Angående det inställda loppet i St Pete: https://f1.tauzero.se/main.php?url=news ... &dept=CART
Om rättighetsinnehavaren till loppet Tom Begley försöker få den nya ägarna till Champ Car, dvs OWRS att betala det han anser CART är skyldig honom så ska man inte få syssla med affärsverksamhet. Har han inte hört talas om aktiebolag och begränsad risk? Idiot!
/Jan
Tom Begley
-
desricz
- Inlägg: 683
- Blev medlem: tor jan 31, 2002 01:00
Här är stämningen, bara å börja plöja 
IN THE CIRCUIT COURT OF THE SIXTH JUDICIAL CIRCUIT
IN AND FOR PINELLAS COUNTY, FLORIDA
CIVIL DIVISION
THOMAS BEGLEY, individually, and as
President and on behalf of the
GRAND PRIX FOUNDATION OF
ST. PETERSBURG, INC., and
THOMAS BEGLEY AND
ASSOCIATES, a Florida corporation
Jury Trial Demanded
Plaintiffs,
Case No.: 03-009666CI-008
v.
Division:
DOVER MOTORSPORTS, INC., as
real party in interest, and a Delaware
corporation; CHAMPIONSHIP AUTO
RACING TEAMS, INC., a Delaware
corporation; OPEN WHEEL RACING
SERIES, LLC, a Delaware Limited Liability
Company, OPEN WHEEL ACQUISITION, INC.,
a Delaware Corporation, GRAND PRIX
ASSOCIATION OF LONG BEACH, a California
corporation; the CITY OF ST. PETERSBURG,
a municipal corporation; and
CHRISTOPHER R. POOK,
Defendants.
___________________________________/
COMPLAINT FOR DAMAGES, INJUNCTIVE RELIEF
AND ELECTION OF JURY TRIAL
PARTIES
1. Thomas Begley is and was at all material times a resident
of Pinellas County, Florida.
2. Thomas Begley and Associates, Inc., is and was at all material
times
hereto a Florida corporation with its principal place of business in
Pinellas County, Florida.
3. The Grand Prix Foundation of St. Petersburg, Inc., is and was at
material
times hereto a not for profit corporation established to promote and
support a street racing event
in St. Petersburg, Florida known as the Grand Prix of St. Petersburg.
4. Dover Motorsports, Inc., is and was at all material times hereto a
Delaware corporation engaged in business in St. Petersburg, Florida,
acting through its agents, a
wholly owned subsidiary known as Grand Prix Association of Long Beach,
Inc., and through
Christopher R. Pook.
5. Grand Prix Association of Long Beach, Inc., is and was at all
material
times hereto a California corporation, a wholly owned subsidiary of
Dover Motorsports, Inc., and
acted on behalf of Dover Sports, Inc., being totally within the
control of Dover Motorsports, Inc.,
and, at all times hereto, the decisions, actions, and representations
hereinafter discussed were
made by Dover Motorsports, Inc., not Grand Prix Association of Long
Beach, Inc.
6. Championship Auto Racing Teams, Inc., is a Delaware corporation,
and
was at all material times hereto engaged in business in St.
Petersburg, Florida, acting for itself,
and in concert with Dover Motorsports, Inc. Championship Auto Racing
Teams, Inc., sanctions
street racing events in St. Petersburg and elsewhere around the
country.
7. Open Wheel Racing Series LLC is a specially formed entity whose
principal
business is to acquire Championship Auto Racing Teams, together with
License and Use
Agreements with the City of St. Petersburg which were wrongfully
acquired in violation of the
contractual rights of the Plaintiffs in this cause, as set out more
fully hereinafter.
8. Open Wheel Acquisition Corporation is a wholly owned subsidiary of
Open
Wheel Racing LLC formed for the purpose of effecting a merger with
Championship Auto
Racing Teams, so as to obtain the License and Use Agreements with the
City of St. Petersburg3. The Grand Prix Foundation of St. Petersburg,
Inc., is and was at material
times hereto a not for profit corporation established to promote and
support a street racing event
in St. Petersburg, Florida known as the Grand Prix of St. Petersburg.
4. Dover Motorsports, Inc., is and was at all material times hereto a
Delaware corporation engaged in business in St. Petersburg, Florida,
acting through its agents, a
wholly owned subsidiary known as Grand Prix Association of Long Beach,
Inc., and through
Christopher R. Pook.
5. Grand Prix Association of Long Beach, Inc., is and was at all
material
times hereto a California corporation, a wholly owned subsidiary of
Dover Motorsports, Inc., and
acted on behalf of Dover Sports, Inc., being totally within the
control of Dover Motorsports, Inc.,
and, at all times hereto, the decisions, actions, and representations
hereinafter discussed were
made by Dover Motorsports, Inc., not Grand Prix Association of Long
Beach, Inc.
6. Championship Auto Racing Teams, Inc., is a Delaware corporation,
and
was at all material times hereto engaged in business in St.
Petersburg, Florida, acting for itself,
and in concert with Dover Motorsports, Inc. Championship Auto Racing
Teams, Inc., sanctions
street racing events in St. Petersburg and elsewhere around the
country.
7. Open Wheel Racing Series LLC is a specially formed entity whose
principal
business is to acquire Championship Auto Racing Teams, together with
License and Use
Agreements with the City of St. Petersburg which were wrongfully
acquired in violation of the
contractual rights of the Plaintiffs in this cause, as set out more
fully hereinafter.
8. Open Wheel Acquisition Corporation is a wholly owned subsidiary of
Open
Wheel Racing LLC formed for the purpose of effecting a merger with
Championship Auto
Racing Teams, so as to obtain the License and Use Agreements with the
City of St. Petersburg which were wrongfully acquired in violation of
the contractual rights of the Plaintiffs in this
cause, as set out more fully hereinafter.
9. Christopher R. Pook at all material times hereto was a resident of
Long
Beach, California, acting both on behalf of himself, Dover
Motorsports, Inc., and Championship
Auto Racing Teams, Inc. (CART). As more fully hereinafter alleged,
Pook traveled to and
engaged in business in Pinellas County, Florida.
10. The City of St. Petersburg is a Florida municipal corporation,
organized
and acting under the laws of Florida and is an indispensable party to
this lawsuit as the City is a
party to agreements which were fraudulently obtained. No monetary
damages are sought against
the City of St. Petersburg which was an innocent party in these
matters, victimized by the
misrepresentations of the co-defendants as further set forth herein.
Begley cannot speak for the
City, but would welcome joinder by the City in this lawsuit so the
City can recover its damages
and get its race back from Dover and CART.
JURISDICTION AND VENUE
11. This court has jurisdiction of this cause as the amount in
controversy
exceeds $15,000.00.
12. Venue is proper in Pinellas County, Florida, as the cause of
action accrued
in Pinellas County, Florida, and the injuries and damage complained of
herein are and were
suffered in Pinellas County, Florida, the plaintiffs being residents
of Pinellas County, Florida,
and the defendants engaging in and intending to engage in business in
Pinellas County, Florida,
namely the theft of Grand Prix of St. Petersburg from Thomas Begley
and Thomas Begley and
Associates, Inc., and the City of St. Petersburg.
13. This court has venue of this action as the injuries and actions
complained
of either took place in Pinellas County, Florida, or resulted in
injury and damage to the plaintiffs
in Pinellas County, Florida.
FACTUAL ALLEGATIONS
14. By the middle of 2001, Thomas Begley had worked for ten years to
bring
a street race to St. Petersburg. Begley personally and through Begley
& Associates, Inc. had
invested countless hours, civic and business contacts and well over
$750,000.00 in out of pocket
expenses which remain due and outstanding. At the time Tom Begley
“sold” the race to CART
and Dover, he dreamed of bringing and running a world class grand prix
street racing event in
and for the City and people of St. Petersburg.
15. On April 26, 2001, Begley procured an Amended and Restated License
and Use Agreement, Amended and Restated Real Estate License Agreement
and an Amended
and Restated Lease Agreement between his corporation, Thomas Begley
and Associates, Inc.,
and the City of St. Petersburg. Copy of these agreements are Exhibit
1. 1 The first agreements
between Begley and the City of St. Petersburg had been procured by him
on February 2, 1994,
and consisted of a License and Use Agreement with a right to hold
professional automobile races
on the streets of St. Petersburg as well as a Real Estate License
Agreement and Lease Agreement
for storage of race materials at the public works complex at 1635 3rd
Avenue North, and the old
fire headquarters located at 1429 Arlington Avenue North.
16. The Amended and Restated License and Use Agreement among other
things provided that Thomas Begley and Associates, Inc., be under
contract with a sanctioning
1 There has been a claim by Dover that many of these exhibits are
confidential and/or
proprietary. Therefore, the exhibits are not now attached to this
Complaint but will later be
submitted under seal to the Court for its instruction. body
(specifically contemplating CART) by December 31, 2001, or the
Agreement would
become null and void.
17. Following the execution of the April 26, 2001, Amended and
Restated
License and Use Agreement, Thomas Begley continued working to achieve
the sanctioning
necessary and as required by that Agreement.
18. Thomas Begley entered into a series of negotiations with
Christopher R.
