Sie sind auf Seite 1von 14

UNITED STATES DISTRICT COURT DISTRICT OF MINNESOTA REHBEIN ENVIRONMENTAL SOLUTIONS, INC.

, MARK REHBEIN, and DAVE MUELLNER, Plaintiffs, v. EPIC GREEN HOLDINGS, Defendant. ) ) ) ) ) Case No. ) ) JURY TRIAL DEMANDED ) ) ) ) )

COMPLAINT FOR PATENT INFRINGEMENT, INJUNCTIVE RELIEF, AND BREACH OF CONTRACT Plaintiffs Rehbein Environmental Solutions, Inc. (RESI), Mark Rehbein, and Dave Muellner, for their complaint against defendant Epic Green Holdings (EGH), state and allege as follows: INTRODUCTION This action is essentially for breach of a patent-licensing agreement and related employment contracts. On October 6, 2010, RESI entered into a business relationship with EGH relating to water solution management and subterranean irrigation systems. That arrangement included RESIs transfer of certain patent rights and other property to EGH and EGHs hiring of RESIs Mark Rehbein and Dave Muellner as employees.

Problems developed within days. Although RESI transferred the property rights, EGH did not pay for them. Nor did it pay its employees. In November 2010, RESI formally notified EGH of breach as a prelude to termination. The parties talked about it for months; EGH kept telling RESI to be patient and that money would be coming in soon. Still EGH failed to make proper payments. When RESI finally raised the prospect of seeking relief, EGH threatened to make the process as painful and expensive for RESI as possible. Still EGH failed to make payments and, at that time, owed plaintiffs hundreds of thousands of dollars. So despite the threats, RESI terminated the relationship for cause on October 21, 2011. But RESI continued to try to keep the relationship together. On October 23, 2011, following more negotiations, RESI reinstated the relationship pursuant to the terms of a settlement agreement. That agreement required EGH, among other things, to: make an up-front payment; catch up on its debt under the Asset Transfer Agreement through monthly installments; and to pay amounts owed for royalties, past-due invoices, and the employees salaries within 60 days. Although EGH made the up-front payment, EGH did not comply with the rest of the agreement and still owes plaintiffs hundreds of thousands of dollars.

Therefore, on March 21, 2012, plaintiffs terminated their relationship with EGH pursuant to the terms of the October 23, 2011 Settlement Agreement. Even though the patent rights reverted immediately to RESI upon termination, EGH maintains that it still owns the rights and continues to use them in its business. Plaintiffs therefore bring this action to enforce their contractual and patent rights. PARTIES 1. Plaintiff RESI is a Nevada corporation with its principal place

of business in Minnesota. 2. 3. 4. Plaintiff Mark Rehbein is a resident and citizen of Minnesota. Plaintiff Dave Muellner is a resident and citizen of Minnesota. Defendant EGH is a Cayman Islands exempted company with

its principal place of business and corporate offices in Dubai, UAE. JURISDICTION AND VENUE 5. Defendant consented to the jurisdiction of and venue in this

Court and waived any right to object to either in the October 23, 2012 Settlement Agreement (Exh. E 7). 6. Because this case arises in part under the United States patent

laws, 35 U.S.C. 1, et seq., this Court has jurisdiction pursuant to 28 U.S.C. 1331 and 1338(a).
3

7.

This Court also has diversity jurisdiction pursuant to 28 U.S.C.

1332 because diversity of citizenship exists and the amount in controversy exceeds $75,000, exclusive of interest and costs. 8. Venue is proper pursuant to 28 U.S.C. 1391 & 1400. FACTUAL BACKGROUND 9. On July 13, 1999, United States Letters Patent No. 5,921,771

were issued to Jonas ipaila entitled SUBSURFACE FLUID DISTRIBUTION APPARATUS AND METHOD, the rights to which he subsequently transferred to his company, Environmental Control Systems (ECS); 10. On April 14, 2009, United States Letters Patent No. 7,517,172

were issued to Jonas ipaila entitled SUBSURFACE FLUID DISTRIBUTION APPARATUS, the rights to which he transferred ECS. 11. 12. ECS licensed its rights under the patents to RESI. RESI owned other intellectual property relating to water

management solutions and subterranean irrigation systems (collectively, RESIs intellectual property). 13. On October 6, 2010, RESI entered into a business relationship

with EGH that is embodied in three documents: an Asset Transfer Agreement between RESI and EGH (Exh. A); an Executive Employment
4

