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HEIDI WESTLAND v. LAURA TREPTE.

Lake County

Case No. 12MR1937

AMENDED COMPLAINT

Heidi Westland (“Westland”), as and for her amended
complaint against Laura Trepte (“Defendant”), states as follows:
Introduction
1. This is an action involving a two-member joint venture
involving a single asset, a horse, seeking the wind-up of the
joint venture and damages arising from the actions of one member
toward the other member.
Parties
2. Westland is an individual resident of Cook County, Illinois.
3. Defendant is an individual resident of Kenosha
Wisconsin whose principal place of business is in that portion
of Barrington, Illinois that is in Lake County, Illinois.
Transaction Location
4. Substantially all of the events which are the subject
of this complaint occurred in Lake County, Illinois and the
horse which is the sole asset of the joint venture is in Lake
County, Illinois.
Statement of Facts
5. Westland and Defendant entered into a joint venture as
of September 1, 2011 (the ”Joint Venture”) pursuant to which the
parties agreed (a) to purchase a horse for $20,000 with each
joint venture party paying half; (b) Westland to pay $1,000 per
month in board and half of the veterinary costs and all farrier
costs for the horse; (c) Defendant to provide all training for
the horse and to handle its marketing and sale; (d) the horse to
be entered in one show with Westland paying the entry fees and
Defendant all other show costs; (e) the horse to be sold in
“Spring 2012” 1 ; and (f) the net profits or losses of the Joint
Venture to be distributed to the parties in equal amounts. The
parties each identified benefits they would receive from the
Joint Venture. A copy of the email documenting the foregoing is
attached as Exhibit A hereto.
6. On September 17, 2011, the Joint Venture purchased a
horse named Henry (the “Horse”) for $18,000. Westland paid
her $9,000 share on the same day.
7. The Horse was stabled at Daybreak Farm in
Libertyville Illinois which is where Westland stabled her
personal horse and took riding lessons and Defendant operated
her horse riding lesson business.
8. During the period from September 1, 2011, through the
last day of “Spring 2012” (June 19, 2012), Westland complied
with her obligations as a member of the Joint Venture.
9. Defendant failed to sell the Horse by the last day of
“Spring 2012”). Defendant did not undertake any marketing
efforts to so sell the Horse and presented no purchase offers
to the Joint Venture.
10. Defendant relocated the horse from Daybreak Farm
stables in Libertyville, Illinois to the Horse’s current
location at Old Barrington Farm in Barrington, Illinois.
Defendant did this without Westland’s consent. This relocation
made it more difficult for Westland to monitor the Joint Venture
and to spend time with the Horse which was a material benefit to
Westland under the Joint Venture.
11. Defendant has used and continues to use the Horse for
personal and business activities not related to the Joint
Venture. Defendant has allowed her daughter to use the Horse
for personal riding. Defendant has used the horse in her horse
riding lesson business.
12. On October 24, 2012, Westland made written demand on
Defendant for (a) the immediate sale of the Horse by the Joint
Venture either to Westland, to Defendant or by auction, (b) an
accounting; and (c) winding-up of the Joint Venture by
distributing to Westland her half of the sale proceeds. In this
letter, Westland made an offer to purchase the Horse for
$30,000. A copy of this letter is attached as Exhibit B.
13. On November 28, 2012, Defendant responded by ignoring
Westland’s purchase offer and instead requesting Westland
consent to the Joint Venture selling the Horse to an unnamed
client of Defendant for $30,000 – which is the same price
Westland offered for the Horse.
14. On November 28, 2012, Westland requested that
Defendant provide a copy of the written purchase offer from
Defendant’s unnamed client.
15. On November 29, 2012, Defendant responded that there
was no written purchase offer. Westland requested the name of
Defendant’s client making the purchase offer.
16. On November 30, 2012, Westland again requested
Defendant reveal the name of her client making the purchase
offer. Defendant refused to reveal the identity of her client
buyer until Westland agreed to the sale. Westland declined to
consent to the Joint Venture accepting an oral offer from an
unknown party on unknown terms. Westland renewed her offer to
purchase the Horse· from the Joint Venture for $30,000. A copy
of this letter is attached as Exhibit C. Defendant refused to
allow the Joint Venture to accept the offer.
17. On December 6, 2012, Westland filed the Complaint.
18. On December 6, 2012, Defendant filed with the Lake
County Recorder a Stable Keeper’s Lien against the Horse thereby
encumbering the Horse with a lien (the “Lien”). A copy of this
