200 S. Spring Garden St., Suite 11
Carlisle, PA 17013
(717) 243-7135
(717) 243 -7872 (facsimile)
Attorney for Defendant
CERTIFICATE OF SERVICE
I, Andrew H. Shaw, Esquire, do hereby certify that a true and correct copy of the
following document, Preliminary Objections, was served this date on the below named,
by placing same in the United States mail, first- class, postage prepaid thereon, addressed
as follows:
Date: S-- / 14"�
Samuel L. Andes, Esquire
525 North Twelfth Street
P.O. Box 168
Lemoyne, PA 17043
Attorney for Plaintiff
Anirew H. Shaw, Esquire
Law Office of Andrew H. Shaw, P.C.
Carlisle, PA 17013
(717) 243-7135 (phone)
(717) 243-7872 (facsimile)
Attorney for Defendant
DTE SERVICES, INC., : IN THE COURT OF COMMON PLEAS OF
Plaintiff : CUMBERLAND COUNTY, PENNSYLVANIA
v. : CIVIL ACTION — LAW
HAROLD R. RADABAUGH,
Defendant : NO. 14-612 CIVIL TERM
IN RE: DEFENDANT'S MOTION FOR PROIECTIVE ORDER
ORDER OF COURT
AND NOW, this 13th day of March, 2014, upon consideration of Defendant's
Motion for Protective Order, a Rule is hereby issued upon Plaintiff to show cause why
the relief requested should not be granted.
RULE RETURNABLE within 20 days of service.
Samuel L. Andes, Esq.
525 North 12th Street
P.O. Box 168
Lemoyne, PA 17043
Attorney for Plaintiff
drew H. Shaw, Esq.
200 S. Spring Garden Street
Suite 11
Carlisle, PA 17013
Attorney for Defendant
:rc
BY THE COURT,
Christytee L. Peck, J.
CO PLt LcL
Ronny R Anderson
Sheriff
Jody S Smith
Chief Deputy
Richard W Stewart
Solicitor
SHERIFF'S OFFICE OF CUMBERLAND1.77:::„ j;:,1
ot ZIriatitti
44> 20 1 HAIR 2 PII 2: 4 i
CUMBERLAND COUNTY
OFFICE OF 714, $4,F,RiFF
PENNSYLVANIA
DTE Services, Inc.
vs.
Harold R Radabaugh
Case Number
2014-612
SHERIFF'S RETURN OF SERVICE
01/31/2014 Sheriff Ronny R Anderson, being duly sworn according to law, states he made diligent search and inquiry
for the within named Defendant to wit: Harold R Radabaugh, but was unable to locate the Defendant in
the Sheriffs bailiwick. The Sheriff therefore deputizes the Sheriff of York, Pennsylvania to serve the within
Writ of Summons according to law.
02/14/2014 05:32 PM - The requested Writ of Summons served by the Sheriff of York County upon Harold R
Radabaugh, personally, at 7290 Carlisle Road, Dover, PA 17315. Richard Keuerleber, Sheriff, Return of
Service attached to and made part of the within record.
SHERIFF COST: $37.49 SO ANSWERS,
March 05, 2014 RON WY R ANDERSON, SHERIFF
(c) CountySuite Sheriff, Teleosoft, Inc.
Richard P Keuerleber
Sheriff
Reuben B Zeager
Chief Deputy, Operations
DTE SERVICES, INC.,
VS.
HAROLD R. RADABAUGH
SHERIFF'S OFFICE OF YORK COUNTY
PETER J. MANGAN, ES
Solici
Richard E Rice
Chief Deputy, Administrate
Case Number
14-612
SHERIFF'S RETURN OF SERVICE
02/14/2014 05:32 PM - DEPUTY TYLER STEPANCHICK, BEING DULY SWORN ACCORDING TO LAW, SERVED
THE REQUESTED WRIT OF SUMMONS (WOSM) BY "PERSONALLY" HANDING A TRUE COPY TO A
PERSON REPRESENTING THEMSELVES TO BE THE DEFENDANT, TO WIT: HAROLD R.
RADABAUGH AT 7290 CARLISLE ROAD, DOVER, PA 17315.
SHERIFF COST: $63.32
February 26, 2014
TYLER STEPANCHICK, DEPUTY
SO RS,
cfp
RICHARD P KEUERLEBER, SHERIFF
COMMONWEALTH OF PENNSYLVANIA
i------ Notarial Seal
Sheila E. Cook, Notary Public
City of York, York County
My Commission Expires Feb. 1, 2017
MEMBEk, PENNSYLVANIA ASSOCIATION OF NOTARIES
NOTARY
Affirmed and subscribed to before me this
26TH day of FEBRUARY 2014
PRAECIPE FOR LISTING CASE FOR ARGUMENT
(Must be typewritten and submitted in triplicate)
TO THE PROTHONOTARY OF CUMBERLAND COUNTY: (List the within matter for the next
Argument Court.)
CAPTION OF CASE
(entire caption must be stated in full)
DTE SERVICES, INC.
VS.
HAROLD R. RADABAUGH
C")
- •
rrl rn
,
ic:3;
No. 2014
612 ¶i2.
1. State matter to be argued (i.e., plaintiff's motion for new trial, defendant's demurrer
complaint, etc.):
DEFENDANTS PRELIMINARY OBJECTIONS TO PLAINTIFF'S COMPLAINT (DEM(JRRER AND SPECIFIC PLEADING)
2. Identify all counsel who will argue cases:
(a) for plaintiffs:
SAMUEL L. ANDES
(Name and Address)
525 NORTH 12TH STREET, P.O. BOX 168, LEMOYNE, PA 17043
(b) for defendants:
ANDREW H. SHAW
(Name and Address)
200 S. SPRING GARDEN STREET, SUITE 11, CARLISLE, PA 17013
3. I will notify all parties in writing within two days that this case has been listed for
argument.
4. Argument Court Date:
9 MAY 2014
Date: 03/25/2014
SAMUEL L. ANDES
Print your name
PLAINTIFF
Attorney for
INSTRUCTIONS:
1. Original and two copies of all briefs must be filed with the COURT
ADMINISTRATOR (not the Prothonotary) before argument.
2. The moving party shall file and serve their brief 14 days prior to argument.
3. The responding party shall file their brief 7 days prior to argument.
4. If argument is continued new briefs must be filed with the COURT
ADMINISTRATOR (not the Prothonotary) after the case is relisted.
/9 7s,
%0-07
:51_ 36.360-
t_'t
1 Pli0 Tt il. \U 1l ei\ ,
2311 APR -1 Hki 1: 27
CUMBERLAND COUNTY
PENNSYLVANIA
DTE SERVICES, INC.,
Plaintiff
vs.