Agreement with Mark Rehbein of RESI (Exh. B); and an Executive Employment Agreement with Dave Muellner of RESI (Exh. C). 14. According to the Asset Transfer Agreement, RESI transferred,

among other property, its rights to the patents and RESIs intellectual property to EGH in exchange for, among other things, an Acquisition Fee of $2.3 million and payment of ongoing royalties. 15. Paragraph 9(C) of the Asset Transfer Agreement provides, in

relevant part, If this Agreement is terminated . . . all rights transferred from RESI to EGH under this Agreement (including, without limitation, all rights to the RESI Patent, all rights under the ECS transfer Agreement, all rights under the Sipaila license, all rights to all other assets RESI assigned or transferred to EGH . . .) shall completely, fully and immediately revert to RESI. EGH agrees to promptly execute all required documentation to affect such transfer. 16. Paragraph 9(C) further provides, in relevant part, that upon

termination, [A]ll obligations of EGH to pay the Acquisition Fee shall remain in full force and effect. 17. In connection with the asset transfer, RESI and EGH agreed

that EGH would hire Mark Rehbein and Dave Muellner, both of RESI, pursuant to the terms of virtually identical Executive Employment
5

Agreements (see Exhs. B and C). Those agreements, among other things, required EGH to pay Messrs. Rehbein and Muellner salaries and reimburse them for expenses in exchange for their services. 18. EGH failed to pay RESI pursuant to the terms of the Asset

Transfer Agreement. 19. On November 29, 2010, Mark Rehbein, RESIs Chief Executive

Officer, went to Dubai and hand-delivered Notice of Breach to Charlie Fleifel, EGHs Chief Executive Officer (Exh. D). 20. EGH repeatedly assured RESI and Messrs. Rehbein and

Muellner for months that it would perform its obligations, but failed to make payments required by the Asset Transfer Agreement and the Executive Employment Agreements. 21. On October 21, 2011, RESI terminated the business

relationship, including the Asset Transfer Agreement and the Executive Employment Agreements, for cause. 22. On October 23, 2011, the parties reached a settlement, the

terms of which are attached hereto as Exh. E. EGHs Managing Director, Bart Rehbein, accepted the terms by email on behalf of EGH. (Exh. F). 23. Paragraph 2 of the October 23, 2011 Settlement Agreement

provides RESI must receive confirmation by 5:00 pm CST, Monday,


6

October 24, 2011 that you have wired it $184,000 ($100,000 allocated to overdue license fees, $50,000 as prepayment of the November 6, 2011 license payments, and the rest allocated to first past salary (which EGH thinks may be around one payroll due for September) and the remainder to either overdue royalty payments or past invoices, at RESIs choice. 24. Paragraph 3 of the October 23, 2011 Settlement Agreement

provides, [EGH] will send $50,000 per month starting December 6, 2011 for overdue and future license fees until the original license agreement is paid in full. Confirmation of the wire transfer must be received by the eleventh of each month. 25. Paragraph 4 of the October 23, 2011 provides, in relevant part,

[EGH has] 60 days to pay all outstanding invoices received by November 1, 2011 incurred by RESI, less certain amounts previously paid. 26. Paragraph 6 of the October 23, 2011 Settlement Agreement

provides, If [EGH fails] to comply with any of these terms, this refinancing arrangement is void and cancelled, any and all moneys owed to RESI are due immediately (with interest), and you have no further opportunity to cure. 27. Paragraph 7 of the October 23, 2011 Settlement Agreement

provides, This refinancing arrangement is governed by and shall be


7

construed in accordance with the laws of the State of Minnesota. Any claims arising out of or relating to this arrangement, the other contracts, or your business relationship shall be brought exclusively in state or federal court in Hennepin County, Minnesota. You consent to jurisdiction there and waive any right to challenge jurisdiction or venue. 28. Paragraph 8 of the October 23, 2011 Settlement Agreement

provides, The provisions in the contracts between the parties that are not inconsistent with [these] remain in force. 29. Although EGH wired $184,000 to RESI as required by

paragraph 2 of the October 23, 2011 Settlement Agreement, EGH has failed to pay RESI and Messrs. Rehbein and Muellner moneys owed or otherwise comply with that agreement. 30. On March 16, 2012, following another series of unsuccessful

discussions with EGH, RESI terminated its business relationship with EGH pursuant to paragraph 6 of the October 23, 2011 Settlement Agreement. 31. Despite no longer owning the rights to RESIs patents and

RESIs intellectual property, EGH continues to use those rights by, among other things, using the technology to do business with third-parties and advertising RESIs technology in its marketing materials.

32.

On March 19, 2012, counsel for RESI sent EGH an email

inquiring whether EGH intended to stop using RESIs property, stop representing that it has the rights to RESIs property, and otherwise comply with its post-termination obligations. Counsel requested a response by noon on Wednesday, March 21, 2012. EGH did not respond to counsels email. COUNT I PATENT INFRINGMENT 33. Plaintiffs incorporate paragraphs 1 through 32 above as if

fully set forth herein. 34. EGH has infringed and is continuing to infringe on RESIs

patent rights by, among other things: distributing products that embody the patents; representing to third parties and in marketing materials that it owns the patent rights; and doing business with third parties regarding the sale, use, and distribution of technologies based on the patent rights. 35. from RESI. 36. EGH will continue to infringe RESIs patent rights unless EGHs activities have been without express or implied license

enjoined by this Court. 37. As a result of EGHs infringing conduct, RESI has suffered

and will continue to suffer irreparable harm for which there is no adequate
9

remedy at law. RESI is entitled to preliminary and permanent injunctive relief against such infringement pursuant to 35 U.S.C. 283. 38. As a result of the infringement of its patent rights, RESI has

been damaged, and will be further damaged, and is entitled to be compensated for such damages, pursuant to 35 U.S.C. 284, in an amount to be determined at trial. 39. Plaintiff has notified defendant in writing that the use of such

technology violates its rights and constitutes infringement. COUNT II BREACH OF CONTRACT -- RESI 40. Plaintiffs incorporate paragraphs 1 through 32 above as if

fully set forth herein. 41. Plaintiffs entered into the Asset Transfer Agreement and