Lien document is attached as Exhibit D.
19. The Lien document states that it was prepared by
Herman J. Morino, counsel for Defendant. Given the timing of
its filing, this document had to have been prepared before
December 6, 2012, and likely after Defendant refused to allow the
Joint Venture to accept Westland’s $30,000 purchase offer.
20. The Lien contains the following errors:
(a) the Lien is filed by The Prairie [sic] Star
Farm, but no such entity exists in the State of Illinois;
(b) the Lien is signed by Prairie Star Farm, but no
such entity exists in the State of Illinois;
(c) the Lien states that The Prairie Star Farm has
provided boarding and care of the Horse at its stables,
but the Horse was and remains located at Old Barrington
Farm which is owned by Old Barrington LLC – not The
Prairie Star Farm;
(d) the Lien states that The Prairie Star Farm has
provided boarding and care of the Horse, since September
1, 2011, but from September 1, 2011, through March 2012,
the Horse was located at Daybreak Farm in Libertyville,
Illinois and thereafter at Old Barrington Farm;
(e) the Lien claims $9,980 due, but no itemized
statement is attached nor have any invoices for such
amount been issued to the Joint Venture; and
(f) the Lien is signed by Prairie Star Farm as agent
of Prairie Star Farm which is a nonsensical signature.
Furthermore, the name and title of an authorized person
for Prairie Star Farm is not identified.
21. On December 18, 2012, Michele Debb, Defendant’s oldest
and highest revenue client contacted Westland by telephone to
make an offer to purchase the Horse directly from Westland for
$9,000. Westland explained that the horse belonged to the Joint
Venture so the offer must be to the Joint venture. Westland
further explained that the offer was less than the separate
$30,000 offers made by Westland to the Joint Venture and also by
the undisclosed person allegedly made to Defendant in mid-November
2012. Thus Westland declined to consent to the Joint
Venture accepting the $9,000 offer.
22. On December 26, 2012, Westland received a Notice of
Sale of Horse Commonly Know [Sic] as Henry to Foreclose Upon
Stable Keeper’s Lien Pursuant to 770 ILCS 40/49 (the “Notice of
Sale”). A copy of this Notice of Sale is attached as Exhibit E.
23. The Notice of Sale was delivered to “The Westland
/Trepte Joint Venture” and stated that in three days the Horse
was to be sold at auction to foreclose the Lien.
24. The Notice of Sale contains the following errors:
(a) the sale is noticed for December 29, 2012, but
the Lien states that no sale will occur until after
January 1, 2013;(b) the Notice of Sale admits it was mailed on
December 20 which would make the notice effective as of
December 27, 2012, pursuant to the “mailbox rule”, but
since the Lien states that the Horse will be kept
for 30 days after notice and applicable law requires such
30 days notice the earliest date for a public sale would
be January 26, 2013;
(c) the Notice of Sale is given by Prairie State
[sic] Farm and not The Prairie Star Farm which is
the entity that filed the Lien, furthermore, there is no such
entity as “Prairie State Farm” in existence in the State
of Illinois; and
(d) the name and title of an authorized person for
Prairie State Farm is not identified.
25. On December 28, 2012, Defendant canceled the
foreclosure sale for the Lien.
26. On January 6, 2013, Defendant’s client Mikki Debb
renewed her offer to purchase the Horse for $9,180. For the
same reasons given on December 18, 2012 (see paragraph 21
above), Westland declined to have the Joint Venture sell the
Horse for $9,180 to Ms. Debb when Defendant refused to allow
the Joint Venture to sell the Horse to Westland for $30,000.
27. On January 7, 2013, Westland renewed her offer to
purchase the Horse from the Joint Venture for $30,000. A copy
of this letter is attached as Exhibit F.
28. On January 9, 2013, Defendant refused to allow the
Joint Venture to accept Westland’s offer.
29. As of the date hereof, Defendant has possession and
control of the Horse and refuses to allow the Joint Venture to
sell the Horse and wind-up its affairs.
COUNT I: WIND-UP OF JOINT VENTURE
30 . The allegations in paragraphs 1-29 above are restated
and realleged by reference.
31. Pursuant to subsection (iii) of section 206/801(2) of
the Illinois Uniform Partnership Act (“IUPA” ) applicable to
joint ventures, a partnership for a definite term or particular
undertaking is dissolved and its business must be wound up upon
the expiration of the term of the partnership.
32. The Joint Venture terms required the Horse to be sold
by “Spring 2012” so by its terms, the Joint Venture has expired.
33. Notwithstanding that a notice of disassociation under
subsection (i) of section 206/801(2) of the IPUA is not
required, on October 24, 2012, Westland gave such a notice to
Defendant. Upon the passage of 90 days after the giving of such
