Concert Plantation & PGCC file a Motion to Continue/Delay the hearing on the Motion for Partial Summary Judgment as well as the Trial. 125-1 at 76 (Nanula gave Meyer his preliminary thoughts on a proposed transaction); id. 100-8, Ex. Therefore, I am respectfully requesting for you to determine which course of action you like us to proceed [sic][.]).) No. Scrape 2.5m here.; and (3) Split remainder 60-40. (Doc. NORTH PENN TOWNS, LP, directly and as assignee of Philmont Country Club, Plaintiff, v. CONCERT GOLF PARTNERS, LLC, et al., Defendants. No. (Id.). (Doc. 100-28, Ex. No. No. 149-1 at 158; Doc. at 5357.) in order to deal with member capex obligations, which could go higher than the $5-6m, and last, splitting the remainder of the proceeds 60-40 (60% CGP, 40% Ridgewood). 117 at 16-17. (Id. In Counts IV and V, NPT, as assignee, brings twin aiding and abetting fraud claims against the Concert Defendants (Count IV) and the Ridgewood Defendants (Count V). X at 80:1 81:6; Doc. No. No. Specifically, some members stated that they were displeased with how the Concert Defendants fulfilled (or failed to fulfill) the terms of the PSA. Updated: Feb 28, 2023 / 05:11 PM EST. . . As you also are aware, you have the option under Paragraph 3(b) of the Collateral Assignment Agreement for [NPT] to assign the AOS to NVR, Inc. No. There is no evidence that PCC seriously considered NPT's revised proposal, which outlined two different options. Plotnick also emailed Meyer in 2015 and 2016. ), On August 26, 2021, NPT filed an Amended Complaint. Nanula also stated that he would work on a preliminary proposal to share [that] week. (Id.) A.) In Duquesne Light Co., the Third Circuit specifically enumerated the five circumstances in which a duty to speak arises under 551 (which again does not include the only source of information to the other party prong). Plantation refund lawsuit expands to 54 plaintiffs Earle Kimel earle.kimel@heraldtribune.com 0:00 1:33 SARASOTA COUNTY A lawsuit against 20 to Ex. 20 to Ex. ), NPT. But the allegations in the initial Complaint are fundamentally different from those alleged in the Amended Complaint, which was filed after the Court ruled on Defendants' motion to dismiss and is the current operative complaint. See Leprino Foods Co. v. DCI, Inc., 727 Fed.Appx. Instead, driven by its distressed financial position, it chose to take the only deal on the table other than NPT's. We have an experienced commercial litigation team ready to help you. The due diligence period was set to run from July 23, 2015 through October 21, 2015. ), On September 16, NVR told Glenn Meyer, then-President of PCC, and PCC's counsel that NPT indicated to NVR its desire to exit the transaction and NVR will be stepping back into the shoes of the Purchaser. (Doc. AUGUSTA, Ga. (WJBF) The agreement to hold concerts at Lake Olmstead Stadium has hit a sour note. Nanula stated, My ops team was there on Friday, and we see a path to making this work at least marginally, even if the real estate deal falls apart after much effort. (Id.) We are a boutique owner-operator of upscale private golf & country clubs nationwide. at 1, 17, 88.) (Id.) at 198:3-199:1.). We disagree. Concert Golf Partners ("Concert Golf," "CGP" or the "Company") announced today that it has received an investment from Clearlake Capital Group, L.P. (together with its affiliates, "Clearlake"). Under the proposed Seventh Amendment, the minimum purchase price would be revised to $12,049,382.40-i.e., $75,308.64 multiplied by 160. Moreover, the fact that Ridgewood and CGP stood to make a significant profit working together is also not basic to the transaction. No. by concealment or other action intentionally prevents the other from acquiring material information. Restatement (Second) of Torts 550. ), On February 1, PCC's membership voted to approve the PSA. 2017-04395). 124-1 at 8. . (Doc. v. PNC Fin. 3 to Ex. The Class files its Answer Brief to the brief filed by PGCC and Concert Plantation appealing Class Certification. (See Doc. In addition, when Gnagey provided a site characterization report and remedial action plan to the Fund, it failed to describe or depict the eight abandoned tanks, rendering the report inaccurate under the Pennsylvania Department of Environmental Protection's regulations. The Court denies summary judgment to Ridgewood on Count VI (breach of contract). The Court also dismissed the civil conspiracy claim because NPT failed to plead actual malice. (See Doc. No. 149-1 at 37.) Filing 1 COMPLAINT against CONCERT GOLF PARTNERS, LLC, CONCERT PHILMONT PROPERTIES, LLC, CONCERT PHILMONT, LLC, JONATHAN (Id. A. Citing to comment l to 551, NPT argues that the Concert Defendants' behavior amounted to swindling. (Doc. (Doc. No. Ins. . X at 65:20-66:15.) See Celotex Corp. v. Catrett, 477 U.S. 317, 322 (1986). Namely, the FFE Agreement provided that the defendants would provide cash and all finance advisory services necessary to generate earnings, the plaintiff would receive 99.9% of the net profits, and when the FFE was dissolved, the plaintiff would receive distributions equal to $4 million. Pa. Oct. 11, 2017) ([I]t is generally inappropriate for a court to grant summary judgment based solely on a failure to prove damages flowing from a demonstrated breach of contract.); see also Interlink Grp. W at 119:20-120:6; see also id. NPT is correct-it is undisputed that Defendants did not disclose that they were working together. No. (KARPF, ARI) (Entered: 01/14/2019), Docket(#2) NOTICE of Appearance by DAVID KORSEN on behalf of JAMES STEVENS (KORSEN, DAVID) (Entered: 01/07/2019), DocketDEMAND for Trial by Jury by JAMES STEVENS. . Why is this public record being published online? A (Eighth Amendment to the AOS, extending the due diligence period from September 16, 2016 to September 26, 2016). ), Under the AOS, the purchase price for the Property was based on a per unit yield; the AOS contemplated a minimum yield of 150 units. (Doc. ), At no point did the Concert Defendants inform PCC that they were in talks with Ridgewood and planned to paper the deal on the real estate opportunity. (See Doc. No. 16 at 4-5 (There is no regard for the agreement between Philmont and Concert golf [sic] and I will clearly go on the record of saying Concert stole Philmont and to date has yet to live up to any of the declarations in the agreement . 