FACTUAL AND PROCEDURAL BACKGROUND. On August 8, 2008, Xxxxxxx went to Valencia‘s Mercedes-Benz dealership to shop for a certified preowned car. In response to his inquiry, a sales representative showed him a 2006 Mercedes-Benz S500V with an advertised price of approximately $48,000. After negotiations regarding various terms of the purchase, Xxxxxxx signed a contract entitled ―RETAIL INSTALLMENT SALE CONTRACT — SIMPLE FINANCE CHARGE,‖ which specified the total amount financed as $47,032.99. This amount included a price for the car of approximately $39,800, sales tax of approximately $3,330, a service contract price of $3,700, a cash down payment of $15,000, and a net trade-in amount for Xxxxxxx‘s 2004 Cadillac of -$14,800 (reflecting the amount Xxxxxxx still owed on the car ($20,800) offset by its value ($6,000)). Xxxxxxx later filed a class action against Valencia asserting violations of the Consumer Legal Remedies Act (CLRA) (Civ. Code, §§ 1750–1784), the Automobile Sales Finance Act (Civ. Code, §§ 2981–2984.6), the unfair competition law (UCL) (Bus. & Prof. Code, §§ 17200–17210), the Song-Xxxxxxx Consumer Warranty Act (Civ. Code, §§ 1790–1795.8), and Public Resources Code section 42885. He alleged that Valencia had (1) made false representations about the car‘s condition, (2) failed separately to itemize the amount of the down payment that was deferred, (3) failed to distinguish registration, transfer, and titling fees from license fees, (4) charged an optional electronic filing fee without discussing it with him, (5) charged new tire fees for used tires, and (6) required payment of $3,700 to have the car certified so he could qualify for a 4.99 percent interest rate, when that payment was actually for an optional extended warranty unrelated to the interest rate. Xxxxxxxx moved to compel arbitration pursuant to a provision in the contract that provided in relevant part: ―Any claim or dispute, whether in contract, tort, statute or otherwise . . . between you and us . . . which arises out of or relates to your credit application, purchase or condition of this vehicle, this contract or any resulting transaction or relationship . . . shall, at your or our election, be resolved by neutral, binding arbitration and not by a court action Any claim or dispute is to be arbitrated by a single arbitrator on an individual basis and not as a class action. You expressly waive any right you may have to arbitrate a class action.‖ Xxxxxxx opposed the motion, principally asserting that the arbitration prov...
FACTUAL AND PROCEDURAL BACKGROUND. This action stems from the defective design, development, and construction of the 10 Westedge Horizontal Property Regime, a residential, mixed-use development project commonly referred to as “10 WestEdge”1 located at 00 Xxxxxxxx Xxxxxx xx Xxxxxxxxxx, Xxxxx Xxxxxxxx (the “Project”). The Project was developed, for profit, by Defendant 10 West Edge Owner, LLC (“10 WEO”), Defendant South City Partners, LLC (“South City”), Defendant Gateway Development Services, Inc. (“Gateway”), and Defendants WRS Realty, L.L.C. (“WRSR”) and WRS Inc. (“WRSI”).2 MPI is a post-construction purchaser of the “MPI Property”3 and assumed control of the Master Association approximately one year after the Project was completed. After the acquisition, it became apparent that the Project suffered from numerous latent and unobservable defects and deficiencies. On May 26, 2023, Plaintiffs filed a Complaint against the Developer Defendants, the Construction Defendants,4 and the Design Defendants5 (the “Lawsuit”). The complex nature of 1 The 10 Westedge Horizontal Property Regime is the horizontal property regime created under, and pursuant to, the Master Deed for 10 Westedge Horizontal Property Regime, recorded in the Register of Deeds Office for Charleston County, South Carolina, on October 27, 2020, in Book 0929, at Page 518, as amended and supplemented from time to time (collectively, the “Master Deed”). 2 WRSR and WRSI are collectively “WRS.” 10 WEO, South City, Gateway, and WRS are collectively referred to herein as the “Developer Defendants.” 3 Consisting of “Master Unit #1,” “Master Unit #2,” and “Master Unit #4” (as such quoted terms are defined and used in the Master Deed) within the Project. 4 Construction Defendants are defined in the Complaint as Defendants BLHI, Nations Roof, 1st Choice, Faith Technologies, Xxxx Plumbing, Gulf Stream, Century Fire, Division 7, MH Masonry, Premier Exteriors, Elite Flooring, Specialty Finishes, Xxxxxx Engineering, and Xxxx Xxx Subcontractors 1-25. 5 Design Defendants are defined in the Complaint as Defendants TPP, Preston, Xxxxxxxx, and S&ME. ELECTRONICALLY FILED - 2024 Aug 22 11:08 AM - CHARLESTON - COMMON PLEAS - CASE#2023CP1002574 the Lawsuit cannot be overstated. It is anticipated that tens of thousands (and possibly, hundreds of thousands) of documents and electronically stored information (“ESI”) will be produced in discovery among the almost fifty (50) parties to the Lawsuit. Due to the complex nature of the case, extensive discovery anti...