HAROLD R. RADABAUGH,
Defendant
TO DEFENDANT NAMED HEREIN:
IN THE COURT OF COMMON
PLEAS OF CUMBERLAND
COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 2014 -612
YOU HAVE BEEN SUED IN COURT. IF YOU WISH TO DEFEND AGAINST THE
CLAIMS SET FORTH IN THE FOLLOWING PAGES, YOU MUST TAKE ACTION
WITHIN TWENTY (20) DAYS AFTER THIS COMPLAINT AND NOTICE ARE SERVED,
BY ENTERING A WRITTEN APPEARANCE PERSONALLY OR BY ATTORNEY AND
FILING IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE
CLAIMS SET FORTH AGAINST YOU. YOU ARE WARNED THAT IF YOU FAIL TO DO
SO, THE CASE MAY PROCEED WITHOUT YOU, AND A JUDGMENT MAY BE
ENTERED AGAINST YOU BY THE COURT WITHOUT FURTHER NOTICE FOR ANY
MONEY CLAIMED IN THE COMPLAINT OR FOR ANY OTHER CLAIM OR RELIEF
REQUESTED BY THE PLAINTIFF. YOU MAY LOSE MONEY OR PROPERTY OR
OTHER RIGHTS IMPORTANT TO YOU.
YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO
NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE
OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP.
CUMBERLAND COUNTY BAR ASSOCIATION
32 SOUTH BEDFORD STREET
CARLISLE, PA 17013
TELEPHONE: (717) 249 -3166
DTE SERVICES, INC.,
Plaintiff
vs.
HAROLD R. RADABAUGH,
Defendant
IN THE COURT OF COMMON
PLEAS OF CUMBERLAND
COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 2014 -612
AMENDED COMPLAINT
AND NOW comes the above -named Plaintiff, by its attorney Samuel L. Andes, and
makes the following Complaint in this matter:
1. The Plaintiff is DTE Services, Inc. a Pennsylvania business corporation with offices
at 20 Erford Road, Suite 9, Lemoyne, Pennsylvania.
2. The Defendant is Harold R. Radabaugh an adult individual who resides at 7290
Carlisle Road, Dover, Pennsylvania 17315.
3. By an Agreement dated 28 December 2009, Plaintiff purchased certain assets from
Defendant. A copy of that Agreement is attached hereto and marked as EXHIBIT A.
4. As part of the Agreement between the parties, Plaintiff agreed to employ Defendant
following Plaintiff's purchase of Defendant's business assets. In fact, Plaintiff did employ
Defendant from the date of the Agreement until 31 December 2013.
5. Pursuant to Paragraph 6 of the Agreement, Defendant agreed that he would not
compete, directly or indirectly with Plaintiff as long as he was employed by Plaintiff and for a
period of two (2) years after the termination of his employment. Defendant further specifically
agreed that he would not contact any of the customers with which he previously did business in
his business or accept employment with another company providing goods or services
substantially similar to those provided by Plaintiff.
6. The provisions of Paragraph 7 of the Agreement were of considerable importance to
Plaintiff. Plaintiff would not have been willing to purchase the assets of Defendant's prior
business or to employ Defendant if Defendant were to compete with, or was free to compete
with Plaintiff. Thus the provisions of Paragraph 7 of the Agreement were an integral part of the
agreement between the parties.
COUNT I — BREACH OF CONTRACT
7. The averments set forth in Paragraphs 1 through 6 above are incorporated herein by
reference.
8. Defendant breached the Agreement between the parties of 28 December 2009.
Specifically, Defendant has, for his own benefit, done business with persons, companies, and
other entities which were customers of Plaintiff and has diverted business opportunities away
from Plaintiff and to Defendant or others for Defendant's personal benefit.
9. Defendant, by his conduct, has injured Plaintiff by diverting business from Plaintiff
for his own benefit.
10. Plaintiff seeks to enforce the Agreement between the parties dated 28 December
2009, which is attached hereto and marked as EXHIBIT A.
11. Defendant's conduct has injured Plaintiff in an amount not yet known to Plaintiff but
believed to be in excess of the arbitration limits in Cumberland County. Accordingly, Plaintiff
demands judgment against Defendant in an amount in excess of $50,000.00, plus interest, plus
costs.
WHEREFORE, Plaintiff demands judgment against Defendant in an amount in excess
of $50,000.00, plus interest, plus costs of suit.
COUNT II — BREACH OF DUTY
12. The averments set forth in Paragraphs 1 through 6 above are incorporated herein by
reference.
13. By virtue of his employment by Plaintiff, Defendant became Plaintiff's agent.
14. As Plaintiff's agent, Defendant owed Plaintiff a fiduciary duty and a duty of loyalty.
15. Defendant breached the duties he owed to Plaintiff described above by diverting
business and business opportunities from Plaintiff to Defendant and others for Defendant's
personal benefit.
16. Defendant's violation of his duty to Plaintiff has injured Plaintiff and caused
Plaintiff financial loss.
17. Plaintiff does not yet know the full extent of the injury caused to Plaintiff by
Defendant's violation of its duty to Plaintiff and so demands judgment against Defendant in an
amount in excess of $50,000.00, plus interest, plus costs of suit.
WHEREFORE, Plaintiff demands judgment against Defendant in an amount in excess
of $50,000.00, plus interest, plus costs of suit.
Samue . A des
Attorney for Plaintiff
Supreme Court ID # 17225
525 North 12th Street
P.O. Box 168
Lemoyne, PA 17043
(717) 761 -5361
I verify that the statements made in this document are true and correct. I understand that
any false statements in this document are subject to the penalties of 18 Pa. C.S. 4904 (unsworn
falsification to authorities).
Date:
7// y
DTE SERVICES, INC., by
EXHIBIT A
EXHIBIT A
AGREEMENT FOR PURCHASE OF ASSETS
THIS AGREEMENT for the purchase of assets, is made this 28-4 day of
3X2.aewt (od/ , 20ni , and is by and between:
DTE SERVICES, INC., a Pennsylvania business corporation which maintains its
principal offices at Suite 9, 20 Erford Road in Lemoyne, Pennsylvania 17043 (hereinafter
"Purchaser "); and
HAROLD R. RADABAUGH, an adult individual who resides at 15 Faculty Road in
Duncannon, Pennsylvania 17020 (hereinafter "Seller ").
WITNESSETH:
WHEREAS, Seller owns and operates a sole proprietorship business which operates
under the name of "Hawk Rock Communications ", from 15 Faculty Road in Duncannon,
Pennsylvania, which business engages in communication cabling, fiber -optic installation, and
related communications business; and
WHEREAS, Seller has acquired and owns certain equipment, tools, items of inventory,
customer lists, and other tangible and intangible assets which he uses in connection with the said
business; and
WHEREAS, Purchaser and Seller have agreed that Purchaser shall purchase and acquire
the assets of Seller used in Hawk Rock Communications for an agreed purchase price and on
certain other terms and conditions, all of which are to be set forth hereinafter, and the parties
wish to have their agreement reduced to writing.
NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants
hereinafter set forth, and intending to be legally bound and to legally bind their heirs, successors,
and assigns by this agreement, the parties do now covenant, promise, and agree as follows:
1. SALE OF ASSETS. Seller shall sell to Purchaser the following assets currently
used in his operation of Hawk Rock Communication:
a. A 2006 Chevrolet cargo van currently titled in Seller's name;
b. The tools listed on Schedule A which is attached hereto and made a part
of hereof;
c. Those items of new and unused inventory listed on Schedule B which is
attached hereto and made a part hereof;
d. Those items of used inventory listed on Schedule C which is attached
hereto and made a part hereof;
e. The name "Hawk Rock Communications" and er representations
and uses of that name or any direct variant of it; a
f. All relations with and identifications of customers o Hawk .Rock
Communications up to the date of this agreement, together with the exclusive ti
to deal and communicate with those customers and to provide communication
•
services to them at all times after the date #f. -a-greenient.
