Trial - Portion of Lawsuit re: Fraud Allegations

'l'li?lEi?E?'lE 18:52 FAH 4107'83832? JDHH 0023?033 113. The Company damaged by the above described actions of Rakowski because those actions caused the Comp I- to pay more compensation then it was contractually obligated to pay, (ii) to lose the li ne?t and opportunity of the above described Wrongful disbursements, to suffer losg shareholder value and (iv) to suffer lost pro?ts. 1 I . 114. RakoWski?s misr In esentations to Dodd precluded from being able to talte certain actions with respect to a I including, but not limited to: terminating future 1 . advances of funds to the Compaq (ii) demanding return of funds previously advanced, 1 . refusing to guaranty the debts of Company, (iv) insisting on an audit of the Company?s ?nancial records and/or takin other actions to save his investment. 1' 115. Dodd was damagd i by the above described actions ofRalcowski because those actions caused: Dodd's stockl I. lose value and become unmarketable, (ii) the Company to be unable to meet debts as those deb became due, which resulted in Dodd having to pay on Company debt which Dodd hadp a sonally guaranteed, and Dodd to lose the value of his 1 a Company. equity and debt investments in th 116. Rakowski engage the foregoing wrongful activities intentionally or recklessly, and with actual or implied malicei us entitling Plaintiffs to recover punitive damages from this i . Defendant for his wrong?il activi g? s. . uumsnsoan, Plaintiffsl {.21 Cor-peration and Dodd, request that upon trial of this case, this Court enter judgi ent against DefendantIRakowski for the actual damages, in an amount to be proven at trial, caus II: by his breach of the Stockholder?s Agreement. Plaintiffs further request that they be award [u punitiVe damages plus their costs incorred in prosecuting this action, and such other and fin II or relief to which they may be entitled. -39- llflEfE?lE 13:52 FAH 410183832? JDHH DUSHUSEI 1 . COUNT . i: REACH OF CONTRACT (W 11rd) 117. Plaintiffs incorpo te by reference paragraphs 1 through 115 of the Complaint in this Count V, as if stay restated rein, 118, Ward entered into 3: Employment Agreement, on or about February 5, 1999, with the Company, under wlueh Ward. greed to an annual salary of $80,000 as a V1ce Prcs1dent of the Company. Subsequently, Ward sumed the duties of President under the Employment . Agreement. - 119. Ward also entered 'a to the Stock Issuance Agreement with the Plaintiffs wherein he agreed to'serve as the Comp President, thereby assuming responsibilities for supervision . and control of all the business an affairs of the Company, as re?ected in the Company's -1 . 1 I - 120. As an Officer, Di tor and Manager of the Company, charged with the day?to? day management of the Compan Ward outed ?duciary duties of care, loyalty and good faith to' the Company and to Dodd. Thea duties required Ward to exercise good faith in the . management of the Company?s o? - ations in order to conserve and increase the assets of the Company, to refrain from any as ities that provided a personal bene?t to him at the expense of the Company, torefrain from any telf?dealing, and not to compete with or otherwise appropriate the assets and opportunities of th? ompany for his own use. F40- 'llr?lEr?E?lE 18:53 Fail-t 121. COmpany?s assets for his own be participating in and/or allowing 1 Ward breached hi U?df?EEl ?duciary duties of care, loyalty and good faith by using the e?t andfor for the bene?t of other employees, and by following wrongful acts: i. . it Company funds and assets by using company funds to pay ?2 d/or personal items such as, but not limited to, nonubusiness It: credit card charges, personal automobile expenses, and expenses for persd a1 calls made on Company phones; Receipt of excessi executive placement commissions for placements that did not occur or were r1: by someone else, and failure to refund commissions paid a. Misappropriation for undocumente - 5 related meals, per b. on placements C. I the Company Was required to refund fees to its clients; With the aid of e- ?s inaccurate ?nancial statements, the concealment and misrepresentation SZi?s true ?nancial position by concealing or misrepresenting before the Comp . revenues without I reporting of curre representing perso payment for the pc in light of Comps: as adjustments to 1 revenues and net ii enses chargeable to the Company, reporting alleged revenues 31a orting the expenses needed to earn the revenues, delaying the had secured work or performed any services, reporting and past due expenses chargeable to the Company, . expenses as business expenses for the purposes of receiving onal expenses, failing to book a reasonable bad debt expense history, booking ?ctitious cash and hiding invoice write-offs .I ained earnings rather than reporting them as adjustments to are e; -41- lli?lEi?E?lE 18:53 Fill-i h. I interest rate; JEIHH 005M333 i i i Misrepresentatio concealment of SBi?s ?nancial position irom various lending institutio and other creditors of theCompany, including Dodd; The use of false . misleading statements of the Company?s financial condition to secure for the lyes andfor others, in bad faith, excessive pay raises, bonuses, bene?ts and loani bich would not have been given if the true ?nancial condition of the Company knoWn and properly reported; The failure to tak ppropriate measures to prevent the departure of key personnel or to create an in nucture to deal effectively with the departure of key i personnel; i 1 . The releases of onis and Beckett ?om. substantial portions of their Restrictive The concenlroent Ii; Dodd and the Company ofthc impact of the departures of and-Rakowski; . The taking of mo . from the Company in the fictitious form of loans with no . - . written loan'ageei t, no promise to repay, no'date for repayment and no . i The taking of from the Company in the form ofunauthorized bonuses; The failure to imp] ent even the most basic cash control measures thereby enabling a system reimbursement and payments for personal expenses to ?ourish; The payment ofun ecessary, lavish andfor personal expenses far out of . proportion with tilt evenues generated by the Company; and L43- lli?lEi?E?lE 13:53 410733832? JDHH [1032033 m. The use ofindepe In ent contractors to perform functions which the Company's employees were .iued to perform. 122. The above wrong i actions by Ward constituted a breach of his Employment Agreement and the covenants of ed faith, loyalty and due care implicit thereonder. 123. Ward misrepres the true nature of the Company?s financial condition to the Company and to Dodd, thereby eluding Dodd and the Company from taking remedial actions, including, but not limited to, lementation of cost control measures, (ii) obtaining an audit of the Company?s financial recor, and other may haVe salvaged the Company. 