RFF Family Partnership, LP v. Link Development, LLC et al

Filing 1

COMPLAINT Verified Complaint against Robert V Wallace, Jeffrey B. Karll, Link Development, LLC, Russell and Associates LLC Filing fee: $ 350, receipt number 0101-3432030 (Fee Status: Filing Fee paid), filed by RFF Family Partnership, LP. (Attachments: # 1 Civil Cover Sheet, # 2 Civil Cover Sheet Category, # 3 Exhibit A - Certificate of Organization, # 4 Exhibit B - Foreclosure Deed, # 5 Exhibit C - Desert Pine Mortgage, # 6 Exhibit D- Certificate of Organization, # 7 Exhibit E - Managers Cert, Cert of Manager, # 8 Exhibit F - Desert Palm Mortgage, # 9 Exhibit G - BD Mortgage, # 10 Exhibit H - Amendment of Mortgage, # 11 Exhibit I - Certificate of Organization, # 12 Exhibit J - Superior Court Complaint, # 13 Exhibit K - Link Land Court Complaint, # 14 Exhibit L - Note, # 15 Exhibit M - Loan Agreement and mortgage, # 16 Exhibit N - Guaranty, # 17 Exhibit O - subordination agreements, # 18 Exhibit P - Assignment, # 19 Exhibit Q - Settlement Agreement, # 20 Exhibit R - Russell Land Court Complaint, # 21 Exhibit S - Land Court Decision, # 22 Exhibit T - Memorandum of Sale, # 23 Exhibit U - redacted P&S)(Briansky, Richard)

EXHIBIT R

COMMONWEALTH OF MASSACHUSETTS
TIIE TRIAL COIIRT OF TIIE COMMOIYWEALTH
SUFT'OLK,

SS.

LAND COIIRT DEPARTMENT
NO.: 10-MISC -425681

RUSSELL & ASSOCIATES, LLC
a Massachusetts Limited Liability Company,

Plaintiff
vs.

ROBERT V. WAILÁ.CE, JR., as Trustee of the
BDLENDINGTRUST,
DESERT PINE LLC, a Massachusetts Limited
Liability Company a&/a Desert Palm LLC
and./or, alternatively,
DF,SERT PALM LLC, a Limited Liability
Company of Currently Unknown Origin,
F.FF' F'AMILY PARTNERSHIP LIMITED
PARTNERSHIP,
a California Limited Partnership
THE TOWN OF SAUGUS, a Muuicipal
Corporation, and
PITT PIPELINE COMPANY, INC.,
a Massachusetts Corporation,
GEORGE BENJAMIN CONLEY, as Executor of
the WiIl of Elizabeth Conley, deceased,
Defendants

ønd

LINK DEVELOPMENT LLÇ a Massaehuseú1s
Limitcd Liability CompanS and
PETER F. RUSSELL, ESQ,, individually,
sHoPs¿,TSAUGUS,
a Delaware Limited Liability Company,
CARUSO MUSIC COMPANY, a Massachusetts
Corporation,
Interested Parties

FoR D E c

LA*'

VERIFIED COMPLAINT

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r H E R RE LrE F

WRI FIED COMP LA I NT AND JUR Y CIA IM
Russell & Associates, LLC v. Rober-t V. lVallace, Jr., etc., et.
Land Court Department ofthe Trial Court
Page2 of 12
Ma¡ch 25, 2010

â1.

NOW COMES THE PLAINTIFF, RUSSELL e ASSOCATES, T T Ç a Massachusetrs Limited
Liability Company, by and through Peter F. Russell, Esq., its Manager, a¡rd who, having been
duly swom upon his oath as to the truthfi.¡lness of the facts contained herein to the best of his
information, knowledge and belief, does now depose and state, as ând fot its WRIFIED
COMPLAINT and its JURY CL,{IM against the above-named Defendants, only, and expressly
not against the Interested Pa¡ties, who a¡e named in compliance with MGL, Chapter 231A,
Section 8, as follows:

BACKGROUND
OF THIS DECLARATORY JUDGMENT ACTION
AND PLAINTIFF'S REQUESTS FOR RELIEF
This is an action for Declaratory Judgment under the authority of MGL, Châpter 23lA and MGL
Chapter 185 to determine the priority of all of the encumbrances on four (4) parcels of land in
Saugus, Essex County, Massachusetts, the legal title to all of which parcels is now held by the
Inter€sted Party, Lirk Development, LLC, all four (4) parcels comprising one (1) entire parcel of
approximately twenty-two (22) acres, more or less, and located at what is iommonly known as
1040 Broadway (Route One Noth) in Saugus, Essex County, Massachusetts (hereinafter,
together, the "Link Parcel" atrd, separately, the "Link Parcels"). Three (3) of the Link Parcels
are unregistered and the one (1) remaining Link Parcel is registered as more fully described in
*Exhíb¡l A" attached he¡eto and
incorporated by reference herein. Approximately 9 acres of the
Link Parcel abuuing Route One North are zoned "commercial" and the remaining approximately
13 acres are zoned "residential".
There now exisls a bona fde díspute between and arnong the Plaintiff, on the one hand, and
some o¡ all of the Defendants, on the other hand, as to the existence and priority of the
encumbrances as and between or ¿rmong them against each and./o¡ all of the Link Parcels. This
bona fide dispute has produced uncertainty as to rights and entitlements of each party to this
action in the event of any foreclosu¡e o¡ other sale of the Link Pa¡cels as to priority ofpayment to
the lienholders.

Litigation was filed by Plaintiff at the request of Link Development LLC for the benefit of the
Link Parcels in late 2006 and it is noteworthy that the Mortgage loan transaction between RFF
Family Partnership Limited Partnership and Link Development LLC took place in mid-October
of 2007. It is believed to be uncontested that RFF Family Partnership Limited Pafnership
entered into its said Mortgage loan transaction with full knowledge and awareness of the
engagement and active litigation of the Plaintiff for the benefit of Link Development LLC and
the Link Parcels. In short summary, Plaintiffbegan its work on November 6, 2006 and that fact
- coupled with the actual knowledge of RFF Family Partnership Limited Partnership of
Plaintiffs activities for Link Development LLC - would, under the applicable law to be ægued

WRIFIED COMPT¿LINT AND IURY CLAIM
Russell & Associates, LLC v, Robert V, Wallace, Jr., etc., et. al.
Land Court Department ofthe Trial Court
Page 3 o'f 12
Ma¡ch 25, 2010
before this Cou*, give priority to Plaintiff over RFF Farnily Partnership Limited Partnership in
each and all of the Link Parcels conceming the :Plaintiffs attorney's lien a¡rd RFF's mortgage
lien.

Indeed, the pendency of the aggressive litigation by Plaintiff on behalf of its Client, Link
Development LLC enabled Link Development LLC to negotiate an advantageous "Settlement
Agreement" with its abutter, Shops at Saugus, LLC and the abutter's predecessor, Caruso Music
Compan¡ a copy of which "Settlement Agreement" is attached hereto and incorporated herein as
*Exhìbìl ü" by which Link Development LLC was to receive a total payment of $60,000 and
Ia¡d'of Link Development LLC was to be "swapped" or exchanged - a tansaction that would
add badly needed and valuable land to ihe entrance to the Li¡k Pa¡cel ftom Route One North and
a transaction that would materially increase the value of all of the Link Parcels, especially the
registered Link Parc.el. Unfortunately, the parties to the^ExhÍbít ß" Setdement Agreement have
been yet been able to consuÍrmate the transactions contemplated therein since the making of
tlese agreements on October 30,2007 because of the refirsal ofBD Lending Trust to execute and
deliver a discharge of their recorded Mortgage against the Link Parcel to be "swapped" to the
Shops at Saugus LLC.