149-1 at 30-31.) Public Records Policy. 21 to Ex. Like RLH, NPT contends Ridgewood initially showed interest in potentially purchasing a portion of the Property or the entire club from PCC in 2014, 2015, and then again in September 2016. (Id. 3:14-cv-02404, 2017 WL 4540613, at *8 (M.D. Financial terms of the transaction were not disclosed. 116 at 18 (citing Doc. No. . (Id. (I assume that the first $5MM or some negotiated portion of that money committed as additional CapX spend will probably satisfy the members.). 1:21-CV-00455 | 2021-05-21, U.S. District Courts | Civil Right | No. These projects were to be completed within two years after the sale of the developed Property. 37 to Ex. 100-5, Ex. 100-35 at 25-27.) (See Doc. To the contrary, Russell complained that CGP did not abide by the terms of the PSA. . [A]: I'm not sure whether there is a case that talks about two companies cannot do that.).). 17-1694, 2018 WL 827433, at *5 (E.D. ; see also id. 117 at 13-16.) 100-5, Ex. Plantation Golf and Country Club is governed through bylaws established when the club first opened. See Restatement (Second) of Torts 551(2)(a)-(e). 100-5, Ex. 6:18-CV-01685 | 2018-10-09, U.S. District Courts | Other | MM at 187:23-188:1.) 149-1 at 47. ), On September 28-the day after Plotnick and Grebow toured Philmont Club-Nanula texted Plotnick and asked if there were any club opportunities that CGP could help Ridgewood with, and Plotnick responded that he was working on something that may fit. All future club required CapX will be the responsibility of Concert; and [t]hird, 60/40 (Concert/Ridgewood) of all additional proceeds. (Id.) Silverman testified that there was such minimal communication with Ridgewood and that he never spoke with anyone from Ridgewood. Two days later, on November 4, Plotnick responded, I completely understand what you are trying to do and I think your proposal is pretty close; he believed they had the basis for a deal, with just a few minor tweaks. No. 100-28, Ex. fails to disclose . . Section 551 imposes liability when one . Nanula assured Meyer that CGP would find the right people to get this land transaction done. (Id.) To the contrary, Meyer testified that so long as one offer [was] acceptable to PCC, uhm, irrespective of the fact that another may have been available . almost needs to be all redone again. (Doc. ), Defendants are correct that 550 and 551 impose liability only on one who is a party to a transaction. No. A (December 20, 2016 email from Meyer to Silverman, forwarding NPT's revised proposal and stating, Hot off the press. The plaintiff alleged that defendant Willis fraudulently induced him to enter into a contract (the Foxcode Far East LLC Agreement (the FFE Agreement)) and provide defendants Willis and Foxcode with $4 million by falsely representing that if he placed a $4 million investment with them, they would manage the money for his benefit, deliver a return on the investment, and guarantee that the $4 million principal would ultimately be returned in full once the investment was completed. No. Landsberg lodged a similar complaint. ), The Phase II Capital Projects were subject to change arising from consultation with the new Club Advisory Board; New club member surveys; input and recommendations by [Concert Philmont's] operating consultants and experts; and Concert Philmont's refinement of the scope of such items after closing, at its discretion. Id. No. No. (Id.). (Id. The Class serves the report of its expert Chris Foux regarding how much The Class is owed. 100-15, Ex. No. 100-5, Ex. Metal on Metal Hip Lawsuits & Settlements, Indian Law, Tribal Governance, Native Owned Businesses, Ruling granting class certification. (Doc. 100-25, Ex. The Class asks the court to help simplify discovery, Deposition of Class Representative C. Holloway, Court issues Order setting expert report deadlines. CC (describing CGP as a boutique private club owneroperator). No. M, with Doc. ), On November 30, Meyer emailed Nanula the contact information for NVR and NPT/Metropolitan as a potential developer Nanula could work with for developing the property. Meyer testified that it would have been disconcerting to hear that Nanula had been speaking with another potential buyer about not approaching Philmont. (Id.) No. PLC, 93 Fed.Appx. j (emphases added); see also Schutter, 2008 WL 2502132, at *6; Youndt, 868 A.2d at 551. These are self-serving business practices in action at the expense of resigned members. 5 (September 16, 2014 email in which Nanula wrote, Spoke to Glenn Meyer. 14 to Ex. (See Doc. the capital investments being implemented with regard to the two required capital phases under our Agreement of Sale . No. at 117:14-16 (Well, obviously learning of some of these negotiations behind our back is a little -you know, unsettling.). (Doc. No. ), The next day, on September 26, NPT sent PCC a proposed Ninth Amendment to the AOS. 100-18, Ex. As Jonathan mentioned, we very much intend to put a proposal in front of you, that at the least, we hope will open the stage for further discussion); Doc. Such is the case here. Underground Storage Tank Indemnification Fund, 82 A.3d 485, 501 (Pa. Cmw. 100-28, Ex. 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