Tuesday, July 22, 2014 9:24:52 AM
Example
CONTRACTS | FRAUD
11-7-3409 Fontaine Resource Group, Inc. v. Valcom Incorporated, Dist. Ct. (Walls, U.S.D.J.) (11 pp.) Plaintiff Fontaine Resource Group, Inc. filed suit against Valcom, Incorporated, Peter Umbrianna, Greg Curtis, and Vincent Vellardita, who Plaintiff alleges is the controlling shareholder and chief executive officer of Valcom. Plaintiff’s allegations are that on or about July 30, 2010, Valcom, an entertainment company registered with the Securities and Exchange Commission, entered into a private placement agreement with Theresa Ann Paul. Valcom’s purpose was to raise money in order to relocate its network broadcast center from Florida to New York. The agreement was executed by Vellardita on behalf of Valcom, naming Paul as investor. Under the agreement, Paul would invest $25,000 in Valcom and would receive 150,000 restricted common shares of Valcom, and a $35,000 payment by October 31, 2010. Valcom would also issue 1,000,000 additional shares in Paul’s name that would vest in the event Valcom failed to perform. The agreement also provided that Valcom would pay Paul $2 for every Michel Lagrand DVD or CD it sold. Curtis and Umbrianna individually guaranteed Valcom’s obligations under the agreement. Paul later assigned her rights under the agreement to Plaintiff. Plaintiff’s complaint alleges that Valcom has defaulted on all of its obligations under the agreement. Plaintiff also claims that Valcom and Vellardita perpetrated an intentional fraud against Paul. Plaintiff brings a separate cause of action against Curtis and Umbrianna as guarantors. Here, Valcom moves to dismiss the amended cross-claims of Umbrianna and Curtis. First, cross-claimants assert a claim for contribution or indemnity to the extent they are found liable to Plaintiff. Second, they claim that the “willful neglect, deceit, and fraud against Plaintiff” by Vellardita and Valcom “have resulted in collateral damages to them.” The Court grants Valcom’s motion to dismiss the cross-claim for fraud without prejudice but denies its motion to dismiss the cross-claim for contribution or indemnification. [Filed March 11, 2014]
Read more: http://www.njlawjournal.com/id=1202650758182/Approved-Opinions-April-39-2014#ixzz38CWiTarQ
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