FACTUAL AND PROCEDURAL BACKGROUND. 1. In February 2008, the Bernsteins and eleven other Wayland residents (collectively, the “Plaintiffs”) filed an appeal of the Wayland Planning Board’s special permit decision approving the Town Center Project. That appeal was Xxxxxxxxx, et al. x. Xxxxxxx Planning Board, et al., Civil Action No. 2008-0552 (Middlesex Superior Court) (“the Lawsuit”).
2. In July 2008, after settlement negotiations and the parties’ execution of an Agreement for Judgment, the Superior Court issued the agreed-upon Judgment (the “Consent Judgment”).
3. The Consent Judgment requires Wayland to implement a comprehensive traffic mitigation program to mitigate traffic on Xxxxxx Xxxx.
4. The Consent Judgment, among other things,
a. requires Wayland to, among other things, conduct specified traffic monitoring, implement “Initial” traffic mitigation measures (Section I(F)), and implement “Additional” measures if monitoring conducted by Wayland under the Judgment “triggered” their implementation by exceeding established “Maxima” (Sections I(G)(1) – I(G)(4));
b. sets forth agreed-upon protocol for establishing baseline traffic levels, monitoring traffic levels, collecting and documenting traffic volume data, and determining whether the Maxima are exceeded (Sections I(C) – I(E)); and
c. provides for the removal any previously-installed “Additional” measures if traffic volumes decreased (Section I(H)).
5. The Town Center Project opened in 2012 and Wayland implemented the “Initial Traffic Mitigation Measures” required under Sections I(F)(1)-(8), including the weekend 11-6 turn restrictions required by Section I(F)(7) and the police patrols required by Section I(F)(8).
6. Later, triggered by increases in traffic volume measured by Xxxxxxx, Xxxxxxx installed Tier II speed tables under I(G)(1), expanded turn restrictions under I(G)(2) (9-6 daily), and Tier III speed tables under I(G)(3); in 2014, traffic increases measured by Wayland triggered the final set of mitigation measures under Section I(G)(4), requiring (1) expansion of the signed turn restriction to 24/7, and (2) physical reconfiguration of the intersection to prohibit the same turns.
7. In April 2015, Wayland filed a motion for temporary relief from the Consent Judgment to (1) remove the turn restrictions required by Sections I(F)(7) and I(G)(2) in order to conduct a traffic study, and (2) delay implementation of the Section I(G)(4) mitigation measures. The Court granted this motion.
