Nos. ), Meyer testified that he did not have extensive conversations with Ridgewood but that he would be the most knowledgeable on the conversations that did occur. And the golf course has not really been improved, uhm, to the level that it needs. (Id. (Id. The case status is Not Classified By Court. 2008) (quoting eToll v. Elias/Savion Advert. at 683; see also Plexicoat Am., LLC, 9 F.Supp.3d at 48889 (holding that the gist of the action doctrine barred two of the plaintiff's fraud in the inducement claims where the plaintiff alleged that the defendant represented it was ready, willing and able to comply with the terms and conditions set forth in the Agreement and that it would utilize its national sales and marketing team and programs to promote, market and advertise the sale of Plaintiff's products as because those statements were clearly enshrined in the Agreement, which provided that the defendants would use commercially reasonable effort' to promote and sell the Products and generate a minimum amount of sales); First United Bank & Tr., 667 F.Supp.2d at 451 (concluding that the gist of the action doctrine barred the fraudulent inducement claims where [i]t [was] clear that the[] representations and duties detailed in the Master Agreement concern[ed] the same facts and circumstances that [the plaintiff] now alleges were misrepresented in order to induce it to enter the Master Agreement and emphasizing that the subject representations made during negotiations foreshadowed contractual duties and subsequently ripened into contractual provisions such that the duties allegedly breached were grounded in the contract itself); CRS Auto Parts, Inc., 645 F.Supp.2d at 380 (finding that the gist of the action doctrine barred the plaintiff's fraud claim in part because [a]ny contractual statements by Turley concerned coverage duties that were later outlined in the written insurance policy). No. No. NPT failed to cite a single case supporting its position that CGP and Ridgewood's relationship was basic to the transaction. No. 117 at 13-16.) ), This is consistent with Meyer's 2021 testimony that Ridgewood informally offered $5 million for the Property. 100-5, Ex. ), Silverman and Meyer testified that they were not aware of any damages the Club suffered by virtue of Ridgewood sharing the information with ClubCorp or Morningstar. WebConcert Golf Partners is a boutique owner-operator of private clubs based in Newport Beach, Calif. Hearing before Judge McHugh on motions to continue/delay hearing and trial. (Doc. (Id. at 30:16-31:10 (stating that Meyer's 2018 and 2021 deposition testimonies were contradictory and that in 2021, Meyer was mistaken).) 124-1 at 11.) They persevered to bring the hard-nosed Manufacturer to settle and provide me some recompense for everything I had to endure which led to this suit. WebDocket for NORTH PENN TOWNS, LP v. CONCERT GOLF PARTNERS, LLC, 2:19-cv-04540 Brought to you by the RECAP Initiative and Free Law Project, a non-profit dedicated to creating high quality open legal information. The fact that Nanula and CGP were not parties to PSA is of no moment, as they were agents of Concert Philmont and Concert Philmont Properties. 149-1 at 47. This underscores the fact that Meyer and PCC understood CGP, a golf hospitality firm, would be working with a developer. However, in 2021, Meyer testified that in or around September 2016, Ridgewood made an informal offer for $5 million for the nine-hole Property. at 17)-i.e., after CGP and Nanula's initial November 1, 2016 proposal to acquire the Club and after Philmont's Executive Board voted to approve the PSA (id. . First, NPT has not pointed to any evidence showing that CGP and Ridgewood's partnership was a fact basic to the transaction. at 117:22-23, 119:3-5 (Meyer's estimate that 90 plus percent of prior PCC members are no longer members of the club and his testimony that [t]he membership changed drastically because of, you know, the way Concert ran the club).) Corp., Civil Action No. (Id. In arguing that CGP and Ridgewood's relationship was a fact basic to the transaction, NPT cites only to Meyer and Silverman's testimony. The illustrations to the comment make clear that a fact can be important and still not go to the essence of the transaction-and therefore would not constitute a basic fact giving rise to a duty to disclose. No. No. Concert Plantation & PGCC file their Motion for Summary Judgment to have the Court decide the breach of contract issue as well as decide whether the Receipt & Release forms signed by certain class members is valid. See 66 F.3d at 611. Co., 106 A.3d 48, 68 (Pa. 2014) (explaining that the nature of the duty alleged to have been breached . (Id.) But no reasonable juror could find from these facts that Ridgewood was a party to a business transaction. (Id. Contrary to NPT's assertion, this does not show that Ridgewood's and CGP's secret agreement . F at 9:4-7 (Nanula's testimony that CGP is a private club hospitality firm); id. at 62:1-10 ([The Court]: Do you have a case that shows Concert and Ridgewood couldn't do what they did; in other words, two companies can't make plans to acquire a company together unbeknownst to the seller? A; Doc. 1 at 177-85.) . 