notice of disassociation, a partnership for a definite term or
particular undertaking must be wound up.
34. Defendant has not responded to that October 24, 2012
notice and has prevented the wind-up of the Joint Venture.
35. Notwithstanding the fact that the Joint Venture term
has expired and that Westland gave notice of disassociation more
than 90 days ago both of which require the wind-up of the Joint
Venture, the Court may direct the wind-up pursuant to section
206/8-1(5) of the IUPA because (i) the economic purpose of the
Joint Venture is unreasonably frustrated by Defendant ‘ s refusal
to sell the Horse and Defendant’s continuing personal and
business use of the Horse; (ii) Defendant has engaged in conduct
relating to the Joint Venture business which makes it not
reasonably practicable to carry on the business with her,
namely, the filing of the Lien and the attempt to foreclose the
Lien; or (iii) it is not otherwise reasonably practicable to
carry on the Joint Venture in conformity with its terms because
Defendant has unilaterally relocated the Horse and refuses to
allow him to be sold.
36. Defendant has refused to sell the Horse for the
benefit of the Joint Venture and wind-up the Joint Venture.
37. Defendant ‘ s actions have obstructed the purpose of the
Joint Venture; prevented the sale of the Horse, and prevented
the wind-up of the Joint Venture.
38. The wind-up of the Joint Venture must occur. In order
to do so, the Horse must be sold, the proceeds must pay the
costs of sale and the remaining amounts, if any, must be
distributed to the parties.
WHEREFORE, Westland requests that this Court enter an order
directing the wind-up of the Joint Venture as follows:
(a) the Horse be turned over to Westland within 5 days
for sale within 60 days through a commercially reasonable
auction with a reserve price of $30,000;
(b) if the Horse is not sold at auction then the Horse
is to be sold to Westland for $30,000;
(c) Westland shall apply the sale proceeds in the
following order:
(i) to the payment of the costs of sale;
(ii) to the reimbursement of Westland of the
costs of housing and maintaining the Horse pending the
closing of the sale;
(iii) to the payment of the costs of winding-up
the Joint Venture, including accounting and legal fees
and costs;
(iv) to the reimbursement of Westland’s payments
on behalf of the Joint Venture made after June 19,
2012;
(v) to Westland’s costs for this action; and
(vi) any remaining amounts distributed equally to
Westland and Defendant and if no such amounts remain with
each party entitled to losses based on their cash
contributions to the Joint Venture; and
(d) granting such other relief as this Court may deem
just and proper.
COUNT II: BREACH OF FIDUCIARY DUTY
39. The allegations in paragraphs 1-29 above are restated
and realleged by reference.
40. A cause of action for breach of fiduciary duty has the
following elements (a) a fiduciary relationship exists between
the parties; (b) defendant owed a particular fiduciary duty to
plaintiff; (c) defendant breached this fiduciary duty; and
(d) defendant’s breach of this fiduciary duty caused damage to
plaintiff. Martin v. Reinhold Commodities, Inc., 163 Ill.2d 33,
643 NE2d 734, 205 Ill.Dec 443 (1994). The most common types of
fiduciary duty involved in breach claims are a good faith and
a duty of loyalty. See Holyoke v. Continental Illinois
Nat’l Bank, 246 Ill. App 284, 104 NE2d 838 (1st Dist 1952).
41. Defendant is one of the two members of the Joint
Venture, Westland being the other.
42. Defendant took possession of the Horse and relocated
it to Barrington without Westland’s permission.
43. Defendant is solely responsible for collecting all
income from the use of the Horse and paying the expenses of the
Joint Venture.
44. Defendant is responsible for keeping the books and
records of the Joint Venture.
44. Defendant, as joint venture party, owes a duty of care
and an undivided duty of loyalty to Westland as the other joint
venture party. In addition, Defendant’s superior position in
possessing the Horse, managing the income and expenses of the
Joint Venture, and keeping the books and records of the Joint
Venture create a fiduciary duty of Defendant to the Joint
Venture and Defendant. This fiduciary duty requires Defendant
to behave as a reasonably prudent person and to not to take
action for her gain at the expense of the Joint Venture.
45. Defendant has used the Horse in giving riding lessons
to her students.
46. Defendant is paid for the lessons given using the
Horse.
47. Defendant did not pay the Joint Venture for use of the
Horse in Defendant’s business.
48. Defendant has allowed her daughter to use the Horse.
49. Defendant did not pay the Joint venture for her
daughter’s use of the Horse.
50. Defendant’s business and personal use of the Horse
combined with Westland’s payment of all actual cash costs of the
