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					                     IN THE COURT OF COMMON PLEAS
                          MEDINA COUNTY, OHIO

ARAN LABORATORIES, INC.                   )       CASE NO. 07 CIV 0645
                                          )
      Plaintiff                           )       JUDGE:
                                          )
vs.                                       )
                                          )
P.I.E. INTERNATIONAL, INC., et al.        )
                                          )       ANSWER, COUNTER-CLAIM,
      Defendants\Third Party Plaintiffs   )       AND THIRD PARTY COMPLAINT
                                          )
vs.                                       )       (Jury Demand Endorsed Herein)
                                          )
CONRAD F. MIR                             )
19 New Brier Lane                         )
Clifton, NJ 07012                         )
                                          )
and                                       )
                                          )
MAGGIE ANN FRASE                          )
3574 Melrose Drive                        )
Wooster, OH 44691                         )
                                          )
and                                       )
                                          )
RONALD SHELP                              )
5 East 16th Street                        )
New York, NY 10003                        )
                                          )
and                                       )
                                          )
GENEVIEVE ROGERS                          )
139 Pearl St.                             )
Wooster, OH 44691                         )
                                          )
and                                       )
                                          )
MINTZ & FRAADE, PC                        )
488 Madison Avenue                        )
Suite 1100                                )
New York, NY 10022                        )
                                          )
and                                       )


                                              1
ALAN FRAADE                                 )
488 Madison Ave.                            )
Suite 1100                                  )
New York, NY 10022                          )
                                            )
              Third Party Defendants        )


       NOW COME the Defendants, P.I.E. International, Inc. (“PIE”) and Theodore N. Trikilis

(“Trikilis”) and for their Answer, Counter-claim and Third Party Complaint state as follows:

I.
                                           ANSWER

       1.     Defendants deny the allegations contained in paragraph 1 of the Plaintiff’s

Complaint.

       2.     Defendants admit the allegations contained in paragraph 2 of the Plaintiff’s

Complaint.

       3.     Defendants deny the allegations contained in paragraph 3 of the Plaintiff’s

Complaint.

       4.     Defendants admit the allegations contained in paragraph 4 of the Plaintiff’s

Complaint.

       5.     Defendants deny the allegations contained in paragraph 5 of the Plaintiff’s

Complaint.

       6.     Defendants deny the allegations contained in paragraph 6 of the Plaintiff’s

Complaint.

       7.     Defendants deny the allegations contained in paragraph 7 of the Plaintiff’s

Complaint.

       8.     Defendants deny the allegations contained in paragraph 8 of the Plaintiff’s

Complaint.



                                                2
      9.     Defendants deny the allegations contained in paragraph 9 of the Plaintiff’s

Complaint.

      10.    Defendants deny the allegations contained in paragraph 10 of the Plaintiff’s

Complaint.

      11.    Defendants deny the allegations contained in paragraph 11 of the Plaintiff’s

Complaint.

      12.    Defendants deny the allegations contained in paragraph 12 of the Plaintiff’s

Complaint for want of knowledge.

      13.    The Defendants reaffirm and reaver all previous admissions and denials.

      14.    Defendants deny the allegations contained in paragraph 14 of the Plaintiff’s

Complaint.

      15.    Defendants deny the allegations contained in paragraph 15 of the Plaintiff’s

Complaint.

      16.    Defendants deny the allegations contained in paragraph 16 of the Plaintiff’s

Complaint.

      17.    Defendants deny the allegations contained in paragraph 17 of the Plaintiff’s

Complaint.

      18.    The Defendants reaffirm and reaver all previous admissions and denials.

      19.    Defendants deny the allegations contained in paragraph 19 of the Plaintiff’s

Complaint.

      20.    Defendants deny the allegations contained in paragraph 20 of the Plaintiff’s

Complaint.




                                             3
      21.    Defendants deny the allegations contained in paragraph 21 of the Plaintiff’s

Complaint.

      22.    The Defendants reaffirm and reaver all previous admissions and denials.

      23.    Defendants deny the allegations contained in paragraph 23 of the Plaintiff’s

Complaint.

      24.    Defendants deny the allegations contained in paragraph 24 of the Plaintiff’s

Complaint.

      25.    The Defendants reaffirm and reaver all previous admissions and denials.

      26.    Defendants deny the allegations contained in paragraph 26 of the Plaintiff’s

Complaint.

