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UNITED STATES DISTRICT COURT
NORTHERN DISTRICT OF TEXAS
WILLIAM HAMBRECHT AND THE
HAMBRECHT 1980 REVOCABLE
CASE NO. 3:11-cv-61
Plaintiff HDNet, LLC (“Plaintiff”), files its Complaint against William Hambrecht and
The Hambrecht 1980 Revocable Trust (collectively “Defendants”) and respectfully shows the
Court and Jury as follows:
JURISDICTION AND VENUE
1. The Court has subject matter jurisdiction over this action pursuant to 28 U.S.C. §
1332 because this action is between citizens of different States and the amount in controversy
exceeds the sum or value of $75,000, exclusive of interest and costs.
2. Because Defendants have purposefully availed themselves of the privilege of
conducting business in this state, which has been regular and systematic, and because Defendants
committed many of the wrongful acts alleged in this Complaint within this judicial district,
Defendants are subject to personal jurisdiction in this Court.
3. Venue is proper in this Court pursuant to 28 U.S.C. § 1391(a)(2) because a
substantial part of the events giving rise to these claims occurred in this judicial district, and the
injurious consequences of Defendants’ acts occurred in this judicial district.
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PLAINTIFF’S COMPLAINT – Page 2
4. Venue is also proper in this Court because Defendants agreed to venue in Dallas
County pursuant to a written agreement between Plaintiff and Defendants.
5. Plaintiff HDNet, LLC, is a Delaware corporation with its principal place of
business in Dallas County, Texas.
6. Defendant William Hambrecht is an individual residing in San Francisco,
7. On information and belief, Defendant The Hambrecht 1980 Revocable Trust is a
trust organized under the laws of California.
8. On or about April 7, 2010, UFL Management, LLC executed and delivered to
Plaintiff a promissory note dated April 7, 2010 whereby UFL Management, LLC promised to
pay to the order of plaintiff the sum of $5,000,000.00 due and payable on October 6, 2010, with
interest at the rate of one percent (1%) per annum (the “UFL Note”). A true copy of the UFL
Note is attached as Exhibit “A” and incorporated by reference. Plaintiff is the legal owner and
holder of the note.
9. As part of the same transaction, on or about April 7, 2010 for consideration made
and delivered, Defendants executed an agreement by the terms of which Defendants absolutely
and unconditionally guaranteed prompt payment of the UFL Note, together with reasonable
attorneys’ fees, costs and expenses. A true copy of the agreement (with personal financial
information removed) is attached as Exhibit “B” and incorporated by reference.
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PLAINTIFF’S COMPLAINT – Page 3
10. Despite Plaintiff's demand for payment from UFL Management LLC after the
note became due and payable, no part of the note has been paid.
11. On or about October 19, 2010, Plaintiff, Defendants and UFL Management LLC
entered into a forbearance agreement, under which Plaintiff agreed to forbear its rights under the
UFL Note and guaranty until December 1, 2010. Under this forbearance agreement, the parties
agreed that interest accruing on the principal amount of the UFL Note after October 6, 2010,
would accrue at the rate of fifteen percent (15%) per annum.
12. On or about December 1, 2010, Plaintiff demanded that Defendants fulfill the
terms of Defendants’ guaranty, and pay the debt owed to Plaintiff in accordance with that
guaranty, but no part of the debt has been paid. Accordingly, there is now due, owing, and
unpaid from Defendants to Plaintiff on the note the sum of $5,000,000.00 principal, and interest
on this sum at the rate of one percent (1%) per annum calculated from April 7, 2010 to October
6, 2010, and at the rate of fifteen percent (15%) per annum calculated from October 7, 2010.
CLAIMS FOR RELIEF
A. Breach of Contract
13. Plaintiff repeats and realleges the facts contained in the preceding paragraphs and
incorporate them fully herein.
14. HDNet and Defendants have a valid, enforceable contract by which Defendants
guaranteed payment of principal and interest under the UFL Note.
15. HDNet has fully performed its obligations under the contract.
16. Defendants have breached the contract by failing to tender prompt payment of the
principal and interest due under the UFL Note.
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PLAINTIFF’S COMPLAINT – Page 4
17. As a result of Defendants’ breaches of contract, Plaintiff has sustained financial
harm within the jurisdiction of this court.
