Professional Documents
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MICHAEL ILITCH, JIMMY SHEMAMI, 00.0t8s37.c2
ILITCH HOLDINGS, INC A
Michigan Corporation, RICHARD FENTON
and, LITTLE CAESAR ENTERPRISES, lNC.
a Michigan Corporation
Jointly and severally
Defendants
NOW COMES Plaintiff LISA WOOD by and through her attorney Douglas A.
McKinney, hereby brings the following complaint against defendants MICHAEL lL|TCH,
FENTON and, LITTLE CAESAR ENTERPRISES for (i) breach of contract; (ii)
conspiracy (iii) misappropriation of trade secrets; (iv) breach of fiduciary duties; and (v)
negligence in failing to protect or defend the trade secret and intellectual property of
its agents, owners and employee's of their fiduciary and contractual duties owed
4. Defendant Jimmy Shemami for all times relevant herein was an employee of
Corporate Defendant and was employed in the City of Detroit, County of Wayne,
State of Michigan.
State of Michigan.
7. Defendant, Little Caesar Enterprises, Inc. is a corporation with its principal place
8. The, defendants' acts giving rise to this dispute occurred at least in part within
the City of Detroit, County of Wayne, State of Michigan and, on information and
belief defendants regulady conduct business within the City of Detroit, County of
COMMON ALLEGATIONS
11. Plaintiff, Lisa Wood developed a restaurant concept that involved a unique
12. At the insistence of Ronald llitch, son of Defendant Michael llitch, this concept
Plaintiff.
marketing and business strategies, and various other intellectual properties were
described to the agents and attorneys of Defendant Little Caesars including its
14. In addition Plaintiff provided Defendant Little Caesars art work and proposed
menus for her business concept "Pizza On The Water" and/or "Pizza By Boat"
15. This, information concerning was highly confidential and not known in the public
domain.
16. The, Defendants made specific promises to the Plaintiff Lisa Wood that including
but not limited to the concept, slogans and artwork created by Plaintiff would be
protected by the use of trademark and/or copyright laws for future use and
18. The Plaintiff accepted and the Defendants did execute said agreement.
19. That in reasonable reliance upon these expressed promise, and the covenants
contained in the written agreements the Plaintiff described in detail her concept,
the slogans she had developed and turned over to Defendant the unique artwork
20. It had been represented by Defendants that all necessary legal steps had been
intellectual property.
23. Thereafter, at the direction of Defendants' agent David Scarvano Plaintiff began
study to determine the water traffic on the waterways in the Detroit Metro area
and to search for appropriate locations for the franchise stores to utilize the
24. fn July 2004 the full commitment of support was obtained from Defendant
llitch terminated.
26. Due to injury and trauma the Plaintiff was unable to continue to actively pursue
the opening of the franchise stores of Defendant and could no longer continue to
aid in the development of the concept "Pizza On The Water" and/or "Pizza By
27. In July 2004 the full commitment of support was obtained from Defendant
28. After a substantial period of recovery Plaintiff inquired as to the current status of
29. Plaintiff was informed that Defendant was balking at going fonvard with the
agreements made
30 Thereafter, Plaintiff learned that a competing pizza company began to utilize the
31. Plaintiff demanded that the Defendant defend the intellectual property assigned
to Defendant.
33. Plaintiff was informed that the Defendant may not have protected the unique
34. Plaintiff is fearful that Defendant may not have properly protected the intellectual
property she assigned to Defendant and that she may now be left with no ability
seized items of personal property and the same have not been returned.
COUNT I
BREACH OF CONTRACT
36. Plaintiff, Lisa Wood re-alleges each and every allegation contained in paragraphs
1 through 35, inclusive, of its Complaint as though completely set forth herein.
37. Plaintiff and Defendants entered into a contract for the protection, development
and marketing of the business concept "Pizza On The Water" and/or "Pizza By
Boat".