Pook, who at that time was an employee of Dover Motorsports, Inc., but
who, on or before
November 28, 2001, advised the Mayor of St. Petersburg among others,
that he was being
pursued by and contemplating employment as CEO of CART.
19. Thomas Begley’s negotiations with Pook and Dover and through Pook
both Dover and CART, contemplated and required certain fundamental
requirements regarding
which Pook, CART, and Dover were well aware:
a) Thomas Begley would continue to be involved in and actively
participate in
the management operations of the Grand Prix of St. Petersburg;
b) Dover Motorsports was made aware of Thomas Begley’s outstanding
debts to
procure the racing event, and the consideration to Begley would be
sufficient so that all creditors
could be satisfied;
c) A community foundation would be established, eventually the Grand
Prix
Foundation of St. Petersburg, Inc., through which community support
and energy would continue
to be generated and which would provide charitable and other services
related to the racing event
which would be supported by Dover Motorsports; d) Thomas Begley would
have and continue to have a long term relationship with
the Grand Prix of St. Petersburg both to protect the community’s
interest in the event and to
assure the realization of his dream, his livelihood and the repayment
of his creditors.
20. The License and Use Agreement with the City of St. Petersburg was
and is
valuable. For example, CART recently paid some $1.2 million and
assumed $4.6 million in
liabilities to obtain such a license and use agreement in Miami,
Florida, for the Grand Prix of the
Americas.
21. During the negotiations leading up to the execution of the Fee
Agreement
on October 26, 2001, Exhibit 2, between Grand Prix Association of Long
Beach and Thomas
Begley, Begley was led to believe by Pook, Dover Motorsports, and CART
that Begley’s goals,
requirements, and purposes would be met and that the Fee Agreement was
just the first
agreement between Tom Begley and Dover Motorsports and that Begley
would become an
employee of Dover Motorsports (Dover) for the purpose of continuing to
manage and supervise
the Grand Prix of St. Petersburg.
22. The following specific representations, which turned out to be
false, and
which were knowingly false at that time they were made and made for
the purpose of inducing
Begley to act, were made as follows:
a) On June 11, 2001, Tom Begley, through a mutual friend, found that
Chris Pook
wanted to talk to him. Tom Begley reached Chris Pook and had his first
face-to-face discussion
with him August 14, 2001, when a lunch meeting at the Renaissance
Vinoy Hotel between Tom
Begley and Pook (along with mutual friend Steve Edwards) took place;
b) Pook at that meeting assured Tom Begley that in the first year of
the event the
event would not only break even, but would in fact make “a lot of
money.” In addition, Pook
assured Tom Begley that the first year of the event would be 2003;
c) In the afternoon of August 14, 2001, Mayor Rick Baker, Pook, Tom
Begley,
Ken Welch, Joel Giles, Steve Edwards and Rick Mussett had a further
meeting regarding
bringing the race to St. Petersburg. This meeting took place on the 20
th floor of the Bank of
America building in downtown St. Petersburg in the offices of Carlton
Fields, a prominent law
firm. At that time Carlton Fields was representing Tom Begley. At that
meeting there was a
presentation on economic development, the Mayor promoted the City of
St. Petersburg to Chris
Pook, and Chris Pook promoted the race to the Mayor. It was decided
that the event would be
known as the Grand Prix of St. Petersburg. No specific discussions
regarding finances were
conducted. There was a conceptual decision that the race should go
forward;
d) On August 15, 2001, following the conceptual meeting of August 14,
2001,
Tom Begley faxed to Pook at Dover a resume along with a summary of Tom
Begley’s
contributions to the event and the contributions of Thomas Begley and
Associates, Inc. The fax
is Exhibit 5. Included in that list is the License Agreement, capital
assets, market knowledge and
relationships, volunteer database, Real Estate Rental Agreements, 2002
book of business and so
forth. Conservatively the value of the assets which Begley and
Associates contributed to Dover
is in excess of one million dollars ($1,000,000.00).
e) The next day, anxious to make a deal, Pook on behalf of Dover faxed
a two
page letter to Tom Begley requesting copies of various documents and
information. That letter is
Exhibit 6; f) On August 22, 2001 Pook mailed to Begley a
Non-Disclosure Agreement
which he wanted Tom Begley to sign. Copy of that Agreement is Exhibit
7;
g) On September 11, 2001 Begley and Pook met once again at the
Renaissance
Vinoy Hotel and at that time Pook presented to Begley a term sheet
which contemplated that
Begley would receive ten percent of the pre-tax, post depreciation,
post one year start up costs,
gross profits for each year the event was to be operated, among other
things. In addition, Begley
was to be chairman of the Grand Prix of St. Petersburg and was
assigned to renegotiate the
agreements with the City of St. Peterburg to accomplish the running of
the race under the
auspices of the Grand Prix Association of Long Beach on behalf of
Dover Downs Entertainment
(Dover). A copy of the memo from Christopher R. Pook to Tom Begley of
September 11, 2001
is Exhibit 8. Tom Begley faxed to Chris Pook a memorandum which set
forth the understanding
of the parties that,
“We both understand the employment as Manager was critical to allowing
me to
move forward and agree to the percentages to get our deal done. I
believe you
also know that being involved in management is important to me and has
its
genesis in my long-term commitment to producing a successful Grand
Prix event
in St. Petersburg and in meeting my short-term financial obligations.”
A complete copy of this fax memo is Exhibit 9. Neither Pook, Dover nor
CART ever advised
Begley that this pre-condition was not achievable: they continued to
mislead and deceive him.
h) On October 18, 2001, Pook assured Tom Begley that year one results
or bottom
line would be between $2.5 million and $3.5 million, net before taxes,
of which Tom Begley was
to receive ten percent.;
i) On October 18, 2001, Pook faxed to Begley a pro forma, Exhibit 3
which
substantiated this statement and, the pro forma which eventually
became part of the Fee Agreement, Exhibit 4, contained the same
numbers and only changed the limiting phrase, “actual
results may vary” which did not appear in the document as initially
faxed to Tom Begley.
23. Tom Begley and Dover had an impasse around September 11, 2001;
Begley in order to earn a living and pay off his debts insisted on a
percentage of gross.
However, Pook and Dover and CART were only willing to provide a
percentage of net. To
resolve that impasse, Pook offered an illusory $120,000 a year post as
General Manager of the
event.
24. In return for assurances that the “at will” employment was not
really at
will but would be co-terminus with the Fee Agreement, Tom Begley did
not insist upon earnest
money, an annuity, or upon repayment of his outstanding obligations.
25. On or about September 11, 2001, Begley was led to believe by Pook
and
Dover that he, Pook and Dover were “wooing” CART. CART insisted upon a
Letter of Intent
with the City of St. Petersburg by December 15, 2001, or else CART
would begin negotiations
with an Alabama group to run a race at the Florida Fairgrounds in
Tampa. In reality, CART used
the Alabama group as a “stalking horse”, as CART (through its major
shareholders) had already
begun preliminary discussions with Pook to become CEO of CART, which
he in fact became, in
December of 2001, and Pook used the CART “stalking horse” as leverage
over Begley and the
City of St, Petersburg, when he well knew that CART intended to
execute and enter into a deal
with the City of St. Petersburg because Pook by that time was
effectively acting on behalf of
CART, which he did not disclose.
26. On September 17, 2001 Pook wrote a Dear Tom letter advising Tom
that
the Fee Agreement was in process and that Tom would become an employee
of Dover under standard terms and conditions. A copy of this Fee
Agreement is Exhibit 10. This is the first
draft of the Fee Agreement.
27. On October 1, 2001, Tom Begley and Pook had a telephone conference
in
which Pook and Begley discussed a planned meeting for October 3, 2001
and the attendees:
Dennis McGlynn, CEO of Dover, John Lopes, Vice-President, Race
Operations, CART,
Christopher Pook, Tom Begley, and St. Petersburg Mayor Rick Baker and
his senior staff,
including Rick Mussett and Kevin Dunn.
28. On October 2, 2001 there was another telephone conference between
Pook
and Tom Begley. There was additional discussion about the meeting
planned for the next day.
29. On October 2, 2001 on behalf of Tom Begley, Jim Rowe, who was then
Tom Begley’s lawyer, faxed a letter to Klaus Belohoubek, General
Counsel for Dover, stating in
part, that the Fee Agreement should require the Grand Prix Association
of Long Beach “provide
support and funding for this organization [the Foundation] in order
that Mr. Begley can carry out
his obligation to provide year round visibility to promote the company
and the event.” Copy of
this letter is Exhibit 11.
30. Following the fax letter of October 2, 2001, on October 3, 2001,
the
meeting with the City took place. On October 2, 2001, Belohoubek had
agreed to support the
Foundation and agreed to support Mr. Begley. Copy of the Belohoubek
letter of October 2, 2001
is Exhibit 12.
31. On October 2, 2001, Dover, CART and Begley were anxious to reach
agreement in principal before the meeting with City on October 3,
2001, as it was important for
the parties planning to put on the race to have an agreement amongst
themselves in order to
obtain the City’s support and agreement.
