Complaint Unlimited Fee AppliesCal. Super. - 6th Dist.March 3, 20211 MICHAELE. ADAMS (SBN: 47278) LAW OFFICES OF MICHAELE. ADAMS 2 702 Marshall Street, Suite 300 Redwood City, CA 94063 3 Telephone: (650) 599-9463 Fax: (650) 599-9785 4 Attorney for Plaintiff 5 VAHIDASSADI 6 7 SUPERIOR COURT OF CALIFORNIA COUNTY OF SANTA CLARA 8 9 10 11 12 13 14 VAHID ASSAD!, Plaintiff, V. MAHSA MANA VI, ERIC SADAHI, and 15 DOES 1 to 20, 16 17 18 19 Defendants. PlaintiffVahid Assadi alleges: 20 Case No. COMPLAINT FOR EXTORTION, CONVERSION, FRAUD, AND BREACH OF CONTRACT GENERAL FACT ALLEGATIONS 21 22 1. Plaintiff Vahid Assadi ("Plaintiff or "Assadi") is an adult male residing in Santa Clara County. 23 24 2. Defendant Mahsa Manavi ("Manavi") is an adult female residing in Santa Clara County, and, at all times herein involved, was and is a licensed real estate salesperson 25 operating under the auspices of a real estate brokerage known as Coldwell Banker 26 ("Coldwell Banker"), at the office thereof located in Los Gatos, CA. 27 28 LAW OFFICES OF MICHAEL E. ADAMS 702 MARSHALL ST., #300 REDWOOD CITY CA 94063 (650) 599-9463 3. Defendant Eric Sadahi ("Sadahi") is an adult male residing in Santa Clara 1 Complamt for Extortion, Conversion, Fraud, and Breach of Contract E-FILED 3/3/2021 11:55 AM Clerk of Court Superior Court of CA, County of Santa Clara 21CV379114 Reviewed By: R. Tien 21CV379114 1 County, and, at all times herein involved, was and is a licensed real estate salesperson or 2 real estate broker, who was unaffiliated with Coldwell Banker. 3 4. The true names, capacities, and/or facts showing the liability of Defendants 4 Does 1 to 20 are presently unknown, and said Defendants are therefore fictitiously named. 5 At such time as such names, capacities, and/or facts are ascertained, this Complaint will 6 be amended to so show. 7 5. At all times herein involved, each Defendant was the agent and employee of 8 every other Defendant, and, in acting as herein alleged, acted within the course and scope 9 of said agency and employment. 6. In or about mid-2018, Plaintiff became interested in purchasing a parcel of real 11 property located at 10280 Dougherty Avenue, Morgan Hill, CA ("Subject Property"), that 12 was then listed for sale at a price of approximately $2.8 million dollars ("$2.8M"), and 13 asked Manavi if she could represent him as an agent of Coldwell Banker. 14 7. \\tben Manavi replied in the affirmative, Plaintiff told her that he was willing to 15 offer $2.2M to purchase the Subject Property, and asked her to ascertain if the seller 16 would be receptive to such an offer. 17 8. When Manavi accordingly reached out to Steve Mallach ("Mallach"), the real 18 estate agent for the seller ("Seller") of the Subject Property, Mallach responded that the 19 Seller would be disinterested in such an offer. However, a few months later, Mallach 20 informed Manavi that the Seller would now be interested in such an offer. 21 9. Manavi so informed Plaintiff, and added that she preferred to handle the 22 prospective buy-sell transaction outside the auspices of Coldwell Banker, and instead to 23 do so in informal association with Sadahi. Plaintiff was unacquainted with Sadahi, 24 unaware that Manavia had any improper motive or reason for associating with Sadahi 25 rather than Coldwelll Banker for this transaction, so he acquiesced in Manavi doing so. 26 10. In or about September, 2018, Plaintiff and the Seller entered into a written 27 buy-sell agreement for the Subject Property at a price of approximately $2.2M. 28 LAW OFFICES OF MICHAEL E. ADAMS 702 MARSHALL ST., #300 REDWOOD CITY CA 94063 (650) 599-9463 11. In conjunction therewith, Plaintiff entered into a listing agreement with Sadahi 2 Complamt for Extort10n, Conversion, Fraud, and Breach of Contract 1 that would entitle Sadahi to a real estate commission of approximately 3% of the sale 2 price, namely approximately $66,000.00, if the sale were completed. Plaintiff is informed 3 and believes that Sadahi and Manavi reached an agreement to split that commission 4 between