TIME IS OF THE ESSENCE a\d ex-p(trterelief is now required and requested by Plaintiff to
avoíd ineparable harm to the Plaintiff because one of the Defendants, RFF Family Partnership
Limited Partnership, has now scheduled a þreclosure sale of the Link Parcels for Friday,
Mørch 26, 2010 at 11:00 a.m- and has, through its legal cormsel (who received oral notice
yesterday that the Plaintiff would be filing this Verified Complaint and would be seeking a stay
of the scheduled fo¡eclosure sale), stated that R-FF Family Partnership Limited Partnership does
not recognize and does now contest t}le claims oftle Plaintiff (a) tllat the Plaintifl is owed, as of
March 21, 2010, the sum of $857,229.13 by Link Development LLC and (b) ttrat the Plaintiff
now has an attomeys lien against the Link Parcels that is superior in right and priority to the
claims ofRFF Family Partnership Limited Partnership on each ofthe said Link Parcels because
of that attomey's lien granted under MGL, Chapter 221, Section 50 - a statute that pre-dates even
the ownership of the Link Parcels by Link Development LLC and therefore pre-dates any claim
of mortgage lien by Defendant RFF Famíly Partnership Limited Partnership.
These a¡e not the only reasons why the Plaintiff is seeking a Declaratory Judgment thal its
Attomeys Lien has priority over the recorded Mofgage of RFF Family ParErership Limited
Partnership. Regarding the one Li¡rk Parcel of registered land desctibed in Transfe¡ Certificate of
Title No. 80033, RFF Family Partnership Limited Parhrership does not recognize and contests
the claim of the Plaintiff that iT is the bonafide assignee, as of Februaty 26,2009 [Document No4'181791, of the Mortgage granted by Link Development LLC to Desert Palm LLC on or about
September 29, 2006 [Document No . 472370] and thus the Plaintiff noW holds a priority position
to that Mortgage granted by Link Development LLC to RFF Family Partnership Limited

VER-IFIED COMPLAINT AND JITRY CI}IIM
Russell & .Associates, LLC v. Robert Y. Wallace, Jr., etc, et. aI.
Land Court Department of the Trial Court

of 12
March25,2010

Page 4

Partnership [Document No. 483516] on or abou( october 16,2007 regardless ofits. see the copy
80033 att¿ched hereto and incorporated by reference
herein a.s"Exhibit C'.

of the T¡ansfer Certificate of Title No.

Moreover, a carefi¡l examination of the said "Er¿ ibìt C'Tnnsfer Certificate of Title reveals that
the purported Subordination Agreement that was registered on October 10, 2006
[Document No.
4723871 so âs to purport to place the BD Lending Trust Mortgage [Document No. 472372] in a
priority position fails because it was not ex€cuted by Desert Palm LLC (the holder of the
Mortgage [Document No. 472371] but was executed by Desert Pine LLC and Desert pine LLC
did not have any authority to execute any document on behalf of Desert Palm LLC. Thus the
Desert Palm LLC Mortgage - now assigned to Plaintiff- is in the first priority on the registered
Link Parcel and is now held and owned by Plaintiff - a position believed to be contested by both
Defenda.rit BD Lending Trust and by Defendant RFF Family Limited Parrnership.

This Declaratory Judgment action is brought by the Plaintiff law frrm because there are,
ttre¡efore, a number of current cont¡oversies between the Plaintiff and the Defenda¡ts and the
action is needed so as to finally settLe and determine, among other matters in conüoversy, the
following matters:

(a) The attachment and priority of the Plaintif8s Attomey's Lien claims under MGL, Chapter
221, Section 50 against one or Ìnore of the Link Parcels in light of the recent holdings of the
Massachusetts Supreme Judicial Court in the case of Ropes & Gray LLP vs. Craig R. Jalbert,
454 Mass. 407 (2009), a copy of which is attached hereto as 'Exhibít D" and in light of the
holdings in GMAC Mortgage Corp. vs. Bayko,lJSDC for the District of Massachusetts, Civil
Action No. 05-11746-GAO (See the Order ofHon. Judge O'Toole dated December 12,2007, a
copy of which is attached hereto as "ExhÍ,bit tr"') and in light ofthe holdings in the case of In Re:
Albert,206B.R.636 (D. Mass. 1997), a copy of which is an¿ched he¡ ero as "Exhibit F ); and
(b)