116-14, Ex. We disagree. (emphasis added). No. (See id. See The Roskamp Inst., Inc. v. Alzheimer's Inst. (July 19, 2022 Hr'g Tr. 100-5, Ex. No. (Doc. 19 to Ex. 22-2596 | 2022-08-29, Palm Beach County 15th Judicial Circuit Courts | Civil Right | ), Because NVR is a homebuilder and does not engage in real estate development, it assigned its agreement with PCC to NPT, a developer. 100-5, Ex. 100-29, Ex. Nanula ran Arnold Palmer Golf Management before starting Concert Golf. No. Metropolitan Development Group (Metropolitan) is a land development business (see id. Not interested.).) . The due diligence period was set to run from July 23, 2015 through October 21, 2015. Deposition of Corporate Representative for Concert Golf Partners, LLC, Deposition of Corporate Representative for Concert Plantation, LLC, Deposition of Corporate Representative for Concert Golf Partners Holdco, LLC, Deposition of Corporate Representative for Golf GP II, LLC, Deposition of Corporate Representative for PGCC. Ridgewood appears to argue that Pennsylvania law applies. 100-5, Ex. PGCC and Concert file their reply objecting to the request for rehearing by The Class. Philmont Club's facilities also included a tennis court, swimming pool, and clubhouse. No. 149-1 at 37; Doc. Nanula noted that Ridgewood had been talking to [the] Club about buying the 9 holes for $5-6m but they need a credible golf operator to sell the members on this and that he told them to back off completely so I can buy the whole Club and then deal them in as our real estate partner. (Id.) . 100-8, Ex. Legal Name Concert Golf Partners, LLC. Disagreements over what inferences may be drawn from the facts, even undisputed ones, preclude summary judgment. No. . Meyer immediately forwarded to Silverman, stating, Hot off the press. 2 to Ex. Performance Rating Act - 5 USC 4303. (Id.) Although this Court has held that CGP and Nanula were not parties to the PSA (see Doc. 2.) No. 100, 101.) Nos. ), M. The Limited Assignment Agreement Between PCC and NPT, On March 3, 2017, NPT initiated a lawsuit against CGP and PCC in the Montgomery County Pennsylvania Court of Common Pleas (Case No. 39 to Ex. (Id.) Those cases arose in different contexts. 3 to Ex. 149-1 at 20.) Meyer could not recall the timing of the discussion but stated that afterwards, they just came back to us and that it wasn't something that was attractive to them after, you know, they had kicked the tires for a very short time. (Id.) No. 100-18, Ex. (Doc. Approximately two-and-a-half years later, on September 18, 2019, as part of the settlement, NPT and PCC entered into a Limited Assignment of Claims Agreement. No. 100-29, Ex. at 62:16-64:3 (explaining that CGP buys and manages country clubs but that technically each country club is owned by an individual singlepurpose entity); see also Doc. 2018) (rejecting the plaintiff's argument that the need for chloride-free insulation to reduce the risk of corrosion was basic to the plaintiff's agreement to purchase crystallizer tanks from the defendant and finding that although the facts were important, they were not necessarily basic). This case was filed in U.S. District Courts, Florida (See Doc. . The transaction closed on or around March 1. . at 35-47.). Litig., 90 F.3d 696, 714 (3d Cir. No. 100-21, Ex. 2 to Ex. 100-5, Ex. Silverman also wrote, The current GM has a list of potential capital projects with some detail but we will need to get a copy of that list from him and forward to you. (Id.) Trade & Fin. (ahf) (Entered: 12/31/2018), Summons Issued as to CONCERT GOLF PARTNERS, CONCERT PHILMONT, LLC. No. 2:19-CV-04540 | 2019-10-01, U.S. District Courts | Labor | The Court concludes that no reasonable juror would find Ridgewood and CGP's relationship-and the profits they would garner from their separate and independent transaction-was material. On October 26, Nanula toured the Philmont Club. 22 to Ex. Pennsylvania. ), Fields forwarded Nanula's email to PCC's then-Treasurer, Sam Silverman. at 54 (Here, NPT argues that Defendants had a duty to speak because the omissions were basic to the transaction' (i.e., PCC would not have entered into the PSA had it known that the development approvals were forthcoming and/or that Ridgewood and CGP were working together) and that subsequently acquired knowledge rendered previous representations