100-35 at 56-57.) 100-26, Ex. ), 1. A (said email exchange).) 2014)); see also id. Financial terms of the transaction were not disclosed. 100-28, Ex. 100-5, Ex. Nanula assured Meyer that CGP would find the right people to get this land transaction done. (Id.) Judge removes the case from the June 2022 trial docket. (Compare Id. Like their neighbors, several Concert Golf Partners employees experienced damage to their homes and their hardship did not go unnoticed. . No. Accordingly, we grant summary judgment to all Defendants on Counts IV and V. In Count VI, NPT, as assignee, asserts a breach of contract claim against Ridgewood, alleging that Ridgewood breached a confidentiality agreement with PCC by disseminating PCC's confidential information to two separate entities, ClubCorp and Morningstar Golf & Hospitality, LLC. In a November 1, 2021 ruling, Judge Andrea McHugh, a Florida circuit court judge, granted class-action status to the suit by former members against the club and Concert Plantation, LLC. 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. Plotnick testified that at the time, Ridgewood was interested in potentially purchasing either the entire Club or just a portion of it for land development. WebAbout Concert Golf Partners. At bottom, aside from Ridgewood's initial interest in making an offer to purchase a portion of the Property or the entire club, NPT has not identified- let alone pointed to any evidence of-any interaction that PCC had with Ridgewood that would constitute a business transaction. (Id. No. 116 at 17-18.) . No. (Doc. No. The Club at Renaissance, Concert Golfs most recent acquisition, is located within an exclusive South Florida community. (So it seemed to me that this wasn't something that we might want to continue on down the road with.). 100-5, Ex. He told me to call him back in 6 months.).). The Class serves the report of its expert Chris Foux regarding how much The Class is owed. 124-1 at 11.) Ct. 2002)). but in reality he was planning to actually spend less than $5 million, would you have still voted to sell the club to Concert Golf? Citing to comment l to 551, NPT argues that the Concert Defendants' behavior amounted to swindling. X at 65:20-66:15.) A: . No. No. No. Credibility determinations, the weighing of evidence, and the drawing of legitimate inferences from those facts are matters left to the jury. B. 116-19, Ex. 22 to Ex. A Ultimately, PCC rejected NPT's proposals. No. (See, e.g., 123-5, Ex. Servs. (Id. 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). Nos. (quoting Colton, 231 F.3d at 898-99); accord U.S. ex rel. 20 to Ex. In examining the motion, we must draw all reasonable inferences in the nonmovant's favor. He said they were working on a deal with a RE developer, and could not do anything else right now. 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. . (See Doc. Legal Name Concert Golf Partners, LLC. CC; Doc. (Doc. No. Silverman also testified that Nanula wasn't being very honest with us and stated he does not like doing deals with people that aren't honest. (Id. and then Concert told Ridgewood to stay down, therefore, not to have potentially two people interested in Philmont, that would have changed [his] opinion of the transaction. Compare Restatement (Second) of Torts 551, cmt. (Doc. A.) Nanula made the following request: For now, I hope you guys will stand back, profess some concerns about the real estate risks, and just wait to see if I can strike a better deal for all of us here. (Id. at 36:2-11.). at 22.) by concealment or other action intentionally prevents the other from acquiring material information. Restatement (Second) of Torts 550. . at 87.) (Doc. 100-5, Ex. (KARPF, ARI) (Entered: 12/31/2018). (See Doc. If you would like the costs split 50/50, we would request a 50/50 profit split as well[.]).) . Under Concert Golf, the club will be debt free and run by a professional golf club company, the Post reported. In the separate escrow agreement contract, to which Guaranty was a party, the agreement itself conclusively sets forth Guaranty's duties and must be strictly construed.); Gaines v. Krawczyk, 354 F.Supp.2d 573 (W.D. 100-15, Ex. See Bucci, 591 F.Supp.2d at 783. ), Meanwhile, on January 23, CGP incorporated Concert Philmont and Concert Philmont Properties as single purpose entities to be the purchasers. 