Joint Venture illustrates why Defendant has no incentive to
comply with the requirement of the Joint Venture that the Horse
is sold by Spring 2012.
51. Defendant issued invoices to Westland for her share of
Joint Venture expenses.
52. Defendant included in certain invoices amounts for
training. Copies of these invoices are attached as Exhibit G.
53. As stated in the email documenting the Joint Venture
attached as Exhibit A, Defendant was to contribute all training
services as her primary contribution to the Joint Venture. Thus,
Defendant was not entitled to charge Westland for her training
services.
54. Defendant signed and filed the Lien claiming that the
Joint Venture failed to pay $9,980 to an entity called The
Prairie Star Farm for board and care of the Horse.
55. Defendant attempted to foreclose the Lien and sell the
Horse for her personal benefit.
56. Defendant knew or should have known that the Lien and
the Notice of Sale contained false statements and were legally
deficient for the reasons set forth in paragraphs 20 and 24
above.
57. The Lien remains on record against the Horse.
58. Defendant has breached her duty of care by, among
other things, (a) refusing to sell the Horse in accordance with
the terms of the Joint Venture; (b) refusing to sell the Horse
to Westland pursuant to any of Westland’s offers; and (c)
refusing to wind-up the Joint Venture as required since the
Joint Venture has expired by its terms.
59. Defendant has breached her duty of loyalty by, among
other things, (a) unilaterally moving the Horse to Barrington
from Libertyville, (b) making personal and business use of the
Horse and refusing to sell the Horse in order that such personal
and business use may continue; and (c) filing and seeking to
foreclose the Lien.
60. Westland has and continues to be damaged by
Defendant’s actions by, among other things, (a) paying expenses
beyond those agreed to by her as part of the Joint Venture, (b)
losing access to the Horse, (c) being denied a return of her
investment capital; and (d) incurring the financial and personal
costs of enforcing the terms of the Joint Venture.
61. Westland’s ongoing damages may only be stopped by the
prompt sale of the Horse and wind-up of the Joint Venture.
WHEREFORE, Westland respectfully requests that this Court
enter an order granting judgment to her as follows:
(a) in the amount of half of the amounts improperly
withheld by Defendant from the Joint Venture;
(b) in the number of expenses improperly charged to
Westland;
(c) actual damages for Defendant’s actions in
preventing the sale of the Horse;
(d) punitive damages in an amount to be determined at
trial;
(e) in the number of her costs and expenses, including
attorney fees, relating to the Lien and the Notice of Sale;
and
(f) granting such other relief as this Court may deem
just and proper.
COUNT III: SLANDER OF TITLE
62. The allegations in paragraphs 1-29 above are restated
and realleged by reference.
63. A cause of action for slander of title has the
following elements: (a) the defendant made a false and malicious
publication; (b) the publication disparaged the plaintiff’s
title to the property; and (c) damages due to the publication.
American National Bank & Trust Co. v/ Bentley Builders, Inc.,
308 Ill.App3d 246, 241 Ill.Dec. 499, 719 N.E.2d 360 (1999).
64. In a slander of title case, a showing of malice
requires knowledge by the defendant that the disparaging statements
were false or that the defendant was in reckless disregard of
this falsity. Pecora v. Szabo, 94 Ill.App3d 57, 418 N.E.2d 431,
49 Ill.Dec 577 (2nd Dist. 1981).
65. The filing of the Lien by Defendant constitutes a
publication.
66. The Lien is false for the reasons described in
paragraph 20 above.
67. Defendant’s publication of the Lien was malicious
because Defendant knew or should have known that each of the
statements identified in paragraph 24 were false because (a)
Defendant is the owner of Prairie Star Farm, LLC; (b) Defendant
knows that she is not the owner of the stables where the Horse
is kept, and (c) Defendant knew the amounts claimed in the Lien
were not due from the Joint Venture.
68. The publication of the Lien disparaged the Joint
Venture title to the Horse and thereby disparaged Westland’s
interest in title to the Horse.
69. Westland was and continues to be damaged by
publication of the Lien because the Lien impedes the sale of the
Horse. The sale of the Horse is required in order to wind-up
the Joint Venture. Westland is unable to recover her interest
in the Joint Venture until the wind-up is completed.
WHEREFORE, Westland respectfully requests that this Court
enter an order granting judgment as follows:
(a) directing Defendant to file a release of the Lien
with the Lake County Recorder;
(b) awarding Westland her costs and expenses,
including attorney fees, relating to the Lien and the
Notice of Sale; and
(c) granting such other relief as this Court may deem