. . . . ,
2. swig sokftepresotts,
. . ,
promises, and wanantS,. With regard to the.a.SSets.-ta be sold and transfened in accordance wi
aragra.ph 1, as follows:
a. Set is the OWn er, Avithaut **Lan orTiestrietian,.. of aU of the items
to be Said and transferred to ; deteribed in Paragraph 1. those
s are subject to any liens, encurnhranccs, ;- or other Matters which prohibit or
lees le • authority to sell and transfer theM to Purchaser.
items identified in Paragraph 1 a
agreement will not via ate any agreeMent, court order, regulation, Jaw.
.t ter to which Seller is currently a party and Selier represents • that he is
.authorized to sell and convey those items to Pin-Chaser.
c. The saie and transfer of the assets listed in Para
not Made -by Selier in-aireffort to defeat or frustrate the el 7
creditors or to avoid any lawful. obl•gation he Owes to any. fi
including any financial: debt.
d. . Seller has paid or will pay, as due, any and all income -Or
inciiudhig payroll .taxes, which are Owed or may be owed as a result of his
operation, of Hawk Rock Communication,- or any other business entity by that
mine in which he has u.scd thc items Listed in Paragraph '1 hereof. Should he fail
to pay any such taxes as due, Seller shall indeimuTy and save Buyer harmless from
any loss, cost, or claim caused to Seller by his failure to pay such items as due.
e. Seller shall pay and satisfy all obligations, debts, and other matters
arising out of his operation of Hawk Rock Communications, or any other business
activi y m which he is engaged prior to the date of this agreement in which he has
used any of the items described in Paragraph 1 of this .agreement: Seller shall pay
and satisfy.any such. obligations:
Purchaser and shall further hide:
cost; or expense caws
timely fashion.
3.
Con
purer
a=
laser shall pay::Seller, ft rthe purchase of Hawk Rock
rn .uxucation.and for the other covenants and p omises set f rtli ni tills agreement, the
purchase
y;atiy creditor or by
om any 108$,
a prompt and
p ee of fly ousand ($50,000.00) Dollars. `T`hat sum shall be paid as follows.
`I'ia sum renty ive `b and: ($25, 00.00} Dollars shall be paid in
cash or cash equivalents oil or before 1 December 2009;
b, The sum of Twenty l i e "Z ousand ($25,000.00) Dollars in cash sor cash
ec iaivalents shall paid on or before 30 June. 2010. 'Phe said payment sh
i t e. t Mess chaser a is to make e payment on or before 30June 2010,,'
after which date the payment shall bear interest at the rate of six (6%) percent per
res
Purchaser shall deliver t,
canfessiOn f ,judgmen
2010'. That note
eller, at settlement as provided for here its pr rntssory no e with
visions, to secure the payment of the $ 00 0th on or before 3f : June
the form attached hereto .i
chaser.:
makes the f elbowing representations; promises,
obligations of Purchaser under this :agreement:
a.
r>urthaSer is fully. -autl oriz
enter into this agreement and make the payme
agreement
ar f es`td:
b. This agreement violates no agreement, law, court order, or other matter
which prohibits or limits in any way Seller's ability to fulfill its obligations under
this agreement.
c. Purchaser has the financial means to make the payments owed to Seller
pursuant to this agreement and to provider him the employment required by this
agreement.
d. Purchaser does not owe any obligation, including income or payroll tax
obligations, which render it insolvent or otherwise prevent it from making the
payments due Seller under this agreement.
5. EMPLOYMENT OF SELLER. Purchaser shall employee Seller as a
communications; installer after the date of this agreement. The terms of that employment shall
be as follows:
a. Seller shall be compensated or paid at the rate of $25.00 per hour. He
shall be paid as an employee of Purchaser with all appropriate taxes withheli
his pay, as required by law,
b. Seller shall be obligated to provide no more than forty (40) hours of
work per week. Purchaser shall be reqnired to provide only those hours of work
are reasonably necessary as a result of its business demand. That is, there is
arantee by Purchaser of minimum number of hours.
• c. The term of Seller's employment shall be for two (2) years unless earlier
or extended by the mutual agreement of the parties.
Notwithstanding the above, Seller shall have the right to resign his employment at
giving Purchaser two (2) weeks advance notice of such resi tion
acknowledges that he is aware that this employment provision does not
urn number of hours or ir99993.94, compensation and -recognizes -#1.
he can work is directly dependent upon the work available to him as 49::Ompleyeqf Purchase
. AGASEWNT NOT :TO COM:M1M, eOn0ideratiOn of the other terms and
provisions of this agreement, Seller agrees that 4,§bail notconvete,... wi
Purchaser during such time as he is employed by Purchaser pursuant o this Agrement and for
...period of two a) years after the termination of such employment, whether that employment is
terMinated by Seller or Purchaser. With regard to the agreement not to compete, Seller
'specifically agrees .as .folloWs:
• --$.6116f-§a1:1 flst 1#60.:of
•••
.
00r.-*; :cuStOnicts.wi previously
e, except on beh
b. .Seller • Shaft notlat. •
• .
prOvides goods Or services subst
• Shall not 6**g6iiyitiiy-itizsiiios-
e restrictions set forth m sub---paragraphs a and b shall eentinUett*in
• •• • • • • • ..• •
erriployed hy•Purchaser.p_ursUarittO:tliiiS'a • " •
. .
• • .
.•• eeris •
• ' •
7 . • SETTLEMENTi.:.SettleMent on th • UrehaSei.'... • e.b0SineSS.COnteiriPla::•
• • .... • -• • •• ••••• • ...
„. .
agreenient shall be held at on i At,-settiementi theparties
exchange and delivert
•
a. Seller shall dehver -a bill af sale for the items listed on Schedal.es A, B
hereof.
b. Seller shall deliver e documents necess to transfer the title to the
evrolet o Purehaset.
c. chaser shall dehvr the cash payment of $25,000 .00 in accor
with Paragraph a).
d. Purehaser shall. deliver its ottitniggog j3 e
• - •
acerdancc with Paragraph $
At settlement the parties shall make, eitcue; acknowledge, and deliver any and
• reasonably required to complete the sale contemplated by this agreement.
8 ALLOCATtON OF FURCEIASE PRICE., The pares agree that they have
allocated the purchase price for the asse s to be transferred pursuant to this agreement, as
follows:
• a. Motor vehicle,
b. Tools.
c. Inventory (both new and used).
d. Name and customer list.
9. MISCELLANEOUS MATIERS. This agreement constitutes the entire agreement
between the parties relating to the sale and purchase of assets between the parties. There are no
other agreements, representations, promises, or understandings between the parties except as set
forth herein and all prior discussions and negotiations merge into this agreement and shall have
no further separate validity. This agreement shall be interpreted, applied, and enforced in
accordance with the laws of and by the courts of the Commonwealth of Pennsylvania. In the
event that any portion of this agreement is found to be invalid or unenforceable, such finding
shall not affect the other provisions of this agreement, all of which shall continue in full farce
and effect.
iN SS WHEREOF :the parties hereto have set their hands and seals the day and
year first above written.