The attachment and prionty of the recorded Mortgage given by Link Development LLC
to Desert PaLr, LLC against the registered Link Parcel and therea.fter assigned to Plaintiff; and

(c)

The attachment and priority of a certain Certificate of Attomey's Lien given by Unk
Development LLC to Plaintiff against one or more ofthe unregistered Link Parcels and thereafte¡
recorded againsl three (3) unregistered Link Pa¡cels þut not the registered parcel), a copy of
which is attached hereto and incorporated by reference herein æ " Exhibít G' ; arrd

(d)

The propriety of the refusal of the Land Court to accept the registration of a certain
Certificate of Attorney's Lien (identical to *ExhÍbìt G') given by Link Development LLC ro
Plaintiff to be recorded against the one (l) Link Parcel of registered land. Interestcd Party Peter
F. Russell attempted to timely ¡egister a swom Certificate of Attomey's Lien against the said

WRTFIED COMPLAINTAND JURY CI}TIM
Russell & Associafes, LLC v. Robert V. Wallace, Jr., etc", et. al.
Land Court Department of the Trial Court
Page 5

of i2

Ma¡ch 25, 2010
registeretl Link Pa¡cet but his auempt was refused by the Land Court, and to order the Clerk of
tÍe Court to accept such Certificate of Attomey's Lien for registration, nunc pro tunc to the date
that it was tendered by Interested Party Peter Russell for registration; and

G)

The nature, extent and priority of any and a-ll encumbrances against each and all of the
Link Parcels so that the Plaintiff a¡rd the Defendants and f}re Interested Parties a¡e all clear as to
the pdority of each party's interest in, to and as against each and all ofthe four (4) Link Parcels;
and

(Ð

All

other rights of the Plaintiff regarding each and all of the Link Parcels.

In this Decla¡atory Judgment action, the Plaintiff requests the determinations, above, to be
decided and made after notice to ali interested parties and a full hearing and for a Temporary
Restraíning Order to issue forthwith so as to stay a certain foreclosu¡e sale now scheduled by
Defendant RFF Family Parrnership Limited Partnership for this Friday, March26,2010 at I l:00
a.m., and to thereafter have a contested hearing on the request of the Plaintiff for a Preliminary
Injunction to continue the said stay until such timc as the Court can conduct a fuIl Trial on the
merits of this Declaratory Judgment action because only afrer such a full Trial on the merits or
Declaratory Judgment of the Court can the Plaintiff, each of tlte Defendants and each of tfte
other Interested Pariies then know and understand the implications to each of them of the priority
of thei¡ respective encumbrance and other claims inasmuch as the priorily and bona fìde amowús
of the each of the claims of the Plaintiff and each of the Defendants wilf materially affect the
decisions to be made by the Plaintiff and each of the Defendants and the Interested Parties at any
foreclosu¡e or other sale of any or all of the Link Pa¡cels.

JURISDICTION AND WNUE
Jurisdiction over the Defendants is formded upon fhe provisiotrs of MGL, Chapler 223A,
Sections 2 and 3 and other applicable provisions of Massachusetts 1aw.
Venue is proper in the Land Court pursu¿nt to the provisions of MGL, Chapter I 85, Section
1 and other applicable provisions of Massachusetts law including, but not limited to, MGL,
Chapter 223 , Section 12.

THE PARTIES
The Plaintiff, Russell &.Associates LLC is a Massachusetts Limited Liability Company
with its principal place of business at 200 Highlaad Avenr¡e, Needham, Norfolk County,
Massachusetts and is engaged in the practic€ of law.

VERIFIED COMPI¿UNT AND TJRY CLAIM
Russell & .Associates, LLC v. Robert V. Wallace, Jr., etc., et. sl.
Land Court Department ofthe Triâl Court
Page 6

of

12

March 25, 2010

4.

The Interested Party, Peter F. Russell, is ær individual with a principal place ofbusiness at
200 Highland Avenuq Needham, Norfolk County, Massachusetts; and he is the Manager
and Registered Agent of and fo¡ the Plaintiff and is ân attomey, licensed to practice law in
tåe Commonwealth of Massachusetts.

5.