B. Attorney’s Fees
18. Plaintiff repeats and realleges the facts contained in the preceding paragraphs and
incorporates them fully herein.
19. Due to the breaches of contract described above, it has been necessary for
Plaintiff to obtain legal counsel to prosecute this suit. As a result, Plaintiff is entitled to recover
its reasonable and necessary fees and costs for prosecuting this action.
20. HDNet demands a jury trial of all claims in this Complaint on which a jury trial is
PRAYER FOR RELIEF
WHEREFORE, PREMISES CONSIDERED, Plaintiff requests that Defendants be cited
to appear and answer herein, and that on final hearing, Plaintiff have judgment as follows:
A. All actual damages caused by Defendants’ actions;
B. Reasonable and necessary attorney’s fees for prosecuting this action;
C. Pre- and post-judgment interest at the highest lawful rate;
D. Costs of suit; and
E. Such other and further relief to which Plaintiff may be justly entitled.
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PLAINTIFF’S COMPLAINT – Page 5
Dated: January 10, 2011 Respectfully submitted,
FISH & RICHARDSON P.C.
By: /s/ M. Brett Johnson
Thomas M. Melsheimer
State Bar No. 13922550
M. Brett Johnson
Texas Bar No. 00790975
Scott C. Thomas
Texas Bar No. 24046964
John C.C. Sanders, Jr.
Texas Bar No. 24057036
1717 Main Street, Suite 5000
Dallas, Texas 75201
Telephone (214) 747-5070
Telecopy (214) 747-2091
Attorneys for Plaintiff
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2JS 44 (TXND Rev. 2/10)
CIVIL COVER SHEET
The JS 44 civil cover sheet and the inIormation contained herein neither replace nor supplement the Iiling and service oI pleadings or other papers as required by law, except as
provided by local rules oI court. This Iorm, approved by the Judicial ConIerence oI the United States in September 1974, is required Ior the use oI the Clerk oI Court Ior the purpose oI
initiating the civil docket sheet. (SEE INSTRUCTIONS ON THE REVERSE OF THE FORM.)
I. (a) PLAINTIFFS DEFENDANTS
(b) County oI Residence oI First Listed PlaintiII County oI Residence oI First Listed DeIendant
(EXCEPT IN U.S. PLAINTIFF CASES) (IN U.S. PLAINTIFF CASES ONLY)
NOTE: IN LAND CONDEMNATION CASES, USE THE LOCATION OF THE
(c) Attorney`s (Firm Name, Address, and Telephone Number) Attorneys (II Known)
II. BASIS OF 1URISDICTION (Place an 'X¨ in One Box Only) III. CITIZENSHIP OF PRINCIPAL PARTIES(Place an 'X¨ in One Box Ior PlaintiII
(For Diversity Cases Only) and One Box Ior DeIendant)
u 1 U.S. Government u 3 Federal Question PTF DEF PTF DEF
PlaintiII (U.S. Government Not a Party) Citizen oI This State u 1 u 1 Incorporated or Principal Place u 4 u 4
oI Business In This State
u 2 U.S. Government u 4 Diversity Citizen oI Another State u 2 u 2 Incorporated and Principal Place u 5 u 5
(Indicate Citizenship oI Parties in Item III)
oI Business In Another State
Citizen or Subiect oI a u 3 u 3 Foreign Nation u 6 u 6
IV. NATURE OF SUIT (Place an 'X¨ in One Box Only)
CONTRACT TORTS FORFEITURE/PENALTY BANKRUPTCY OTHER STATUTES
u 110 Insurance PERSONAL IN1URY PERSONAL IN1URY u 610 Agriculture u 422 Appeal 28 USC 158 u 400 State Reapportionment
u 120 Marine u 310 Airplane u 362 Personal Iniury - u 620 Other Food & Drug u 423 Withdrawal u 410 Antitrust
u 130 Miller Act u 315 Airplane Product Med. Malpractice u 625 Drug Related Seizure 28 USC 157 u 430 Banks and Banking