      27.    Defendants deny the allegations contained in paragraph 27 of the Plaintiff’s

Complaint.

      28.    The Defendants reaffirm and reaver all previous admissions and denials.

      29.    Defendants deny the allegations contained in paragraph 29 of the Plaintiff’s

Complaint.

      30.    Defendants deny the allegations contained in paragraph 30 of the Plaintiff’s

Complaint.

      31.    Defendants deny the allegations contained in paragraph 31 of the Plaintiff’s

Complaint.

      32.    The Defendants reaffirm and reaver all previous admissions and denials.

      33.    Defendants deny the allegations contained in paragraph 33 of the Plaintiff’s

Complaint.




                                             4
      34.    Defendants deny the allegations contained in paragraph 34 of the Plaintiff’s

Complaint.

      35.    The Defendants reaffirm and reaver all previous admissions and denials.

      36.    Defendants deny the allegations contained in paragraph 36 of the Plaintiff’s

Complaint.

      37.    Defendants deny the allegations contained in paragraph 37 of the Plaintiff’s

Complaint.

      38.    The Defendants reaffirm and reaver all previous admissions and denials.

      39.    Defendants deny the allegations contained in paragraph 39 of the Plaintiff’s

Complaint.

      40.    Defendants deny the allegations contained in paragraph 40 of the Plaintiff’s

Complaint.

      41.    Defendants deny the allegations contained in paragraph 41 of the Plaintiff’s

Complaint.

      42.    Defendants deny the allegations contained in paragraph 42 of the Plaintiff’s

Complaint.

      43.    The Plaintiff’s allegation requires no admission or denial.

      44.    The Plaintiff’s allegation requires no admission or denial.

      45.    The Plaintiff’s allegation requires no admission or denial.

                               AFFIRMATIVE DEFENSES

      1.     The Plaintiff’s Complaint fails to state a claim upon which relief can be granted.

      2.     The Plaintiff has waived the claims set forth in the Complaint.

      3.     The Plaintiff is estopped from setting forth the claims in the Complaint.




                                              5
       4.       The Plaintiff’s claim should be barred by the Doctrine of Unclean Hands.

       5.       The Plaintiffs Complaint is barred by the Statute of Frauds

II.                                   COUNTER-CLAIM

       1.       Defendant, PIE is an Ohio Corporation doing business in Chippewa Lake, Medina

County, Ohio.

       2.       Aran Aqua Pollution Control Systems (“Aran Aqua”) is a division of PIE.

       3.       Trikilis is an individual residing in Medina County, Ohio and is the President,

CEO and Chairman of the Board of Directors of PIE.

       4.       Aran Laboratories, Inc. (“Aran Labs”) is a Nevada Corporation doing business in

Medina County, Ohio.

       5.       PIE, through its division, Aran Aqua, is the manufacturer of a pollution control

system developed by Trikilis from their headquarters located in Chippewa Lake, Ohio.

       6.       In January, 2006, Conrad Mir met with Trikilis and informed him that he could

raise $3,000,000 capital for Aran Aqua.

       7.       In April, 2006, Conrad Mir was elected to the Board of Directors of

AranAirCorp.com based upon Mir’s representations that he could assist in capitalizing

AranAirCorp.com.

       8.       Based upon Mir’s representations, Trikilis changed the name of his Nevada

Corporation formerly known as AranAirCorp.com to Aran Laboratories, Inc.

       9.       PIE also made plans to transfer all of Aran Aqua’s assets to the new Aran Labs

corporation along with its liabilities, inventories, research and development projects, prototypes,

and accounts payable.




                                                 6
        10.     PIE was to hold 100% of the stock in Aran Labs until such time that the capital

was raised as promised by Mir.

        11.     At no time was PIE ever to represent less than 55% of the stock in Aran Labs.

        12.     On April 20, 2006, the Board of Directors of AranAirCorp.com met to elect

Conrad Mir and Steven C. Trikilis to the Board of Directors and change the name of

AranAirCorp.com to Aran Laboratories, Inc.

        13.     Mir and Trikilis also signed employment contracts with Aran Labs whereby Mir

and Trikilis would each receive $120,000.00 per year with options and commissions upon the

successful funding of Aran Labs in the amount of $3,000,000.

        14.     The Board of Directors of the new Aran Labs hired Mir as the CEO and President

of Aran Labs.