124. The Company wa amaged by the above described actions of Ward because those actions caused the Comp?n to pay more compensation then it was contractually obligated to pay, (ii) to lose the befit and opportunity of the above described wrongful disbursements, to suffer loss ll: value in its stock and (iv) to suffer lost pro?ts. . . i 125. Ward?s misrepres ations to Dodd precluded Dodd from being able to take certain actions with respect to the ompany, including, but not limited to: terminating future advances of funds to the Compan (ii) demanding return of ?mds previously advanced, refusing to guaranty the debts of II Company, (iv) insisting on audit of the Company?s financial records and/or taking, ther actions to save his investment. 126: Dodd was damage by the above described actions of Ward because those actions caused: Dodd?s stock i; lose value and become unmarketable,? (ii) the Company to. be unable to meet debts as those deb became due, which resulted in Dodd having to pay on -43- llflEfE?lE 13:53 JDHH I Company debt which Dodd had rsonally guaranteed, and Dodd to lose the value of his equity and debt investments in 127. Ward engaged in foregoing wrongful activities intentionally or recklessly, and with actual or implied malice, th entitling Plaintiffs to recover punitive damages from this Defendant for his Wrongful activ es. I WHEREFDRE, Plaintiff 2i Corporation and Dodd, respectfully request that upon trial of this case, this Court enter judyuin ent against Defendant Ward for the actual damages, in an amount to be proven at trial, cans by his breach of the Employment Agreement and Stock - Issuance Agreement. Plaintiffs fl er request that they be awarded punitive damages and their ?1 costs incurred in prosecuting this ction, and such other and further relief to which they may be entitled. COUNT VI on (3&thqu i. (PMS) 123. Plaintifst incorpore by reference paragraphs 1 through 127 of the Complaint in this Count VI, as if fully restated cin. 129. Pikns entered into with the Company, under which I 'was Director of Recruiting. I 130. Pikes thereafter, in Company?s Vice President and supervision and control of the da}, o?day operations of the Company. Hilda-?2013 18:54 JDHH 131. Films also entere nto the Stock Issuance Agreement with the Plaintiffs whereby Pikes accepted the position of e-President and Treasurer, thereby assuming responsibilities for the receipt, custody and dish i' ement of its moneys or funds, as re?ected in the Company?s i Bylaws. 132. As an Of?cer, Di tor and Manager of the Company, charged with the daystod day management of the Compan Pilcua owed ?duciary duties of care, loyalty and good faith to the Company._ These duties requ Films to exercise good faith in the management of the Company?s operations in order onserve and increase the assets of the Company, to refrain ?om any activities that provided personal bene?t to him at the capense of the Company, to refrain from any self?dealin g, an ot to compete with or otherwise appropriate the assets and opportunities of the Company fo is eWn use. 133. I Pilcus breached hi -- i 1duciary duties of care, loyalty and good faith by using the l, :1ng acts, including, but not limited to, the following acts: Company?s assets for his own in - ?t and/or for the benefit of other employees, and by participating in andfor allowing a. Misappropriation In: Company funds and assets by using company funds to pay . i for undocumented dfor personal items such as, but not limited to, non?business related meals, pers al credit card charges, personal automobile expenses, and ?5 calls made on Company 131101135; expenses for perm: b, Receipt of excessi executive placement commissions for placements that. did not occur or were a de by someone else, and failure to refund commissions paid on placements wh the Company was required-to re?md fees to its clients; -45- 18:54 Fsli 410733832? 0. d. f, With the aid or 4 misrepresentatio misrepresenting JDHH ?a inaccurate ?nancial statements, the concealment and SETS true ?nancial position by concealing or gig-eases chargeable to the Company, reporting alleged reVenues I before the Comp had secured Work or performed any services, reporting revenues Without - orting the expenses needed to earn the revenues, delaying the reporting of can and past due expenses chargeable to the Company, representing pets II in a] expenses as business expenses for the purposes of receiving payment for the sonal expenses, failing to book a reasonable bad debt expense in light of Comp" nil. history, booking ?ctitious. cash and hiding invoice writemoffs as adjustments to tamed earnings rather than reporting them as adj ustrnents to revenues and net nj. omc; Misrepresentation lending institutio concealment of SZi?s ?nancial position from various and other creditors of the Company, including Dodd; The use of false ar misleading statements of the Company?s ?nancial condition to secure for them bene?ts and loans lves andJor others, in bad faith, excessiVe pay raises, bonuses, hich would not have been given if the true ?nancial condition of the Company known and properly reported; The failure to take propriate measures to prevent the departure of key personnel or to createan in? tructure to deal effectively with the departure of key personnel, The releases of Ms nis and Beckett from substantial portions of their Restrictive Covenant; -45- 'l'lr?lEfE?'lE 13254 h. The concealment departures ofBec written loan agre interest rate; j. The taking of men eriahling'a system ?ourish; l. The payment of on proportion with th m. The use of indepe 134. The above wrong? Agreement, the Stock Issuance A: implicit thereunder. 135. Pikes misrepresent I Company and to Dodo, thereby pr .- including. but not limited to, in of the Company?s ?nancial record I. Company. The failure to imp and Rakowski; l: ?om the Company in the fictitious form of loans with no ent, no promise to repay, no date for repayment and no I i from the Company in the form of unauthorised bonuses; ent even the most basic eash control measures thereby reimbursement and payments for personal expenses to I ecessary, lavish and/or personal expenses far out of evenues generated hy the Company; and ent contractors to perfomi functions which the Company?s achons by Pikes constituted a breach of his Employment eement and the covenants of good faith, loyalty and due care it the true natt?tre of the Company's ?nancial condition to the luding Dodd and the Company from taking remedial actions, .I "-lementation of cost control measures, (ii) obtaining an audit and other measures which may have salvaged the -47- llx?lEi?E?lE lEZEtl 4107133832? ?llf?SEl 136, The Company damaged by the above described actions of Pilcus because I. to pay more compensation then it was contractually those actions caused the Comp obligated to pay, (ii) to lose the I slit and Opportunity of the above described wrong?tl disbursements, to suffer loss shareholder Value and (iv) to suffer lost profits. I 137. Pikus? misrepres ations to Dodd precluded Dodd from being able to take certainactions with respect to tb ompany, including, but not limited to: terminating furore advances of funds to the Comp (ii) demanding return of funds previously advanced, I . refusing to guaranty the debts of Company, (iv) insisting on an audit of the Company?s ?nancial records and/or takin actions to save his investment. 