8. In January 2016, Wayland filed a motion to dism...
FACTUAL AND PROCEDURAL BACKGROUND. 1. On April 10, 2012, Complainants filed a complaint against Xxxxx Fargo & Company and Xxxxx Fargo Bank, N.A. pursuant to 42 U.S.C. §§ 3604 and 3610. Complainants later amended their complaint to add as Respondents Xxxxx Fargo Home Mortgage and Premiere Asset Services (collectively, "Respondent"). By agreement of the parties, Complainants hereby amend their complaint to identify the Respondents in their proper corporate capacity, being Xxxxx Fargo Bank, N.A., d/b/a Xxxxx Fargo Home Mortgage and Xxxxx Fargo Bank, N.A., d/b/a Premiere Asset Services (collectively, "Respondent") and do hereby dismiss the named parent company, Xxxxx Fargo & Company. Complainants and the Aggrieved Persons listed above (hereinafter referred to as "Complainants") assert that Respondent has violated the Fair Housing Act by maintaining and marketing Real Estate Owned ("REO") properties in predominantly White areas in materially better condition than REO properties in neighborhoods that are predominantly African-American, Latino, and non-White communities ("communities of color"). For the purpose of this Agreement, “maintenance” means the preservation, maintenance, or repair of the exterior of a REO property, and “marketing” means the posting of a sign or other form of written communication posted on the REO property. Complainants allege, based on an investigation they have undertaken, that this differential treatment has occurred in the following 19 specific metropolitan areas: Washington, DC; Baltimore, MD; Philadelphia, PA; Oakland, Richmond, and Concord, CA; Dayton, OH; Miami, FL; Dallas, TX; Grand Rapids, MI; Atlanta, GA; Prince George's County, MD; Charleston, SC; Orlando, FL; Indianapolis, IN; Milwaukee, WI; Metropolitan Chicago, IL; Homewood and Dolton, IL; Toledo, OH; Denver, CO; and Baton Rouge, LA. Complainants allege that the differential treatment observed in these communities violates the Fair Housing Act, 42 U.S.C. § 3604(a), (b), (c), and (d) (the "Act") and the implementing regulations issued by the U.S. Department of Housing and Urban Development ("HUD").
FACTUAL AND PROCEDURAL BACKGROUND. A. The Policies
FACTUAL AND PROCEDURAL BACKGROUND. Beginning in May 2006 various periodicals published reports that a number of companies, including VeriSign, appeared to have granted options to employees and executives at times STIPULATION AND AGREEMENT OF SETTLEMENT OF LITIGATION – MASTER FILE NO. C-06-4165 PJH preceding increases in the companies’ stock prices. Based on those reports and their own investigations and analysis, plaintiffs filed their initial complaints in this Court and in the State Court. In June 2006, the Securities and Exchange Commission (“SEC”) requested the voluntary production of documents related to VeriSign’s practices and procedures for granting stock options. Also in June 2006, the U.S. Attorney’s Office for the Northern District of California issued a grand jury subpoena related to the same issues. During that time period, the SEC and U.S. Attorney’s Office were reviewing the historic option granting practices at numerous companies across the country. By letter dated October 29, 2007, the staff of the SEC formally notified the Company that its investigation concerning the Company’s historical stock option granting practices had been terminated and that no enforcement action was recommended to the SEC. On June 27, 2006, VeriSign announced that prior to receiving the SEC request for production of documents or the grand jury subpoena, it had commenced an internal review and analysis of its historical stock option grants. VeriSign further publicly disclosed that the internal review and analysis of its historical stock option grants was conducted by a subset of directors who had not served on the Compensation Committee before 2005 (the “Ad Hoc Group”). The Ad Hoc Group retained Xxxxxx Xxxxxxxx Xxxxx & Xxxxxxxx LLP as independent outside counsel as well as a group of forensic accountants in the course of conducting its investigation. On November 21, 2006, VeriSign announced that it was restating its financial results for the years and interim periods from 2001-2005 and for the first quarter of 2006 (“Restatement”). VeriSign’s Restatement was filed on July 12, 2007. VeriSign’s July 12, 2007 Restatement disclosed that the Company was restating its consolidated balance sheet as of December 31, 2005, the related consolidated statements of income, stockholders’ equity, comprehensive income and cash flows for each of the fiscal years ended December 31, 2005 and December 31, 2004, the unaudited quarterly financial information and financial statements for interim periods of 2005, and the un...
FACTUAL AND PROCEDURAL BACKGROUND. BorgWarner is an automotive parts manufacturer. Until the 1980s, BorgWarner manufactured brake pads and clutches alleged to contain asbestos. As a result of the allegations, BorgWarner or an affiliate has been named as a defendant in multiple asbestos-related cases with varying liability (the "Asbestos Liability"). BorgWarner had an obligation to accrue or disclose estimates of the costs of 1 All capitalized terms not otherwise defined are defined in section IV.1. asbestos-related litigation in its filings with the U.S. Securities and Exchange Commission ("SEC"). Stockholders allege derivatively that certain of the Company's officers and directors breached their fiduciary duties by, among other things: (i) causing the Company to omit estimates of significant asbestos-related contingent liabilities from its filings with the SEC; and (ii) failing to implement adequate internal controls designed to identify and disclose such liabilities. Stockholders also allege derivatively violations of the securities laws in connection with BorgWarner's repurchase of $113 million in shares of its stock and that BorgWarner's stock price was artificially inflated as a result of the Company's failure to properly disclose the Asbestos Liability. Finally, Stockholder Price alleges derivatively that Company insiders made illicit proceeds by selling certain shares of BorgWarner stock while in possession of inside information and while the Company's stock price was allegedly artificially inflated.