        15.     Mir, as President and CEO of Aran Labs, hired Mintz & Fraade, P.C. as Aran

Labs’ attorneys to prepare a subscription agreement for investors as well as other documents for

the sale of Aran Labs stock.

        16.     Alan Fraade and Mintz & Fraade, P.C. did not disclose to Trikilis or the other

directors of PIE or Aran Labs that Alan Fraade and Mintz & Fraade, P.C. was also Conrad Mir’s

personal attorney and that Conrad Mir was the subject of a lawsuit alleging breach of contract

and unjust enrichment in the State of New York.

        17.     As of June, 2006, Mir began selling stock in Aran Labs to outside investors.

        18.     In August, 2006, Ronald Shelp was elected to the Board of Directors of Aran

Labs.

        19.     In September, 2006, Maggie Ann Frase became controller of Aran Labs and all

financial matters of Aran Labs were now Maggie Ann Frase’s responsibility.




                                                7
       20.       In September, 2006, Aran Labs and Mir hired all of PIE’s employees including

Genevieve Rogers, and began selling inventory belonging to PIE to customers.

       21.       Aran Labs received the funds from the sale of PIE’s inventory.

       22.       In December, 2006, Mir and Aran Labs released a news story to the investment

community stating that Aran Labs was going to acquire all of Aran Aqua’s assets by mid

January, 2007.

       23.       Mir and Aran Labs were unable to acquire the investors as promised in order to

purchase the assts of Aran Aqua.

       24.       Aran Labs never paid PIE for any inventory sold by Aran Labs nor were any

funds received from the sale of PIE’s inventory transferred to PIE.

       25.       Aran Labs did not pay rent for the use of PIE’s facilities as promised.

       26.       Aran Labs lost vehicles belonging to PIE due to repossession as Aran Labs had

failed to make payments on said vehicles as promised.

       27.       PIE and Trikilis discovered that Mir and Frase were embezzling the investors’

funds in Aran Labs as well as funds belonging to PIE and Trikilis.

                                              COUNT I

                                           CONSPIRACY

       28.       The Defendants reallege and reaver all the allegations contained within the

Answer, Counter-claim and Third Party Complaint.

       29.       The Plaintiff herein formed a malicious combination with the Third Party

Defendants to convert the assets of PIE, convert the receivables of PIE, convert the intellectual

property of PIE and Trikilis, disparage the reputation of PIE and Trikilis along with PIE and




                                                  8
Trikilis’ credit, fraudulently used the credit of PIE and Trikilis, and disabled and paralyzed PIE

and Trikilis’ ability to do business.

       30.      The scheme propounded by the Plaintiff upon the Defendants was carried out

through a pattern of fraud, deceit and omission of material fact.

       31.     The scheme of fraud and deceit caused and continues to cause injury to the

Defendants and their business.

                                            COUNT II

                                                RICO

       32.     The Defendants reallege and reaver all the allegations contained within the

Answer, Counter-claim and Third Party Complaint.

       33.     There existed an association in fact or an actual association between the Plaintiff

and the Third Party Defendants listed herein.

       34.     Acting in combination with the Third Party Defendants, the Plaintiff converted

the assets of PIE, converted the receivables of PIE, converted the intellectual property of PIE and

Trikilis, disparaged the reputation of PIE and Trikilis along with PIE and Trikilis’ credit,

fraudulently used the credit of PIE and Trikilis and disabled and paralyzed PIE and Trikilis’

ability to do business.

       35.     The Plaintiff used the United States Postal Service, wire transfers and the internet

to affect interstate commerce.

       36.     The Plaintiff is associated with the Third Party Defendants for the common

purpose of engaging in a course of conduct to induce the Defendants to rely upon the fraudulent

statements and actions of the Plaintiff resulting in damage to the Defendants.




                                                 9
                                          COUNT III

                           PATTERN OF CORRUPT ACTIVITY

                               R.C. §2923.31 through §2923.36

       37.     The Defendants reallege and reaver all the allegations contained within the

Answer, Counter-claim and Third Party Complaint.

       38.     The Plaintiff committed a pattern of corrupt activity violative of R.C. §2923.31

through §2923.36.

       39.     The Plaintiff, in concert with the Third Party Defendants, converted the assets of

PIE, converted the receivables of PIE, converted the intellectual property of PIE and Trikilis,

disparaged the reputation of PIE and Trikilis along with PIE and Trikilis’ credit, fraudulently

used the credit of PIE and Trikilis and disabled and paralyzed PIE and Trikilis’ ability to do

business.