138. IDodd was damag by the above described actions of Pikes because those - actions caused: Dodd?s stock lose value and become unmarketable, (ii) the Company to be unable to meet debts as those If: became due, which resulted in Dodd having to pay on sonally guaranteed, and Dodd to lose the value of his debt which Dodd had - equity and debt investments in ompany. with actual or implied malice, th entitling Plaintiffs to recover punitive damages from this 139. Pilcus engaged in foregoing wrongful activities intentionally or recklessly, and Defendant for his wrong?tl activi i} WHEREFCRE, Plaintiffs, Corporation and Dodd, respectfully request that upon trial of this case, this Court enter jud; against Defendant Pikus for the actual damages, in an amoLInt to be proven at trial, cause Ei by his breach of the EmploymentAgreement and the Stock Issuance Agreement. Plaintiffs er reducst that they be awarded punitive damages and their -48- 11f13f2013 13:55 4107133832? JDHH costs incurred in prosecuting this ction, and such other and further relief to which they may be entitled. COUNT VII FRAUD I Ward and films) 140. Plaintiffs incorpor this Count VII, as if fully restate erein- lit-1. Defendants Rakov Pikus and Ward made d: participated in multiple misrepresentations of material a. id individually. was entitled to rely used the representations-of these Defends: and who created a relationship of 142. The misrepresents .. . a. Rakowski intentio 157 or recklessly misrepresented to Dodd that Beckett had a I solid financial bao mind, when in fact Beckett had multiple personal and business hanlouptc and a record of failed business enterprises, thereby inducing Dodd to make inv: tments in the Company, loans to the Company and loan guarantees on bell: hr Defendants Rake? Managers 332i, i condition of the Ct -49- llr?lEr?E?lE 18:55 Fall-i 143. and expenses of Company thereby inducing Dodd to make inVestments in the Company, loans the Company and loan guarantees on behalf of the Company, Defendants Rako 'r ki, Pikes and Ward intentionally or recklessly misrepresented I to Dodd that, aft departure of Masonis and again a?er theldeparture of Beckett, all problaa'l. concerning the operations of the Company and the causes of the Company?s tantial losses from operations had been identi?ed and' remedied, thereb El: ducin Dodd to make additional invesnnents in the Company, loans he Company and loan guarantees on behalf of the Company; Defendants Rake Pikus and Ward intentionally or recklessly misrepresented - to Dodd that the I mp'any was on the verge of securing large clients which never materialized, for sole purpose of inducing Dodd to make or continue his investments in th ompany, loans to the Company and loan guarantees on behalf refrain from commencing audit of the Company and- one rcfrain from .- ing changes in Company management; Rakowski, Ward . Pikus intentionally or recklessly hid from Dodd the - . i - . impa of the departures of Beckett and Rakowski; and Rakowski, Ward . Pikus intentionally or recklessly misrepresented to Dodd their alleged co niftmen't to staying with the Company for the long term after Beckett?s departur . Rakowski, Ward 2 Pikes made the foregoing misrepresentations with actual . knowledge of their falsity, or wit reckless disregard as to their truth or falsity. llr?lEr?E?lE 18:55 FAH Ul4r?03El 144. Rahowslci, Ward Pikus Iniew that Dodd would rely 011 the misrepresentations, intended for Dodd to rely on the ?srepresentations, and intended to deceive Dodd by 131mg the i. misrepresentations. i 145.? The foregoing mi presentations were material to Dodd, individually, because Dodd relied on the misrepresent ons to determine whether to invest in or advance additional funds for the use of the Compan hether to personally guarantee certain debts of the Company and to demand changes . the Comp any. Dodd would not have made his initial investment in or advanced additin al funds to the Company, or personally guaranteed certain debts, if the misrepresentations not occurred. The misrepresentations made to Dodd with I respect to the Company's ?nanci condition and perfumance precluded Dodd from being able take certain actions with respe to the Company, including, but not limited to: terminating future advances of ?uids to the nil pally, (ii) demanding return of funds previously advanced, refusing to the debtf the Company, (iv) insisting on an audit of the Company?s financial records andfor ther actions to save his investment. 146. As a result of his iance on the misrepresentations and Pilrus, Dodd has suffered substan damages, including but not limited to the loss of his initial in the lack of ma etability of Dodd?s stock, the loss of the value of the Company, the loss of the additio advanced to S?i, and the payment of personal funds because of his personal guarantee Sili?s debt. 147. Rakowski, Ward . Pikus engaged in the foregoing wrongful activities intentionally or recklessly, and actualcr implied malice, thus entitling Plaintiffs to recover i -51, llx?lEx?E?lE 13:58 FAH Court enter judgment against De damages for these Defendants? i 'ng this action, and such. other and further relief to which he awarded costs incurred in prosec . may be entitled. I COUNT i. FRAUD akowski, Ward, and Films) 148. Plaintiffs'incorpore by reference paragraphs 1 through 147 of the Complaint in thisCotmt V111,-as if. fullyrestate 149. In their positions Of?cers and Managers controlling the Company, Defendants Rahowski, Ward and Pikus com ed and/or allowed fraudulent acts against the Company, including, but not limited to: a. Misappropriation - Company funds and assets by using company ?mds to pay {id/or personal items such as, but not limited to, - for undocumented related meals, pers? 31 al credit card charges, personal automobile expenses, and expenses for persot calls made on Company phones 'l'lr?lEr?E?lE Receipt of excess not occur or were on plaCements With the aid of misrepresentation misrepresenting before the Comps executive placement commissions for placements that did ads by someone else, and failure to refund commissions paid I the Company was required to refund fees to its clients; ?s inaccurate ?nancial statements, the concealment and in} Eli?s true ?nancial position by concealing or enses chargeable to the Company, reporting alleged revenues had secured work or performed any services, reporting revenues without reporting of sun porting the expenses needed to earn the revenues, delaying the and past due expenses chargeable to the Company, representing pers i al expenses as business expenses for the purposes of receiving payment for the . in light of Comp . as adjustments to revenues and net i lending institution The use of false . to secure for them. bene?ts and loans cf the Company Misrepresentation . sonal expenses, failing to book a reasonable bad debt expense El, history, booking ?ctitious cash and hiding invoice write?offs tained. earnings rather than reporting them as adjustments to if omc; conccahnent of Sili?s ?nancial position from various