Defendants Answer To Amended Verified Complaint

Response

Cal. Super. - 3rd Dist.August 3, 2018

Ss ~~ O N W D 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 0 28 DuaGcan Law CORPORATION 641 FULTON AVE , SUITE 200A SACRAMENTO, CA 95825 916.550-5309 F Superior Court of California F Jennifer E. Duggan - SBN: 183833 FUR SE Christina Bucci Hamilton - SBN: 292047 DUGGAN LAW CORPORATION = 1/9/2019 L 641 Fulton Ave., Suite 200 E Sacramento, CA 95825 D te da D Telephone: ~~ 916.550.5309 By Cy | a Facsimile: 916.404.5900 dol FILED a Attorneys for Defendant VISIONS ENVIRONMENTAL, LLC SUPERIOR COURT OF THE STATE OF CALIFORNIA IN AND FOR THE COUNTY OF BUTTE VISIONS ENVIRONMENTAL Case No. 18CV03099 RECOVERY, LLC, DEFENDANT’S ANSWER TO Plaintiff, PLAINTIFF’S AMENDED VERIFIED COMPLAINT FOR DAMAGES V. VISIONS ENVIRONMENTAL, LLC and Complaint Filed: November 19, 2018 DOES 1 through 20, inclusive, Trial: None set Defendants. Defendant, VISIONS ENVIRONMENTAL, LLC (“Defendant”) answers Plaintiff, VISIONS ENVIRONMENTAL RECOVERY, LLC’s (“Plaintiff”) Amended Verified Complaint as follows: Defendant reserves the right to amend, add, or strike affirmative defenses as discovery ensues, or due to any inadvertence. Defendant further reserves the right to raise additional affirmative defenses and/or submit such at trial, which are subsequently discovered through the discovery process. Defendant denies any allegations of the Complaint not specifically admitted herein. FIRST CAUSE OF ACTION (Breach of Contract) 1; Answering Paragraph 1, Defendant, upon information and belief, admits the averments contained in said paragraph. 2. Answering Paragraph 2, Defendant admits that it was a California Corporation at the time the parties entered into the Purchase Agreement, but denies that it was a California Corporation DEFENDANT’S ANSWER TO PLAINTIFF'S VERIFIED AMENDED 1 rE COMPLAINT FOR DAMAGES ~ OO Re 3 O y 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 37 28 DuGaan Law CORPORATION 641 FULTON AVE, SUITE 200A SACRAMENTO, CA 95825 916 550-5309 after March 17, 2017, as at such time Defendant converted into a Limited Liability Company. Defendant admits that at all times mentioned in the Complaint during the acts and omissions complained of therein it was doing business in Butte County, California. 3. Answering Paragraph 3, Defendant lacks sufficient information or belief to admit or deny the allegations and, on that basis, denies the allegations. 4. Answering Paragraph 4, Defendant lacks sufficient information or belief to admit or deny the allegations and, on that basis, denies the allegations. 3. Answering Paragraph 5, Defendant admits the averments in said paragraph, but denies that the terms in said paragraph make up the entirety of the terms of the Purchase Agreement. 6. Answering Paragraph 6, Defendant admits the averments in said paragraph. 7. Answering Paragraph 7, Defendant admits the averments in said paragraph. 8. Answering Paragraph 8, Defendant denies the averments in said paragraph. a, Answering Paragraph 10, Defendant admits the averments in said paragraph, and alleges that such conduct was justified based on Plaintiff’s own breach or threatened breach of the Purchase Agreement. 10. Answering Paragraph 10, said paragraph contains allegations that are so vague and ambiguous that it renders Defendant unable to respond to the same, and on such basis Defendant denies the averments in said paragraph. 11. Answering Paragraph 11, Defendant admits that Plaintiff has inquired regarding the terms and conditions of the Agreement and Note, but denies that any such inquiries were ignored or that Defendant failed to respond. 12. Answering Paragraph 12, said paragraph contains conclusions of law and not allegations of fact for which a responsive pleading is required. To the extent such paragraph includes allegations of fact, the same are vague and conclusory, and therefore Defendant denies such allegations. 