DTE SERVICES, INC •
TOOLS INVENTORY:
ITEM PURCHASE PRICE
Fluke Cable Certification Tester $6,935.05
Noyse Fiber Tester 2,696.31
Unieani Fiber Terminating Kit 536.00
3ilti Rotary Drill
DeWalt ?1" Hammer Drill 157.94
DeWalt Cordless W' Hammer Drill (neW Batt) 239.14.
D.eWalt Y2" Cordless .18Volt Drill (new batty 3.45.14
De'Wait Sawzall 116.47
I)eWait Jigsaw 90,00
Milwaukee Poral3and Saw 225.00
i lwaukee Right Angle Drill 229.99
Green Lee Jack Stands (2) 274.00
Fish Tapes 3000D:.
Gopher Piles 115.00
Fish Sticks 39.00
Extension Cords 250.00
New Items
2 66 Blocks Hubbell $
1 66 bloCk bracket Hubbell $
1 66 Block w/ 12 4pr jacks $
2 6pr surge prOtector packs $
500 bridge clips $
2 Landscape Fiber cans Owens Corning $
I 24 port 5E patch panel SMP . $
1 termination tool Krone $
2 24 port 5E patch panel St Amp $
300 blanks ivory Amp $
31 4 port raised face plate E: Ivory Amp $
7 2 port raised fate plate .E. Ivory Amp $
8 4 port faceplate : White Amp $.'
3 4 port face plate Almond Amp $
171 4 port angled face plate Almond Amp $
25 Quantum R.I45 jacks . Blue Amp $
50 Quantum RI45 jack s Almond Amp $
5 Quantum R.145 Jacks Red Amp $
31 Cat 6 SL jaCks E ivory An* .$
1 mod plug hand tool
. Amp $
2 Fiber rack mounted cans Amp $
1 1,1p: connect jacktool :Hubbell $
2 HXTA termination aid Hubbell $
1 142 04 MOtirriedia boic. : p,, ww Hubbell $
5 11)060 jack : i : ' E.: Vbi..* Hubbell $
27 HxJ5Tpvy jack 0 White Hubbell $
2 HX.1,6E1 jack . E Ivory i Hubbell $
8 :HX15EEI jack: ' : E.: !At:oiTV . Hubbell $
3 6 port 2 gang face plate E. ivory ' Hubbell $
38 2 part face plates ' E ivory Hubbell $
4 2 port face plates Ivory :Leviton - $
20 CAT 5E Jacks Orange teviton $
3 Coax face plates white : Leviton d ,e
2 Blanks silverJgrey Leviton $
20 •Blanks -:-:.-- - • ' .0.;:White.- - - .LeViton . $.
'1 CAT. SE jack : : . Black LeViton $
1 1 port face plate • Bias Lpyitop $
8 AT-36013-8 Wall phones Metal ito.p. : : $. „ ..
2 AT-219-4 Wall phones White ATP. • $
15 CAT SE jacks Blue Avaya . : $
USED ITEMS
31 Cross connect spindles
hand set amplifier Black
boxes Almond?
2 24 port CAT SE patch panel
5 48 port CAT 5E patch panel
1 24 port CAT 6 patch panel
2 48 port CAT 6 extreme patch panel
1 24 port CAT 6 patch panel
1 24. port CAT 5E patch panel
1 48 port Netcon:nect Quantum patch panel
64 4 port face plate Almond
9 5E jack Green
52 5E jack Yellow
9 . blanks Almond ..
72 Quantum jack Bide
2 2 port face plate White
22 4 :port face plate E.:Ivory
8 HXJ5EB jack Blue . .
4 HXJ$EEl jack. E.'Ivory
1B
SE jack C. Ivory
9 5E'jack Blue
9 Cat 6 jack Ivory
2 1 port face plate Ivory
22 2 port face. plate Ivory
3 3 port face plate
1 4part face:plate Ivory
35 blanks. Ivory
1 5E jack . Black
12 CAT fi jack ivory
1 CAT .jack Blue
12 voice grade Kill Jack: Back
15' gray latter rack
15' black -latter rack
5 rack :shelves
2 Leviton: p tch panel brackets
P/N # 49251-w62
1 Homaco patch panel: brackets
P/N #wpm -19-68
1 Middle Atlantic cabinet vet /door and Leviton fiber can
Cabinet ..
MFG 409200409
Model ## cvr. -18xa
Door
MFG## 08310409
I odel& !d -18
Walker $
Wiremold $
Hubbell
Hubbell $.
Hubbell
.Leviton $
Leviton $
Leviton $
Amp
Amp
Amp $
Amp
Ate p
Amp
Amp $
grip $.
Hubbell $
Hubbell
Hubbell $
Hubbell
Hubbell
Leviton $
Leviton
Leviton $.
Leviton ,$
Leviton. $
Leviton
Leviton $
Leviton
Leviton
$.
1 8" IT rack?
Wire Management
6 pcs Panduit vertical
4 pcs siernons 4iwm -145 -5 (NEW)
4 pcs .Leviton Versi -Duct horizontal . .
1 pcs Leviton 2" CAT #41 -1r_ hcm
1 pcs Amp 3" horizontal
37 pes Amp. Bar Kits P# 406042 -1
1 Avaya Merlin Magix #491E1 Phone Switch wi extra cover
w/ 016 T/R and 024 TOL
1 Omega 616 Key Unit Phone Switch
2 3 -Cote Wireless Antennas. Model W WL =526
Serial # 0100 /7U6;F3TACEC285
Serial # 0100 /7UGF3TACl=c1#3
19 CAT 3224
23 CAT 32
20 CAT 2124
45 CAT 21
4. m p15 Wall Caddies
11 CAT 21 'WI bat wings
22 B -Line BCH21
5 1224:
50 M nerallac600:Beam,Clamps
20 CAT HBA hangers
76 CAT 21
`j Hooks:
ATP. AT414
12: .C-0-8C113398- ._ :.. ........:: .
9 .Lynn Elec. 0480145S
16 1 Foot
34 7 foot.
26 ATP AT407. 7'
1 Lynn Eiec. LD4BU7SS 7'
2 Adirondack AWC 7200 7W 7'.
15 : Lynn Elec. LDW4ASE-10
1.0 Lynn Elec. LD4B =25 -SS
7 ATP AT425 25'
15 Lynn Elec. LDW4ASE -10
4 W07174 -01 Patch Cord 25'
20 Adirondack Handset Cords AWC 9200 -12 -A
6 3in D rings
PVC
2 FS Boxes 1 /2in
1 1 /2in LB
7 Wall Clamps 3 /4in
16. Wall Clamps 1 /2in
BILL OF SALE
In consideration of a cash payment made contemporaneously with the delivery of this Bill
of Sale, the undersigned Harold R. Radabaugh, fai:merly trading as ?vk Rock
Communications, does hereby sell, grant, bargain, convey, transfer, ass• gn, azid set -over onto
DTE Services, uric., the following items:
a. The tools listed on Schedule A.
b. The inventory of new parts set forth
c. The inventor of used parts set forth tin Schedule C.
Such items to be, =conditionally ditiozaHy and without tation, the: sole and se
Services, Inc. from and after the date of this Bill of Sale.