u 140 Negotiable Instrument Liability u 365 Personal Iniury - oI Property 21 USC 881 u 450 Commerce
u 150 Recovery oI Overpayment u 320 Assault, Libel & Product Liability u 630 Liquor Laws PROPERTY RIGHTS u 460 Deportation
&EnIorcement oI Judgment Slander u 368 Asbestos Personal u 640 R.R. & Truck u 820 Copyrights u 470 Racketeer InIluenced and
u 151 Medicare Act u 330 Federal Employers` Iniury Product u 650 Airline Regs. u 830 Patent Corrupt Organizations
u 152 Recovery oI DeIaulted Liability Liability u 660 Occupational u 840 Trademark u 480 Consumer Credit
Student Loans u 340 Marine PERSONAL PROPERTY SaIety/Health u 490 Cable/Sat TV
(Excl. Veterans) u 345 Marine Product u 370 Other Fraud u 690 Other u 810 Selective Service
u 153 Recovery oI Overpayment Liability u 371 Truth in Lending LABOR SOCIAL SECURITY u 850 Securities/Commodities/
oI Veteran`s BeneIits u 350 Motor Vehicle u 380 Other Personal u 710 Fair Labor Standards u 861 HIA (1395II) Exchange
u 160 Stockholders` Suits u 355 Motor Vehicle Property Damage Act u 862 Black Lung (923) u 875 Customer Challenge
u 190 Other Contract Product Liability u 385 Property Damage u 720 Labor/Mgmt. Relations u 863 DIWC/DIWW (405(g)) 12 USC 3410
u 195 Contract Product Liability u 360 Other Personal Product Liability u 730 Labor/Mgmt.Reporting u 864 SSID Title XVI u 890 Other Statutory Actions
u 196 Franchise Iniury & Disclosure Act u 865 RSI (405(g)) u 891 Agricultural Acts
REAL PROPERTY CIVIL RIGHTS PRISONER PETITIONS u 740 Railway Labor Act FEDERAL TAX SUITS u 892 Economic Stabilization Act
u 210 Land Condemnation u 441 Voting u 510 Motions to Vacate u 790 Other Labor Litigation u 870 Taxes (U.S. PlaintiII u 893 Environmental Matters
u 220 Foreclosure u 442 Employment Sentence u 791 Empl. Ret. Inc. or DeIendant) u 894 Energy Allocation Act
u 230 Rent Lease & Eiectment u 443 Housing/ Habeas Corpus: Security Act u 871 IRSThird Party u 895 Freedom oI InIormation
u 240 Torts to Land Accommodations u 530 General 26 USC 7609 Act
u 245 Tort Product Liability u 444 WelIare u 535 Death Penalty IMMIGRATION u 900Appeal oI Fee Determination
u 290 All Other Real Property u 445 Amer. w/Disabilities - u 540 Mandamus & Other u 462 Naturalization Application Under Equal Access
Employment u 550 Civil Rights u 463 Habeas Corpus - to Justice
u 446 Amer. w/Disabilities - u 555 Prison Condition Alien Detainee u 950 Constitutionality oI
Other u 465 Other Immigration State Statutes
u 440 Other Civil Rights Actions
Appeal to District
(Place an 'X¨ in One Box Only)
u 1 Original
u 2 Removed Irom
u 3 Remanded Irom
u 4 Reinstated or
u 5 u 6 Multidistrict
VI. CAUSE OF ACTION
Cite the U.S. Civil Statute under which you are Iiling (Do not cite jurisdictional statutes unless diversity):
BrieI description oI cause:
VII. REQUESTED IN
u CHECK IF THIS IS A CLASS ACTION
UNDER F.R.C.P. 23
DEMAND $ CHECK YES only iI demanded in complaint:
1URY DEMAND: u Yes u No
VIII. RELATED CASE(S) (See instructions)
PENDING OR CLOSED:
JUDGE DOCKET NUMBER
DATE SIGNATURE OF ATTORNEY OF RECORD
FOR OFFICE USE ONLY
RECEIPT # AMOUNT APPLYING IFP JUDGE MAG. JUDGE
Dallas County, TX
M. Brett Johnson; Fish & Richardson P.C.; 1717 Main Street
Suite 5000; Dallas, TX 75201; (Ph:) 214-747-5070
William Hambrecht and The Hambrecht 1980 Revocable Trust
San Francisco County, CA
28 U.S.C. § 1332
Suit by creditor against guarantor
01/10/2011 /s/ M. Brett Johnson
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