32. On October 3, 2001, there was a meeting in City Hall with Mayor
Rick
Baker via telephone conference from Walt Disney World and Rick
Mussett, Kevin Dunn, Tom
Begley, Chris Pook, Dennis McGlynn and John Lopes. The meeting was
essentially for the City
to advise Dover and CART that the City of St. Petersburg had the
capacity, ability, and
willingness to put on an event of the magnitude of the Grand Prix. At
the conclusion of the
meeting , Dennis McGlynn stated that he had never had a meeting with a
city quite like that.
Tom Begley supported Dover and CART because they had assured him of
the essential
conceptual terms of his deal, including his ability to be able to
repay his creditors through his
arrangement with Dover.
33. Following the meeting with the City of St. Petersburg on October 8
,2001,
Christopher R. Pook, then the President and the Chief Executive
Officer of the Grand Prix
Association of Long Beach, Inc., a Dover Downs Entertainment company
and soon to be Chief
Executive Officer of CART, wrote to John Lopes, remarking that the
meeting with the City was
“an extremely productive meeting and I continue to be excited about
the potential of the venue.”
A copy of that letter is Exhibit 13.
34. On October 9, 2001, Belohoubek, General Counsel for Dover,
e-mailed
and faxed the Fee Agreement to James Rowe. Copy of this revised
Agreement is Exhibit 14.
The language added to that Agreement was a significant enticement and
inducement for Begley
to enter into the Fee Agreement, namely the underlined line on page 2
of the Agreement, “the
company shall provide Begley with appropriate support and funding to
carry out his duties
hereunder, including his duties relative to the non-profit
organization referred to above.” That
language survived and is in the final Agreement executed by the
parties and was a material
misrepresentation by Dover, Pook and CART as those parties had no
intent of continuing to provide Begley with appropriate support and
funding, including support and funding for the
Foundation.
35. On October 15, 2001, in the context of discussing the hypothetical
of what
would happen if Tom Begley should be arrested, Belohoubek assured Jim
Rowe, “as we
discussed the other day when you asked for the Denver deal, we view
the ‘Chairmanship’ as a
critical element of our deal, particularly because we need somebody on
the scene to be our eyes
and ears in the St. Petersburg community. As I mentioned to you, our
Denver Agreement has
Mr. Gillett receiving a fee only as long as he is acting as the
chairman.” Once again Dover
misled Begley into believing that the chairmanship of the event was
the important, significant
and a critical aspect of the event and that he would be receiving a
substantial payment as
chairman of the event. The letters between Belohoubek and Rowe of
October 15 and 16, 2001
are Exhibit 15.
36. On October 16, a further revised Fee Agreement, minus the pro
forma, and
minus the list of Begley’s debts, was faxed to Tom Begley from Jim
Rowe who had received it
on October 15 from Belohoubek. That Fee Agreement is Exhibit 16.
37. Following receipt of that Fee Agreement, Tom Begley had a
telephone
conversation with Pook on October 18, 2001, referenced above in
paragraph 20(h), in which he
was assured that the “bottom line” for the first year would be
$2.5-$3.5 million net before taxes
and that he would receive ten percent of that amount. In addition, Tom
Begley received a fax on
October 18, 2001, verifying and substantiating the numbers which Pook
had represented to Tom
Begley. Tom Begley had no reason to question those numbers as the
course of conduct and
dealings between him, Dover, CART, Grand Prix Association of Long
Beach, and Pook had led
him to erroneously believe that he was dealing with people of honor,
decency and trustworthiness, whose word could be relied upon, which
these defendants well knew. The notes
of that telephone discussion and the pro forma as presented by Pook is
Exhibit 17.
38. On October 19, 2001, Tom Begley had another telephone conversation
with Pook in which he discussed the funding for the Foundation. Pook
assured Begley that the
Foundation would have adequate funding from the event and that the
costs for volunteers and
other aspects were in the numbers previously furnished to Tom Begley.
Pook further assured
Tom Begley that his “at will” employment was a formality only; no one
at Dover received
“term” agreements. “We will honor the employee agreement every year
the event is conducted,”
Pook falsely and fraudulently assured Begley. Copy of Tom Begley’s
notes of this telephone
conversation is Exhibit 18.
39. On October 26, 2001 Pook faxed to Jim Rowe another copy of the pro
forma, this one with the language, “actual results may vary” but no
where was there the
cautionary language, “this is a big fraud.”
40. On October 26, 2001, Tom Begley, because of the false assurances,
misrepresentations, frauds, and deceits heretofore outlined, executed
the Fee Agreement, which
as one sided as it is never-the-less promises to provide “Begley with
appropriate support and
funding to carry out his duties hereunder, including his duties
relative to the non-profit
organization referred to above.”
41. In violation of this Fee Agreement, Dover has “terminated” Begley
for
alleged actions that Dover asserts are contrary to provisions of the
Fee Agreement, and for
objecting to Dover’s breach of the Fee Agreement. Copy of letters from
Belahoubek to Begley’s
counsel are Exhibit 19.
42. In addition, Dover reneged on a promised $10,000 sponsorship for
the
foundation gala charity event. The sponsorship was $5,000 in cash and
$5,000 in Grand Prix
event tickets to be distributed to African-American children’s groups.
The tickets were given to
the Foundation and distributed, but the $5,000 cash payment was not
paid by Dover, despite
promises to the contrary.
43. The pro forma attached to the Fee Agreement indicates that Tom
Begley
would get $200,000 the first year plus the $120,000 salary; although
Pook at all times knew that
the race would not make money the first year but he never so advised
Tom Begley.
44. No specific arrangement was made by or for Tom Begley or Begley
and
Associates to repay either his personal or corporate debt because of
the false assurances,
misrepresentations and deceits and practices by Pook, Dover and CART.
45. Tom Begley was led to believe that his employment would be
co-terminus
with the Fee Agreement which was co-terminus with the Event, which was
to be twelve (12)
years. Tom Begley would then be able to recoup his out of pocket
expenses as well as repay his
outstanding debts, have a secure livelihood, and assure a proper and
appropriate street race for
the City of St. Petersburg.
46. Tom Begley relied on the promises and assurances of Dover
Motorsports,
Pook, and CART in obtaining the cooperation of the City of St.
Petersburg, in signing the Fee
Agreement, and later accepting employment with Dover.
47. In fact, Tom Begley completed an application for employment on
February 1, 2002. Copy is Exhibit 20. Tom would not have done so had
he been aware of
Defendants’ true intent and plans.
48. Tom Begley relied on the assurances of Dover Motorsports, Pook,
and
CART in working for and obtaining approval by the City of a Letter of
Intent between the City
of St. Petersburg and Dover’s subsidiary, Grand Prix Association of
Long Beach, copy is Exhibit
21. That agreement also specifically benefits CART.
49. Tom Begley worked for and was in large part responsible for
obtaining
this Letter of Intent based upon the false assurances, promises and
representations of Dover,
Pook and CART.
50. In addition, Begley assisted in and was materially responsible for
obtaining the License and Use Agreement between the City of St.
Petersburg and the Grand Prix
Association of Long Beach, Inc., which was executed on February 7,
2002, copy is Exhibit 22.
Tom would not have done so had he been aware of the truth which had
been concealed from him
by Dover, CART and Pook.
51. Similarly, Begley worked for and assisted in obtaining a Sanction
Agreement
between CART, Inc.. and Grand Prix Association of Long Beach, which
was executed on March
18, 2002. Copy of this agreement is Exhibit 23.
52. Thomas Begley and Associates is a party to an Amended and Restated
Real Estate License Agreement and an Amended and Restated Lease
Agreement between it and
the City of St. Petersburg, Florida executed on April 26, 2001, copies
are Exhibit 7. Dover has
requested that these agreements be assigned to it and has demanded
Thomas Begley and
Associates assign these agreements to it even though such assignment
is without any
consideration whatsoever, as the consideration is illusory and
fraudulent.
53. It was only after Dover, CART, Grand Prix Association of Long
Beach, and Pook
(Pook having become CEO of CART on or about December 18, 2001) had
achieved their goal of stealing the Grand Prix of St. Petersburg from
Tom Begley, did Tom Begley gradually become
aware that he had been misled and deceived. Essentially, Dover, CART,
and Grand Prix
Association of Long Beach, through Pook, got a multi-million dollar
race for free.
54. During the negotiations, Dover, CART, Grand Prix Association of
Long
Beach, and Pook materially misrepresented their true plans and intent
which was to take over the
St. Petersburg race, get rid of Begley, and do so without even
reimbursing Tom Begley for his
out of pocket expenses and debts incurred in bringing the race to St.
Petersburg.
55. If the true facts had been disclosed to Tom Begley by Dover, CART,
and
Pook, Tom Begley would not have procured the assignment of the License
and Use Agreement
to Grand Prix Association of Long Beach, would not have assisted in
the procurement of
CART’s sanctioning for the race, would not have procured the
cooperation of the City of St.
Petersburg and its civic leaders, and would not have agreed to
transfer his corporation’s Real
Estate License Agreement and Lease Agreement to Dover (through its
subsidiary Grand Prix
Association of Long Beach).
56. Tom Begley would also not have entered into the Fee Agreement
under
the terms and conditions described therein and thereunder without the
false assurances of Dover,
CART and Pook because that agreement effectively assures that Tom
Begley will never be paid
one red cent for his efforts, as the structure of the event is such
that CART and Dover control the
expenses.