13. Answering Paragraph 13, Defendant admits the averments contained in said paragraph. // // DEFENDANT’S ANSWER TO PLAINTIFF'S VERIFIED AMENDED 2 ‘ COMPLAINT FOR DAMAGES wn O w 3 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 DUGGAN Law CORPORATION 641 FULTON AVE , SUITE 200A SacravENTO, CA 95825 916.550-5309 SECOND CAUSE OF ACTION (Intentional Misrepresentation) 14. Answering Paragraph 14, the paragraph contains no allegations of substance or fact. Defendants reassert their response to each of the incorporated preceding paragraphs. 15. Answering Paragraph 15, Defendant admits the averments in said paragraph, but denies that the terms in said paragraph make up the entirety of the terms of the Purchase Agreement. 16. Answering Paragraph 16, Defendant denies the averments in said paragraph, except that it admits that it did not tender any payments under the Purchase Agreement or Note based on Plaintiff’s own breach or threatened breach of the Purchase Agreement. 17. Answering Paragraph 17, Defendant denies the averments in said paragraph. 18. Answering Paragraph 18, Defendant lacks sufficient information and belief as to what Plaintiff knew or did not knew, or what it was or was not induced to do, or whether it relied upon representations made by Defendant, and on that basis deny all the averments in said paragraph. 19. Answering Paragraph 19, said paragraph contains conclusions of law and not allegations of fact for which a responsive pleading is required. To the extent such paragraph includes allegations of fact, the same are vague and conclusory, and therefore Defendant denies such allegations. 20. Answering Paragraph 20, said paragraph contains conclusions of law and not allegations of fact for which a responsive pleading is required. To the extent such paragraph includes allegations of fact, the same are vague and conclusory, and therefore Defendant denies such allegations. THIRD CAUSE OF ACTION (Negligent Misrepresentation) 21. Answering Paragraph 21, the paragraph contains no allegations of substance or fact. Defendants reassert their response to each of the incorporated preceding paragraphs. 22. Answering Paragraph 22, Defendant admits the averments in said paragraph, but denies that the terms in said paragraph make up the entirety of the terms of the Purchase Agreement. 23. Answering Paragraph 23, Defendant denies the averments in said paragraph, except DEFENDANT’S ANSWER TO PLAINTIFF’S VERIFIED AMENDED 3 . COMPLAINT FOR DAMAGES co ~ 1 \O 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 DUGGAN Law CORPORATION 641 FuLTON AVE, SUITE 200A SACRAMENTO, CA 95825 916 550-5309 that it admits that it did not tender any payments under the Purchase Agreement or Note based on Plaintiff’s own breach or threatened breach of the Purchase Agreement. 24. Answering Paragraph 24, Defendant denies the averments in said paragraph. 25. Answering Paragraph 25, Defendant denies the averments in said paragraph. 26. Answering Paragraph 26, Defendant lacks sufficient information and belief as to what Plaintiff knew or did not knew, or what it was or was not induced to do, or whether it relied upon representations made by Defendant, and on that basis deny all the averments in said paragraph. 27. Answering Paragraph 27, said paragraph contains conclusions of law and not allegations of fact for which a responsive pleading is required. To the extent such paragraph includes allegations of fact, the same are vague and conclusory, and therefore Defendant denies such allegations. FOURTH CAUSE OF ACTION (Breach of Covenant of Good Faith and Fair Dealing) 28. Answering Paragraph 28, the paragraph contains no allegations of substance or fact. Defendants reassert their response to each of the incorporated preceding paragraphs. 29. Answering Paragraph 29, Defendant admits the averments in said paragraph, but denies that the terms in said paragraph make up the entirety of the terms of the Purchase Agreement. 