       40.     The Defendants have been damaged as a result of said fraudulent scheme

perpetrated upon them by the Plaintiff acting in concert with the Third Party Defendants with the

common motivation for profit through fraud and conversion.

                                          COUNT IV

                                            FRAUD

       41.     The Defendants reallege and reaver all the allegations contained within the

Answer, Counter-claim and Third Party Complaint.

       42.     The Plaintiff in concert with the Third Party Defendants falsely represented to the

Defendants that it would obtain investors to capitalize Aran Labs, acquire the assets of PIE, that




                                               10
PIE would be a majority share holder in Aran Labs, that Trikilis would have an employment

contract with Aran Labs, that Aran Labs would pay PIE and Trikilis for the use of PIE and

Trikilis’ property.

       43.     The representations of the Plaintiff in concert with the Third Party Defendants

were material to the transactions.

       44.     The representations of the Plaintiff in concert with the Third Party Defendants

were made with the intent of misleading the Defendants into relying upon the representations.

       45.     The Defendants were justified in relying upon the representations made by the

Plaintiff in concert with the Third Party Defendants and did in fact so rely.

       46.     As a result of the fraudulent actions of the Plaintiff in concert with the Third Party

Defendants, the Defendants have been damaged.

                                            COUNT V

                                         CONVERSION

       47.     The Defendants reallege and reaver all the allegations contained in the Answer,

Counter-claim and Third Party Complaint.

       48.     The Plaintiff in concert with the Third Party Defendants have taken wrongful

possession of Defendants’ property, including but not limited to, Defendants’ inventories,

accounts receivable, intellectual property and monies belonging to the Defendant.

       49.     The Plaintiffs wrongful possession of the Defendants inventories, accounts

receivable, intellectual property and/or other monies are negligent and/or intentional acts of

conversion.

       50.     The Defendant has suffered damage as a result the Plaintiff in concert with the

Third Party Defendants wrongful acts of conversion.




                                                 11
                                           COUNT VI

                                          DEFAMATION

       51.     The Defendants reallege and reaver all the allegations contained in the Answer,

Counter-claim and Third Party Complaint.

       52.     On more than one occasion, the Plaintiff, has accused the Defendants of financial

improprieties, embezzlement and other wrongful acts, all of which are untrue.

       53.     The Plaintiffs, have negligently, recklessly, and/or with actual malice made false,

defamatory and disparaging statements regarding the Defendants.

       54.     The Plaintiff’s false statements, have injured the Defendants’ reputation in both

their personal and business activities.

       55.     As a result of the Plaintiff’s defamatory statements, the Defendants have been

damaged.

                                           COUNT VII

                      TORTIOUS INTERFERENCE WITH BUSINESS

       56      The Defendants reallege and reaver all the allegations contained in the Answer,

Counter-claim and Third Party Complaint.

       57.     The Plaintiff, in concert with the Third Party Defendants, converted the assets of

PIE, converted the receivables of PIE, converted the intellectual property of PIE and Trikilis,

disparaged the reputation of PIE and Trikilis along with PIE and Trikilis’ credit, fraudulently

used the credit of PIE and Trikilis and disabled and paralyzed PIE and Trikilis’ ability to do

business.




                                               12
       58.     The Plaintiff in concert with the Third Party Defendants willful, wrongful,

malicious and forceful interference with the business activities of the Defendants constitutes

tortious conduct that has materially interfered with the Defendant’s business.

       59.     As a direct and proximate result of the tortious of the Plaintiff in concert with the

Third Party Defendants, the Defendants have lost profits and suffered other consequential and

incidental damages.

                                           COUNT VIII

                                   BREACH OF CONTRACT

       60.     The Defendants reallege and reaver all the allegations contained in Defendant’s

Answer, Counter-claim and Third Party Complaint.

       61.     The Plaintiff had a contract with the Defendants to pay the Defendants for the use

of the Defendants’ facilities, equipment, assets and intellectual property.

       62.     The Plaintiff breached said contract by failing to pay the Defendants for the use of

said facilities, equipment, assets and intellectual property.

       63.     As a direct and proximate result of the Plaintiff’s breach of contract, the

Defendants have been damaged.