57. At no time until March of 2003 when Tom Begley was discharged as
General Manager of the Grand Prix of St. Petersburg, did Dover, CART,
Grand Prix Association
of Long Beach, or Pook, fully reveal their true intent which was and
had been to effectively
swindle Tom Begley out the race in St. Petersburg, leaving Tom Begley
with the dreams, debts and expenses accrued over ten years to bring
the race to St. Petersburg while CART and Dover
obtained all of the rights to the race in St. Petersburg. In other
words, CART and Dover
essentially for free obtained the Grand Prix of St. Petersburg,
leaving Tom Begley and his
corporation without any hope of paying back his creditors or recouping
the hundreds of
thousands of dollars which he and the corporation expended over the
years to bring the race to
St. Petersburg.
58. In addition , under the Fee Agreement, Dover through its
subsidiary Grand Prix
Association of Long Beach is obligated to pay Tom Begley as well as
support the Grand Prix
Foundation but, Dover, consistent with its fraudulent course of
conduct, has taken the position
that it does not have an obligation to provide sufficient funding to
either Begley or the Grand
Prix Foundation, refuses to do so, and has left the Grand Prix
Foundation as well as the civic
leaders of St. Petersburg and the City of St. Petersburg as helpless
as a turtle on its back.
59. On information and belief, based on the Schedule 13D filed with
the
Securities and Exchange Commission on December 2, 2003, Open Wheel
Racing Series LLC is
a specially formed entity whose principal business is to acquire CART,
and Open Wheel Racing
Acquisition Corporation is a wholly owned subsidiary of Open Wheel
Racing formed for the
purpose of effecting a merger with CART, together with the License and
Use Agreements
wrongfully obtained in violation of the contractual rights of the
Plaintiffs.
FIRST CAUSE OF ACTION
(Fraud)
60. Tom Begley reasserts and realleges paragraphs 1-59.
61. Thomas Begley and Thomas Begley and Association, Inc. (hereinafter
collectively Tom Begley) assigned their rights and assisted the
defendants in obtaining the
License and Use Agreement with the City of St. Petersburg because of
representations made by
the defendants which were not true.
62. Tom Begley could not have ascertained the truth of these
representations.
63. Tom Begley relied upon the falsities, falsehoods and
misrepresentations of
the defendants, Pook, Dover, and CART.
64. Tom Begley would have not entered into the Fee Agreement with
Grand
Prix Association of Long Beach had the defendants told Tom Begley the
truth.
65. Tom Begley entered into that Fee Agreement because of the false
representations which where made by the defendants Dover, CART, Pook
and Grand Prix
Association of Long Beach.
66. Tom Begley could not have ascertained the truth or falsity of
those
misrepresentations.
67. Tom Begley relied upon those misrepresentations in entering into
the Fee
Agreement.
68. Tom Begley was defrauded by Defendants Dover, CART, Pook and Grand
Prix Association of Long Beach.
69. Tom Begley has been harmed as a result of entering into the Fee
Agreement.
70. Tom Begley would not have entered into the employment contract
with
Dover had Dover, Pook and CART told him the truth. Begley entered into
that contract because of misrepresentations by Dover, CART, Pook, and
Grand Prix Association of Long Beach which
were made to induce him to enter into the employment contract.
71. Tom Begley could not have ascertained the truth or lack of same of
these
representations and misrepresentations.
72. Tom Begley relied upon Dover, CART, Long Beach Association of Long
Beach, and Pook, and relied upon their fraudulent statements regarding
the employment contract.
73. Tom Begley and Thomas Begley and Associates, Inc. were defrauded
by
Defendants Dover, CART, Grand Prix Association of Long Beach, and
Pook.
74. Tom Begley and Thomas Begley and Associates, Inc. have been harmed
as a result of such reliance.
SECOND CAUSE OF ACTION
(Unlawful Interference in a Relationship)
75. Tom Begley individually and as president of the Foundation
reasserts and
realleges paragraphs 1- 59.
76. Begley and the Foundation were and are involved in a business
relationship.
77. Dover is and was aware of plaintiff’s business relationship.
78. Dover has intentionally and without justification interfered in
the said
business relationship by refusing to provide support to the Foundation
and by improperly
terminating Begley’s salary and/or support so as to prevent Begley
from working with the
Foundation and so as to prevent the Foundation from having access to
the resources and financial
support which it requires to successfully conduct and fulfill its
purposes as contemplated under
the Fee Agreement.
79. Both Begley and the Foundation have been and are harmed and
damaged
as a result of the interference in the relationship between Begley and
the Foundation.
THIRD CAUSE OF ACTION
(Civil Theft)
80. Tom Begley and Thomas Begley and Associates, Inc. reassert and
reallege
paragraphs 1- 59.
81. The Amended and Restated License and Use Agreement, and the
Amended and Restated Real Estate License and Lease between the City of
St. Petersburg and
Thomas Begley and Associates, Inc. were and are “property” as defined
in Florida Statues
Section 812.012 (4).
82. Dover, CART, Grand Prix Association of Long Beach, and Pook
obtained
this “property” by fraud, wilful misrepresentation of a future act or
a false promise as defined in
Florida Statutes Section 812.012 (3) (c).
83. Dover, CART, Grand Prix Association of Long Beach, and Pook
committed theft, as they jointly and separately, knowingly obtained
the property of Thomas
Begley and Associates with intent to permanently deprive Thomas Begley
and Associates of its
right to the “property” or a benefit from the “property” as defined
under Florida Statutes Section
812.014 (1).
84. The pattern of deceit , deception, fraud, and misrepresentation
committed
by Dover, CART, Grand Prix Association of Long Beach, and Pook
continued on multiple
occasions beginning in mid 2001 and continuing until mid 2003. As such
, these defendants
violated Chapter 772, Florida Statutes, specifically 772.103 (1)
and/or 772.103 (2).
85. As such, Tom Begley and Thomas Begley and Associates, Inc. have a
civil cause of action pursuant to Section 772.104 for treble damages
as well as attorney’s fees.
FOURTH CAUSE OF ACTION
(Reformation or Recission)
86. Tom Begley individually, Tom Begley and Associates, and Tom Begley
as
President of the Foundation reasserts and realleges and incorporates
herein paragraphs 1- 59.
87. The Amended and Restated License and Use Agreement were assigned
as
the result of the fraud, misrepresentation and deceits previously
alleged.
88. Alternatively or cumulatively, such assignments and agreements to
assign
Amended and Restated License and Lease Agreements were founded upon
illusory
consideration.
89. In justice and equity, Begley and Associates and the City of St.
Petersburg
should be restored to their former position; that is, the position the
parties occupied before
Begley and Associates terminated its License and Use Agreement with
the City and the now
apparent attempted assignment by Long Beach (Dover) to CART (and CART
to Open Wheel) in
violation of the express terms of the non-assignment clause of the
attached Agreement.
90. Justice and equity require that the parties to those Agreements,
Begley and
Associates and the City of St. Petersburg, either be restored to the
position which they would
have occupied had the fraudulent and/or illegal assignment of those
Agreements not been
procured or, alternatively, that such assignments be rescinded and
voided and set aside and held
for naught.
WHEREFORE, Plaintiffs Thomas Begley, Thomas Begley and Associates,
Inc., and
Thomas Begley as president of the Grand Prix Foundation of St.
Petersburg demand the
following relief as well as trial by jury of all issues so triable as
a matter of right:
i. Treble damages plus costs and attorney’s fees against Dover, CART,
Grand Prix Association of Long Beach, and Pook for civil theft;
ii. Damages on behalf of the Grand Prix Foundation of St. Petersburg
against
Dover and/or Grand Prix Association of Long Beach in an amount to be
determined at trial;
iii. Alternatively or cumulatively, Thomas Begley individually demands
damages against Dover in an amount which would equal his salary of
$120,000 per year for the twelve years promised by Dover to induce him
to sign the Fee Agreement and transfer the rights to the race to
Dover;
iv. Alternatively or cumulatively, Tom Begley and Begley and
Associates
pray for recission of agreements entered into by them with Dover
through
its subsidiary Grand Prix Association of Long Beach for failure of
consideration as the consideration was illusory and fraudulent;
v. Alternatively or cumulatively Tom Begley and Begley and Associates
demand damages for the fraudulent misrepresentations made by Dover,
CART, Grand Prix Association of Long Beach, and Pook, jointly and/or
severally in an amount to be determined at trial.
vi. Alternatively or cumulatively, Thomas Begley and Thomas Begley and
Associates demand cancellation and/or rescission of the various
agreements between the defendants with the City of St. Petersburg and
restoring those agreements to Thomas Begley and Associates, their
rightful owner, plus damages for their unlawful obtention.
PLAINTIFF PRAYS FOR TRIAL BY JURY OF ALL ISSUES
SO TRIABLE AS A MATTER OF RIGHT.
RESPECTFULLY SUBMITTED this 11 th day of December, 2003.
˜
Jonathan L. Alpert, Esquire
Florida Bar No.: 121970
THE ALPERT LAW FIRM
401 E. Jackson Street, Suite
1825
Post Office Box 3270
Tampa, Florida 33601-3270
(813) 223-4131 - Tel.
(813) 228-9612 - Fax
ELECTION OF JURY TRIAL
Mr. Clerk: Plaintiffs elect trial by jury.