themselves, with the understanding that Manavi would join with Sadahi in 5 representing Assadi in the effort to complete the sale. 6 12. Between approximately October, 2018 and January, 2019, Plaintiff and the 7 Seller, assisted by their respective real estate agents, took steps toward completion of the 8 sale. However, disputes arose between Plaintiff and the Seller concerning certain terms 9 of the buy-sell agreement, and they each retained attorneys to join the real estate agents in 10 representing their respective interests in connection with the buy-sell agreement. Escrow 11 nonetheless did not close as scheduled in December, 2018. 12 13. Plaintiff and the Seller then agreed through their attorneys to conduct a 13 mediation on or about February 5, 2019 in the attempt to settle their disputes concerning 14 the buy-sell agreement. The mediation proceeded as scheduled, and both Manavi and 15 Sadahi were among the persons in attendance. 16 14. At the mediation, a written settlement agreement ("Settlement Agreement") 17 was reached concerning the disputes between Plaintiff and the Seller. As one term of the 18 Settlement Agreement, Sadahi and Manavi agreed to pay Seller the sum of $40,000 from 19 the real estate commission due them upon completion of the sale, and they both joined in 20 signing the Settlement Agreement to memorialize their promise. 21 15. Shortly after completion of the mediation, Manavi told Plaintiff that she had 22 changed her mind about the promise to give up any of the real estate commission payable 23 to Sadahi and her, and therefore threatened to "blow up the settlement" unless Plaintiff 24 forthwith paid her $40,000 in cash. She also directed Plaintiff to misadvise Sadahi, if 25 asked, that Plaintiff had paid her only $20,000. 26 16. Anxious to complete the buy-sell transaction, and fearful that the transaction 27 would not be completed unless he acquiesced in Manavi's demands, Plaintiff 28 consequently did as she demanded. LAW OFFICES OF MICHAEL E. ADAMS 702 MARSHALL ST., #300 REDWOOD CITY CA 94063 (650) 599-9463 3 Complamt for Extort10n, Convers10n, Fraud, and Breach of Contract I 17. Sale of the Subject Property was thereafter concluded, and title to the Subject 2 Property was accordingly transferred from the Seller to Plaintiff. 3 4 5 6 7 FIRST CAUSE OF ACTION (Extortion) 18. Plaintiff herein realleges Paragraphs 1 through 17, and each and every 8 allegation thereof as though fully set forth herein. 9 19. By threatening to cause the buy-sell transaction to fail unless Plaintiff paid her 10 $40,000.00 in cash, and thereby causing Plaintiff to fear that said transaction would fail 11 unless he paid Manavi what she demanded, Manavi, with the encouragement, assistance, 12 and encouragement of Sadahi, extorted said payment from Plaintiff. 13 20. As the proximate result thereof, Plaintiff has been specially damaged in the 14 sum of $40,000.00, plus pre-judgment interest thereon at the rate of7% per annum until 15 paid. 16 21. As the further proximate result thereof, Plaintiff has suffered anger, anxiety, 17 and other emotional distress, and has consequently been generally damaged in a sum to be 18 established according to proof. 19 22. The above-alleged conduct by Manavi and Sadahi was malicious, in that said 20 conduct was despicable and done with a willful and knowing disregard of Plaintiff's 21 contractual rights under the Settlement Agreement, and Plaintiff is therefor entitled to a 22 further award of punitive damages against them, and each of them, in a sum to be 23 established according to proof. 24 25 26 27 SECOND CAUSE OF ACTION (Conversion) 23. Plaintiff herein realleges Paragraphs 1 through 22, and each and every 28 allegation thereof as though fully set forth herein. LAW OFFICES OF MICHAELE. ADAMS 702 MARSHALL ST., #300 REDWOOD CITY CA 94063 (650) 599-9463 4 Complamt for Extort10n, Convers10n, Fraud, and Breach of Contract 1 24. Manavi, with the encouragement, assistance, and concurrence of Sadahi, 2 resorted to wrongful and extortionate conduct in order to obtain $40,000 from Plaintiff, 3 and exert possession and control over said sum. Manavi and Sadahi thereby converted 4 $40,000 in funds that rightfully did and does belong to Plaintiff. 