4
DTE SERVICES, INC.,
Plaintiff
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY, PENNSYLVANIA
=
VS. `
. CIVIL ACTION — LA 3 ..c- —1
z m • rn F
• ":11
HAROLD R. RADABAUGH, : =Po =1 -13 rn
r-
Defendant : NO. 2014-612 .,..0> co ,
r— =
= cz) = ---
DEFENDANT'S PRELIMINARY OBJECTIONS
• •
TO PLAINTIFF'S AMENDED COMPLAINT --‹
--4 '--- '
.....,1
AND NOW, comes the Defendant, Harold R. Radabaugh, through his undersigned
attorney, Andrew H. Shaw, and files these Preliminary Objections to the Plaintiffs Amended
Complaint:
1. Plaintiff filed its Complaint on February 28, 2014.
2. Defendant filed Preliminary Objections to Plaintiff's Complaint on or about
March 14, 2014.
3. Plaintiff filed an Amended Complaint on or about April 1, 2014.
I. LEGAL INSUFFICIENCY IN THE PLEADING (DEMURRER) — COUNT I
4. Paragraphs 1 through 3 are incorporated by reference as if set forth more fully
herein.
5. In Paragraph 3 of its Amended Complaint, Plaintiff attached a copy of the
Agreement for Purchase of Assets (hereinafter "Agreement") executed by the parties.
6. Plaintiff avers generally in Paragraph 8 of its Amended Complaint that Defendant
breached Paragraph 6 ("Agreement Not To Compete") of the Agreement by competing against
Plaintiff.
7. Plaintiff s cause of action relies entirely upon the Agreement between the parties.
'
8. Plaintiff's Amended Complaint is legally insufficient because the clause within
the Agreement upon which Plaintiff bases its cause of action, "Agreement Not To Compete ", is
unenforceable and violates the clear standards set by Pennsylvania courts.
WHEREFORE, Defendant requests this Honorable Court dismiss Count I of Plaintiff's
Amended Complaint with prejudice.
II. INSUFFICIENT SPECIFICITY IN PLEADING — COUNT I
9. Paragraphs 1 through 8 are incorporated by reference as if set forth more fully
herein.
10. In Paragraph 8 of Plaintiff's Amended Complaint, Plaintiff avers that Defendant
violated the non - compete agreement by doing business with customers of Plaintiff.
11. The averment in Paragraph 8 of Plaintiff's Amended Complaint is lacking in any
detail regarding which customers of Plaintiff Defendant performed any work.
12. Further, Plaintiff's Amended Complaint fails to identify any level of damages
Plaintiff has incurred.
13. When read in its entirety, Plaintiffs Amended Complaint merely accuses
Defendant of violating a non - compete agreement, but does not state with whom, or the level of
damages Plaintiff has incurred.
14. Defendant is unable to adequately prepare a defense or properly answer the
Amended Complaint without Plaintiff pleading more specific facts in its Amended Complaint.
15. Plaintiff s Amended Complaint pleads facts with insufficient specificity.
WHEREFORE, Defendant requests this Honorable Court dismiss Count I of Plaintiff's
Amended Complaint with prejudice.
2
III. LEGAL INSUFFICIENCY IN THE PLEADING (DEMURRER) — COUNT II
16. Paragraphs 1 through 15 are incorporated by reference as if set forth more fully
herein.
17. Defendant was an employee only of Plaintiff and was not an officer or director of
Plaintiff.
18. In Paragraph 14 of Plaintiff's Amended Complaint, Plaintiff averred that
"Defendant owed Plaintiff a fiduciary duty and a duty of loyalty."
19. Plaintiff's Complaint is legally insufficient because an employee does not owe an
employer a fiduciary duty or a duty of loyalty.
WHEREFORE, Defendant requests this Honorable Court dismiss Count II of Plaintiff's
Amended Complaint with prejudice.
IV. INSUFFICIENT SPECIFICITY IN PLEADING — COUNT II
20. Paragraphs 1 through 19 are incorporated by reference as if set forth more fully
herein.
21. In Paragraph 15 of Plaintiff's Amended Complaint, Plaintiff avers that Defendant
"breached the duties he owed to Plaintiff...by diverting business and business opportunities from
Plaintiff to Defendant and others for Defendant's personal benefit."
22. The averment in Paragraph 15 of Plaintiff's Amended Complaint is lacking in any
detail regarding which customers of Plaintiff Defendant performed any work.
23. Further, Plaintiff's Amended Complaint fails to identify any level of damages
Plaintiff has incurred.
3
24. When read in its entirety, Plaintiffs Amended Complaint merely accuses
Defendant of diverting business from Plaintiff to Defendant, but does not state with whom, or the
level of damages Plaintiff has incurred.
25. Defendant is unable to adequately prepare a defense or properly answer the
Amended Complaint without Plaintiff pleading more specific facts in its Amended Complaint.
26. Plaintiff's Amended Complaint pleads facts with insufficient specificity.
WHEREFORE, Defendant requests this Honorable Court dismiss Count II of Plaintiff's
Amended Complaint with prejudice.
Date: �� 11f By:
4
Respectfully submit
Andrew H. Shaw, Esquire
Sup. Ct. ID No. 87371
200 S. Spring Garden St., Suite 11
Carlisle, PA 17013
(717) 243-7135
(717) 243 -7872 (facsimile)
Attorney for Defendant
CERTIFICATE OF SERVICE
I, Andrew H. Shaw, Esquire, do hereby certify that a true and correct copy of the
following document, Preliminary Objections to Plaintiff's Amended Complaint, was
served this date on the below named, by placing same in the United States mail, first -
class, postage prepaid thereon, addressed as follows:
Date: I/, /R— /tic
Samuel L. Andes, Esquire
525 North Twelfth Street
P.O. Box 168
Lemoyne, PA 17043
Attorney for Plaintiff
Andrew H. Shaw, Esquire
Sup. Ct. I.D. No. 87371
Law Office of Andrew H. Shaw, P.C.
Carlisle, PA 17013
(717) 243 -7135 (phone)
(717) 243 -7872 (facsimile)
Attorney for Defendant
ho NO
20I4 APR 23 PP1 2
PEAS# SAp , ,OUNT ),
CIA
DTE SERVICES, INC.,
Plaintiff
vs.
HAROLD R. RADABAUGH,
Defendant
PRAECIPE
TO THE PROTHONOTARY:
c�
IN THE COURT OF COMMON
PLEAS OF CUMBERLAND
COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 2014 -612
Please remove the above case from the argument court list scheduled for argument on 9
May 2014.
Samuel L. Andes
Attorney for Plaintiff
Supreme Court ID # 17225
PRAECIPE FOR LISTING CASE FOR ARGUMENT
TO THE PROTHONOTARY OF CUMBERLAND COUNTY:
DTE SERVICES, INC.
vs.
HAROLD R. RADABAUGH
NO. 2014-612 CIVIL TERM
1. State matter to be argued: DEFENDANT'S PRELIMINARY OBJECTIONS TO PLAINTIFF'S
AMENDED COMPLAINT (DEMURRER AND SPECIFIC PLEADING)
2. Identify all counsel who will argue cases:
(a) for plaintiffs:
SAMUEL L. ANDES
525 NORTH 12Th STREET, P.O. BOX 168, LEMOYNE, PA 17043
(b) for defendants:
ANDREW H. SHAW
200 S. SPRING GARDEN STREET, SUITE 11, CARLISLE, PA 17013
3. I will notify all parties in writing within two days that this case has been listed for
argument.