˜
Jonathan L. Alpert, Esquire
Florida Bar No.: 121970
THE ALPERT LAW FIRM
401 E. Jackson Street, Suite
1825
Post Office Box 3270
Tampa, Florida 33601-3270
IN THE CIRCUIT COURT OF THE SIXTH JUDICIAL CIRCUIT
IN AND FOR PINELLAS COUNTY, FLORIDA
CIVIL DIVISION
THOMAS BEGLEY, individually, and as
President and on behalf of the
GRAND PRIX FOUNDATION OF
ST. PETERSBURG, INC., and
THOMAS BEGLEY AND
ASSOCIATES, a Florida corporation
Jury Trial Demanded
Plaintiffs,
Case No.: 03-009666CI-008
v.
Division:
DOVER MOTORSPORTS, INC., as
real party in interest, and a Delaware
corporation; CHAMPIONSHIP AUTO
RACING TEAMS, INC., a Delaware
corporation; OPEN WHEEL RACING
SERIES, LLC, a Delaware Limited Liability
Company, OPEN WHEEL ACQUISITION, INC.,
a Delaware Corporation, GRAND PRIX
ASSOCIATION OF LONG BEACH, a California
corporation; the CITY OF ST. PETERSBURG,
a municipal corporation; and
CHRISTOPHER R. POOK,
Defendants.
___________________________________/
COMPLAINT FOR DAMAGES, INJUNCTIVE RELIEF
AND ELECTION OF JURY TRIAL
PARTIES
1. Thomas Begley is and was at all material times a resident
of Pinellas County, Florida.
2. Thomas Begley and Associates, Inc., is and was at all material
times
hereto a Florida corporation with its principal place of business in
Pinellas County, Florida.
3. The Grand Prix Foundation of St. Petersburg, Inc., is and was at
material
times hereto a not for profit corporation established to promote and
support a street racing event
in St. Petersburg, Florida known as the Grand Prix of St. Petersburg.
4. Dover Motorsports, Inc., is and was at all material times hereto a
Delaware corporation engaged in business in St. Petersburg, Florida,
acting through its agents, a
wholly owned subsidiary known as Grand Prix Association of Long Beach,
Inc., and through
Christopher R. Pook.
5. Grand Prix Association of Long Beach, Inc., is and was at all
material
times hereto a California corporation, a wholly owned subsidiary of
Dover Motorsports, Inc., and
acted on behalf of Dover Sports, Inc., being totally within the
control of Dover Motorsports, Inc.,
and, at all times hereto, the decisions, actions, and representations
hereinafter discussed were
made by Dover Motorsports, Inc., not Grand Prix Association of Long
Beach, Inc.
6. Championship Auto Racing Teams, Inc., is a Delaware corporation,
and
was at all material times hereto engaged in business in St.
Petersburg, Florida, acting for itself,
and in concert with Dover Motorsports, Inc. Championship Auto Racing
Teams, Inc., sanctions
street racing events in St. Petersburg and elsewhere around the
country.
7. Open Wheel Racing Series LLC is a specially formed entity whose
principal
business is to acquire Championship Auto Racing Teams, together with
License and Use
Agreements with the City of St. Petersburg which were wrongfully
acquired in violation of the
contractual rights of the Plaintiffs in this cause, as set out more
fully hereinafter.
8. Open Wheel Acquisition Corporation is a wholly owned subsidiary of
Open
Wheel Racing LLC formed for the purpose of effecting a merger with
Championship Auto
Racing Teams, so as to obtain the License and Use Agreements with the
City of St. Petersburg3. The Grand Prix Foundation of St. Petersburg,
Inc., is and was at material
times hereto a not for profit corporation established to promote and
support a street racing event
in St. Petersburg, Florida known as the Grand Prix of St. Petersburg.
4. Dover Motorsports, Inc., is and was at all material times hereto a
Delaware corporation engaged in business in St. Petersburg, Florida,
acting through its agents, a
wholly owned subsidiary known as Grand Prix Association of Long Beach,
Inc., and through
Christopher R. Pook.
5. Grand Prix Association of Long Beach, Inc., is and was at all
material
times hereto a California corporation, a wholly owned subsidiary of
Dover Motorsports, Inc., and
acted on behalf of Dover Sports, Inc., being totally within the
control of Dover Motorsports, Inc.,
and, at all times hereto, the decisions, actions, and representations
hereinafter discussed were
made by Dover Motorsports, Inc., not Grand Prix Association of Long
Beach, Inc.
6. Championship Auto Racing Teams, Inc., is a Delaware corporation,
and
was at all material times hereto engaged in business in St.
Petersburg, Florida, acting for itself,
and in concert with Dover Motorsports, Inc. Championship Auto Racing
Teams, Inc., sanctions
street racing events in St. Petersburg and elsewhere around the
country.
7. Open Wheel Racing Series LLC is a specially formed entity whose
principal
business is to acquire Championship Auto Racing Teams, together with
License and Use
Agreements with the City of St. Petersburg which were wrongfully
acquired in violation of the
contractual rights of the Plaintiffs in this cause, as set out more
fully hereinafter.
8. Open Wheel Acquisition Corporation is a wholly owned subsidiary of
Open
Wheel Racing LLC formed for the purpose of effecting a merger with
Championship Auto
Racing Teams, so as to obtain the License and Use Agreements with the
City of St. Petersburg which were wrongfully acquired in violation of
the contractual rights of the Plaintiffs in this
cause, as set out more fully hereinafter.
9. Christopher R. Pook at all material times hereto was a resident of
Long
Beach, California, acting both on behalf of himself, Dover
Motorsports, Inc., and Championship
Auto Racing Teams, Inc. (CART). As more fully hereinafter alleged,
Pook traveled to and
engaged in business in Pinellas County, Florida.
10. The City of St. Petersburg is a Florida municipal corporation,
organized
and acting under the laws of Florida and is an indispensable party to
this lawsuit as the City is a
party to agreements which were fraudulently obtained. No monetary
damages are sought against
the City of St. Petersburg which was an innocent party in these
matters, victimized by the
misrepresentations of the co-defendants as further set forth herein.
Begley cannot speak for the
City, but would welcome joinder by the City in this lawsuit so the
City can recover its damages
and get its race back from Dover and CART.
JURISDICTION AND VENUE
11. This court has jurisdiction of this cause as the amount in
controversy
exceeds $15,000.00.
12. Venue is proper in Pinellas County, Florida, as the cause of
action accrued
in Pinellas County, Florida, and the injuries and damage complained of
herein are and were
suffered in Pinellas County, Florida, the plaintiffs being residents
of Pinellas County, Florida,
and the defendants engaging in and intending to engage in business in
Pinellas County, Florida,
namely the theft of Grand Prix of St. Petersburg from Thomas Begley
and Thomas Begley and
Associates, Inc., and the City of St. Petersburg.
13. This court has venue of this action as the injuries and actions
complained
of either took place in Pinellas County, Florida, or resulted in
injury and damage to the plaintiffs
in Pinellas County, Florida.
FACTUAL ALLEGATIONS
14. By the middle of 2001, Thomas Begley had worked for ten years to
bring
a street race to St. Petersburg. Begley personally and through Begley
& Associates, Inc. had
invested countless hours, civic and business contacts and well over
$750,000.00 in out of pocket
expenses which remain due and outstanding. At the time Tom Begley
“sold” the race to CART
and Dover, he dreamed of bringing and running a world class grand prix
street racing event in
and for the City and people of St. Petersburg.
15. On April 26, 2001, Begley procured an Amended and Restated License
and Use Agreement, Amended and Restated Real Estate License Agreement
and an Amended
and Restated Lease Agreement between his corporation, Thomas Begley
and Associates, Inc.,
and the City of St. Petersburg. Copy of these agreements are Exhibit
1. 1 The first agreements
between Begley and the City of St. Petersburg had been procured by him
on February 2, 1994,
and consisted of a License and Use Agreement with a right to hold
professional automobile races
on the streets of St. Petersburg as well as a Real Estate License
Agreement and Lease Agreement
for storage of race materials at the public works complex at 1635 3rd
Avenue North, and the old
fire headquarters located at 1429 Arlington Avenue North.
16. The Amended and Restated License and Use Agreement among other
things provided that Thomas Begley and Associates, Inc., be under
contract with a sanctioning
1 There has been a claim by Dover that many of these exhibits are
confidential and/or
proprietary. Therefore, the exhibits are not now attached to this
Complaint but will later be
submitted under seal to the Court for its instruction. body
(specifically contemplating CART) by December 31, 2001, or the
Agreement would
become null and void.
17. Following the execution of the April 26, 2001, Amended and
Restated
License and Use Agreement, Thomas Begley continued working to achieve
the sanctioning
necessary and as required by that Agreement.
18. Thomas Begley entered into a series of negotiations with
Christopher R.
Pook, who at that time was an employee of Dover Motorsports, Inc., but
who, on or before
November 28, 2001, advised the Mayor of St. Petersburg among others,
that he was being
pursued by and contemplating employment as CEO of CART.