                                            COUNT IX

                    QUANTUM MERUIT AND UNJUST ENRICHMENT

       64.     The Defendants reallege and reaver all the allegations contained in Defendant’s

Answer, Counter-claim and Third Party Complaint.

       65.     The Defendants conferred a benefit upon the Plaintiff in good faith by providing

the Plaintiff with the use of the Defendants’ facilities, equipment, assets and intellectual

property.




                                                  13
       66.     The Plaintiff accepted the benefit of Defendants’ facilities, equipment, assets and

intellectual property.

       67.     The Defendants expected compensation for the use of Defendants’ facilities,

equipment, assets and intellectual property.

       68.     The Plaintiff has been unjustly enriched in that it has not paid the Defendants for

the use of Defendants’ facilities, equipment, assets and intellectual property.

       69.     As a result of Plaintiff’s unjust enrichment, Defendants have been damaged.

                                            COUNT IX

                                     INJUNCTIVE RELIEF

       70.     The Defendants reallege and reaver all the allegations contained in Defendant’s

Answer, Counter-claim and Third Party Complaint.

       71.     The Defendant petitions this Court pursuant to Rule 65 of the Ohio Rules of Civil

Procedure for injunctive relief restraining the Plaintiff, his agents, servants, employees,

consultants, contractors, officers, attorneys, affiliates, successors and assigns and any other

individual or entity within its control or under its supervision, and all other persons or entities

acting on concert with it or on its behalf from continuing to disparage the Defendants’

reputations, from using the assets of the Defendants and from using the credit of the Defendants

pending a full hearing and determination of the Defendants’ Counter-claim.

       72.     Unless the Plaintiff is restrained and enjoined from continuing to disparage the

Defendants’ reputations, from the use of the Defendants’ assets, and from the use of the

Defendants’ credit, the Defendants will suffer irreparable injury, loss and damage for which it

has no adequate remedy at law.




                                                 14
        WHEREFORE, the Defendants demands compensatory and punitive damages against the

Plaintiff in an amount exceeding $25,000.00. Furthermore, the Defendants seek restitution and

specific performance as a result of the conversion of the Defendants’ property. Defendants

further demand that the Defendants be granted both preliminary and permanent injunctive relief

as is set forth above along with costs, interest, attorney fees and any further relief this Court

seems just and proper.

III.                          THIRD PARTY COMPLAINT

        73.    The Defendants reallege and reaver all the allegations contained in Defendant’s

Answer, Counter-claim and Third Party Complaint.

        74.    Conrad F. Mir is a resident of the State of New Jersey and is doing business

within the State of Ohio as the President and CEO of Aran Labs.

        75.    Maggie Ann Frase is an individual residing in the State of Ohio and is doing

business in the State of Ohio as the controller of Aran Labs.

        76.    Ronald Shelp is an individual residing in the State of New York and doing

business in the State of Ohio as the director of Aran Labs.

        77.    Genevieve Rogers is an individual residing in Wayne County, Ohio. She is an

employee of Aran Labs.

        78.    Alan Fraade is an attorney at law licensed to practice law in the State of New

York and doing business in the State of Ohio as an attorney for Aran Labs.

        79.    Mintz & Fraade, P.C. is a professional corporation of attorneys at law registered

in the State of New York and doing business in the State of Ohio as the attorneys at law for Aran

Labs.




                                                15
       80.      PIE, through its division, Aran Aqua, is the manufacturer of a pollution control

system developed by Trikilis from their headquarters located in Chippewa Lake, Ohio.

       81.      In January, 2006, Conrad Mir, met with Trikilis and informed him that he could

raise $3,000,000 capital for Aran Aqua.

       82.      In April, 2006, Conrad Mir was elected to the Board of Directors of

AranAirCorp.com based upon Mir’s representations that he could assist in capitalizing

AranAirCorp.com

       83.      Based upon Mir’s representations, Trikilis changed the name of his Nevada

Corporation formerly known as AranAirCorp.com to Aran Laboratories, Inc.

       84.      PIE also made plans to transfer all of Aran Aqua’s assets to the new Aran Labs

corporation along with its liabilities, inventories, research and development projects, prototypes,

and accounts payable.

       85.      PIE was to hold 100% of the stock in Aran Labs until such time that the capital

was raised as promised by Mir.

       86.      At no time was PIE ever to represent less than 55% of the stock in Aran Labs.

       87.      On April 20, 2006, the Board of Directors of AranAirCorp.com met to elect

Conrad Mir and Steven C. Trikilis to the Board of Directors and change the name of

AranAirCorp.com to Aran Laboratories, Inc.