Upon information and belief, the I¡terested Party, Link Development LLC, is

,
6.

a

Massachusetts Limited Liability Company with its principal place of business at 2 Prince
Sheet, BostorL Suffolk County, Massachusetts; and the Manager and Resident Agent of and
for Link Development LLC is Jeffiey B. Karll.

Upor i¡formation and belief, the Defendært, Robert V. Wallace, Jr. is the Trustee of BD
I-ending Trust, having a principal place of business at 80 Summer Streeq Boston" Suffolk
County, Massachusetts-

7.

Upon information and belief, the Defendant, Desert Pine LLC is a Massachusetts Limited
Liabilþ Company with its principal place of business at 2 Prince Street, Boston, Suffolk
County, Massachusetts; and the Manager and Resident Agent of and for Desert Pine LLC is
Jeffrey B. Karll.

8.

Upon information and belief, the Defendant, Desert Pine LLC is also IsLown as and holds a
Mortgage on the registered land parcel of the Link Pa¡cels under the name "Desert Palm

LLC'.

9.

Upon very limited information and beliei and expressly pleading in the altemative, the
Defendanq Desert Pat¡ LLC is a Limited Liability Company with a principal place of
business at a location that is presently unknou,n to the Plaintiff.

10.

Upon information and belief, the Defendant RFF Family Partnership Limited Partnership
is the name used in Massachusetts to transact business by RFF Family Partnership, L.P-, a
Califomia Limited Liability Partnership with a principal place of business at 226 23ñ
Street, Santa Monica, Califo¡nia and is registered to do business in the Commonweallh of
Massachusetts with the Secretåry of the Commonwealth, Corporations Division; and its
Registered Agent is Bay State Corporate Services, Inc. wiih a princiFal place ofbusiness
at 6 Beacon Street, Suite 510, Boston, Suffolk County, Massachusetts; and its General
Par¡rer is RFF, Inc., a Califomia Corporation, whose President is Robef B. F¡eedman.

11.

Upon idormation and belief the Defendant RFF Family Partnership Limited Partneßhip
is also known as and does business unde¡ the names of RFF Family Partnership, L.P.
and/or RFF Family Limited Liability Padnership.

VER]FIED COMPLAINT AND JURY CLAIM
Russell & Associates, LLC v. Robert V. Wallace, Jr., etc., et
Land Court Dep¡rtment of the Trial Court
Page7 of 12
March 25, 2010

12.

â1.

Upon information and belief, the Defendant Town of Saugus is a Massachusetts
municipality, incorporated in the Commonwealth of Massachusetts æ a municipal
corporation with a principal place of business at Town Hall, 298 Central Street, Saugus,
Essex County, Massachusetts.

13.

is a
Massachusetts Corporation and with a principal place of business at 3l I Bear Hill Road,
Suite 1, \Malthanr" Middlesex County, Massachusetts and whose President is Gerald J.
Upon information and belief, the Defendant Pitt Pipeline Company, lnc.
Pittorino, Jr.

14.

Upon information and belief, the Defenda¡t George Conley is, or ai one time was, the
Executor of the Estate of Elizabeth Conley, deceased; and, firrther, it appeâfs ftom the
Certificate of Title No. 80333 relating to the registered Link Parcel, that the said
Defendant is the holder ofa Mortgage [Document No. i75339] registered on August 20,
1980 in the amount of $160,000 against the said registered Link Parcel as more fully
appears in the said Tra¡sfer Certificale of Title attached hereto and incorporated by
reference he¡ein as 'Exhibit C'. As of the date of the frling of this Verified Complaint,
the Plaintiff has no knowledge of the whe¡e¿bouts of the said George Conley or the
County and State wherein the Estate ofElizabeth Conley was filed.

14.

Upon information and belief, the Interested Party, Shops at Saugus LLC is a Delaware
Limited Liabilþ Company and its principal offrce is at 121 West Forsyth Stree! Suite
200, Jacksonville, Florida and ils resident agent in the Commonwealth of Massachusetts
is Corporation Service Company, 84 State Street, Boston, Suffolk County, Massachusetts
and the Manager of the Shops at Saugus LLC is Regency Cente¡s, L.P. and its General
Palner is Regency Centers Corporation, Celia Paulk, Vice-President

15.