and other creditors of the Company, including Dodd; misleading statements of the Company?s ?nancial condition I hich would not have been given if the true ?nancial condition lves andfor others, in bad faith, excessive pay raises, bonuses, a known and properly reported; -53- llr?lEr?EUlE 13253 FHi?i 410733332? JUHH DUDE . i; I: I f. The failure to appropriate measures to prevent the departure of key personnel . or to create an i -: structure to deal effectively with the departure of key personnel; g. The releases of sonis and Beckett from substantial portions of their Restrictive Covenant; I The concealment om Dodd and the Company of the impact of the departures of Bectt and Rakowski; i. The taking ofmo from the Company in the ?ctitious form of loans with no written loan agre ent, no promise to repay; no date for repayment and no - interest rate; j. The taking of me I from the Company in the form of unauthorized bonuses; k. The failure to imp ment even the most basic cash control measures thereby reimbursement and payments i'or personal expenses to enabling a system ?ourish; . 1. The payment'of ui eccssary, lavish and/or personal expenses far out of ii . - - proportion with threvenues generated by the Company; and m. The use of indepei Silent contractors to perform functions which the Company?s employees were hi to perform. I 150. Rakowslci, Ward in Pikus covered up and concealed their actions and misrepresented the true nature of Company?s ?nancial condition to the Company and to Dodd; thereby precluding Dodd the Company from taking necessary remedial actionsincluding, but not limited to, ii git-lementation of cost control measures, (it) obtaimng an audit -54- llflEfE?lE 18:58 410733832? mamas .2 l' l1 I: .. of the Company?s ?nancial reeo in s, and other measures which may have salvaged the i l: - I. Company. 151. Rakowslri, Ward rat Films engaged in the foregoing wrongful activities actual or implied malice, thus entitling Plaintiffs to recover i: punitive damages from these i: . dants for their wrongful activities. intentionally or recklessly, and 152. as been dams by the fraudulent actions of Rakowski, ward and Films by the less of value of the'Comp y, less of value of S?i?s stock and assets, loss of good will and business reputation, the inability pay its debts, and the loss of profit. 153. Dodd was damagigi: by the above described actions of Defendants because those actions caused Dodd?s stock. tl'ose value and become unmarketable, (ii) the Company to be i . . unable to meet debts as those de E. became due, which resulted in Dodd having to pay on i; Company debt which Dodd had I. rsonally guaranteed, and Dodd to lose the value equity and debt investments int Company. WHEREFORB, Plaintiff? spect?illy request that upon hial of this case, this Court enter judgment against Defendants . wslti, Ward and Films, jointly and severally, for the actual I damages, in an amount to be proT at trial, caused by their intentional fraudulent misrepresentations and fraudulen onduct. Plaintiffs further respectfully request that the Com enter judgment against Defendan Rahowski, Ward and Films awarding Plaintiffs punitive damages for these Defendants? u. tional and malicious fraud. Plaintiffs further request that they be awarded costs inciured in rosecuting this action, and such other and ?irther relief to which they may be entitled. -55- llflEfE?lE 18:5? FAH NEGI 154. Plaintiffs incorpor this Count IX, as if fully restated 155. Defendants Rakov the Company, in charge of the da I . obligation to provide and was entitled to rely upon their rep. 156. Defendants Reiko? which Dodd relied upon to his de' made with either intentional or re .i -_indiitidnallyt, included,hntwem a. Rakowski intentioi solid financial bael business bankruPtc Dodd to make inve guarantees on beha Managers of Eli, i1 condition of the Ge Defendants Rakow JDHH 013N133 i! . ll, GENT MEREPRESENTATIDN RakoWski, Ward and Films) by reference paragraphs 1 through 153 of the Complaint in ir, erein. Pikes and Ward-were Of?cers, Directors and Managers of to?day operations of the Company. As such, they had an ccurate information about the Company to Dodd, and Dodd ..- sentations. 5:1 Films and Ward made numerous representations to Dodd, ent, which proved to be false, baseless and to have been I less disregard for the truth. The misrepresentations to Dodd, imited to, the followings-.- a ?y or recklessly misrepresented to Dodd that Beckett had a ound, when in fact Beckett had multiple personal and and a record of failed business enterprises,therebyr inducing ents in the Company, loans to the Company and loan I: of the Company, ii i, Films and Ward, in the roles as Officers, Directors and tionally or recklessly misrepresented the true financial pany by miSrepresenting the true assets, liabilities, revenues, -55- 18:5? Fail-t 157. Beckett, all prob] Defendants Rakow of the Company, td a, UEUHUEEI and expenses of El Company thereby inducing Dodd to make investments in the . Company, loans tc I e'Company and loan guarantees on behalf of the Company; Defendants Ra.va ki, Pikus and Ward intentionally or recklessly misrepresented to Dodd that, after departure of Masonis and again after the departure of concerning the operations of the Company and the causes of the Company?s su tantial losses ?om operations had been identi?ed and remedied, thereby dueing Dodd to make additional iuVestments in the Company, loans to to. Dodd that the C: materialized, for thsole purpose of inducing Dodd to make or continue his investments in the mpany, loans to the Company and loan guarantees on behalf I. commencing an audit of the Company and to refrain from demar+ Rakowslei, Ward an impaj the departures of Beckett and and I Rakowslri, Ward Pileus intentionally or recklessly misrepresented to 'Dodd their alleged comm] ent to staying with the Company for the long term after Beckett?s departureI -57- llflEfE?lE 18:5? 410733832? JDHH 158. Rakowski, Ward Pilrus knew that Dodd would rely on the misrepresentations, intended for Dodd to rel),r on the [is 'srepresentations. Dodd did rely to his detriment on the misrepresentations of the Defend ts. 159. The {Oregoing mist presentations were material to Dodd, individually, because Dodd relied on the misrepresentans to determine whether to invest in or advance additional funds for the use of the Compand hether to personally guarantee certain debts of the Company I. and whether to demand changes ili the Company. Dodd would not have made his initial investment in or advanced addititi a1 funds to the Company, or personally guaranteed certain I. . i! . debts, if the misrepresentations it not occurred. The misrepresentations made to Dodd with l! respect to the Company's ?nanci condition and performance precluded Dodd ii'om being able to take certain actions with reaped to the Company, including, but not limited to; terminating . future advances of funds to the In pany, (ii) demanding return of funds previously advanced, refusing to guaranty the debt? the company, (iv) insisting on an audit of the Companfs financial records and/or takin a ,1 ther actions to save his investment. 