       88.      Mir and Trikilis also signed employment contracts with Aran Labs whereby Mir

and Trikilis would each receive $120,000.00 per year with options and commissions upon the

successful funding of Aran Labs in the amount of $3,000,000.

       89.      The Board of Directors of the new Aran Labs hired Mir as the CEO and President

of Aran Labs.




                                                16
        90.      Mir, as President and CEO of Aran Labs hired Mintz & Fraade, P.C. as Aran

Labs’ attorneys to prepare a subscription agreement for investors as well as other documents for

the sale of Aran Labs stock.

        91.      Alan Fraade and Mintz & Fraade, P.C. did not disclose to Trikilis or the other

directors of PIE or Aran Labs that Alan Fraade and Mintz & Fraade, P.C. was also Conrad Mir’s

personal attorney and that Conrad Mir was the subject of a lawsuit alleging breach of contract

and unjust enrichment in the state of New York.

        92.      As of June, 2006, Mir began selling stock in Aran Labs to outside investors.

        93.      In August, 2006, Ronald Shelp was elected to the Board of Directors of Aran

Labs.

        94.      In September, 2006, Maggie Ann Frase became controller of Aran Labs and all

financial matters of Aran Labs were now Maggie Ann Frase’s responsibility.

        95.      In September, 2006, Aran Labs and Mir hired all of PIE’s employees including

Genevieve Rogers, and began selling inventory belonging to PIE to customers.

        96.      Aran Labs received the funds from the sale of PIE’s inventory.

        97.      In December, 2006, Mir and Aran Labs released a news story to the investment

community stating that Aran Labs was going to acquire all of Aran Aqua’s assets by mid

January, 2007.

        98.      Mir and Aran Labs were unable to come up with the investors as promised in

order to purchase the assts of Aran Aqua.

        99.      Aran Labs never paid PIE for any inventory sold by Aran Labs nor were any

funds received from the sale of PIE’s inventory transferred to PIE.

        100.     Aran Labs did not pay rent for the use of PIE’s facilities as promised.




                                                  17
       101.    Aran Labs lost vehicles belonging to PIE that Aran Labs’ employees were using

due to repossession as Aran Labs had failed to make payments on said vehicles as promised.

       102.    PIE and Trikilis discovered that Mir and Frase were embezzling the investors’

funds in Aran Labs as well as funds belonging to PIE and Trikilis.

                                           COUNT I

                                        CONSPIRACY

       103.    The Defendants reallege and reaver all the allegations contained within the

Answer, Counter-claim and Third Party Complaint.

       104.    The Plaintiff herein formed a malicious combination with the Third Party

Defendants to convert the assets of PIE, convert the receivables of PIE, convert the intellectual

property of PIE and Trikilis, disparage the reputation of PIE and Trikilis along with PIE and

Trikilis’ credit, fraudulently used the credit of PIE and Trikilis, and disabled and paralyzed PIE

and Trikilis’ ability to do business.

       105.     The scheme propounded by the Plaintiff and Third Party Defendants upon the

Defendants was carried out through a pattern of fraud, deceit and omission of material fact.

       106.    The scheme of fraud and deceit caused and continues to cause injury to the

Defendants and their business.

                                           COUNT II

                                                RICO

       107.    The Defendants reallege and reaver all the allegations contained within the

Answer, Counter-claim and Third Party Complaint.

       108.    There existed an association in fact or an actual association between the Plaintiff

and the Third Party Defendants listed herein.




                                                 18
       109.    Acting in combination with the Third Party Defendants, the Plaintiff converted

the assets of PIE, converted the receivables of PIE, converted the intellectual property of PIE and

Trikilis, disparaged the reputation of PIE and Trikilis along with PIE and Trikilis’ credit,

fraudulently used the credit of PIE and Trikilis and disabled and paralyzed PIE and Trikilis’

ability to do business.

       110.    The Plaintiff and Third Party Defendants used the United States Postal Service,

wire transfers and the internet to affect interstate commerce.

       111.    The Plaintiff is associated with the Third Party Defendants for the common

purpose of engaging in a course of conduct to induce the Defendants to rely upon the fraudulent

statements and actions of the Plaintiff resulting in damage to the Defendants.