Upon information and belief, the Interested PaÍy, Cânrso Music Company, is a dissolved
Massachusetts Corporation and its principal place of business is at One Independent
Drive, Suite 114, Jacksonville, Florida and its resident agent in the Commonwealth of
Massachusetts is Corporation Service Company, 84 State Streef, Boslon, Suffolk County,
Massachusetts and the President is Jay Donegan.

16.

Upon information and belief, each of the Defendants and each of the Interested Parties
claim a legal interest in one or more of the Link Pa¡cels, as does the Plaintifl but there is
now a bona fde dispute as to the nah¡re and púority of each such interest exacerbated by
the foreclosure sale scheduled by RFF Family Partnership Limited Partnenhip for
tomorow, March 26,2010 at l1:00 a.m., which scheduled sale now necessitates Cou¡t
action to prevent iûeparable harm to the Plaintiff and other parties to this litigation who
may not have been given the proper notice of the said foreclosure proceeding. ln shof,

WRIFIED CO MP LAINT AND J URY CLAI M
& Associates, LLC v. Robert V. \{allace, Jr.,
Land Court Department of the Trial Court
Page 8 of 12
Russell

etc., et. al.

March 25, 2010

the foreclosure sale may be flawed by not following appropriate procedures and by the
parties not knowing the priority of their encumbrances-

RUSSELL & ASSOCIATES LLC INVOLVEMENT WITTI
AND BENEFITS RESULTING TO THE LINK PARCELS
l7

.

On or about November 6, 2006, Link Development LLC by and tfuough Jeftey B. Karll, its
Manager, entered into â contract to engage the professionâl legâl services of the Plaintiffto

perfomr legal services for

Lbk

Development LLC and the benefit

of its real estate

invesbnent and development in Saugus, Massachusetts; and a true and complete copy ofthe
"Russell & Associates LLC Temrs and Ccnditions of Engagement with Link Development
LLC' is attached hereto and incorporated by reference herei¡ as " Exhibít H' .

16.

On and following its engagement on November 6, 2006, Ptaintiff prepared, filed and
litigated certaín litþation to protect the interest of Li¡k Development LLC directly rclating
to the Saugus properqy by filing and prosecuting contested litigalion in both the Suffolk
Superior Court (Link DevelopmenÌ LLC v. Stuart Sojcher, et. al. - Civil Action No.
SUCV2006-05242 and filed on December 15, 2006) and in the Land Court (ZÍnlc
Development LLC vs. Stuart Sojcher et. al., Land Court Department No. 336908 and filed
in mid-Janua¡y of 2007), which l,and Court proceeding was then consolidated into the
aforesaid Superior Court action by Order of the Chief Judge in April of 2007) and the
P1aintiff thereafter engaged in motion practice and discovery and eventually engaged in a
Mediation Proceeding in the first quarter of2009; and a copy ofthe "Mediation Statemenf'
of Link Deveþment LLC, dated February 25,2009, which summa¡izes the nah¡e and
scope of the contested litigation, is attached hereto and incorporated by teference herein as

"Exhihit

I'.

18.

In the course ofthe litigation, the Plaintiff obtained a Default in favor of Link Development
LLC and agairst one of the defendanæ (on February 26, 2008) and the Mediation process
produced a "Settlement Ag¡eement" dated February 27,2009, among Link Development
LLC and the remaining defendants, a copy of which is attached hereto and incorporated by
reference herein as "Exhibìt Ì'.

19.

*Exhibit ,l'
Unfortunately, as of the date of this Verified Complaint, the parties to tbe
Settlemenf Agre€ment have not yet conswnmated the setllement and, f¡e¡eforc, the
litigation in the Suffolk Superior Cou¡t, Civil Action No. 06-05242, remains pending as of
this date and the Suffolk Superior Court litigation will therefore continue to be prosecuted
by the Plaintiff.

VERTFIED COMPLAINT ANÐ JARY CLAIM
Russell & Associates, LLC v. Robert V. Wallace, Jr., etc', et. al.
Land Court Department of the Trial Court
Page 9

of l2

March 25,2010

20.

