By Lev D. Zilbermints
As was reported in the June 15, June 1, May 11, April 20, April 14 and March 23, 2023 issues of “Local Talk”: the City of Newark, its Municipal Council and certain other parties were sued by the developer, Fairmount Senior Genesis, Housing Urban Renewal Partnership, LLC, Genesis Fairmount Partners, LLC and Genesis Central Ave Partners. The cause of the lawsuit was that the City and its Municipal Council allegedly failed to live up to their side of the agreement and were engaged in unfair play and political shenanigans.
In this, the seventh and final part of the article, “Local Talk” sheds more light on what happened. According to court papers, the developer alleges that the City of Newark is guilty of violating nine counts. These include specific performance; breach of contract; U.S. and New Jersey Civil Rights Act violations; tortious interference with prospective economic relations; quantum meruit; breach of good faith and fair dealing; Tortious Interference with Existing Contractual Rights Against the Developer Defendants; Tortious Interference with Prospective Business Relations Against the Developer Defendants; Unjust Enrichment Against the City.
“Local Talk” will cite court papers and other sources to explain to the readers what is going on. According to court papers, the first count that the City is alleged to have violated is that of specific performance. This means that in terms of business, the City of Newark did not perform as was expected of it. Instead, the developer claims that the City lied, hoodwinked, played politics and engaged in disgraceful actions towards the developer.
COUNT ONE: Specific Performance
Count One alleges that the City of Newark was supposed to act in a certain manner. This meant honoring agreements, giving financial assistance, cooperating with the Plaintiff, and being a dependable business partner. Since the City of Newark did not cooperate, they were sued in court for violating “specific performance” that is expected in business and legal circles.
COUNT TWO: Breach of Contract
Translated from legalese into everyday English, this means that the City breached an agreement, a contract it had signed with the City of Newark. Not just one, but several agreements. Hence, the developer is suing in order to be awarded the agreements with the City; awarded damages; attorneys’ fees, and other relief that the Court may find reasonable.
Remember, the Plaintiffs spent $3 million or more out of their own pocket. Common sense states that Plaintiffs would want their money back.
COUNT THREE: U.S. and New Jersey Civil Rights Act Violation
Translated from legalese, this means that the Defendants violated the Plaintiff’s civil rights under both the Constitution of the United States and the Constitution of New Jersey. Not only that, but “color of law” was used to violate Plaintiff’s rights. In other words, the law was used to do something that was wrong and immoral.
COUNT FOUR: Tortious Interference with Prospective Economic Relations
In this count, Defendants are alleged to have interfered with “prospective economic relations” of the Plaintiff. Simply put, had the properties been developed, they would have given the Plaintiff a considerable financial and economic windfall. Since this did not occur, the Plaintiff is alleging that the Defendant’s actions prevented the economic windfall that Plaintiff would have reaped.
COUNT FIVE: Quantum Meruit
According to Dictionary.com, quantum meruit means a reasonable sum of money to be paid for services rendered or work done when the amount due is not stipulated in a legally enforceable contract. According to Cornell Law School website, quantum meruit is Latin for “as much as he has deserved.” It is an equitable remedy that provides restitution for unjust enrichment. Damages awarded in an amount considered reasonable to compensate a person who has provided services in a quasi-contractual relationship. According to Cornell Law School, the precedent-setting case is Foman v. Davis, 371 U.S. 178 (1962).
What has occurred is that the Plaintiff (the original developer) rendered services to the City of Newark and was never paid for it.
COUNT SIX: Breach of Good Faith and Fair Dealing
Count Six states that the Defendants behaved indecently by violating the various agreements and trying to swindle the Plaintiffs out of the fruits of labor and hard work. Thus, the breach of faith and fair dealing. Basically, where is the honor and fairness?
COUNT SEVEN: Tortious Interference with Existing Contractual Rights
Count Seven states that the City of Newark and the Developer Defendants interfered with Plaintiff’s contractual rights. This was done by trying to get the developer (Plaintiff) to give up their rights in favor of the Developer Defendant, an ally of the City of Newark. The interference was made by saying one thing and doing another, by retaining a different developer than the Plaintiff, by taking away financial support that was promised to the Plaintiff.
COUNT EIGHT: Tortious Interference with Prospective Business Relations
Count Eight alleges that the Developer Defendants interfered with the Plaintiff Central’s existing contractual rights in many different ways. First, Developer Defendants entered into the Kawaida Towers Agreement. Next, the Developer Defendants tried to purchase and develop the Central and Fairmount Properties. To do this, Developer Defendants needed to replace the Plaintiff as the developer. Since the City was their ally, the Developer Defendants thought they could easily displace the Plaintiff. However, the Plaintiff fought back with a lawsuit.
COUNT NINE: Unjust Enrichment (Against the City)
Count Nine alleges that the City has been unjustly enriched “because it received and retained the benefit of Plaintiffs’ extensive efforts and expenditures to redevelop the Properties, yet effectively deprived Plaintiffs of their contractual rights under the Amended RDA without compensating Plaintiffs.” In other words, the City used the Plaintiff’s services for free, without paying them for their services. This is unjust enrichment.
Where do the parties stand?
So where do the parties stand? The answer is that “Plaintiffs demand [the Court] awarding Plaintiff Damages; awarding reasonable attorneys fees and cost of suit; an order granting specific performance of the RDA, the Grant Agreement, and the HOME Agreement, and setting aside and rescinding any purported termination or unilateral assignment thereof; award of treble damages.”
“Local Talk” will keep its readers informed of any progress in the lawsuit. Will the City of Newark pay $10 million to the developer? Only time will tell.