                                           COUNT III

                            PATTERN OF CORRUPT ACTIVITY

                                R.C. §2923.31 through §2923.36

       112.    The Defendants reallege and reaver all the allegations contained within the

Answer, Counter-claim and Third Party Complaint.

       113.    The Plaintiff and Third Party Defendants committed a pattern of corrupt activity

violative of R.C. §2923.31 through §2923.36.

       114.    The Plaintiff, in concert with the Third Party Defendants, converted the assets of

PIE, converted the receivables of PIE, converted the intellectual property of PIE and Trikilis,

disparaged the reputation of PIE and Trikilis along with PIE and Trikilis’ credit, fraudulently

used the credit of PIE and Trikilis and disabled and paralyzed PIE and Trikilis’ ability to do

business.




                                                19
       115.    The Defendants have been damaged as a result of said fraudulent scheme

perpetrated upon them by the Plaintiff acting in concert with the Third Party Defendants with the

common motivation for profit through fraud and conversion.

                                           COUNT IV

                                             FRAUD

       116.    The Defendants reallege and reaver all the allegations contained within the

Answer, Counter-claim and Third Party Complaint.

       117.    The Plaintiff in concert with the Third Party Defendants falsely represented to the

Defendants that it would obtain investors to capitalize Aran Labs, acquire the assets of PIE, that

PIE would be a majority share holder in Aran Labs, that Trikilis would have an employment

contract with Aran Labs, that Aran Labs would pay PIE and Trikilis for the use of PIE and

Trikilis’ property.

       118.    The representations of the Plaintiff in concert with the Third Party Defendants

were material to the transactions.

       119.    The representations of the Plaintiff in concert with the Third Party Defendants

were made with the intent of misleading the Defendants into relying upon the representations.

       120.    The Defendants were justified in relying upon the representations made by the

Plaintiff in concert with the Third Party Defendants and did in fact so rely.

       121.    As a result of the fraudulent actions of the Plaintiff in concert with the Third Party

Defendants, the Defendants have been damaged.




                                                 20
                                           COUNT V

                                         CONVERSION

       122.    The Defendants reallege and reaver all the allegations contained in the Answer,

Counter-claim and Third Party Complaint.

       123.    The Plaintiff in concert with the Third Party Defendants have taken wrongful

possession of Defendants’ property, including but not limited to, Defendants’ inventories,

accounts receivable, intellectual property and monies belonging to the Defendants.

       124.    The Plaintiff and Third Party Defendants wrongful possession of the Defendants’

inventories, accounts receivable, intellectual property and/or other monies are negligent and/or

intentional acts of conversion.

       125.    The Defendants have suffered damage as a result of the Plaintiff acting in concert

with the Third Party Defendants wrongful acts of conversion.

                                           COUNT VI

                                        DEFAMATION

       126.    The Defendants reallege and reaver all the allegations contained in the Answer,

Counter-claim and Third Party Complaint.

       127.    On more than one occasion, the Plaintiff and Third Party Defendants have

accused the Defendants of financial improprieties, embezzlement and other wrongful acts, all of

which are untrue.

       128.    The Plaintiff and Third Party Defendants, have negligently, recklessly, and/or

with actual malice made false, defamatory and disparaging statements regarding the Defendants.

       129.    The Plaintiff and Third Party Defendants’s false statements, have injured the

Defendants’ reputation in both their personal and business activities.




                                                21
       130.    As a result of the Plaintiff and Third Party Defendants’s defamatory statements,

the Defendants have been damaged.

                                          COUNT VII

                     TORTIOUS INTERFERENCE WITH BUSINESS

       131.    The Defendants reallege and reaver all the allegations contained in the Answer,

Counter-claim and Third Party Complaint.

       132.    The Plaintiff, in concert with the Third Party Defendants, converted the assets of

PIE, converted the receivables of PIE, converted the intellectual property of PIE and Trikilis,

disparaged the reputation of PIE and Trikilis along with PIE and Trikilis’ credit, fraudulently

used the credit of PIE and Trikilis and disabled and paralyzed PIE and Trikilis’ ability to do

business.

       133.    The Plaintiff in concert with the Third Party Defendants willful, wrongful,

malicious and forceful interference with the business activities of the Defendants constitutes

tortious conduct that has materially interfered with the Defendants’ business.

       134.    As a direct and proximate result of the tortious conduct of the Plaintiff in concert

with the Third Party Defendants, the Defendants have lost profits and suffered other

consequential and incidental damages.