5 25. As the proximate result thereof, Plaintiff has been specially damaged in the 6 sum of $40,000.00, plus pre-judgment interest thereon at the rate of 7% per annum until 7 paid. 8 26. As the further proximate result thereof, Plaintiff has suffered anger, anxiety, 9 and other emotional distress, and has consequently been generally damaged in a sum to be 10 established according to proof. 11 27. The above-alleged conduct by Manavi and Sadahi was malicious, in that said 12 conduct was despicable and done with a willful and knowing disregard of Plaintiffs 13 contractual rights under the Settlement Agreement, and Plaintiff is therefor entitled to a 14 further award of punitive damages against them, and each of them, in a sum to be 15 established according to proof. 16 17 18 19 THIRD CAUSE OF ACTION (Fraudulent Promise) 28. Plaintiff herein realleges Paragraphs 1 through 27, and each and every 20 allegation thereof as though fully set forth herein. 21 29. When Manavi and Sadahi promised as part of the Settlement Agreement to 22 pay $40,000 to the Seller from the real estate commission otherwise due them, Manavi 23 and Sadahi, and each of them, did not intend to perform said promise, but instead 24 intended to defraud Plaintiff into believing that they, and each of them, did so intend, and 25 into accordingly relying on said promise. Plaintiff in fact did so believe and so rely in the 26 course of concluding the Settlement Agreement. 27 30. As the proximate result thereof, Manavi, with the encouragement, assistance, 28 and concurrence of Sadahi, shortly thereafter subjected Plaintiff to extortionate pressure LAW OFFICES OF MICHAEL E. ADAMS 702 MARSHALL ST., #300 REDWOOD CITY CA 94063 (650) 599-9463 5 Complamt for Extort10n, Convers10n, Fraud, and Breach of Contract 1 in order to force him to pay $40,000.00 to Manavi as an undeserved and improper 2 financial benefit to both Manavi and Sadahi. 3 31. As a proximate result thereof, Plaintiff has been specially damaged in the sum 4 of $40,000.00, plus pre-judgment interest thereon at the rate of 7% per annum until paid. 5 32. As the further proximate result thereof, Plaintiff has suffered anger, anxiety, 6 and other emotional distress, and has consequently been generally damaged in a sum to be 7 established according to proof. 8 33. The above-alleged conduct by Manavi and Sadahi was deliberately fraudulent, 9 and done with the intention to cause financial harm to Plaintiff, and Plaintiff is therefor 10 entitled to a further award of punitive damages against them, and each of them, in a sum 11 to be established according to proof. 12 13 14 15 FOURTH CAUSE OF ACTION (Breach of Contract) 34. Plaintiff herein realleges Paragraphs 1 through 33, and each and every 16 allegation thereof as though fully set forth herein. 17 3 5. By acting as hereinabove alleged, Manavi and Sadahi breached the Settlement 18 Agreement. 19 36. As the proximate result thereof, Plaintiff has suffered contract damages in the 20 sum of $40,000.00, plus pre-judgment interest thereon at the rate of7% per annum until 21 paid. 22 23 WHEREFORE, Plaintiff prays for relief as follows: 24 1. Pursuant to the First, Second, and Third Causes of Action, for general, special, 25 and punitive damages according to proof. 26 2. Pursuant to the Fourth Cause of Action, for contract damages in the sum of 27 $40,000, plus pre-judgment interest thereon at the rate of 7% per annum until paid. 28 / / / LAW OFFICES OF MICHAEL E. ADAMS 702 MARSHALL ST., #300 REDWOOD CITY CA 94063 (650) 599-9463 6 Complaint for Extortion, Convers10n, Fraud, and Breach of Contract 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 LAW OFFICES OF MICHAEL E. ADAMS 702 MARSHALL ST., #300 REDWOOD CITY CA 94063 (650) 599-9463 I DATED: March 2, 2021 ABLE.AD Attorney for PlaintiffV AHID ASSAD! 7 Complamt for Extortion, Conversion, Fraud, and Breach of Contract