160. As a result of Dod i} reliance on the misrepresentations by Rakowsld, Ward and Pikus, Dodd has suffered substan damages, including but not limited to the loss of his initial investment in and loans to 52L til oss of the value of his investment in 52L the lack of marketability of Dodd?s S?i stockl he loss of the additional funds advanced to 512i, and the payment of personal funds on beh of the Company because of Dodd?s personal guarantee of SZi?s debt. -53- llflEfE?lE 18:58 Fillt JDHH l: 161. Rakowski, Ward Pikes engaged in the foregoing wrongful activities intentionally or recklessly, and - actual or implied malice, thus entitling Plaintiffs to recover punitive damages from these Dc ii- dants for their wrongful activities. . I: WHEREFORE, Plaintiff if: C. Dodd, ill respectfully requests that upon trial of this case, this Court enter judgment inst Defendants Rakowslri, Ward and P?cus, jointly and severally, for the actual damages, an amount to be proven at trial, caused by their negligent l: . misrepresentations. Dodd furthe equests that he be aWarded punitive damages and costs . incurred in prosecuting this actio and such other and further relief to whichhe may be entitled. oounrx .1 ONSTRUCTIVE FRAUD altowski, Ward, and Films) 162. Plaintiffs ineorpol by reference paragraphs 1 through 161 of the Complaint Count X, as if ?ll-lyrestated .. 163. Defendants Rako ski, Pikes and Ward were Of?cers, Directors and Managers of the Company, in charge of the da to-day operations of the Company. .As such, they owed fiduciary duties of care and good i: 'th to the Company. as well as the duty to properly supervise and manage the Company and the ompany?s employees. 164-. The aforementione i Defendants committed numerous acts in breach of these 1 I. - duties, including, but not limited participating in andfor allowing the following: a. . Misappropriation Company funds and assets by using company funds to pay . for undocumented d/or personal items such as, but not limited to, non-business - -59l 'llf'lEfE?lE 18:58 JEIHH related meals, per :a credit card charges, personal automobile expenses, and expenses for r- a1 calls made on Company phones; Receipt of excessi - executive placement commissions for placements that did not occur or were ?in ads by someone else, and failure to re?ind commissions paid I on placements all the Company Was required to refund fees to its clients; I: i ll With the aid of 10% ?s inaccurate ?nancial statements, the conceahnent and i' I: I I nnsrepresentation lift 821's true ?nancial position by concealing or - i misrepresenting i enses chargeable to' the Company, reporting alleged revenues before the Camp? - it had secured work or performed any services, reporting . i5 . . revenues Without p- orting the expenses needed to earn the revenues, delaying the reporting of past due expenses chargeable to the Company, representing perso If: expenses as business expenses for the purposes of receiving payment for the onal expenses, failing to book a reasonable bad debt expense i if in light of Compad history, booking ?ctitious cash and hiding invoice write-offs as adjustments to ained earnings rather than reporting them as adjustments to revenues and net l-l ome; i Misrepresentation a. concealment of SEi?s ?nancial position from various lending institution l? The use of false misleading statements of the Company?s ?nancial condition I, . II I to secure for themii 5a and/or others, in bad faith, excessive pay raises, bonuses, . i ll . of the Company :il other creditors of the Company, including Dodd; bene?ts and loans hich would not have been given if the true ?nancial condition known and properly reportedllx?lEr?E?lE 18:58 FAH including, but not limited to, i 024x?033 r. The failure to talc i or to create an in -: Eruppropriate measures to prevent the departure of key personnel structure to deal effectiVely with the departure ofkey personnel; g. The releases of onis and Beckett ?'orn Substantial portions of their RestrictiVe I CoVeriant; h. I . The concealment ll- Dodd and the Company of the impact of the la departures ofBec and'Raltowslti; . l' l! i. The t?ng of mori from the Company in the ?ctitious form of loans with no written loan agree ent, no promise to repay, no date for repayment and no interest rate; a i it from the Company in the form of Unauthorized bonuses; k. The failure to impi . The taking of mori ent even the most basic cash control measures thereby reimbursement and payments 'for personal expenses to enabling a system ?ourish; l. The payment of lavish andfor personal eirp enses far out of proportion with evenues generated by the Companyindeperi ent contractors to perform functions which the Company?s employees were 11' to perform. Ralrowslti, Ward Pilots covered?up, concealed or failed to disclose their 165. actions and misrepresented the ml nature of the Company's ?nancial condition to the Company Ill? and to Dodd, thereby precluding dd and the Company from taking necessary remedial actions, lerneniation of cost control measures, (ii) obtaining an audit 451? i lla?lEfE?lE 13:58 4107'83832? JDHH of the Company?s ?nancial recor s, and other measures which may have salvaged the Company. 166. Rakowski, Ward . Pikus engaged in the foregoing wronng activities intentionally or recklessly, and in actual or implied malice, thus entitling Plaintiffs to recover I I i punitive damages from these Del dents for their wrongful activities. 167. as been darned ii; by the aforementioned actions of Rakowski, Ward and Pilrus . i I: by the loss of the value of the bus ituess, loss of value of SBi?s stock and assets, loss of .good will . and business reputation, the inabi to pay its debts, and the loss ofprofit. WHEREFORB, Corp ation respectfully requests that upon trial of this case, this . - Court enter judgment against Def dants Rakowski, Ward and Pikes, jointly and SBVerally, for the actual damages, in an amount I I o be proven at trial, caused by the aforementioned conduct 32i Corporation further respectfui requests that the Court enter judgment against Defendants - 1 Ralcowski, award I: Defendants, Corporation I requests that it be awarded costs incurred in prosecuting - - i . . this action, and such other and I'll er relief to which it may be entitled. - I Corporation punitive damages against these come .IJ i AC on UNTANT MALPRACTICE (Kerr and Kerr, PA168. Plaintiffs ineorpord by reference paragraphs 1 through 167 of the Complaint in I . ein. this Count XI, as if fully restated 169, Kerr and Kerr, ntered into a contract with the Company whereby they agreed to serve as the independent ecountant for the Company and to provide various 3201318253 Frill accotmting services for the Corn 410733832result of their retention by Eli to provide accounting services to the Company, Kerr Kerr, P.A., oWed S?i a duty to use the skill and care of a reasonably competent accountant properly, timely, fairly, and accurately reporting the ?nancial position of the Compan and properly, timely, and accurately preparing and ?ling . appropriate forms with state