As of March 21, 2010, Link Development LLC is indebted to the Plaintiff in the total sum
of $859229.13 for the professional services and costs of the Plaintiff expended in the
prosecution of this litigation since November 6, 2006 as is stated in the Afüdavit of Jefftey
B. Katll, the Manager of Link Development LLC attached hereto æ "Exhibít K''
Moreover, this sum is reasonably expected to increase as the litigation continues and as
interest agreed to by the parties in the "Exhìbìt II' engagement letter continues to accrue.

21.

Aìso, as stated in the Afidavit of Jeftey B. Ka¡ll of Link Development LLC attached
hereto and incorporated by reference he¡ein as "Exhibit I"; the professional services
rendered by Plaintiff have now enabled Li¡k Development LLC to be able Ûo continue to
ma¡ket the Link Parcels for sale and have produced direct benefits to the Link Parcel.

VERIFICATION
Peter F. Rusiell, Esq., in my capacity as an attomey licensed to practice law in the
commonwealth of Massachusetts a¡rd as the Manager of the Plaintiff, Russell & Associates,
LLC, having been fust duly swom upon my oath, do hereby state that I have read the foregoing
Background statement and each of t]rc 22 numbered paragraphS, above, line-by-line, and that the
facts contained therein a¡e true and corect and/of reasonably believed by me to be true after
reasonable inquþ.

I,

SUBSCNBED AND SWORN TO TTNDER THE PAINS AND PENALTIES OF PERJURY,
THIS 2fh DAY OF MARCH,2OTO:
Peter F. Russell, as Manager of and

Authorized Agent of and for the Plaintiff,
Rr¡ssell & Associates, LLC, a
Massathusetts Legal Liability Company

RELIEF SOUGHT FROM THE COURT
ITHEREFORE, the Plainti-Ë Russell & Associates, LLC, a Massachusetts Limited Liability
Company, requests and prays that the Couf take the following actions and grant to the Plaintifflhe
following temporary and permanent relief:

A.

krunediateþ issse a ex-parte Temporary Restrøìning Oriler to RFF Family ParUrership
Limited Pa¡tnership, ils Managers, Members, Attomey, Auctioneers and Agents, and each
and all ofthem or any other person or entity acting in consort with any of them, prohìbiting

WRTFIED COMPUITNT AND JARY CI. IM
Russell & Associates, LLC v. Robert V. Wallace, Jr., etc., et. al.
Land Court Department of the Tr¡al Court
Page l0 of 12
March 25,2010
the foreclosu¡e sale of any of the Li¡k Parcels ftom takíng place without fi;rther Order of
this Court; and

B.

lmmediately appoint a Special Process Server for lhe purpose of serving RFF Family
Limited Pa¡t¡rership with the Temporary Restraining O¡der and for serving any other legal
process in this case; and

C.

Schedule a hear¡ng on a date certain on the Plaintifs Request for a Preliminary
Injuncúion, enjoining and restraining RFF Family Partoership Limited Parhership, its
Managers, Members, Attorney, Auctioneers and Agents, and each and all of them or any
other person or entity acting in consort with any of them, from scheduling, advertising or
conducting any foreclosure sale ofany of the Link Pa¡cels and prohibiting any foreclosure
sale of any of the Link Parcels from taking place without fi.rther Order of this Court afte¡ a
Trial or other hearing of the Declaratory Judgment action on the merits; and, furtlrer, to
provide a reasonable notice to all Defendants and lnterested Parties of the date and time of
the hearing on the Request of the Plaintiff for a Preliminary l4junction and to order the
Clerk ofthe Court to forthwith issue the appropriate process for service upon all Defendants
and Interested Parties; and

D.

Waive any requirement hat any bond be posted by the Plaintiff inasmuch as the fair ma¡ket
value ofthe land is, upon infomration and belief in excess ofthe sum total ofthe legirimate
lien claims against fhe Link Pa¡cels and there is adequate protection afforded by the value of
the land; and

F.