38. That Plaintiff has performed all of her contractual obligations including but not
39. The Defendants have breached the contract by failing to protect the intellectual
property of the Plaintiff providing four (4) fully functioning franchises with the
"Pizza On The Water" and/or "Pizza By Boat" and marketing and promoting the
40. As a proximate result of Defendants' breach of the contract Plaintiff has been
damaged including but not limited to the following failure to commence the
business "Pizza On The Water" and "Pizza By Boat" protect by trademark and/or
41. That the amount in controversy exceeds Twenty Five Thousand and 00/100
Defendants as shall be found from the proofs in excess of Twenty Five Thousand and
00/100 ($25,000.00) dollars plus cost interest and attorney fees and such other relief
COUNT II
CIVIL CONPIRACY
42. Plaintiff re-alleges each and every allegation contained in paragraphs 1 through
43. That for some time prior to August 2, 2004 with the permission of Ronald llitch
44. At the same time Plaintiff also maintained a separate residence in the City of
45. That on or about August 2, 2004 the Plaintiff was removed from the Troy,
46. Also contained in the Troy, Michigan home was evidence of a crime that had
47. That on or about August 2, 2004 upon information and belief the Defendants
through their agents, servants and/or employees refused entry into the home of
48. That for approximately 3 days thereafter upon information and belief the personal
49. The Defendants have asserted that the written contracts executed by the parties
never existed.
50. Upon information and belief the intent, motive and ulterior purpose of the denial
of the existence and the execution of the agreements by the parties aforesaid
Troy, Michigan home of Ronald llitch and conceal and or destroy property and
52. The actions of the Defendants seek to accomplish a legal purpose by illegal
53 That as a direct and proximate result of the actions taken by the Defendants the
Plaintiff has been damaged including but not limited to the following ways:
found from the proofs in excess of Twenty Five Thousand and 00/100 ($25,000.00)
8
dollars plus cost interest and attorney fees and such other relief this Court shall deem
couNT lll
PROMISSORY ESTOPPEL
54. Plaintiff re-alleges each and every allegation contained in paragraphs 1 through
intellectual property including a business concept, slogans, research and art work
developed by her.
56. Plaintiff reasonably relied upon the promises and representations of the
Defendants.
57. Defendants promises and representations were either false when made or
has been and will continue to be irreparably injured since a competitor has began
use of the intellectual property developed by Plaintiff and upon information and
59. That the amount in controversy exceeds Twenty Five Thousand and 00/100
the proofs in excess of Twenty Five Thousand and 00/100 ($25,000.00) dollars plus
cost interest and attorney fees and such other relief this Court shall deem just
COUNT IV
60. Plaintiff re-alleges each and every allegation contained in paragraphs 1 through
61. The Defendants came into possession of the intellectual property of the Plaintiff
62. Defendants have breached each and every one of the foregoing duties:
63. As a direct and proximate result of Defendant's breach of his fiduciary duties
owed to Plaintiff has suffered and will continue to suffer irreparable harm and
damages including but not limited to loss profits and lost royalties.
amount as shall be found from the proofs in excess of Twenty Five Thousand and
00/100 ($25,000.00) dollars plus cost interest and attorney fees and such other relief
10
COUNT V
NEGLIGENCE
64. Plaintiff re-alleges each and every allegation contained in paragraphs 1 through
65. Defendants owed a duty to the Plaintiff to perform business function in keeping
66. Defendants knew that the Plaintiff was relying upon the Defendants to protect her
67. Defendants breached their duties including but not limited to failing to protect and
68. As a direct and proximate result of the negligence of the Defendants the Plaintiff
has been damaged including but not limited to the use by a competitor of the
found from the proofs in excess of Twenty Five Thousand and 00/100 ($25,000.00)
dollars plus cost interest and attorney fees and such other relief this Court shall deem
'w
Doug Kinney (P354
Attorneys for Plaintiff
P. O. 8ox214145
Auburn Hills, Ml 48321-4145
(248) 587-5075
Dated: January 22,2009
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