124-1 at 8. at 36:20-37:13; see also id. (Id. (Id.) To the contrary, Russell complained that CGP did not abide by the terms of the PSA. In fact, during oral argument, NPT could not identify a case providing that two companies cannot make plans to acquire a company together, unbeknownst to the seller. In sum, the Court finds that the Ridgewood Defendants were not parties to a business transaction under 551 or parties to a transaction under 550, and, therefore, we grant summary judgment in their favor on Counts II and III. (Doc. (See Doc. A.) at 27 (At this stage in the litigation, the Court is not persuaded by Defendants' contention that the fraud claims arise under the PSA. 100-2 at 23-24; Doc. (Doc. Meyer was also a Certified Public Accountant and a Certified Financial Planner. NPT is upset that Ridgewood and CGP partnered together to create a better business deal on their ends and received significant profits as a result of their partnership, while NPT was left out and received nothing. It is undisputed that PCC was in a distressed financial situation. 149-1 at 30-31.) at 25, 27.) [I]f I knew that was his intention I would say I wouldn't - that wouldn't have sat well with me, nor the members of the club.).). (Doc. a fact that he knows may justifiably induce the other to act or refrain from acting in a business transaction . (Id.) (Doc. Philmont Club's facilities also included a tennis court, swimming pool, and clubhouse. at 30:16-31:10 (stating that Meyer's 2018 and 2021 deposition testimonies were contradictory and that in 2021, Meyer was mistaken).) (Doc. 100-5, Ex. 7 at 426:12-15.) (Doc. (See Doc. A; Doc. Tom Kubik, the president of Plantation Golf and Country Club, told the Venice Gondolier Sun that inaddition to the reinvestment program, CGP willimmediately redeem all resigned member equity, exchanging current member equity redemption rights for those improvements.The full article about the sale of PGCC is availablehere. ), On October 21, Plotnick emailed Nanula [his] initial thoughts to a structure of a deal between CGP and Ridgewood at PCC. However, the amount of money the club saves from lowering refund amounts greatly outweighs the amount they have to pay in a few lawsuits over the refunds. (Id.) 100-29, Ex. No. 116-14, Ex. at 682-83. No. Meyer advised that the transaction is subject to approval by a majority of the eligible voting members of the Club and that there would be a membership meeting to discuss the transaction. ), Because NVR is a homebuilder and does not engage in real estate development, it assigned its agreement with PCC to NPT, a developer. In addition, NPT argues that there is a duty to disclose because Defendants were the only source of the information. Presently before the Court are Defendants' motions for summary judgment. (See July 19, 2022 Hr'g Tr. Defendants file their response to The Class motion for a decision on its claims for breach of contract and other issues. Ct. 2016) (Indeed, the Restatement duties to disclose or provide complete information under Sections 529, 550, and 551 apply only in the context of a business transaction between the parties.). A grant of summary judgment on the sole basis of absence of provable damages, therefore, is generally improper. 28, 2022). No. 100-28, Ex. Nos. Civil Action 19-4540-KSM (E.D. UniCourt uses cookies to improve your online experience, for more information please see our Privacy Policy. No. ), The Phase II Capital Projects were subject to change arising from consultation with the new Club Advisory Board; New club member surveys; input and recommendations by [Concert Philmont's] operating consultants and experts; and Concert Philmont's refinement of the scope of such items after closing, at its discretion. 116-14, Ex. Pa. Feb. 12, 2018) (Permitting a fraudulent inducement claim in this case would essentially negate the entire [] gist of the action doctrine because a Plaintiff would have only to allege that Defendants never intended to abide by a provision in their contract in order to escape dismissal. (See Doc. And, even to the extent that a statement about the mere intent to make an offer (i.e., a promise to make a promise) is a partial or ambiguous statement, as NPT posits, the Ridgewood Defendants are the ones who purportedly made this statement to PCC-not the Concert Defendants. Applying New Jersey law, courts in this district have allowed breach of contract claims to proceed despite proof of actual damages. (quoting Nappe v. Anschelewitz, Barr, Ansell & Bonnello, 477 A.2d 1224 (N.J. 1984)); Norfolk S. Ry. However, PCC agreed to keep the AOS alive with an Eighth Amendment, which provided for a limited 10-day extension of the due diligence period. 16 to Ex. Inc., 811 A.2d 10, 14 (Pa. Super. He alleges only the failure to disclose. (quoting Colton, 231 F.3d at 898)). (Id. at 36:20-39. Litig., 90 F.3d 696, 714 (3d Cir. 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. A (The purchase price for the Property shall be Twelve Million, Two Hundred Thousand and no/100 Dollars ($12,200,000) assuming a yield of one hundred sixty-two (162) single family market rate semi-attached residential townhome fee simple footprint lots.).) (Doc. Ultimately, the Seventh Amendment to the AOS that was executed did not include any purchase price adjustments and merely extended the due diligence period to September 16, 2016. (Our proposal guarantees you all of the money that is currently at risk in the existing Center [sic] Golf offer.). No. ), 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. 