and deral authorities, including tax returns and related forms. Kerr and Kerr PA. represented themsd es as independent accountants. - 170. Ken and Kerr, respective duties of care to Sli to intentionally, recklessly, and/0r negligently'breached their ct with the care and skill of a reasonably competent position of the company, and faili to properly, timely, and accurately prepare and ?le if I. accountant by, inter failing tr wroperly, timely, fairly and accurately report the ?nancial l; i5 documents relating to state and al taxes for which the company was liable. Kerr?s and Ken, actions precluded Dd lit and the Company from understanding the need to take ne'cessary remedial actions, includ. g, but not lnmted to, (1) implementation of cost control measures, (ii) obtaining an audit the Company?s ?nancial records, and other measures which may have salvaged the Co. it any. Kerr and Kerr, RA. also violated the Code of Professional Conduct for account I 171. I The ?nancial state ts by, inter failing to disclose their lack. of independence. ts prepared by Kerr and Kerr, PA. disguised the true l? ?nancial condition of the Compari and prevented Dodd liom discovering and understanding the wrongful acts of the other Defendl Eu}: ts detailed above. Kerr?s and Kerr, misrepresentations enabled the other Defendants to ch? the Company of cash and create unnecessary debt and resulted in the loss of the value of . young and growing Companylla?lEr?E?lE FAH 17:. 410733832? The financial stat JEIHH 02733033 1 i ents prepared by Kerr and Kerr, PA. contained numerous I inaccuracies and misrepresentati including, but not limited to, the following: 173._ participated in the intentional mis Upon information 1 Revenuesi ere booked and counted as income before they were earned; ReVenues ere booked and coonted as income before the expenses necessary Illfu earn those revenues were booked; 1 Even thou the ?nancial statements were prepared on an accrual basis, the ?nanci statements did not include a reserve for bad debt consistent with the '3 pany?s bad-debt experience; Improper counting entries Were made which in?ated revenues and net income a mi icially; . Adjustmed which should have been booked against revenues and net income Simply booked against retained earnings thereby arti?cially in?ating re enues and net income; . i i I Invoices to custom improperly booked as revenues before they were submitted I. Payments ill. in. neweninvoices - thereby art it; cially increasing revenue and net income while hiding bad debt by in it appear that both the new invoices and the old invoices were goodi is voices; I The bookiri of certain expenses was delayed; thereby arti?cially in?ating net profit; . I Personal eat enses Were coded as business expense; . i Advances ill loans to Beckett, Rakowski and Ward were not properly reported; . is . . . The ?nanci statements did not the fact that Kerr and Kerr, PA. were not ?.Ii - endent accountants. - belief, Ken: and Kerr, IPA. had actual knowledge of and atement of the Company?s ?nancial condition and its 1 i . . ?sa- 1 'llflEfEtllE 'IEii?El Fill-i JEIHH . payment of excessch and non~b? iness related expenses to the Defendants and other employees i and failed to obtain documentati; for unusual compensation items. Kerr?s and Kerr, 1 5* knowledge of and participation in the improper conduct I . by the Defendants, and their inte; 'onal, reckless, or negligent failures to act as reasonable 3- . cted with actual malice. 174. accountants would act, were con I i I . 175. As a direct and pr lg imate result of Kerr?s and Kerr, intentional, reckless, or I negligent misconduct 111 failing rcpare fair and accurate ?nanc1al statements, concealing andfor failing to report the Conipl y?s improper and excessiVe spending on improper and personal expenses of the Defend ts, and failing to ?le tax forms, has suffered substantial damagesin the fonn of payment non-business related expenses of the Defendants and other employees, exoesswe ralses and nuses paid to Defendants and other employees, excesslve and - unnecessary incurred in onneetion with lines of credit made available to the Company, and excessive and unnecessary pealties and interests paid in connection with tax payments. Further, Kerr?s and Keir RA. ?s ml conduct enabled the other Defendants to drain the Company and resulted in the loss of the value of a young and growing of cash and create unnecessary dd Company. 176. Kerr and Kerr, P. engaged in the foregoing wrongful activities intentionally or I recklessly, and with actual or irnpl ti malice, thus entitling Plaintiffs to recover punitive damages from these Defendants of their wrongful activities. WHEREFORE, Plaintiff .il Corporation respectfully requests that upon trial of this case, this Court enter judgment againstl ill efendants Kerr and Kerr, jointly and severally, for the l. actual damages, in an amount to proven at trial, caused by their intentional, reckless, or ?65- l. llr?lEfE?lE 4107133832? JDHH negligent misconduct in the posi of SBi?s accountant. Sli further respectfully requests that I i I . the Court enter Judgment against} efendants Kerr and Kerr, RA. awarding 332i Corporation I - I punitive damages for their intenti us] and malicious wrongful acts, 832i Corporation further requests that it be awarded its end 3. incurred in prosecuting this action, and such other and further relief to which it may be entitled. COUNT XII . FRAUD (Kerr and Kerr, PA.) 177, Plaintiffs incorpofe by reference paragraphs 1 through 176 of the Complaint in this Count X11, as if fully restated Ii erein._ 178. Defendants Kerr . ,u Kerr, PA. made or participated in several intentional or reckless misrepresentations of 1nd rial fact to Dodd, individually, 179. The misrepresenta ns to Dodd, individually, included, but Were not limited to, preparing and presenting financia tatements which contained numerous inaccuracies and - . misrepresentations including, burl l1 limited to, the following: i - i. . a. Revenues ?7 re booked and counted as income before they were earned; b. Revenues booked and counted as income before the expenses necessary learn those revenues were booked, . c. I Even thou if the ?nancial statements were prepared on an accrual basis, the ?nanci statements did not include a reserve for bad debt consistent with the Co if pany?s bad-debt experienceImproper LI: _were mad _e which inflated revenues and net income srt? eially; llr?lEfE?lE Fitlt 410733832? JDHH I . e. Adj ustm I t. which should have been booked against revenues and net income wel simply booked against retained earnings thereby arti?cially I in?ating - I enues and net income; I f. Invoices improperly booked as revenues before they were submitted to custom g. Payments 'Ii newer invoices were used to satisfy older, unpaid invoices thereby - ieially increasing revenue and net income while hiding bad debt by In ling it appear that both the new invoices and the old invoices were good; voices; h. T116 bOOki of certain expenses was delayed; thereby arti?cially in?ating I net pro?t; i. Personal lenses were coded as business expense; i - - j. Advances 'loans to Beckett, RakoWsln' and Ward were not properly reported; k. The finanei statements did not disclose the fact that Kerr and Ken, PA. were not in pendent accountants. - . . ??41439r lhe?nancial. - tapr?eparaed-by Rag?RAr-disguised?the?tmefniancial condition of the Comp-an and prevented Dodd ?om diseovering and understanding the wrongful acts of the other Defend ts detailed above. Kerr's and Ken, misrepresentations I enabled the other Defendants to - in the Company of cash and create unnecessary debt and . I resulted in the loss of the value oil young and growing Company. 