Defendants made to PCC false . Filing 1 COMPLAINT against CONCERT GOLF PARTNERS, LLC, CONCERT PHILMONT PROPERTIES, LLC, CONCERT PHILMONT, LLC, JONATHAN And NPT has made quite clear that it is pursuing a fraudulent nondisclosure claim based on the Restatement (Second) of Torts 551. No. (Id.) 100-28, Ex. (Doc. As PCC did not execute the proposed Ninth Amendment upon receipt on September 26, the due diligence period deadline, approximately an hour and a half later, NPT formally terminated the AOS. Pennsylvania has adopted the Restatement (Second) of Torts 550, which imposes liability for intentional concealment of material information regardless of a duty to disclose.). No. No. A: Well, you know, because we - we wanted to be out of the club business so, you know, if we received one offer where we were going to have an operator versus another offer that was just for real estate deal there may have been some concerns about, you know, continuing to having [sic] to operate the club.). No. And the best part of all, documents in their CrowdSourced Library are FREE! Undoubtedly, the record shows that Nanula and CGP were heavily involved in the negotiations for the transaction. 1996) (citation omitted). Agreed Order is entered by the Court to simplify the discovery process. (ii) to honor its commitment to retain 9 holes of the South Course (or to at least offer an acceptable alternative in light of its refusal to comply with the terms of our Agreement of Sale regarding the South Course), (iii) to provide evidence of the capital it has spent to date, (iv) to provide evidence of its retention of the capital reserves generated as a percentage of Member revenues as required under our Agreement of Sale, and (v) to create and implement a business plan that honors its obligations under our Agreement of Sale to return Philmont to an elite' country club status. (emphasis added)). W at 113:4-9 (Q: When did you first learn that Ridgewood had become involved with Concert Golf? Ultimately, more than a mere scintilla of evidence is needed to survive summary judgment, and based on the present record, no reasonable juror could find by clear and convincing evidence that the Concert Defendants' relationship with Ridgewood constituted material information. ), During a mid-January 2017 email exchange with counsel about a draft of the PSA, Nanula wrote that the current Exhibit I cover[ed] the Big 4 of these projects, which included utility infrastructure; pool/porch/patio; locker rooms; and golf course. (Doc. To support its position, NPT also cites Silverman's statement that he would not have approved the sale knowing what he knows now: For these reasons, the Court grants summary judgment in favor of the Concert Defendants on NPT's 550 fraudulent concealment claim. 2017-04395) (the "Original Action"), alleging that CGP tortiously interfered with its contract with PCC and Equal Employment Opportunity Act (EEOA) - 42 USC 2000e (Doc. (See Doc. Even drawing all inferences in Plaintiff's favor, PCC's conduct illustrates what was material to the transaction- PCC's need to obtain an operator for the club and capital funding given its distressed financial situation, not whether CGP would maximize its profit from the deal. Notably, Defendants fail to cite any applicable case law to support their position.).). Theyre suing both PGCC and Concert Plantation LLC, a subsidiary of Concert Golf Partners that purchased PGCC in 2019. 100-5, Ex. No. Although there had been discussion of NPT exiting the transaction and NPT had sent NVR a notice of its intent to terminate the AOS earlier in September, see supra, it ultimately had not terminated the AOS at that point in time. ), In its response, NPT asserts that the Concert Defendants' argument that the gist of the action doctrine bars the fraud claim necessarily fails because the Court already found the gist of the action doctrine inapplicable. (See Doc. W at 27:1-10, 35:18-36:11, 46:4-8. Under the agreement, PCC (the Assignor) agreed to assign NPT (the Assignee), NPT initiated this action against Defendants on October 1, 2019. 149-1 at 58; Doc. ), Following Plotnick and Meyer's October 10 phone call, Nanula had a 42-minute conversation with Plotnick. at 22.) (Id. Please Update this case to get latest docket information. Considering that this cost is a significant percentage of the overall purchase price of $170,000, and that it was necessary to perform the work to use the property, and resolving any doubt in favor of Appellants, we conclude that the existence of the sewer defect was a fact basic to the transaction.). No. (See Doc. To change redemption bylaws, 100% of the resigned members waiting for refunds must agree to any changes. . No. 116-12, Ex. First, in the Court's August 18, 2021 Memorandum, the Court sua sponte considered the gist of the action doctrine in determining whether fraud claims arose under the PSA. 