19. Thomas Begley’s negotiations with Pook and Dover and through Pook
both Dover and CART, contemplated and required certain fundamental
requirements regarding
which Pook, CART, and Dover were well aware:
a) Thomas Begley would continue to be involved in and actively
participate in
the management operations of the Grand Prix of St. Petersburg;
b) Dover Motorsports was made aware of Thomas Begley’s outstanding
debts to
procure the racing event, and the consideration to Begley would be
sufficient so that all creditors
could be satisfied;
c) A community foundation would be established, eventually the Grand
Prix
Foundation of St. Petersburg, Inc., through which community support
and energy would continue
to be generated and which would provide charitable and other services
related to the racing event
which would be supported by Dover Motorsports; d) Thomas Begley would
have and continue to have a long term relationship with
the Grand Prix of St. Petersburg both to protect the community’s
interest in the event and to
assure the realization of his dream, his livelihood and the repayment
of his creditors.
20. The License and Use Agreement with the City of St. Petersburg was
and is
valuable. For example, CART recently paid some $1.2 million and
assumed $4.6 million in
liabilities to obtain such a license and use agreement in Miami,
Florida, for the Grand Prix of the
Americas.
21. During the negotiations leading up to the execution of the Fee
Agreement
on October 26, 2001, Exhibit 2, between Grand Prix Association of Long
Beach and Thomas
Begley, Begley was led to believe by Pook, Dover Motorsports, and CART
that Begley’s goals,
requirements, and purposes would be met and that the Fee Agreement was
just the first
agreement between Tom Begley and Dover Motorsports and that Begley
would become an
employee of Dover Motorsports (Dover) for the purpose of continuing to
manage and supervise
the Grand Prix of St. Petersburg.
22. The following specific representations, which turned out to be
false, and
which were knowingly false at that time they were made and made for
the purpose of inducing
Begley to act, were made as follows:
a) On June 11, 2001, Tom Begley, through a mutual friend, found that
Chris Pook
wanted to talk to him. Tom Begley reached Chris Pook and had his first
face-to-face discussion
with him August 14, 2001, when a lunch meeting at the Renaissance
Vinoy Hotel between Tom
Begley and Pook (along with mutual friend Steve Edwards) took place;
b) Pook at that meeting assured Tom Begley that in the first year of
the event the
event would not only break even, but would in fact make “a lot of
money.” In addition, Pook
assured Tom Begley that the first year of the event would be 2003;
c) In the afternoon of August 14, 2001, Mayor Rick Baker, Pook, Tom
Begley,
Ken Welch, Joel Giles, Steve Edwards and Rick Mussett had a further
meeting regarding
bringing the race to St. Petersburg. This meeting took place on the 20
th floor of the Bank of
America building in downtown St. Petersburg in the offices of Carlton
Fields, a prominent law
firm. At that time Carlton Fields was representing Tom Begley. At that
meeting there was a
presentation on economic development, the Mayor promoted the City of
St. Petersburg to Chris
Pook, and Chris Pook promoted the race to the Mayor. It was decided
that the event would be
known as the Grand Prix of St. Petersburg. No specific discussions
regarding finances were
conducted. There was a conceptual decision that the race should go
forward;
d) On August 15, 2001, following the conceptual meeting of August 14,
2001,
Tom Begley faxed to Pook at Dover a resume along with a summary of Tom
Begley’s
contributions to the event and the contributions of Thomas Begley and
Associates, Inc. The fax
is Exhibit 5. Included in that list is the License Agreement, capital
assets, market knowledge and
relationships, volunteer database, Real Estate Rental Agreements, 2002
book of business and so
forth. Conservatively the value of the assets which Begley and
Associates contributed to Dover
is in excess of one million dollars ($1,000,000.00).
e) The next day, anxious to make a deal, Pook on behalf of Dover faxed
a two
page letter to Tom Begley requesting copies of various documents and
information. That letter is
Exhibit 6; f) On August 22, 2001 Pook mailed to Begley a
Non-Disclosure Agreement
which he wanted Tom Begley to sign. Copy of that Agreement is Exhibit
7;
g) On September 11, 2001 Begley and Pook met once again at the
Renaissance
Vinoy Hotel and at that time Pook presented to Begley a term sheet
which contemplated that
Begley would receive ten percent of the pre-tax, post depreciation,
post one year start up costs,
gross profits for each year the event was to be operated, among other
things. In addition, Begley
was to be chairman of the Grand Prix of St. Petersburg and was
assigned to renegotiate the
agreements with the City of St. Peterburg to accomplish the running of
the race under the
auspices of the Grand Prix Association of Long Beach on behalf of
Dover Downs Entertainment
(Dover). A copy of the memo from Christopher R. Pook to Tom Begley of
September 11, 2001
is Exhibit 8. Tom Begley faxed to Chris Pook a memorandum which set
forth the understanding
of the parties that,
“We both understand the employment as Manager was critical to allowing
me to
move forward and agree to the percentages to get our deal done. I
believe you
also know that being involved in management is important to me and has
its
genesis in my long-term commitment to producing a successful Grand
Prix event
in St. Petersburg and in meeting my short-term financial obligations.”
A complete copy of this fax memo is Exhibit 9. Neither Pook, Dover nor
CART ever advised
Begley that this pre-condition was not achievable: they continued to
mislead and deceive him.
h) On October 18, 2001, Pook assured Tom Begley that year one results
or bottom
line would be between $2.5 million and $3.5 million, net before taxes,
of which Tom Begley was
to receive ten percent.;
i) On October 18, 2001, Pook faxed to Begley a pro forma, Exhibit 3
which
substantiated this statement and, the pro forma which eventually
became part of the Fee Agreement, Exhibit 4, contained the same
numbers and only changed the limiting phrase, “actual
results may vary” which did not appear in the document as initially
faxed to Tom Begley.
23. Tom Begley and Dover had an impasse around September 11, 2001;
Begley in order to earn a living and pay off his debts insisted on a
percentage of gross.
However, Pook and Dover and CART were only willing to provide a
percentage of net. To
resolve that impasse, Pook offered an illusory $120,000 a year post as
General Manager of the
event.
24. In return for assurances that the “at will” employment was not
really at
will but would be co-terminus with the Fee Agreement, Tom Begley did
not insist upon earnest
money, an annuity, or upon repayment of his outstanding obligations.
25. On or about September 11, 2001, Begley was led to believe by Pook
and
Dover that he, Pook and Dover were “wooing” CART. CART insisted upon a
Letter of Intent
with the City of St. Petersburg by December 15, 2001, or else CART
would begin negotiations
with an Alabama group to run a race at the Florida Fairgrounds in
Tampa. In reality, CART used
the Alabama group as a “stalking horse”, as CART (through its major
shareholders) had already
begun preliminary discussions with Pook to become CEO of CART, which
he in fact became, in
December of 2001, and Pook used the CART “stalking horse” as leverage
over Begley and the
City of St, Petersburg, when he well knew that CART intended to
execute and enter into a deal
with the City of St. Petersburg because Pook by that time was
effectively acting on behalf of
CART, which he did not disclose.
26. On September 17, 2001 Pook wrote a Dear Tom letter advising Tom
that
the Fee Agreement was in process and that Tom would become an employee
of Dover under standard terms and conditions. A copy of this Fee
Agreement is Exhibit 10. This is the first
draft of the Fee Agreement.
27. On October 1, 2001, Tom Begley and Pook had a telephone conference
in
which Pook and Begley discussed a planned meeting for October 3, 2001
and the attendees:
Dennis McGlynn, CEO of Dover, John Lopes, Vice-President, Race
Operations, CART,
Christopher Pook, Tom Begley, and St. Petersburg Mayor Rick Baker and
his senior staff,
including Rick Mussett and Kevin Dunn.
28. On October 2, 2001 there was another telephone conference between
Pook
and Tom Begley. There was additional discussion about the meeting
planned for the next day.
29. On October 2, 2001 on behalf of Tom Begley, Jim Rowe, who was then
Tom Begley’s lawyer, faxed a letter to Klaus Belohoubek, General
Counsel for Dover, stating in
part, that the Fee Agreement should require the Grand Prix Association
of Long Beach “provide
support and funding for this organization [the Foundation] in order
that Mr. Begley can carry out
his obligation to provide year round visibility to promote the company
and the event.” Copy of
this letter is Exhibit 11.
30. Following the fax letter of October 2, 2001, on October 3, 2001,
the
meeting with the City took place. On October 2, 2001, Belohoubek had
agreed to support the
Foundation and agreed to support Mr. Begley. Copy of the Belohoubek
letter of October 2, 2001
is Exhibit 12.
31. On October 2, 2001, Dover, CART and Begley were anxious to reach
agreement in principal before the meeting with City on October 3,
2001, as it was important for
the parties planning to put on the race to have an agreement amongst
themselves in order to
obtain the City’s support and agreement.
32. On October 3, 2001, there was a meeting in City Hall with Mayor
Rick
Baker via telephone conference from Walt Disney World and Rick
Mussett, Kevin Dunn, Tom
Begley, Chris Pook, Dennis McGlynn and John Lopes. The meeting was
essentially for the City
to advise Dover and CART that the City of St. Petersburg had the
capacity, ability, and
willingness to put on an event of the magnitude of the Grand Prix. At
the conclusion of the
meeting , Dennis McGlynn stated that he had never had a meeting with a
city quite like that.