30. Answering Paragraph 30, Defendant admits the averments in said paragraph, but denies that the terms in said paragraph make up the entirety of the terms of the Purchase Agreement. 31. Answering Paragraph 31, Defendant denies the averments in said paragraph. 32. Answering Paragraph 32, said paragraph contains conclusions of law and not allegations of fact for which a responsive pleading is required. To the extent such paragraph includes allegations of fact, the same are vague and conclusory, and therefore Defendant denies such allegations. FIFTH CAUSE OF ACTION (Declaratory Relief) 33. Answering Paragraph 33, the paragraph contains no allegations of substance or fact. Defendants reassert their response to each of the incorporated preceding paragraphs. DEFENDANT’S ANSWER TO PLAINTIFF'S VERIFIED AMENDED 4. COMPLAINT FOR DAMAGES ~~ 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 DUGGAN LAW CORPORATION 641 FuLTON AVE, SUITE 2004 SacRAMENTO, CA 95825 916 550-5309 34. Answering Paragraph 34, said paragraph contains conclusions of law and not allegations of fact for which a responsive pleading is required. To the extent such paragraph includes allegations of fact, the same are vague and conclusory, and therefore Defendant denies such allegations. 35. Answering Paragraph 35, said paragraph contains conclusions of law and not allegations of fact for which a responsive pleading is required. To the extent such paragraph includes allegations of fact, the same are vague and conclusory, and therefore Defendant denies such allegations. AFFIRMATIVE DEFENSES Without waiving or excusing the burden of proof of Plaintiff, or admitting that Defendant has any burden of proof, Defendant asserts the following affirmative defenses: FIRST AFFIRMATIVE OR OTHER DEFENSE 1. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each cause of action therein fails to state facts sufficient to constitute a cause of action upon which relief can be granted. SECOND AFFIRMATIVE OR OTHER DEFENSE 2. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each cause of action set forth therein are barred by the doctrine of unclean hands. THIRD AFFIRMATIVE OR OTHER DEFENSE 3. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each cause of action set forth therein are barred by the doctrine of waiver. FOURTH AFFIRMATIVE OR OTHER DEFENSE 4. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each cause of action set forth therein are barred by the doctrine of estoppel. FIFTH AFFIRMATIVE OR OTHER DEFENSE §: As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each cause of action set forth therein are barred by the doctrine of laches. / DEFENDANT'S ANSWER TO PLAINTIFF'S VERIFIED AMENDED 5 3 COMPLAINT FOR DAMAGES 0 3 AN \O 10 11 12 13 14 15 16 17 18 19 20 21 oa 23 24 25 26 27 28 DuGean Law CORPORATION 641 FULTON AVE, SUITE 2004 SacrAMENTO, CA 95825 916,550-5309 SIXTH AFFIRMATIVE OR OTHER DEFENSE 6. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each cause of action set forth therein are barred by the doctrine of consent. SEVENTH AFFIRMATIVE OR OTHER DEFENSE Ts As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each cause of action set forth therein are barred for the reason that Plaintiff breached the contract alleged in the Complaint. EIGHTH AFFIRMATIVE OR OTHER DEFENSE 8. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each cause of action set forth therein cannot be maintained against Defendant to the extent that Plaintiff may be entitled to any recovery, any recovery must be reduced by reason of Plaintiff’s failure to mitigate its damages, if any. NINTH AFFIRMATIVE OR OTHER DEFENSE 0. As a separate and distinct affirmative or other defense, Plaintiff’s alleged damages in this action cannot be maintained to the extent they are speculative. TENTH AFFIRMATIVE OR OTHER DEFENSE 10. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint as a whole and each cause of action therein, are fatally uncertain. ELEVENTH AFFIRMATIVE OR OTHER DEFENSE 11. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each cause of action set forth therein are barred for the reason that Plaintiff engaged in fraudulent conduct resulting in Defendant suffering prejudice. TWELFTH AFFIRMATIVE OR OTHER DEFENSE 12. As a separate and distinct affirmative or other defense, Defendant alleges that some or all of Plaintiff’s claims for damages are barred by the doctrine of set-off. THIRTEENTH AFFIRMATIVE OR OTHER DEFENSE 13. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each cause of action set forth therein are barred for the reason that Plaintiff's alleged agent did not DEFENDANT'S ANSWER TO PLAINTIFF'S VERIFIED AMENDED 6. COMPLAINT FOR DAMAGES Oo 0 3 AD 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Dugan Law CORPORATION 641 FULTON AVE. S111 2004 AR AMIN, CA 93X28 916 550-5309 have authority to bind Defendant to the terms of the alleged contract. FOURTEENTH AFFIRMATIVE OR OTHER DEFENSE 14. Asaseparate and distinct affirmative or other defense, Plaintiff is not entitled to recover any punitive damages because the Complaint and each cause of action set forth therein fail to plead facts sufficient to support the recovery of punitive damages. FIFTEENTH AFFIRMATIVE OR OTHER DEFENSE 15. Asaseparate and distinct affirmative or other defense, Plaintiff is not entitled to recover any punitive damages because the California punitive damages statute is unconstitutional under Stare Farm Mut. Auto. Ins. Co. v. Campbell (2003) 123 S. Ct. 1513, 155 L. Ed. 2d 585, and the Federal and State Constitutions. SIXTEENTH AFFIRMATIVE OR OTHER DEFENSE 16. As a separate and distinct affirmative or other defense, Defendant alleges that at no time did it act purposefully, knowingly, deliberately, maliciously, oppressively, intentionally, willfully, wantonly or with any bad faith. SEVENTEENTH AFFIRMATIVE OR OTHER DEFENSE 17: As a separate and distinct affirmative or other defense, to the extent Plaintiff seeks equitable relief, Plaintiff is not entitled to such relief because the alleged injury or damages suffered by Plaintiff, if any, would be adequately compensated in an action at law for damages. EIGHTEENTH AFFIRMATIVE OR OTHER DEFENSE 18. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each of its causes of action are barred under the applicable statute of limitations. NINETEENTH AFFIRMATIVE OR OTHER DEFENSE 18. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each of its causes of action are barred under the doctrine of unilateral mistake. TWENTIETH AFFIRMATIVE OR OTHER DEFENSE 18. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each of its causes of action are barred under the applicable statute of limitations. / DEFENDANT'S ANSWER TO PLAINTIFF'S VERIFIED AMENDED 7 5 COMPLAINT FOR DAMAGES A OO N N N Wn 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 DuGGaN Law CORPORATION 641 FULTON AVE, SUITE 200A SACRAMENTO, CA 95825 916 550-5309 TWENTY-FIRST AFFIRMATIVE OR OTHER DEFENSE 18. As a separate and distinct affirmative or other defense, Defendant alleges that the Complaint and each of its causes of action are barred because Defendant’s consent to the alleged contract was procured by Plaintiff’s fraud. RESERVATION OF ADDITIONAL DEFENSES Defendant alleges that because the Complaint is couched in conclusory terms, all affirmative or other defenses that may be applicable cannot be fully anticipated. Accordingly, the right to assert additional affirmative or other defenses, if and to the extent that such affirmative or other defenses are applicable, is reserved. In addition, Defendant reserves the right to amend this Answer should Defendant later discover facts demonstrating the existence of new and/or additional affirmative or other defenses, and/or should a change in the law support the inclusion of new and/or additional