4. Argument Court Date: 29 June 2014
INSTRUCTIONS:
Samilel 1. Andes
Attorney for Plaintiff
pi-
Original and two copies of all briefs must be filed with the COURT ADMINISTRATOR
(not the Prothonotary) before argument.
2. The moving party shall file and serve their brief 14 days prior to argument.
3. The responding party shall file their brief 7 days prior to argument.
4. If argument is continued new briefs must be filed with the COURT ADMINISTRATOR
(not the Prothonotary( after the case is re-listed.
a 4 4,163
30.5732
DTE SERVICES, INC., : IN THE COURT OF COMMON PLEAS OF
Plaintiff : CUMBERLAND COUNTY, PENNSYLVANIA
v. : CIVIL ACTION - LAW
HAROLD R. RADABAUGH,
Defendant : NO: 14-0612 CIVILTERM
IN RE: DEFENDANT'S PRELIMINARY OBJECTIONS
BEFORE GUIDO, EBERT, AND PECK, JJ.
ORDER OF COURT
AND NOW, this 23rd day of September, 2014, upon consideration of Defendant's
Preliminary Objections to Plaintiffs Amended Complaint, and upon consideration of the
briefs of the parties, it is hereby ordered:
1. Defendant's first objection, I. Legal Insufficiency in the Pleading (Demurrer) —
Count I, is OVERRULED without prejudice to Defendant to challenge
specifically whether Plaintiff can proceed with an action at law for money
damages resulting from Defendant's alleged breach of an Agreement Not to
Compete (Agreement for Purchase of Assets, paragraph 6) which Defendant
maintains in his Preliminary Objections currently before the Court is
unenforceable in equity.
2. Defendant's third objection, III. Legal Insufficiency in the Pleading (Demurrer) —
Count II, is OVERRULED.
3. Defendant's remaining two objections, II. Insufficient Specificity in Pleading —
Count I and IV. Insufficient Specificity in Pleading — Count II, are SUSTAINED.
Plaintiff may engage in limited discovery within sixty (60) days of the date of this order
for the purpose of remedying the insufficient specificity in pleading sustained above,
including, but not limited to, deposing the Defendant, Plaintiff is directed to file an
amended complaint within ninety (90) days of the date of this Order.
BY THE COURT,
C
Christ lee L. Peck, J.
Samuel L. Andes, Esq.
525 North Twelfth Street
P.O. Box 168
Lemoyne, PA 17043
Attorney for Plaintiff
Andrew H. Shaw, Esq.
200 S. Spring Garden Street
Suite 11
Carlisle, PA 17013
Attorney for Defendant
../ed
F!LED-OFF--iCE
OF THE PROTHONOTARY
20k NOV 19 Mi 9: 03
CU HBERLANU COUNTY
WI' ..PENNSYLVANIA
DTE SERVICES, INC.,
Plaintiff
vs.
HAROLD R. RADABAUGH,
Defendant
TO DEFENDANT NAMED HEREIN:
IN THE COURT OF COMMON
PLEAS OF CUMBERLAND
COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 2014-612
YOU HAVE BEEN SUED IN COURT. IF YOU WISH TO DEFEND AGAINST THE
CLAIMS SET FORTH IN THE FOLLOWING PAGES, YOU MUST TAKE ACTION
WITHIN TWENTY (20) DAYS AFTER THIS COMPLAINT AND NOTICE ARE SERVED,
BY ENTERING A WRITTEN APPEARANCE PERSONALLY OR BY ATTORNEY AND
FILING IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE
CLAIMS SET FORTH AGAINST YOU. YOU ARE WARNED THAT IF YOU FAIL TO DO
SO, THE CASE MAY PROCEED WITHOUT YOU, AND A. JUDGMENT MAY BE
ENTERED AGAINST YOU BY THE COURT WITHOUT FURTHER NOTICE FOR ANY
MONEY CLAIMED IN THE COMPLAINT OR FOR ANY OTHER CLAIM OR RELIEF
REQUESTED BY THE PLAINTIFF. YOU MAY LOSE MONEY OR PROPERTY OR
OTHER RIGHTS IMPORTANT TO YOU.
YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO
NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE
OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP.
CUMBERLAND COUNTY BAR ASSOCIATION
32 SOUTH BEDFORD STREET
CARLISLE, PA 17013
TELEPHONE: (717) 249-3166
DTE SERVICES, INC.,
Plaintiff
vs.
HAROLD R. RADABAUGH,
Defendant
IN THE COURT OF COMMON
PLEAS OF CUMBERLAND
COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
NO. 2014-612
AMENDED COMPLAINT
AND NOW comes the above-named Plaintiff, by its attorney Samuel L. Andes, and files
the following Amended Complaint in this matter:
1 through 6. Plaintiff incorporates herein, by reference, the averments set forth in
Paragraphs 1 through 6 of its original Compliant.
7. Defendant breached the Agreement of 28 December 2009 by conducting business for
his own benefit with persons, companies, and other entities which were customers of Plaintiff
and he has diverted business opportunities away from Plaintiff and to himself for his personal
benefit. Some examples of his actions in this regard include the following:
A. While employed by Plaintiff, Defendant performed work for Ashkat
Solutions during calendar year 2013, for which he was paid by Ashkat Solutions.
The work he did for Ashkat Solutions was work that would and could have been
done by Plaintiff had Defendant had not diverted that work to himself.
B. During calendar year 2013, and while employed by Plaintiff, Defendant
did cable installation and related work for Motor Truck Equipment Company.
The work Defendant did was the same type of work that he did for Plaintiff and
was work that could and should have been done by Plaintiff. By taking this work,
he diverted income and business opportunities from Plaintiff to himself.
C. Starting in June 2014, while still covered by the terms of the Agreement
with Plaintiff, Defendant went to work for Gettle, Inc. doing cable installation and
similar work. All of this is work typically done by Plaintiff and Defendant, by
taking that job and earning income from it, violated the terms of the Agreement.
Plaintiff believes that Defendant violated the Agreement in other ways, specifically by doing
work for other entities. Plaintiff believes that additional discovery will disclose that other work
and the nature and extent of the damages that Plaintiff suffered as a result of Defendant's breach
of the Agreement.
8 and 9. Plaintiff incorporates herein by reference the averments set out in Paragraphs 8
and 9 of its original Complaint.
10. Defendants conduct has injured Plaintiff in an amount not yet precisely known to
Plaintiff but believed to be within the arbitration limit set by the Rules in Cumberland County.
Accordingly, Plaintiff demands judgment against Defendant in an amount of less than
$20,000.00, plus interest from and after 31 December 2013, plus costs of suit.
Samuel L. Andes
Attorney for Plaintiff
Supreme Court ID # 17225
525 North 12th Street
P.O. Box 168
Lemoyne, PA 17043
(717) 761-5361
I verify that the statements made in this document are true and correct. I understand that
any false statements in this document are subject to the penalties of 18 Pa. C.S. 4904 (unsworn
falsification to authorities).