                                          COUNT VIII

                                    INJUNCTIVE RELIEF

       135.    The Defendants reallege and reaver all the allegations contained in Defendant’s

Answer, Counter-claim and Third Party Complaint.

       136.    The Defendant petitions this Court pursuant to Rule 65 of the Ohio Rules of Civil

Procedure for injunctive relief restraining the Plaintiff, their agents, servants, employees,




                                                22
consultants, contractors, officers, attorneys, affiliates, successors and assigns and any other

individual or entity within its control or under its supervision, and all other persons or entities

acting on concert with it or on its behalf from continuing to disparage the Defendants

reputations, from using the assets of the Defendants and from using the credit of the Defendants

pending a full hearing and determination of the Defendants’ Counter-claim.

       137.    Unless the Plaintiff and Third Party Defendants are restrained and enjoined from

continuing to disparage the Defendants’ reputations, from the use of the Defendants’ assets, and

from the use of the Defendants’ credit, the Defendants will suffer irreparable injury, loss and

damage for which it has no adequate remedy at law.

                                           COUNT IX

                                   LEGAL MALPRACTICE

       138. The Defendants reallege and reaver all the allegations contained in Defendant’s

Answer, Counter-claim and Third Party Complaint.

       139.    Third Party Defendants Mintz & Fraade, P.C. and Alan Fraade were retained by

Mir in his capacity as President and CEO of Aran Labs to prepare a subscription agreement for

investors as well as other documents for the sale of Aran Labs stock.

       140.    At the same time that Third Party Defendants, Mintz & Fraade, P.C. and Alan

Fraade undertook the legal representation of Aran Labs they were also providing legal

representation to Conrad Mir in his individual capacity with regard to a lawsuit alleging breach

of contract and unjust enrichment in the State of New York.

       141.    As PIE was to be the majority shareholder of Aran Labs sock, Third Party

Defendants, Mintze & Fraade, P.C. and Alan Fraade owed the Defendants a duty to exercise




                                                23
ordinary care, skill and diligence required of an attorney practicing within his respective area of

practice.

        142.     Said Third Party Defendants failed to exercise the ordinary care, skill and

diligence required of an attorney practicing within his respective area of practice in representing

the Plaintiff.

        143.     The legal interests of Conrad Mir and those of the Defendants were adverse at the

time of the dual representation in that they were opposing parties in the negotiation of a business

arrangement.

        144.     Third Party Defendants Alan Fraade and Mintz & Fraade, P.C. failed to obtain the

Defendants informed consent to undertake the dual representation.

        145.     Specifically, the Third Party Defendants did not disclose to Trikilis or the other

directors and shareholders of P.I.E. and Aran Labs that Alan Fraade and Mintz & Fraade, P.C.

was also Conrad Mir’s personal attorney and that Conrad Mir was the subject of a lawsuit

alleging breach of contract and unjust enrichment in the State of New York.

        146.     As a direct and proximate result of the Third Party Defendant’s conflict of interest

and negligence, the Defendants have been damaged.

        WHEREFORE, the Defendants demand compensatory and punitive damages against the

Third Party Defendants in an amount exceeding $25,000.00. Furthermore, the Defendants seek

restitution and specific performance as a result of the conversion of the Defendants’ property.

Defendants further demand that the Defendants be granted both preliminary and permanent

injunctive relief as is set forth above along with costs, interest, attorney fees and any further

relief this Court seems just and proper.




                                                  24
                                           Respectfully submitted,



                                           _____________________________________
                                           THEODORE J. LESIAK (#0041998)
                                           ALICIA M. HATHCOCK (#0077640)
                                           Attorneys for Defendants/Third Party Plaintiffs
                                           OBERHOLTZER, FILOUS & LESIAK
                                           39 Public Sq., Suite 201
                                           Medina, Ohio 44256
                                           330)725-4929 Fax (330) 723-4929
                                           E-Mail Address: counsel@medinalaw.com




                                    JURY DEMAND

      The Defendants/Third Party Plaintiffs hereby demand a trial on their Complaint by the

maximum number of jurors allowed by law.



                                           ___________________________________
                                           THEODORE J. LESIAK (#0041998)
                                           ALICIA M. HATHCOCK (#0077640)
                                           Attorneys for Defendants/Third Party Plaintiffs




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