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). (So it seemed to me that this wasn't something that we might want to continue on down the road with.). Final Judgment entered in favor of PGCC and Concert Plantation. (See id. 11.) Shortly after the AOS was executed, however, NPT learned that a 2014 zoning change meant the Property could only yield 105 units by-right. (Doc. 149-1 at 60.) When I say they went to bat for methis Law Firm literally did just that. 116, 117.) (Doc. A Ultimately, PCC rejected NPT's proposals. 117 at 24 n.4.). Company Type For Profit. . 37 to Ex. No. ), The agreed-upon Initial Capital Projects consisted of: renovating the men's and women's locker rooms so that they met a modern country club standard; improving the North Course bunker, cart path, greens, and drainage and removing trees; renovating the pool and pool area; and upgrading the HVAC infrastructure. Q: If you had known that Concert and Ridgewood were anticipating millions in extra profit from the deal, would you have thought differently about the deal that Concert was offering to Philmont Country Club? As noted above, the 551 claim against the Ridgewood Defendants cannot stand because they were not parties to a business transaction. 100-28, Ex. The due diligence period was extended until September 29, 2016 through a series of eight amendments to the AOS. ), 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. No. 14 to Ex. (Doc. 100-20, Ex. Circuit Court Judge McHugh rules that the lawsuit can go forward while the appeal of the Class Action certification is pending. 117 F.Supp.3d 673 (E.D. 124-1 at 9. . 100-5, Ex. No. that wouldn't have sat well with me, nor the members of the club.).) . No. 5 to Ex. As to the Ridgewood Defendants, NPT summarily asserts that they were parties to a transaction because they participated in the transaction by colluding with the Concert Defendants. (Doc. Silverman testified that there was such minimal communication with Ridgewood and that he never spoke with anyone from Ridgewood. ' (Doc. (Id.) The Initial Capital Projects were to be completed within two years of the closing date (i.e., before March 2019). Pa. 2013) (Haywood's motion for summary judgment must, therefore, be denied because the University, if it proves the other elements of a claim for breach of contract, may be entitled to nominal damages.). A subsidiary of Concert Golf Partners that controls the Plantation But, at the summary judgment stage, the Court may not make credibility determinations. 2 to Ex. A ([T]he minimum Purchase Price will be no less than the product of $73,308.64 multiplied by 150 or Eleven Million, Two Hundred Ninety-Six Thousand, Two Hundred Ninety-Six and no/100 Dollars ($11,296,296) irrespective of Unit yield[.]).) Ct. 2013) ([S]ection 551 imposes liability for nondisclosure of information when the defendant has a specific duty to disclose, which arises only in certain, enumerated circumstances.). Id. X at 67:11-13; see also id. No. 100-28, Ex. Because NPT was unable to terminate the AOS with PCC without NVR's written consent, it asked NVR to determine whether it would consent or whether it would prefer for NPT to assign the AOS to NVR. 116 at 28-29. A (said email exchange).) No. (Id. Scrape $2.5m here.').) 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. The Class serves the report of its expert Chris Foux regarding how much The Class is owed. No. The Kabelins invested significantly more than $1,200 in the golf club. . Nanula predicted that he would be in front of [PCC's] Board or at least Executive Committee by midNovember and will see if a consensus can be reached on our proposal. (Id.) No. (Doc. (ii) to honor its commitment to retain 9 holes of the South Course (or to at least offer an acceptable alternative in light of its refusal to comply with the terms of our Agreement of Sale regarding the South Course), (iii) to provide evidence of the capital it has spent to date, (iv) to provide evidence of its retention of the capital reserves generated as a percentage of Member revenues as required under our Agreement of Sale, and (v) to create and implement a business plan that honors its obligations under our Agreement of Sale to return Philmont to an elite' country club status.).) Q: If you had known that Concert and Ridgewood were anticipating millions in extra profit from the deal, would you have thought differently about the deal that Concert was offering to Philmont Country Club? at 117:14-16 (Well, obviously learning of some of these negotiations behind our back is a little -you know, unsettling.). 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