Date: // — // - '20 / y
DTE SERVICES, INC., by
EXI-11131
AGREEMENT FOR PURCHASE OF ASSETS
THIS AGREEMENT for the purchase of assets, is made this 284 day of
Nar-Aw4 ice,/ , 20i , and is by and between:
DTE SERVICES, INC., a Pennsylvania business corporation which maintains its
principal offices at Suite 9, 20 Erford Road in Lemoyne, Pennsylvania 17043 (hereinafter
"Purchaser"); and
HAROLD R. RADABAUGH, an adult individual who resides at 15 Faculty Road in
Duncannon, Pennsylvania 17020 (hereinafter "Seller").
WITNESSETH:
WHEREAS, Seller owns and operates a sole proprietorship business which operates
under the name of "Hawk Rock Communications", from 15 Faculty Road in Duncannon,
Pennsylvania, which business engages in communication cabling, fiber-optic installation, and
related communications business; and
WHEREAS, Seller has acquired and owns certain equipment, tools, items of inventory,
customer lists, and other tangible and intangible assets which he uses in connection with the said
business; and
WHEREAS, Purchaser and Seller have agreed that Purchaser shall purchase and acquire
the assets of Seller used in Hawk Rock Communications for an agreed purchase price and on
certain other terms and conditions, all of which are to be set forth hereinafter, and the parties
wish to have their agreement reduced to writing.
NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants
hereinafter set forth, and intending to be legally bound and to legally bind their heirs, successors,
and assigns by this agreement, the parties do now covenant, promise, and agree as follows:
1. SALE OF ASSETS. Seller shall sell to Purchaser the following assets currently
used in his operation of Hawk Rock Commnnication:
a. A 2006 Chevrolet cargo van currently titled in Seller's name;
b. The tools listed on Schedule A which is attached hereto and made a part
of hereof;
c. Those items of new and unused inventory listed on Schedule B which is
attached hereto and made a part hereof;
ose items of used inventory listed on Schedule C which is attached
hereto anti made a part hereof;
e lame " a :wk.Rock Co mm do "
and. uses of
Cointruiiiica cns
to; deat::az d cO n qQ
services. to them ai
or 'ices; and w�
e anyArect va
hs With and
to
credi
inciu
fe ation
eitems
to pay any such taxes as due, Seller shall indemnify and save Buyer harmless from
any loss; cost, or claim caused to Seller by his failure to pay such items as due.
e. Seller shall pay and satisfy all obligations, debts, and o Cher: r tiers
arising out of his operation of Hawk Rock Corn nin cations, or any other business
activityin which he is engaged prior to
used any of the items described in: P.
and satisfy any suchobhgatio
andsha
cost, or elpense cat
timely fas
eeziierzt in which he has
peat: Seller shall pay
:44 `creditot or by
ser hatirdess from any loss,...
SO p_
Col !tI ation.and fair
P
ire price of F Thousand (5 .. 0) oars . ;'hat :sem :sem be paid as follows:
a. The sii of `Twenty iv ;: ousari C$ $:,000.0Q Dollars shat be paid in .
bas : or cash e t vaicr is on r be ee::31 ben er X009;
e's f T e : ` . lye o and f 00.:00` Dollarsiii. cash •or cash.
equivalents :Oil Pa% . on:or eforc 30 June20 0. 'hesaid payrnebt:s
n e st unless.urchaser fads t .mal payment poor
fie . w is i date
d: a- et t :s a bear. interest atthe rate .of six (A percentaper
claser s'lall deliver .to Seller, at se fit :as pxovided dor. lie
co ession of judgment provision , io sec e. the paiit of die:
201:0. Thatnote.s b xrn:t e form att eked hereto an
ARIZOTIE Purchaser
rnakes:xhe 1 o viing to ries ;tat ons,:;piton sea,
obligations of Pure ager under
chaser is may.:aiilori
enter into this agreement and make ie pa;
agreement.
ii :ts to:e
b. This agreement violates no agreement, law, court order, or other matter
which prohibits or limits in any way Seller's ability to fulfill its obligations under
this agreethent.
c. Purchaser has the financial means to Make the payments owed to Seller
pursuant to this agreement and to provider him the 'employment required by this
agreement.
d. aser does not owe any .obligation, including inedne or payroll tax
pbhga.tiOns.,.whIChrenderit insolvent ot otherwjse, prevent it front making the
. .
payments
due .$01107 under tpi$:agrcemeni.
5. EMPLO • Chaser shall employee. Selier as a
cornmunications; installcr after '44e. of this agreernent. The terms of that ernployment sha:
be as •fo ows:
a. Seller shall be compensated or paid at the rate of .$2 er houz.
shall:be paidias an einplOyee Of Pt);e0haSeilWi • all appiOpriate.. 0);
his -pay, as reqUitod by w.
b r shall be obligated to proivide no inOre th
Work per woek Purchaser Shall :be hetreqiired to provide o
are reasonably neessary• as aresuit of • inets:dernand,"
000e by Pu.rchaser.Of a riliniM
c. The term of Seller.s emi
or extendedthe pai
otwithstanding the above, Selier shaJl bave the right to resi
giving Purchaser two *reeks advance notice of SUch:reSipatiOi
ledg'es that he is aware that this my4iop.
• number of honts.or a MitiOnut!i Convent**
he can work is directly dependent upon the work availabie:t
• 6. AGIRE•81\4.gN1:, NOT TO COMMM- Co: Si
provisions of this agreement, Seller agrees that he,Shill tot:CoIVO
Purchaser wing site !me as he stin toyed " chaser pursuant 1c t
413100 Of hours
Of shall be for
period of two (2) years after the termination of such employment, whether that employment is
terminated by• Seller or Purchaser. With regard to the agreernent not to compete, Seller
specifically agrees as follows:
a. Seller shall not contact any of the customers of -
Co atoms, or customers with which he previously
otherwise, except on behalf of DTEServces, Ii
diet shall
ovides goods or services subs
shall not engage iryahy*0..ti.-ei. prci
:
,
e restrictions set forth in sub -paragraphs a and b shall Continued
employed by Purebasr.pursuagreement and for a. period
'
7. SETTS
the
C. . er
MEM'. demet on e urc s context' 1
. .
agreement Shall be held at : On - At settlement, the potties
shall exchange anddeliver the
in . documen
a Seller shall deliver a bill of.salt for the items listed on Schedules A, B
deli*. e doeudnents i&c'essr necessaryto tratisfer the title to the
..e. chiSer 'Shall:deliver the Cash payrnerit Of 2..„0.00.,00 accord ace
ith
:.Paragraph • . ' • •
Purchaser shall deliver its promissory note in the amount of .$25,000.,:00
in accordance with ?graph..:
At settlement the parties shall make, execute, acknowledge, and deliver any and all docuxnentS
reasonably required to complete the sale contemplated by this agreement
8, ALLOCATiON..0# PURC1ffASE PEICEThe parties. agree that they have
allocated the purchase price for the assets to be transferred pursuant to this agreement, as
follows;
a. Motor vehicle,
b. Tools.
c. Inventory (both new and used).
d. Name and customer list,
9. MISCELLANEOUS MATTERS. This agreement constitutes the entire agreement
between the parties relating to the sale and purchase of assets between the parties. There are no
other agreements, repreSentations, promises, or understandings between the parties except as set
forth herein and all prior discussions and negotiations merge into this agreement and shall have
no further separate validity. This agreement shall be interpreted, applied, and enforced in
accordance with the laws of and by the courts of t:he Commonwealth of Pennsylvania. In the
event that any portion of this agreement is found to be -invalid or unenforceable, such finding
shall not affect the other provisibaS of this agreement, all of which shall MO • ue in full force
and effea,
WBEREOF the parties-heretO have Set their hands and SealSthe:day.and:
year .first abOVe Written.