FACTUAL AND PROCEDURAL BACKGROUND. BorgWarner is an automotive parts manufacturer. Until the 1980s, BorgWarner manufactured brake pads and clutches alleged to contain asbestos. As a result of the allegations, BorgWarner or an affiliate has been named as a defendant in multiple asbestos-related cases with varying liability (the "Asbestos Liability"). BorgWarner had an obligation to accrue or disclose estimates of the costs of asbestos-related litigation in its filings with the U.S. Securities and Exchange Commission ("SEC"). 1 All capitalized terms not otherwise defined are defined in section IV.1. Case 2:22-cv-11131-LJM-JJCG ECF No. 13-2, PageID.137 Filed 06/02/22 Page 3 of 85 Stockholders allege derivatively that certain of the Company's officers and directors breached their fiduciary duties by, among other things: (i) causing the Company to omit estimates of significant asbestos-related contingent liabilities from its filings with the SEC; and (ii) failing to implement adequate internal controls designed to identify and disclose such liabilities. Stockholders also allege derivatively violations of the securities laws in connection with BorgWarner's repurchase of $113 million in shares of its stock and that BorgWarner's stock price was artificially inflated as a result of the Company's failure to properly disclose the Asbestos Liability. Finally, Stockholder Price alleges derivatively that Company insiders made illicit proceeds by selling certain shares of BorgWarner stock while in possession of inside information and while the Company's stock price was allegedly artificially inflated.
FACTUAL AND PROCEDURAL BACKGROUND. On September 15, 2015, Xxxxx Xxxxxx filed this Action as a collective action under the Fair Labor Standards Act (“FLSA”), 29 U.S.C. §§ 201-219. On September 22, 2015, the Complaint was amended to include Representative Plaintiffs Xxxxx Xxxxxx and Xxxxx Xxxx as named Plaintiffs. On October 29, 2015, by stipulation of the Parties, the Complaint was amended to dismiss Xxxxx Xxxxxx. Xxxxx Xxxxxx and Xxxxx Xxxx remain Representative Plaintiffs.
FACTUAL AND PROCEDURAL BACKGROUND. Plaintiffs, stockholders of Nominal Defendant DPW, bring a shareholder derivative action for the benefit of DPW. (Compl. ¶¶ 1, 21-22.) The central allegations in the complaint are as follows. DPW is a holding company that owns subsidiaries engaged in commercial and defense solutions, cryptocurrency blockchain mining, commercial lending, and advanced textile technology. (Compl. ¶ 1.) Plaintiffs are citizens of Ohio and are shareholders of DPW. (Compl. ¶¶ 21-22.) In September 2016, Defendants Xxxxxx X. Xxxx III and Xxxxxxxx Xxxx ("Aults") acquired a controlling interest in DPW, around 40% of the Company's common stock. (Compl. ¶¶ 2, 23.) After this transaction, Plaintiffs contend that DPW went from having a positive working capital to being insolvent. (Compl ¶ 3.) According to Plaintiffs, the losses incurred by DPW stemmed from Defendants' mismanagement of the Company and their breaches of their fiduciary duty to their investors. CASE NO.: 2:18-cv-6587 DATE: February 25, 2019 Specifically, after taking control of DPW, Xxxxxx Xxxx became Chief Executive Officer and Chairman of the Board of DPW. (Compl. ¶ 4.) The Aults also purportedly appointed friends and cronies to leadership positions in DPW. According to the Complaint, the Aults and the other individual Defendants then engaged in a series of questionable transactions that ultimately devastated the economic viability of DPW. This led to significant losses by DPW, which gave way to the instant lawsuit. The Court summarizes some of the questionable transactions undertaken by Defendants below.
1 For example, under the leadership of the Aults, DPW purportedly entered into financing arrangements that saddled DPW with significant short-term liabilities, including large loans secured by DPW's future receipts. (Compl. ¶
