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Other Cases, Deals & Settlements handled by SGR
SGR Franchise Practice Group Helps Launch New Franchise System
SGR’s Franchise Practice Group assisted LifeStyle Technologies Franchising Corp. in launching its new franchise system. We prepared a turnkey package of franchise offering documentation that included LifeStyle’s Uniform Franchise Offering Circular and its Franchise Agreement. The Franchise Agreement is a sophisticated agreement that includes: (i) incentive targets; (ii) an option to purchase additional franchised businesses; (iii) a “call” provision that allows LifeStyle to purchase the franchisee’s business in the future at a predetermined price; and (iv) an Asset Purchase Agreement to accompany the call provision.
The materials will allow LifeStyle to sell franchises for businesses that design, sell, and install innovative technologies like high-speed internet connections, security systems, satellite television systems, entertainment systems, outdoor landscape and security lighting systems, central vacuum systems, and other systems.
LifeStyle is the wholly-owned subsidiary of LifeStyle Technologies, Inc. (“LST”). LST is an affiliate of e-Resource Capital Group, Inc. (“eRCG”). eRCG is a network of internet infrastructure and technology-related professional services. eRCG is traded on the American Stock Exchange under the symbol eRCG.
Verdict Entered in Favor of SGR Client on Real Estate Commission Claim
SGR attorneys Marcie Ernst and William Hearnburg recently completed a successful jury trial in the Superior Court of Fulton County, Georgia, in which SGR represented a local real estate agent in a case against a buyer who breached a purchase agreement by refusing to close the transaction and refusing to pay the client’s real estate commission. The most that the defendant ever offered to settle the case was $5,000. The client rejected the offer, and the case proceeded to trial. The trial judge awarded the client, on the claim for breach of contract, the amount of $37,500.00, plus pre-judgment interest in the amount of $9,622.60. Additionally, the jury awarded the client, on his claim for attorneys’ fees and litigation expenses, the amount of $19,422.97. Accordingly, the total verdict entered in favor of the client was $66,545.57. The defendant has appealed the judgment.
Securities Law Claims Against SGR Client Dismissed
SGR attorneys David Newman and John Despriet recently obtained a dismissal of a putative securities class action pending in the United States District Court, for the Northern District of Georgia, in which SGR represented several officers and directors of the securities issuer. Following a second restatement of the issuer’s financial statements, plaintiffs sued, alleging that the original financial statements contained fraudulent misrepresentations that artificially inflated the company’s stock price and damaged all of the shareholders. SGR filed a motion to dismiss the complaint on behalf of its clients, arguing that the plaintiffs had failed to plead accounting fraud and scienter with the requisite particularity. The court granted the motion to dismiss and entered judgment in favor of SGR’s clients.
Dismissal Of Parallel Federal Action Obtained For SGR Client
SGR attorney Marcie Ernst recently represented an Ohio-based chemical laboratory in a declaratory judgment action filed by a competitor, which challenged the validity of the client’s patents. The action was filed in the United States District Court for the Northern District of Georgia. However, two months earlier, the client had filed a patent and trademark infringement action against the competitor in the United States District Court for the District of Nevada. Marcie promptly filed a motion to dismiss, transfer, or stay the Georgia action based on the “first to file rule.” The first to file rule is a generally recognized doctrine of federal comity that permits a district court to decline jurisdiction over an action when a complaint involving similar parties and issues already has been filed in another district. After receiving the motion to dismiss, the competitor was convinced that it should voluntarily dismiss the Georgia action. Accordingly, the client has been able to continue pursuit of its patent and trademark infringement claims against the competitor in the Nevada action.
Downtown Trees Saved With Assistance of SGR Counsel
SGR attorney James H. Bratton, Jr., in a pro bono case, recently successfully represented Trees Atlanta in its appeal to the City of Atlanta Tree Conservation Commission to preserve nine 40-year-old oak trees slated to be felled to make way for a new parking garage for the State Bar of Georgia. The Commission voted 5-0 to deny the Bar’s request for a tree-cutting permit. Jim argued, among other things, that the Bar’s tree replacement plan was insufficient, and that the Bar had failed to prove the necessity of removing the trees. The Bar has appealed the administrative action.
Judgment Obtained for SGR Client on Commercial Account
SGR attorney Marcie Ernst recently obtained a final judgment in the amount of $331,187.43 in a suit on a commercial account filed in the State Court of Fulton County, Georgia. In the action, Marcie represented a German-owned Georgia limited partnership that manufactures, distributes, and sells screen plates, baskets, and equipment for machinery in the pulp and paper processing industry. The defendant, which operated an office-paper recycling mill in the State of Washington, had ordered and received screens from the client, but had never paid the client’s outstanding invoices. The judgment included interest and attorneys’ fees.