TOOLS FENT
R
ITEM
SE. PRICE
Fluke Cable Certification Tester $6,935,05
Noyse .Fiber Tester 2696.31
Unicath Fiber Terminating Kit 536:00
Huh Rotary Drill
DeWalt 7i4" Flanimer Drrli 15 J i 4
DeWalt Cordless V2" Ilan mer Drill (neve batt) 239,14
DeWalt %" Cordless 18Volt Drill (new latt1 345,14
DeWalt Sawzall 1.1.6447
DeWalt Jigsaw . 90.00
Milwaukee Para$and Saw `225;00
t .tS ngie Drill
Green Lee Jack Sods (2)
fish apes
Go cher Poles
Fish Stick
Extension Cords
115.00
39.00
250.00
12549.94
New Items
2 66 Blocks
1 66 block bracket
1 66 Block w/ 12 4pr jacks
2 6pr surge protector packs
500 bridge clips
2 Landscape Fiber cans
1 24 port 5E patch panel
1 termination tool
2 24 port 5E patch panel SL
300 blanks Ivory
31 4 port raised face plate E. ivory
7 2 port raised face plate E. Ivory
8 4 port faceplate White
3 4 port face plate Almond
171 4 port angled face plate Almond
25 Quantum RJ45 jacks Blue
50 Quenturri RJ45 jacks Almond
5 Quantum RJ45Jacks lied
31 Cat 6 SL.jac_ks E: ivory
1 mod plug hand tool
2 Fiber :rack mounted: ,cans
1 110 :connect jacktoo7
HX"T'Aterrri rtationaid
1 1-12oil.Multi retia bax. 0..:Wh to
5 HXl6fl jack . E leo
27 HX15gAA,jack O?,White
2 HX1,6EI.jack E::lvQ r
8 HXJSEE.ljack E. livor
3 6 port 2 gang face plate E. "ivory
38 •2 port faceplates . . ` E ivory
4 . 2 port face plates Ivory
20 GAT 5E Jacks Orange
3 Coax. face ,plates white
2 Blanks Siker/grey
20 Blanks:- .._..........: :.....:. .Ct:..:' Vhite._....
1 CAT 5E. jack Black'
1 1 port face plate Slack
a AT -36013-3 Wall phones Metal
2 At=219-4 Wall ,phones White
15 CAT 5E jacks Blue
Hubbell $
Hubbell $
$
$
Jweris Corning $
SMO
Krone
Amp
Amp
Amp
Amp
Amp'
Amp
Amp
Amp.
Amp
Amp
Amp
Am.p
'Hubbell
Hubbell
Ftui)bell
Hubbell
Hubbell.
Hubbell
Hubbell.
Kubbell
Hubbell
:Lev ton
Leviton
Leviton
Leviton
Le:i€or
Leviton
Levitot
ATP
ATP
Avaya
31 Cross connect spindles
1 hand set amplifier
7 boxes
2 24 port CAT 5E patch panel
5 48 port CAT 5E patch panel
1 24 port CAT 6 patch panel
2 48 port CAT 6 extreme patch
1 24 port CAT 6 patch panel
1 24 port CAT SE patch panel
1 48 port Netconnect Quantun
64 4 port face plate
9 5E jack
52 5E jack
9 blanks
72 Quantum jack
2 2 port face plate
22 .4 pity face plate
8 HXJ5E8: jack
4 1HXJ5(E1 jack.
16 5E jack:..
9 5E -jack
9 Cat B: jack
2 1 port face plate
22 2 port face plate
3 port face plate
4:port face plate
blanks.
5E_jack . .
CAT $ jack.
CAT 6jack.
voacegra le RAI jack.
USED ITEMS
Black
Almond?
panel
1
12
I
12
patch panel
AFrri.ond
Green
Yellow
:Al and
Blue
t lite
Blue
Ec 1vary
E.
Blue.
hip
.lull!
lvo
lvo:r'
Ivory
8140
lyory
Blue
Black
15' gray latter rack
15' black latter Pack
5 racic:shelves
2 ' floor:racks
2 teViton patch panel brackets
P/N #49251-wv62
1 tornaco patch panel.:brackets
P/N #vuprii- &-68
1 Middle Atlantic cabinet :uv/door and
Cabinet
Walker
Wirerriold $
Hubbell
Hubbell $
Hubbell
Leviton $
tevitan $
teviton $
Anil)
Amp
Amp $
Aitrp
Amp
Amp
Amp .
Anip
Hubbell
Fjubl?ell
Hubbell
Hubbell
Hubbell
Leviton
Leviton
Leviton
Liviton
Levit a:ri.
vstG►n
Le!ti n
l;ei iton
Leviton
Door
-MFG it 0920 409
Model # cwr.-18-xx
MFG# 08310409
Mo°d .l# fd-18
*on fiber can
18" 1T rack?
Wire Management
6 pcs Panduit vertical
4 pcs siemens ##wm-145-5 (NEW)
4 pcs Leviton Versi-Duct horizontal
1 pcs Leviton 2" CAT#41=1r-hcm
1 pcs Amp 3" horizontal
37 pcs Arrip. Bar Kits P## 406042-1
1 Avaya Merlin Magi); #491E1 Phone Switch w/ extra cover
w/ 016 Till and 024 Tin
1 Omega 616 Key Unit Phone Switch
2 3 -Corn Wireless Antennas. Model -# tlL-526
Serial It 0100/7 U-F3TACFC285
Serial .# 01 0 7t gF3TAC CI.B3
19
23
20
45
4._
11
22
5.
54
20 .
76
7
15
4
CAT 3224
CAT 32
CAT 2124
CAT 21.
MPDS Wall Caddies
CAT':21 W/hat wings
B jinn BCH21.
1224:
Mineral:14o0 Bea rrtOar*
CAT .HBA hangers
CAT 21
ATP. AT414
CPTec :213393.- - --
Lynn bee. 0)411U14SS
1 Foot
7Foot.
ATP 4T407.
Lynn Etec. LD4BU7ss
Adirondack AWC 720.0 7.W
Lynn Elec. LDW4ASE-10
Lynn Elec. 1.04B -25 -SS
ATP AT425
Lynn Elec, CW.W4AS1-10
W07174-01 Patch Cord 25'.
25'
20 Adirondack Handset Cords AWC 9200-12-A
6 gin 0 rings
2 FS Boxes 1/2in
1 1/2iri LB
7 Wail Clamps 3/4in
16 Wall Clamps 1/2in
PVC
BILL OF SALE
In consideration of a cash payment made contemporaneously with the delivery of this Bill
of Sale, the undersigned Harold R. Radabaugh, formerly trading as Hawk Rock
Communications, does hereby sell, grant, bargain, convey, transfer, assign, and set -over onto
DTE Services, Inc., the following items:
a. The tools listed on Schedule A.
b. The inventory of new parts set forth on Sthedule B.
c. The inventory of used parts set forth on Schedule C.
Such items to be, =conditionally and without limitation, the sole and separate property of DTE
SerVioes, Inc. frinii and after the date of this Bill of Sale.
•