Tom Begley supported Dover and CART because they had assured him of
the essential
conceptual terms of his deal, including his ability to be able to
repay his creditors through his
arrangement with Dover.
33. Following the meeting with the City of St. Petersburg on October 8
,2001,
Christopher R. Pook, then the President and the Chief Executive
Officer of the Grand Prix
Association of Long Beach, Inc., a Dover Downs Entertainment company
and soon to be Chief
Executive Officer of CART, wrote to John Lopes, remarking that the
meeting with the City was
“an extremely productive meeting and I continue to be excited about
the potential of the venue.”
A copy of that letter is Exhibit 13.
34. On October 9, 2001, Belohoubek, General Counsel for Dover,
e-mailed
and faxed the Fee Agreement to James Rowe. Copy of this revised
Agreement is Exhibit 14.
The language added to that Agreement was a significant enticement and
inducement for Begley
to enter into the Fee Agreement, namely the underlined line on page 2
of the Agreement, “the
company shall provide Begley with appropriate support and funding to
carry out his duties
hereunder, including his duties relative to the non-profit
organization referred to above.” That
language survived and is in the final Agreement executed by the
parties and was a material
misrepresentation by Dover, Pook and CART as those parties had no
intent of continuing to provide Begley with appropriate support and
funding, including support and funding for the
Foundation.
35. On October 15, 2001, in the context of discussing the hypothetical
of what
would happen if Tom Begley should be arrested, Belohoubek assured Jim
Rowe, “as we
discussed the other day when you asked for the Denver deal, we view
the ‘Chairmanship’ as a
critical element of our deal, particularly because we need somebody on
the scene to be our eyes
and ears in the St. Petersburg community. As I mentioned to you, our
Denver Agreement has
Mr. Gillett receiving a fee only as long as he is acting as the
chairman.” Once again Dover
misled Begley into believing that the chairmanship of the event was
the important, significant
and a critical aspect of the event and that he would be receiving a
substantial payment as
chairman of the event. The letters between Belohoubek and Rowe of
October 15 and 16, 2001
are Exhibit 15.
36. On October 16, a further revised Fee Agreement, minus the pro
forma, and
minus the list of Begley’s debts, was faxed to Tom Begley from Jim
Rowe who had received it
on October 15 from Belohoubek. That Fee Agreement is Exhibit 16.
37. Following receipt of that Fee Agreement, Tom Begley had a
telephone
conversation with Pook on October 18, 2001, referenced above in
paragraph 20(h), in which he
was assured that the “bottom line” for the first year would be
$2.5-$3.5 million net before taxes
and that he would receive ten percent of that amount. In addition, Tom
Begley received a fax on
October 18, 2001, verifying and substantiating the numbers which Pook
had represented to Tom
Begley. Tom Begley had no reason to question those numbers as the
course of conduct and
dealings between him, Dover, CART, Grand Prix Association of Long
Beach, and Pook had led
him to erroneously believe that he was dealing with people of honor,
decency and trustworthiness, whose word could be relied upon, which
these defendants well knew. The notes
of that telephone discussion and the pro forma as presented by Pook is
Exhibit 17.
38. On October 19, 2001, Tom Begley had another telephone conversation
with Pook in which he discussed the funding for the Foundation. Pook
assured Begley that the
Foundation would have adequate funding from the event and that the
costs for volunteers and
other aspects were in the numbers previously furnished to Tom Begley.
Pook further assured
Tom Begley that his “at will” employment was a formality only; no one
at Dover received
“term” agreements. “We will honor the employee agreement every year
the event is conducted,”
Pook falsely and fraudulently assured Begley. Copy of Tom Begley’s
notes of this telephone
conversation is Exhibit 18.
39. On October 26, 2001 Pook faxed to Jim Rowe another copy of the pro
forma, this one with the language, “actual results may vary” but no
where was there the
cautionary language, “this is a big fraud.”
40. On October 26, 2001, Tom Begley, because of the false assurances,
misrepresentations, frauds, and deceits heretofore outlined, executed
the Fee Agreement, which
as one sided as it is never-the-less promises to provide “Begley with
appropriate support and
funding to carry out his duties hereunder, including his duties
relative to the non-profit
organization referred to above.”
41. In violation of this Fee Agreement, Dover has “terminated” Begley
for
alleged actions that Dover asserts are contrary to provisions of the
Fee Agreement, and for
objecting to Dover’s breach of the Fee Agreement. Copy of letters from
Belahoubek to Begley’s
counsel are Exhibit 19.
42. In addition, Dover reneged on a promised $10,000 sponsorship for
the
foundation gala charity event. The sponsorship was $5,000 in cash and
$5,000 in Grand Prix
event tickets to be distributed to African-American children’s groups.
The tickets were given to
the Foundation and distributed, but the $5,000 cash payment was not
paid by Dover, despite
promises to the contrary.
43. The pro forma attached to the Fee Agreement indicates that Tom
Begley
would get $200,000 the first year plus the $120,000 salary; although
Pook at all times knew that
the race would not make money the first year but he never so advised
Tom Begley.
44. No specific arrangement was made by or for Tom Begley or Begley
and
Associates to repay either his personal or corporate debt because of
the false assurances,
misrepresentations and deceits and practices by Pook, Dover and CART.
45. Tom Begley was led to believe that his employment would be
co-terminus
with the Fee Agreement which was co-terminus with the Event, which was
to be twelve (12)
years. Tom Begley would then be able to recoup his out of pocket
expenses as well as repay his
outstanding debts, have a secure livelihood, and assure a proper and
appropriate street race for
the City of St. Petersburg.
46. Tom Begley relied on the promises and assurances of Dover
Motorsports,
Pook, and CART in obtaining the cooperation of the City of St.
Petersburg, in signing the Fee
Agreement, and later accepting employment with Dover.
47. In fact, Tom Begley completed an application for employment on
February 1, 2002. Copy is Exhibit 20. Tom would not have done so had
he been aware of
Defendants’ true intent and plans.
48. Tom Begley relied on the assurances of Dover Motorsports, Pook,
and
CART in working for and obtaining approval by the City of a Letter of
Intent between the City
of St. Petersburg and Dover’s subsidiary, Grand Prix Association of
Long Beach, copy is Exhibit
21. That agreement also specifically benefits CART.
49. Tom Begley worked for and was in large part responsible for
obtaining
this Letter of Intent based upon the false assurances, promises and
representations of Dover,
Pook and CART.
50. In addition, Begley assisted in and was materially responsible for
obtaining the License and Use Agreement between the City of St.
Petersburg and the Grand Prix
Association of Long Beach, Inc., which was executed on February 7,
2002, copy is Exhibit 22.
Tom would not have done so had he been aware of the truth which had
been concealed from him
by Dover, CART and Pook.
51. Similarly, Begley worked for and assisted in obtaining a Sanction
Agreement
between CART, Inc.. and Grand Prix Association of Long Beach, which
was executed on March
18, 2002. Copy of this agreement is Exhibit 23.
52. Thomas Begley and Associates is a party to an Amended and Restated
Real Estate License Agreement and an Amended and Restated Lease
Agreement between it and
the City of St. Petersburg, Florida executed on April 26, 2001, copies
are Exhibit 7. Dover has
requested that these agreements be assigned to it and has demanded
Thomas Begley and
Associates assign these agreements to it even though such assignment
is without any
consideration whatsoever, as the consideration is illusory and
fraudulent.
53. It was only after Dover, CART, Grand Prix Association of Long
Beach, and Pook
(Pook having become CEO of CART on or about December 18, 2001) had
achieved their goal of stealing the Grand Prix of St. Petersburg from
Tom Begley, did Tom Begley gradually become
aware that he had been misled and deceived. Essentially, Dover, CART,
and Grand Prix
Association of Long Beach, through Pook, got a multi-million dollar
race for free.
54. During the negotiations, Dover, CART, Grand Prix Association of
Long
Beach, and Pook materially misrepresented their true plans and intent
which was to take over the
St. Petersburg race, get rid of Begley, and do so without even
reimbursing Tom Begley for his
out of pocket expenses and debts incurred in bringing the race to St.
Petersburg.
55. If the true facts had been disclosed to Tom Begley by Dover, CART,
and
Pook, Tom Begley would not have procured the assignment of the License
and Use Agreement
to Grand Prix Association of Long Beach, would not have assisted in
the procurement of
CART’s sanctioning for the race, would not have procured the
cooperation of the City of St.
Petersburg and its civic leaders, and would not have agreed to
transfer his corporation’s Real
Estate License Agreement and Lease Agreement to Dover (through its
subsidiary Grand Prix
Association of Long Beach).
56. Tom Begley would also not have entered into the Fee Agreement
under
the terms and conditions described therein and thereunder without the
false assurances of Dover,
CART and Pook because that agreement effectively assures that Tom
Begley will never be paid
one red cent for his efforts, as the structure of the event is such
that CART and Dover control the
expenses.