Executive Employment Agreements with defendant, the terms of which were modified in part by the October 23, 2011 Settlement Agreement. 42. Defendant breached those agreements by, among other things:

failing to pay RESI the Acquisition Fee, failing to pay royalties, failing to reimburse it for expenses, and refusing to comply with its post-termination obligations. 43. As a result of defendants breach, plaintiff has been damaged

and is entitled to compensation in an amount to be determined at trial.


10

44.

Plaintiff has performed all necessary conditions precedent.

COUNT III BREACH OF CONTRACT: MARK REHBEIN 45. Plaintiffs incorporate paragraphs 1 through 32 above as if

fully set forth herein. 46. EGH breached Mark Rehbeins Executive Employment

Agreement by, among other things, failing to pay him and reimburse him for expenses. 47. As a result of defendants breach, Mark Rehbein has been

damaged and is entitled to compensation in an amount to be determined at trial. 48. Plaintiff has performed all necessary conditions precedent.

COUNT IV BREACH OF CONTRACT: DAVE MUELLNER 49. Plaintiffs incorporate paragraphs 1 through 32 above as if

fully set forth herein. 50. EGH breached David Muellners Executive Employment

Agreement by, among other things, failing to pay him and reimburse him for expenses. 51. As a result of defendants breach, David Muellner has been

damaged and is entitled to compensation in an amount to be determined at trial.


11

52.

Plaintiff has performed all necessary conditions precedent. COUNT V VIOLATIONS OF MINN. STAT 181.14 (MARK REHBEIN AND DAVE MUELLNER)

53.

Plaintiffs incorporate paragraphs 1 through 32 and 45 through

52 above as if fully set forth herein. 54. Plaintiffs Mark Rehbein and Dave Muellner were employees

of EGH pursuant to the terms of their Executive Employment Agreements, the terms of which were modified in part by the October 23, 2011 Settlement Agreement. 55. Pursuant to the terms of their employment, EGH was

obligated to, among other things, pay them wages for their services. 56. 57. On March 16, 2012, plaintiffs terminated their employment. On March 19, 2012, plaintiffs counsel asked whether EGH

intended to pay wages owed in accordance with Minn. Stat. 181.14. 58. EGH failed to respond and has failed to pay Messrs. Rehbein

and Muellner wages owed. 59. As a result of EGHs refusal to comply with Minn. Stat.

181.14, Messrs. Rehbein and Muellner have been harmed and are entitled to compensation pursuant to the statute.

12

PRAYER FOR RELIEF WHEREFORE, plaintiffs respectfully request that the Court: 1. Enter judgment in favor of plaintiffs and against defendant on

all counts of the complaint; 2. Hold that upon termination of the Asset Transfer Agreement

on March 16, 2012, any rights to the patents and RESIs other property reverted to RESI and direct EGH to execute any and all documents necessary to reflect such transfer; 3. Preliminarily and permanently enjoin EGH, its directors,

officers, agents, employees, affiliates, subsidiaries, others controlled by them, and all persons in active concert or participation with any of them, from further infringing on RESIs patent rights; 4. Award RESI damages adequate to compensate it for EGHs

infringing acts in accordance with 35 U.S.C. 284; 5. Find in favor of RESI that this is an exceptional case under 35

U.S.C. 285 and award RESI all costs, expenses, and, attorneys fees incurred in connection with this action; 6. Award RESI its costs, expenses, and attorneys fees incurred in

connection with this action pursuant to paragraph 22(B) of the Asset Transfer Agreement;
13

7.

Award Mark Rehbein compensatory and statutory damages

for breach of his employment agreement; 8. Award Dave Muellner compensatory and statutory damages

for breach of his employment agreement; 9. interest; and 10. Award such other relief as the Court deems just and proper. Order EGH to pay plaintiffs pre-judgment and post-judgment

Date: March 21, 2012

Respectfully submitted, ELLISON LAW OFFICES, PLLC

By: /s/ Steven J. Ellison Steven J. Ellison (#0387538) 14565 114th St. North Stillwater, MN 55082 Telephone: (612) 616-7686 E-mail: sellison@ellisonlawpllc.com ATTORNEYS FOR PLAINTIFFS

14

Das könnte Ihnen auch gefallen