affirmative or other defenses. PRAYER FOR RELIEF WHEREFORE, Defendant prays for relief as follows: 1. That Plaintiff takes nothing by this Complaint; 2. That Plaintiff’s Complaint be dismissed in its entirety with prejudice, with judgment entered against Plaintiff and in favor of Defendant on Plaintiff’s claims; 3 That Plaintiff be ordered to pay Defendant’s fees and costs of suit incurred herein; and 4. For such further relief as the Court deems just and proper. Dated: January 9, 2019 DUGGAN LAW CORPORATION Jennifer [£. Duggan Christina Bucci Hamilton Attorneys for Defendant, VISIONS ENVIRONMENTAL, LLC DEFENDANT’S ANSWER TO PLAINTIFF'S VERIFIED AMENDED 8 . COMPLAINT FOR DAMAGES 1 | CASE NAME: Visions Environmental Recovery, LLC v. Visions Environmental, LLC CASE NO.: Butte County Superior Case No.: 18CV03099 2 3 VERIFICATION 4 I, Jerry Noel, on behalf of VISIONS ENVIRONMENTAL, LLC, Defendant in the above- 5 | entitled matter, declare: 8 I have reviewed the foregoing, DEFENDANTS ANSWER TO PLAINTIFEF’S AMENDED y VERIFIED COMPLAINT; and the responses are true of my own knowledge except to the matters therein state on information and belief, and as to those matters, I believe them to be true. 10 I declare under penalty of perjury under the laws of the State of California that the above is 11 | true and correct. 12 Executed this Ah day of January, 2019, in SA Erg pm en Fo , California. 13 14 By: mT I ZZ J J Noel 16 17 18 19 20 21 22 23 24 25 26 27 28 Drcaan Law Crirpomation 641 Fuavs Ave, Sum 2007] VERIFICATION 1 . SacrAmNTN, CA 95823 916 $40°9305 on v 1 ph ~N 10 11 13 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PROOF OF SERVICE - CCP § 1013, 1013a, 2015.5 and California Rules of Court, Rule 2.306 Visions Environmental Recovery, LLC v. Visions Environmental, LLC Butte County Superior Case No.: 18CV03099 I, Melanie Jagla, declare that: I am a citizen of the United States and am over the age of eighteen years and not a party to the within above-entitled action. I am an employee of Duggan Law Corporation and my business address is 641 Fulton Avenue, Suite 200 Sacramento, CA 95825 On, January 9, 2019, I served the within document: DEFENDANT'S ANSWER TO PLAINTIFF'S AMENDED VERIFIED COMPLAINT FOR DAMAGES On the parties in said action addressed as follows: Kevin J. Sweeney Attorneys for Plaintiff, LAW OFFICE OF KEVIN J. SWEENEY VISIONS ENVIRONMENTAL 1388 Sutter Street, Suite 810 RECOVERY, LLC Chico, CA 95973 Telephone: (530) 893-1515 Facsimile: (530) 893-8231 X BY MAIL: I am familiar with my employer's practice for the collection and processing of correspondence for mailing with the United States Postal Service and that each day's mail is deposited with the United States Postal Service that same day in the ordinary course of business. On the date set forth above, I served the aforementioned document(s) on the parties in said action by placing a true and correct copy thereof enclosed in a sealed envelope with postage thereon fully prepaid, for collection and mailing on this date, following ordinary business practices, at Sacramento, California, addressed as set forth above. ] BY ELECTRONIC SERVICE: By 5:00 p.m. I electronically transmitted the document(s) listed above to the email address(es) of the person(s) set forth above. The email address I used to transmit these documents is melanie@duggan-law.com This transmission was sent on this date. The transmission was reported and complete without error. (CRC 2.251 or Fed.R.Civ.P. 5(b)(E)). Ol BY PERSONAL SERVICE: By personally delivering a true copy thereof to the office of the addressee above. ] BY OVERNIGHT COURIER: By causing a true copy and/or original thereof to be personally delivered via the following overnight courier service: Choose an item. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct, and that this declaration was executed on January 9, 2019, at Sacramento, California. h Melanid Jagla Proof of Service