57. At no time until March of 2003 when Tom Begley was discharged as
General Manager of the Grand Prix of St. Petersburg, did Dover, CART,
Grand Prix Association
of Long Beach, or Pook, fully reveal their true intent which was and
had been to effectively
swindle Tom Begley out the race in St. Petersburg, leaving Tom Begley
with the dreams, debts and expenses accrued over ten years to bring
the race to St. Petersburg while CART and Dover
obtained all of the rights to the race in St. Petersburg. In other
words, CART and Dover
essentially for free obtained the Grand Prix of St. Petersburg,
leaving Tom Begley and his
corporation without any hope of paying back his creditors or recouping
the hundreds of
thousands of dollars which he and the corporation expended over the
years to bring the race to
St. Petersburg.
58. In addition , under the Fee Agreement, Dover through its
subsidiary Grand Prix
Association of Long Beach is obligated to pay Tom Begley as well as
support the Grand Prix
Foundation but, Dover, consistent with its fraudulent course of
conduct, has taken the position
that it does not have an obligation to provide sufficient funding to
either Begley or the Grand
Prix Foundation, refuses to do so, and has left the Grand Prix
Foundation as well as the civic
leaders of St. Petersburg and the City of St. Petersburg as helpless
as a turtle on its back.
59. On information and belief, based on the Schedule 13D filed with
the
Securities and Exchange Commission on December 2, 2003, Open Wheel
Racing Series LLC is
a specially formed entity whose principal business is to acquire CART,
and Open Wheel Racing
Acquisition Corporation is a wholly owned subsidiary of Open Wheel
Racing formed for the
purpose of effecting a merger with CART, together with the License and
Use Agreements
wrongfully obtained in violation of the contractual rights of the
Plaintiffs.
FIRST CAUSE OF ACTION
(Fraud)
60. Tom Begley reasserts and realleges paragraphs 1-59.
61. Thomas Begley and Thomas Begley and Association, Inc. (hereinafter
collectively Tom Begley) assigned their rights and assisted the
defendants in obtaining the
License and Use Agreement with the City of St. Petersburg because of
representations made by
the defendants which were not true.
62. Tom Begley could not have ascertained the truth of these
representations.
63. Tom Begley relied upon the falsities, falsehoods and
misrepresentations of
the defendants, Pook, Dover, and CART.
64. Tom Begley would have not entered into the Fee Agreement with
Grand
Prix Association of Long Beach had the defendants told Tom Begley the
truth.
65. Tom Begley entered into that Fee Agreement because of the false
representations which where made by the defendants Dover, CART, Pook
and Grand Prix
Association of Long Beach.
66. Tom Begley could not have ascertained the truth or falsity of
those
misrepresentations.
67. Tom Begley relied upon those misrepresentations in entering into
the Fee
Agreement.
68. Tom Begley was defrauded by Defendants Dover, CART, Pook and Grand
Prix Association of Long Beach.
69. Tom Begley has been harmed as a result of entering into the Fee
Agreement.
70. Tom Begley would not have entered into the employment contract
with
Dover had Dover, Pook and CART told him the truth. Begley entered into
that contract because of misrepresentations by Dover, CART, Pook, and
Grand Prix Association of Long Beach which
were made to induce him to enter into the employment contract.
71. Tom Begley could not have ascertained the truth or lack of same of
these
representations and misrepresentations.
72. Tom Begley relied upon Dover, CART, Long Beach Association of Long
Beach, and Pook, and relied upon their fraudulent statements regarding
the employment contract.
73. Tom Begley and Thomas Begley and Associates, Inc. were defrauded
by
Defendants Dover, CART, Grand Prix Association of Long Beach, and
Pook.
74. Tom Begley and Thomas Begley and Associates, Inc. have been harmed
as a result of such reliance.
SECOND CAUSE OF ACTION
(Unlawful Interference in a Relationship)
75. Tom Begley individually and as president of the Foundation
reasserts and
realleges paragraphs 1- 59.
76. Begley and the Foundation were and are involved in a business
relationship.
77. Dover is and was aware of plaintiff’s business relationship.
78. Dover has intentionally and without justification interfered in
the said
business relationship by refusing to provide support to the Foundation
and by improperly
terminating Begley’s salary and/or support so as to prevent Begley
from working with the
Foundation and so as to prevent the Foundation from having access to
the resources and financial
support which it requires to successfully conduct and fulfill its
purposes as contemplated under
the Fee Agreement.
79. Both Begley and the Foundation have been and are harmed and
damaged
as a result of the interference in the relationship between Begley and
the Foundation.
THIRD CAUSE OF ACTION
(Civil Theft)
80. Tom Begley and Thomas Begley and Associates, Inc. reassert and
reallege
paragraphs 1- 59.
81. The Amended and Restated License and Use Agreement, and the
Amended and Restated Real Estate License and Lease between the City of
St. Petersburg and
Thomas Begley and Associates, Inc. were and are “property” as defined
in Florida Statues
Section 812.012 (4).
82. Dover, CART, Grand Prix Association of Long Beach, and Pook
obtained
this “property” by fraud, wilful misrepresentation of a future act or
a false promise as defined in
Florida Statutes Section 812.012 (3) (c).
83. Dover, CART, Grand Prix Association of Long Beach, and Pook
committed theft, as they jointly and separately, knowingly obtained
the property of Thomas
Begley and Associates with intent to permanently deprive Thomas Begley
and Associates of its
right to the “property” or a benefit from the “property” as defined
under Florida Statutes Section
812.014 (1).
84. The pattern of deceit , deception, fraud, and misrepresentation
committed
by Dover, CART, Grand Prix Association of Long Beach, and Pook
continued on multiple
occasions beginning in mid 2001 and continuing until mid 2003. As such
, these defendants
violated Chapter 772, Florida Statutes, specifically 772.103 (1)
and/or 772.103 (2).
85. As such, Tom Begley and Thomas Begley and Associates, Inc. have a
civil cause of action pursuant to Section 772.104 for treble damages
as well as attorney’s fees.
FOURTH CAUSE OF ACTION
(Reformation or Recission)
86. Tom Begley individually, Tom Begley and Associates, and Tom Begley
as
President of the Foundation reasserts and realleges and incorporates
herein paragraphs 1- 59.
87. The Amended and Restated License and Use Agreement were assigned
as
the result of the fraud, misrepresentation and deceits previously
alleged.
88. Alternatively or cumulatively, such assignments and agreements to
assign
Amended and Restated License and Lease Agreements were founded upon
illusory
consideration.
89. In justice and equity, Begley and Associates and the City of St.
Petersburg
should be restored to their former position; that is, the position the
parties occupied before
Begley and Associates terminated its License and Use Agreement with
the City and the now
apparent attempted assignment by Long Beach (Dover) to CART (and CART
to Open Wheel) in
violation of the express terms of the non-assignment clause of the
attached Agreement.
90. Justice and equity require that the parties to those Agreements,
Begley and
Associates and the City of St. Petersburg, either be restored to the
position which they would
have occupied had the fraudulent and/or illegal assignment of those
Agreements not been
procured or, alternatively, that such assignments be rescinded and
voided and set aside and held
for naught.
WHEREFORE, Plaintiffs Thomas Begley, Thomas Begley and Associates,
Inc., and
Thomas Begley as president of the Grand Prix Foundation of St.
Petersburg demand the
following relief as well as trial by jury of all issues so triable as
a matter of right:
i. Treble damages plus costs and attorney’s fees against Dover, CART,
Grand Prix Association of Long Beach, and Pook for civil theft;
ii. Damages on behalf of the Grand Prix Foundation of St. Petersburg
against
Dover and/or Grand Prix Association of Long Beach in an amount to be
determined at trial;
iii. Alternatively or cumulatively, Thomas Begley individually demands
damages against Dover in an amount which would equal his salary of
$120,000 per year for the twelve years promised by Dover to induce him
to sign the Fee Agreement and transfer the rights to the race to
Dover;
iv. Alternatively or cumulatively, Tom Begley and Begley and
Associates
pray for recission of agreements entered into by them with Dover
through
its subsidiary Grand Prix Association of Long Beach for failure of
consideration as the consideration was illusory and fraudulent;
v. Alternatively or cumulatively Tom Begley and Begley and Associates
demand damages for the fraudulent misrepresentations made by Dover,
CART, Grand Prix Association of Long Beach, and Pook, jointly and/or
severally in an amount to be determined at trial.
vi. Alternatively or cumulatively, Thomas Begley and Thomas Begley and
Associates demand cancellation and/or rescission of the various
agreements between the defendants with the City of St. Petersburg and
restoring those agreements to Thomas Begley and Associates, their
rightful owner, plus damages for their unlawful obtention.
PLAINTIFF PRAYS FOR TRIAL BY JURY OF ALL ISSUES
SO TRIABLE AS A MATTER OF RIGHT.
RESPECTFULLY SUBMITTED this 11 th day of December, 2003.
˜
Jonathan L. Alpert, Esquire
Florida Bar No.: 121970
THE ALPERT LAW FIRM
401 E. Jackson Street, Suite
1825
Post Office Box 3270
Tampa, Florida 33601-3270
(813) 223-4131 - Tel.
(813) 228-9612 - Fax
ELECTION OF JURY TRIAL
Mr. Clerk: Plaintiffs elect trial by jury.
˜
Jonathan L. Alpert, Esquire
Florida Bar No.: 121970
THE ALPERT LAW FIRM
401 E. Jackson Street, Suite
1825
Post Office Box 3270
Tampa, Florida 33601-3270
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