just and proper.
COUNT IV: BREACH OF JOINT VENTURE AGREEMENT
70. The allegations in paragraphs 1-29 above are restated
and realleged by reference.
71. The terms of the Joint venture require that the Horse
be sold by Spring 2012.
72. The Horse has not been sold.
73. Defendant has prevented the Horse from being sold.
74. By preventing the sale, Defendant has breached the
terms of the Joint Venture.
75. Defendant has used the Horse for personal reasons in
letting her daughter use the Horse for her lessons. Defendant
has used the Horse in her horse riding business by having
clients ride the Horse while instructing them. Defendant has
not paid any compensation to the Joint Venture for this personal
and business use of the Horse.
76. By using the Horse for personal and business reasons
without compensation to the Joint Venture, Defendant has
breached the terms of the Joint Venture.
WHEREFORE, Westland respectfully requests that this Court
enter an order granting judgment to her as follows:
(a) in the amount of half of the amounts improperly
withheld by Defendant from the Joint Venture;
(b) in the amount of expenses charged to her after
June 19, 2012;
(c) in the amount of her costs and expenses, including
attorney fees, relating to the Lien and the Notice of Sale;
(d) in the amount of her costs and expenses, including
attorney fees, incurred in enforcing the terms of the Joint
Venture; and
(e) granting such other relief as this Court may deem
just and proper.
COUNT V: CONSUMER FRAUD
815 ILCS 505/et.seg.
77. The allegations in paragraphs 1-29 above are restated
and realleged by reference.
78. A cause of action for under the Illinois Consumer
Fraud and Deceptive Business Practices Act has the following
elements: (a) a deceptive act or practice by the defendant;
(b) defendant intended the plaintiff to rely on the deception;
(c) the deception occurred in the course of conduct involving
trade or commerce; and (d) damages to the plaintiff proximately
caused by the deception. The concealment of a material fact may
substitute for the element of a false statement of a material
fact where defendant knew and intended that the plaintiff would
be influenced by not knowing the concealed fact. Zimmerman v.
Northfield Real Estate, Inc., 156 Ill.App.3d 154, 510 N.E.2d
409, 413; 109 Ill.Dec. 541, 545 (1st Dist. 1986).
79. Defendant made false statements of material facts when
she (a) told Defendant that a client of hers wanted to purchase
the Horse for $30,000; (b) issued the invoices attached as
Exhibit G which include charges for training; (c) she filed the
Lien; and (d) she issued the Notice of Sale.
80. Defendant intended that Westland rely on the false
statements described in paragraph 79 because (a) if Westland
agreed to sell the Horse to Defendant’s alleged client Defendant
could further delay the wind-up of the Joint Venture and prevent
westland from filing suit; (b) if Westland failed to review the
invoices then she would pay Defendant for training services that
Defendant was obligated to provide under the Joint Venture; (c)
if Westland accepted the Lien then Defendant would personally
receive not less than $9,980; and (d) if Westland accepted the
Notice of Sale and the foreclosure sale occurred then Defendant
would be able to transfer the Horse to herself or one of her
clients at a price that would leave nothing for the Joint
Venture.
81. Defendant made the false statements described in
paragraph 79 in the course of conduct involving trade or
commerce, namely, the Joint Venture and her horse training and
riding lesson business.
82. Westland was and continues to be damaged by the false
statements described in paragraph 79 by incurring costs (a) in
negotiating the alleged purchase offer; (b) in seeking to verify
the income and expenses of the Joint Venture; (c) in removing
the Lien; (d) in stopping the foreclosure sale, and (d) from the
delay in the wind-up of the Joint Venture.
WHEREFORE, Westland respectfully requests that this Court
enter an order granting judgment to her as follows:
(a) for actual damages to be proven at trial;
(b) for punitive damages to be set by the Court;
(c) for her court costs and attorney fees; and
(d) such other relief as may be just and proper.
Chicago, Illinois
January 30, 2013
B. Lane Hasler
B. Lane Hasler, P.C.
1530 South State Street
Suite 17A
Chicago, Illinois 60605
(312) 893-0551
Atty. No. 40197
Respectfully Submitted,
HEIDI WESTLAND
By: One of Her Attorneys
B. Lane Hasler, PC
By: B. Lane Hasler
Its: President

View Amended Complaint 

Settlement Agreement – Agreed Order 

May 14, 2013

Case dismissed with prejudice

Henry the horse sold to William Debb for $35,000 by cashier’s check with $17,500 going to Heidi Westland; $17,500 payable to Laura Trepte

Laura Trepte and/or Prairie Star must execute free and clear bill of sale to William Debb.

Parties bear own costs, attorney fees.