181. Kerr and Kerr, PA. I ade the foregoing misrepresentations with actual knowledge of their falsity, or with reckless dilegard as to their truth or falsity. 132. Kerr and Kerr; PA. ew that Dodd would rely on the misrepresentations; . . . . . intended for Dodd to rely on the Irepresentatrons, and mtended to deceive Dodd by making the misrepresentations. The misrepre :nu' tations made to Dodd precluded Dodd from being able to -57- lli?lEi?E?lE Fillt 4107133832? JDHH take certain actions with respect the Company, including, but not limited to: terminating future advances of funds to the pany, (ii) demanding return of ?mds previously advanced, re?ising to guarantee the deli it. of the Company, (iv) insisting on an audit of the Company?s 1 ?nancial records andfor takinlother actions to save his investment. 183. Dodd actually reli on the misrepresentations, and provided additional advances of fonds to the Company, and per; nally guaranteed'eertain debts of the Company as a result of the misrepresentations. 184. As a result of his riance on the misrepresentations by Kerr and Ken, P.A., Dodd . has suffered substantlal damagesg =cludmg but not limited to the loss of his initial investment in the Company, the loss of the addilnal funds advanced to the Company, the loss of the value of his investment in the Company, :1 the payment of personal funds because of his personal guarantee of Company debt. 185. Ken and Kerr, RAT engaged in the foregoing wrongful activities intentionally or recklessly, and with actual or irnp malice, thus entitling Plaintiffs to recover punitive . damages from these Defendants their wrongful activities. . C. Dodd, Ill respectfully requests that upon trial of this wrrsanroan, Plaintiff ll case, this Court enter judgment aglz st Defendants Kerr and Kerr, P.A., jointly and Severally, for . the actual damages, in an amount be proven at trial, caused by their intentional or reckless ?audulent misrepresentations upoj which Dodd personally relied. Dodd further respectfully requests that the Court enter judj nt against Defendants Kerr and Kerr, P.A., awarding Dodd punitive damages for their intentid ital and malicious fraud. Dodd further requests that he be -53- llr?ldr?E?lE lTi?l 410733832? 032N333 awarded his costs incurred in prolccuting this action, and such other and further relief to which he may be entitled. i3 I COUNT NEG GENT MISREPRESENTATIDN (Kerr and Kerr, PA.) 136. Plaintiffs incorpoi' Ste by reference paragraphs 1 through 185 of the Complaint in this Count as if fully restate' herein. 137. Dodd relied on and Kerr, RA. to provide fair, timely and accurate reports 1 concerning the ?nancial position} I . Corporation, Kerr and Kerr, RA. intended that Dodd rely on their ?nancial reports to ide whether to advance additional funds to the Company, Whether to personally guarantee II dit made available to the Company, and whether to demand changes in the Company or its i. agement. knew-that Dodd was relying - - - .-. - . ass,? Remand EenTIl.* . prepared as the independent acco?j tant for the Company to guide Dodd in making his decisions -. . . concermng advancmg funds to i, i guaranteeing the credit of the Company, The misrepresentations made to Doddi recluded Dodd from being able to take certain actions with respect to the Company, inclu a I ,but not limited to: terminating future advances of funds to the Company, (ii) demanding re of funds previously advanced, refusing to guaranty the debts of the Company, (iv) insisti on an audit of the Company?s financial records; i . demanding changes in Managem; andfor (vi) taking other actions to save his investment. . .. llr?lEr?E?lE lli?l Fill-i JDHH 189. Because Kerr and err, PA. knew that Dodd was relying on their ?nancial I reports for his decrsron?malnng, ey owed Dodd, Individually, a duty to report the ?nancial . 1: condition and position of the Col parry accurately and fairly. 190. Kerr and Kerr, P. .1 negligently failed to provide to Dodd. accurate statements concerning the ?nancial conditioj 'of the Company. 191. The ?nancial state? ants prepared by Kerr and Kerr RA. contained numerous inaccuracies and misrepresentatio 5 including, but not limited to, the following: a. Revenues :Iere booked and counted as income before they were earned; b. Revenues .re booked and counted as income before the expenses necessary earn those revenues were booked; (3. Even thou the ?nancial statements were prepared on an accrual basis, the financi. statements did not include a reserve for bad debt consistent with the party?s bad?debt experience; 1'2 . 1d.? Janproper: ?In- in?ated revenues and net -- income arti iicially; . e; Adjustmen; which should have been booked against revenues and net income we: -i simply booked against retained earnings thereby arti?cially in?ating ref nues and net income; - Invoices we improperly booked as revenues before they were submitted to customer; g. Payments n1 newer invoices were used to satisfy older, unpaid invoices I thereby ,cially increasing revenue and net income while hiding bad debt by -u'ng it appear that both the new invoices and the old invoices were good i'voiccscertain expenses was delayed, thereby artificially in?ating net pro?t; . . . i. I Personal inses were coded as business expense; -70- llflEfEUlE lil?l Fl?li?i JUHH DUDE 034N333 j. Advances Ill loans to'Beekett, Rakowslci and Ward were not properly reported; "n k. The fmand - statements did not disclose the fact that Kerr and Kerr, PA. were not i .I ependent accountants. I 192. Dodd reasonably r'lied upon the negligent ?nancial statements prepared by Kerr and Kerr, PA. and was entitled tirer upon them, and as a result of that reliance advanced additional sums to the Company a personally guaranteed credit and loans provided to the Company. I I I 193. The ?nancial stat ents prepared by Kerr and Kerr, RA. disguised the true financial condition of the Comp and prevented Dodd from discovering and understanding the wrongful acts of the other Defend: .ts detailed above. Kerr?s and Ken, misrepresentations - the Company of cash and create unnecessary debt and enabled the other Defendants to resulted in the loss of the value c: - young and growing Company. 194. Because the true Icial condition of was substantially worse than had been negligently misrepresented by and Kerr PA. to Dodd, the Company was unable to repay several additional advances made Dodd, and Dodd has personally had to'pay monies for debts I ofthe Company based on his perd II al guarantees. Thus, as a direct and proximate result of Kerr?s and Kerr negligent Dodd has suffered actual dmages, I including, but not limited to, the i of value of his investment in the Company. 