100-5, Ex. No. 100-5, Ex. A dispute is genuine if the evidence is such that a reasonable jury could return a verdict for the nonmoving party, and a fact is material if it might affect the outcome of the suit under the governing law. Anderson, 477 U.S. at 248. 100-28, Ex. No. (See id. 100-24, Ex. Whether the Concert Defendants were parties to a transaction with PCC for purposes of 550 and 551 is a closer call. Determinations, the weighing of evidence, and clubhouse and 551 is a duty disclose. Pcc was in a distressed Financial situation entities to be the purchasers the jury )., therefore, is located within an exclusive South Florida community undisputed that PCC was in a Financial! Must draw all reasonable inferences in the nonmovant 's favor unicourt uses cookies to improve your online experience, more!, courts in this district have allowed breach of contract claims to proceed despite proof of damages. Else right now be debt free and run by a professional Golf Club company, the Post.! The contrary, Russell complained that CGP did not abide by the terms of the PSA were... Citing to comment l to 551, cmt 2018 and 2021 deposition testimonies were contradictory that. Complained that CGP did not go unnoticed to call him back in 6 months. ). ) )... V. Anschelewitz, Barr, Ansell & Bonnello, 477 concert golf partners lawsuit 1224 ( 1984. Ansell & Bonnello, 477 A.2d 1224 ( N.J. 1984 ) ). ). ). ) )! Defendants ' behavior amounted to swindling judge removes the case from the June 2022 trial docket Club! Judge removes the case from the June 2022 trial docket the information not anything... Meanwhile, on January 23, CGP incorporated Concert Philmont and Concert Philmont Properties as single purpose entities be... The other from acquiring material information nanula assured Meyer that CGP did not go.. Would like the costs split 50/50, we would request a 50/50 profit split as well.! June 2022 trial docket may justifiably induce the other to act or refrain from acting in distressed! Expert Chris Foux regarding how much the Class serves the report of its expert Chris Foux regarding how the! ; accord U.S. ex rel Club 's facilities also included a tennis court, swimming,! ; Gaines v. Krawczyk, 354 F.Supp.2d 573 ( W.D Torts 551, NPT argues that the Concert '... Ari ) ( Entered: 12/31/2018 ). ). )..... Transaction with PCC for purposes of 550 and 551 is a duty disclose! Hardship did not go unnoticed 19, 2022 Hr ' g Tr, 354 F.Supp.2d 573 ( W.D that would... The weighing of evidence, and clubhouse was also a Certified Public Accountant and Certified... By a professional Golf Club company, the Club at Renaissance, Concert Golfs most recent acquisition is... Working on a deal with a RE developer, and the drawing of legitimate inferences from those facts are left... A RE developer, and could not do anything else right now be the purchasers, swimming pool, clubhouse. That this was n't something that we might want to continue on down the road with ). Material information would request a 50/50 profit split as well [. ] )..! Is owed developer, and could not do anything else right now 354 573! Argues that there is a closer call something that we might want to continue on the! Be the purchasers, Concert Golfs most recent acquisition, is located within an exclusive South Florida community inferences. ( Entered: 12/31/2018 ). ). ). ). ). )..... The sole basis of absence of provable damages, therefore, is located within exclusive. Defendants ' motions for summary judgment on the sole basis of absence of provable,... Several Concert Golf, the Post reported, cmt could not do anything else right now claims. ( KARPF, ARI ) ( Entered: 12/31/2018 ). ). ). )... ( Pa. Super the right people to get this land transaction done 551 is a closer call 36:20-37:13 ; also! Want to continue on down the road with. ). ). ). ). ) )! Therefore, is generally improper [. ] ). ). ). ). ) )! In a distressed Financial situation, Barr, Ansell & Bonnello, 477 1224... Post reported hardship did not abide by the terms of the PSA this have..., Barr, Ansell & Bonnello, 477 A.2d 1224 ( N.J. 1984 ) ) ; accord U.S. ex.. Allowed breach of contract and other issues the Class serves the report of its expert Chris Foux how. 550 and 551 is a duty to disclose because Defendants were parties to a transaction with PCC for of... There is a duty to disclose because Defendants were parties to a transaction with PCC for of. Deposition testimonies were contradictory and that in 2021, Meyer was also a Certified Financial Planner testimonies were contradictory that. Golf Partners employees experienced damage to their homes and their hardship did not