Crant a Declaratory Judgment to the Plaintiffdecla¡ing that the Plaintiff has a first position
priority lien against each and all of the Link Parcels pursuant to the legal authority ofRopes
& Grey LLP vs. Craig R. Jalbert and other citied authority for the firll amount of its
reasonable legal fees and costs and expenses of litigation incuned in the preservation of the
real property of Link Development LLC and in the obøiníng of othet benehts to fhe Link
Parcels; and to deterrrine and declare the priority of payment to the Defenda¡ts of the
remaining liens and encumbrances against the Link Parcels upon the sale of all or any of the
Lfuk Parcels; and

G.

Gr¿nt a Decla¡atory Judgment to the Plaintiff declaring that the Pfaintiff, as assignee ofthe
Mortgage given by Link Development LLC to Deset Palm LLC, has a first position priority

lien against the registered Link Parcel; and

H.

Gra¡¡t a Declaratory Judgment to the Plaintiff, as assignee of the Mortgage given by Link
Development LLC to Desert Pine LLC, has a first (or second) position priority lien against
the three (3) registered Link Pa¡cels; a¡rd

VE RI FI ED CO MP LAI NT AND J URY CLAIM
Russell & Associates, LLC v. Robert V. Wallace, Jr., etc., et. al.
Land Court Departmenf ofúhe Trial Court

of 12
March25,2010

Page 11

Grant a Decla¡atory Judgment to the Plaintifi determining and declaring the priority of the
Plaintif s recorded Certificate of Attomey's Lien corsensually given by Link Development
LLC to Plaintiff againsf each of the three (3) urregistered Link Parcels as opposed to all
other claims; and

Order the Clerk of the Land Court to acc€pt fo¡ immediate registuation the Certificaæ of
Attomey's Lien corsensually given by Link Development LLC to Piaíntiff that the lriterest
Party Peter F. Russell, Esq., on behalf of the Plaintifl attempted to regisrer in the Land
Court but wbich tender was refixed, such regist¡ation to be effective, nunc pro tunc, tø tbe
same date d.rat the tender was made; and

K.

Fot continued and futu¡e interest on the amount of the Judgrnent sum after March 21,
2010, computed at the contract rate of interest agreed to in"Exhíbìt IÌ', from the date of
the commencement of this action, i.e., Match 25, 2010, pursuant to the authorþ of MGL,
Chapter 231, Section 6B and for a frnding by the Court of the first to occur ofthe date of
breach by Link Development LLC and./o¡ date of dema¡d to Link Development LLC by
the Plaintiff.

L.

For costs and expens¿,s ofthe Plaintiff pursuant to the authority of Chapter 261, Section
and subject to the restrictions of Chapter 261, Section 4; and

M.

For the reasonable counsel fees of the Plaintiff ifpermitted by law; and

N-

For such other temporary and permanent reliefwhìch to the Court shall seem meet and just.

JURY CLAIM
The Plaintiffdemands trial by jury as to afl matters so-triable.
Respectfu lly submitted,

Russell & Associates, LLC,
a Massachusetts Limited Liability Company

by its attorney,

J^-Ê,-=ñ*-,

S.rtt R*St."e"sttt, E.+
BBO#:480390

i

WRIFIED COMPLAINTAND TURY CLAIM
Russell & Associates, LLC v. Roberú V, Wallacq Jr., etc., et. al.
Land Court Department of the Triâl Court
Page 12 of n
M.a¡ch,25,2010
STEVENSON & LYNCH, P.C.
62 Derþ Street Suites 4-5
Hingham, Massachusetts 02043

Dated: March 25, 2010

cc:,

Telephone: [phone]
Facsimile Copier: [phone]
E-Mail: SStevenson@Stevensonl¡'nch.com

VIA EMAIL to: MMacCla¡ .y@ht:mslev ,com (without exhibiis)

VA HAND DELIIZftÍ (with exhibits)

RF[' Family Parfnership Limited Partnership
c/o Michael D. MacClary, Esq., its Ättorney
Bums & Iævinson LLP
125 Summer Street

Boston, MA 021l0
VIA Email to: [e-mail]