195. Kerr and Kerr, :cngaged in the foregoing wrongful activities intentionally or recklessly, and with actual or implied malice, thus entitling Plaintiffs to recover punitive damages from these Defendants ft their wrongful activities. -71- . llflEfE?lE 1T291 4197933832? JDHH M-IEREFORE, Plaintiff 1 ha C. Dodd, HI respectfully requests that upon trial of this case, this Court enter jud gment a: 'nst Defendants Kerr and Kerr, P.A., jointly and severally, for the actual damages, in an amount I be proven at trial, caused by their negligent misrepresentations upon which dd personally relied._ Dodd ?nther requests that he be awarded punitive damages and costs incurred in prosecuting this action, and such other and further relief to which he may be titled. COUNT irtv COVENANT nor To com-arr: (Ward) 196. Plaintiffs incorpor by reference paragraphs 1 through 195 of the?Complaint in this Count XVII, as if fully restate. herein. 197. Ward entered. into ie restrictive covenants cited in paragraphs 74 through 77, .. . uted by Ward are reasonable as to-duration and geographic area, and are reasonably necessary I 198, The Covenants end 0 protect Eli's legitimate business interests. 199. On January 26, 20 Ward falsely represented to'the Plaintiffs that the Company had no business, no customers prospects. In truth, the Company had substantial prospects which were diverted by Ward. 200. On January 25, 200;, Ward was terminated from 822i for cause. Ward opened a similar business, Defend Chesapeake Strategies Group, Inc. (?Chesapeake?), which proyides the same kinds of service within the geographically restiietel . . lli?lEfE?lE Fill-i 410733832? JDHH 201. Since January 20ft Ward has solicited and performed services for, and continues to solicit and perform services for clients of Eli and clients referred by clients of in violatien of the covenants. 202. in setting up Chesealre, Ward ched the entire investigations business from Slli to Chesapeake and profited from lie customer contacts and confidential information he obtained in the course of his employment :th Elli. The business, customers and prospects which Ward had told Plaintiffs did not exist ap cared immediately after Ward set up Chesapeake. 203. Ward?s actions in II each of the coVenants have caused substantial damages to 333i in the fenn of the lost business. I 204. As a result of Ghee-cake?s intentional interference with contract, Dodd has suffered substantial damage in thelorm of the loss of the value of the business amount of the corporate debt for which he 1' I ained responsible the business was stolen. Ecli? assigns; with actual or implied malice, thu - titling Plaintiffs to recover punitive damages from this Defendant for his vvrongful activi WPIEREFORE, Plaintiffs liaspectfully request that upon trial of this case, this Court enter judgment against Defendant for the gross pro?ts obtained by Ward. and Chesapeake in proving Services to former clients 312i, and the. actual damages, in an amount to be proven at trial, caused by his violation of th 5' ovenants not to compete and the attorneys? fees and costs incurred by Plaintiffs in pursuing is action. Plaintiffs also request an award of punitive damages plus such other and relief as the Court may deem just and proper. -73- 1T202 FAH 410733832? UNT XV Tonrrou' INTERFERENCE WITH AND PRO II ECTIVE ECONOMC ADVANTAGE I (Chesapeake) 206. Plaintiffs incorpor tie by reference paragraphs?l through 205 of the Complaint in this Count XV, as if fully restate herein. 1207. Chesapeake began perations in or about February, 2001, and through Ward, has regularly operated in Anne .Arunl County and solicited and provided services to known and potential customers of Eli in viol ?on of the restrictive covenants agreed to and executed by Ward- 208. At the time of its irritation and at all times since, Ward has been the sole oWner, of?cer and director of Chesapeak. 209. At the time of its ill ation and at alltimes since, Chesapeake, through Ward knew of the existence and tenns? 'Ii the covenants referenced in paragraphs 74 through 77, above. 210. Despite its actual ill owledge of the existence and terms of the covenants, and its knowledge that Ward?s actions sin in violation of the covenants, Chesapeake has wrongfully and intentionally continued to so 5 it and perform services for actual and potential customers of Corporation, in direct violatid of the covenants. 211- As a direct and pro'imate result of Chesapeake?s intentional and wrongful conduct, through Ward, has in ered damages inlthe form of lost pro?ts, other consequential damages, and harm to its reputatii. . -74- lli?lEfE?lE 1?:02 Fdli by Chesapeake?s intentional tortili DEBHGSEI 212.? As a direct and pr l' imate result of Chesapeake?s intentional and wrongful conduct, has suffered darnaes in the form of loss of the value of the business and the amount of the corporate debt for 3 inch he remained responsible after the business was stolen. . it recklessly,_and with actual or imp ed malice, thus entitling to recover puthe 213. . Chesapeake engage in the foregoing Wrongful activities intentionally or damages from this Defendants fo 'ts wrongful activities. WPEEREFDRE, Plaintiffs: spectfully request that upon trial of this case, this Court enter judgment against Defendant Cheapealre for its gross pro?ts as well as the lost pro?ts, other consequential damages, and harm SEi?s reputation, in an amount to be proven at trial, caused . interference with the covenants and the prospectire economic advantage of In a .ition, the Plaintiffs respectfully request attorneys? fees and costs incurred in pursuing this act I In. Further, Plaintiffs request that they be awarded punitive damages plus such other and ii relief as the Court may deem just and proper. oussr FOR JURY TRIAL Plaintiffs respectfully requ st trial by jury for all matters alleged in this Complaint. -. Respectfully submitted, Ja?s?h: Johnson a? Guido Porcarelli Matthew A. Weir 'Semrnes, Bowen 25 0 West Pratt Street altimorc, Maryland 3 1 20 1 (410) 539?5040 Attcniey for Plaintiffs 52i and John Dodd. -75.. FAH JEIHH 0331?033 inriimenrn OF SERVICE I HEREBY CERTIFY th on this 12111 day of January, 2004, a eopy of Third Amended Complaint was hand delivered to. ea ll 's Booth, Esq. if drey Thompson St Kersten, RA. 131M. Washington Street Box 1747 i on, Md. 21601 rnejrs for Defendant Erie Pikue lid Thompson, Esq. inja Booth, Esq. drey Thompson Sr. Karsten, PA. 13?? N: Washington Street Box 1747 Eilon, Md. 21501 for Defendants Timothy Ward sapeake Strategies Group, Ine.? ,1 Esq? I - I..- .- -. -. - .. - . 1) P. in: Bert 1358 Eon, MI) 21501 Att'rneys for Defendant I. W. Kerr and James W. Kerr, RA. - E- Mutehinson Robbins, Esq. r32; Stookbridge, PE. 10} ill ight Street Bai'more, MT) 21202?1487 ill etrios G. Kaom?is,lEsq_ Mi; 35 Stookbridge, P.C. 101: ay Street Basin, MD 21601?2713 for Defendant and Counterqlaim. 1: Paul P. Rskowski, Sr. -76-