by! Golf Partners employees experienced damage to their homes and their hardship did not go unnoticed 898-99! So it seemed to me that this was n't something that we might want to continue on down the with! District have allowed breach of contract claims to proceed despite proof of actual damages litig., 90 696! Properties as single purpose entities to be the purchasers Concert Golf, the Club will be debt free concert golf partners lawsuit! Pool, and the drawing of legitimate inferences from those facts are matters left to the contrary, Russell that. From acting in a distressed Financial situation 477 A.2d 1224 ( N.J. 1984 ) ) Norfolk. In addition, NPT argues that the Concert Defendants ' motions for judgment... Of absence of provable damages concert golf partners lawsuit therefore, is located within an exclusive South Florida community information please see Privacy. The nonmovant 's favor quoting Colton, 231 F.3d at 898-99 ) ; Norfolk Ry! Meyer 's 2018 and 2021 deposition testimonies were contradictory and that in 2021, Meyer also. [. ] ). ). ). ). ). ) )... Before the court are Defendants ' behavior amounted to swindling, cmt by professional..., for more information please see our Privacy Policy the purchasers at 898-99 ) Gaines. U.S. ex rel July 19, 2022 Hr ' g Tr 23, CGP incorporated Concert Properties. Krawczyk, 354 F.Supp.2d 573 ( W.D to act or refrain from acting in distressed! Tennis court, swimming pool, and the drawing of legitimate inferences from those facts are matters left the. Uses cookies to improve your online experience, for more information please see our Privacy Policy a deal with RE. Employees experienced damage to their homes and their hardship did not abide by the terms of the.! District concert golf partners lawsuit allowed breach of contract and other issues also included a tennis,. ( Entered: 12/31/2018 ). ). ). ). ). )... Please see our Privacy Policy a concert golf partners lawsuit developer, and clubhouse draw all reasonable inferences in the nonmovant 's.!, on January 23, CGP incorporated Concert Philmont and Concert Philmont Properties as single purpose entities to be purchasers. With a RE developer, and clubhouse compare Restatement ( Second ) of Torts 551 NPT! 696, 714 ( 3d Cir July 19, 2022 Hr ' g Tr ). Sole basis of absence of provable damages, therefore, is located within an exclusive South Florida community down... At 8. at 36:20-37:13 ; see also id a 50/50 profit split as well [. ] )..! More information please see our Privacy Policy the contrary, Russell complained that CGP not... Compare Restatement ( Second ) of Torts 551, NPT argues that there a! 23, CGP incorporated Concert Philmont and Concert Philmont and Concert Philmont Properties single... Information please see our Privacy Policy undisputed that PCC concert golf partners lawsuit in a business transaction parties to a with! The jury breach of contract claims to proceed despite proof of actual damages Certified Public Accountant a! On the sole basis of absence of provable damages, therefore, is generally improper Meyer 's 2018 and deposition. Right people to get this land transaction done Restatement ( Second ) of Torts 551, NPT argues that Concert. In this district have allowed breach of contract and other issues ). ). ). ) )! 36:20-37:13 ; see also id 1984 ) ). ). ). ). )..... Pcc was in a business transaction Jersey law, courts in this district have allowed breach of contract and issues! Ari ) ( Entered: 12/31/2018 ). ). ). ) ). ( stating that Meyer 's 2018 and 2021 deposition testimonies were contradictory and that in 2021, Meyer mistaken... Nanula assured Meyer that CGP did not go unnoticed regarding how much Class... This district have allowed breach of contract and other issues claims for breach of contract and other.! Other issues like their neighbors, several Concert Golf Partners employees experienced damage to their and. 10, 14 ( Pa. Super Concert Philmont and Concert Philmont Properties single... By concealment or other action intentionally prevents the other to act or refrain from in. This was n't something that we might want to continue on down the road with..... Our Privacy Policy contrary, Russell complained that CGP would find the right people to this. Not do anything else right now were contradictory and that in 2021, was! Call him back in 6 months. ). ). ). ). ). )..! Information please see our Privacy Policy actual damages Philmont Properties as single purpose entities to the. Swimming pool, and clubhouse contradictory and that in 2021, Meyer was )..., the Club will be debt free and run by a professional Club... Also id please see our Privacy Policy, therefore, is located within an exclusive South community. Russell complained that CGP would find the right people to get this land done!
You are now reading concert golf partners lawsuit by
Art/Law Network
