Preview
FILED
3/25/2021 2:18 PM
FELICIA PITRE
DISTRICT CLERK
DALLAS CO., TEXAS
Christi Undewvood DEPUTY
D C -21- 038 24
CAUSE NO.
MADISON TITLE AGENCY, LLC, IN THE DISTRICT COURT
Plaintiff, 14th
V. JUDICIAL DISTRICT
TEN-X, INC.,
KAZ MEYERS PROPERTIES, LLC,
MHNC MEYERS, LLC,
SMHNC MEYERS, LLC,
YKHKNC MEYERS, LLC, and
YTNC MEYERS, LLC,
Defendants. DALLAS COUNTY, TEXAS
PLAINTIFF’S ORIGINAL PETITION FOR INTERPLEADER
Plaintiff Madison Title Agency, LLC les this original petition for interpleader against
Defendants Ten-X, Inc., Kaz Meyers Properties, LLC, MHNC Meyers, LLC, SMHNC Meyers,
LLC, YKHKNC Meyers, LLC, and YTNC Meyers, LLC, and would respectfully show the Court as
follows:
I.
DISCOVERY LEVEL
l. Discovery in this case is intended to be conducted under Level 3 of Rule 190.4 ofthe
Texas Rules of Civil Procedure.
II.
PARTIES
2. Plaintiff Madison Title Agency, LLC is a Texas limited liability company doing
business in Texas.
Plaintiff’ s Original Petition for Interpleader Page l
3. Defendant Ten-X, Inc. is a Delaware corporation doing business in Texas and may be
served through its registered agent, Registered Agent Solutions, Inc., 1701 Directors Blvd, Suite
300, Austin, Texas 78744.
4. Defendant Kaz Meyers Properties, LLC is a Delaware limited liability company
doing business in Texas and may be served through its registered agent, Steven Flint, 3 101
Sappington Place, Fort Worth, Texas 761 l6.
5. Defendant MHNC Meyers, LLC is a Delaware limited liability company doing
business in Texas and may be served through its registered agent, Steven Flint, 3 101 Sappington
Place, Fort Worth, Texas 761 l6.
6. Defendant SMHNC Meyers, LLC is a Delaware limited liability company doing
business in Texas and may be served through its registered agent, Steven Flint, 3 101 Sappington
Place, Fort Worth, Texas 761 l6.
7. Defendant YKHKNC Meyers, LLC is a Delaware limited liability company doing
business in Texas and may be served through its registered agent, Steven Flint, 3 101 Sappington
Place, Fort Worth, Texas 761 l6.
8. Defendant YTNC Meyers, LLC is a Delaware limited liability company doing
business in Texas and may be served through its registered agent, Steven Flint, 3 101 Sappington
Place, Fort Worth, Texas 761 16.
III.
VENUE
9. Venue is proper in Dallas County, Texas pursuant to Sections 15.002, 15.005, and
15 .011 of the Texas Civil Practice and Remedies Code because Dallas County is the county where
the real property made the basis of this suit is located and is the county in which all or a substantial
part of the events or omissions giving rise to the claim occurred.
Plaintiff s Original Petition for Interpleader Page 2
IV.
JURISDICTION AND CLAIM FOR RELIEF
10. The Court has jurisdiction over this matter because Plaintiff seeks relief Within the
jurisdictional limits ofthis Court; Plaintiff states that it seeks monetary reliefof$250,000 or less and
non-monetary relief. TEX. R. CIV. P. 47(c)(2).
V.
BACKGROUND FACTS
l l. On or about November 16, 2020, Defendants Kaz Meyers Properties, LLC, MHNC
Meyers, LLC, SMHNC Meyers, LLC, YKHKNC Meyers, LLC, and YTNC Meyers, LLC
(collectively “Sellers”) entered into a marketing agreement with Defendant Ten-X, Inc. (“Ten-X”)
for the purpose of retaining Ten-X to market and sell certain real property owned by Sellers located
at 9441-0461 LBJ Freeway, Dallas, Texas 75243 (the “Property”), which agreement was
subsequently amended on or about January 22, 2021 (the “Marketing Agreement”), in exchange for
a fee to be paid to Ten-X upon the sale of the Property.
12. On or about February 3, 202 1 , Sellers entered into a purchase and sale agreement (the
“Purchase Agreement”) with a buyer (the “Buyer”) to sell the Property for the overall purchase price
of $8,69 l ,250.00 (the “Purchase Price”). Although PlaintiffMadison Title Agency, LLC (“Madison
Title”) was not a party to the Purchase Agreement, the Purchase Agreement provided that Madison
Title would be the escrow agent for the sale of the Property, meaning the Purchase Price would be
deposited by the Buyer with Madison Title and distributed to Sellers at the closing of the sale of the
Property.
13. The Purchase Agreement also provided that the sum of One Hundred Ninety-One
Thousand Two Hundred Fifty and 00/ 1 00 Dollars ($ 191 ,250.00) out ofthe Purchase Price was to be
Plaintiff’s Original Petition for Interpleader Page 3
for a “Ten-X transaction fee” (the “Disputed Funds”), which was purportedly the fee to be paid to
Ten-X under its Marketing Agreement with Sellers.
14. Prior to the closing of the sale of the Property, which was to take place on or about
March 5, 2021, a dispute arose between Ten-X and Sellers as to the ownership of the Disputed
Funds.
15. The Buyer subsequently deposited the Purchase Price with Madison Title, and on or
about March 5, 2021, the Buyer and Sellers closed on the sale of the Property. As was its duty,
Madison Title went forward with the sale at that time, and it distributed the Purchase Price to Sellers,
minus the amount of the Disputed Funds, which Disputed Funds remain in escrow with Madison
Title.
16. Madison Title currently has the Disputed Funds in its possession, which Madison
Title recognizes it owes to either Ten-X or Sellers, in whole or in part. However, Both Ten-X and
Sellers have asserted a claim and demanded that the Funds, in whole or in part, belong to and should
be released to them by Madison Title. As such, Madison Title does not know and cannot make a
determination as to which party is entitled to the Disputed Funds.
VI.
PETITION FOR INTERPLEADER
l7. Madison Title re—alleges and incorporates by reference all allegations contained in the
foregoing paragraphs.
18. A party is entitled to relief by interpleader if the party is subject to or has reasonable
grounds to anticipate rival claims to the same funds or property. As a result ofthe competing claims
of Ten—X and Sellers, Madison Title is subject to rival claims to the Disputed Funds at issue in this
case and is thus entitled to relief by interpleader.
Plaintiff’ s Original Petition for Interpleader Page 4
19. Madison Title is a disinterested stakeholder and admits that it is liable either to Ten-X
or Sellers for the amount of the Disputed Funds, in Whole or in part. However, because Madison
Title has reasonable doubt as to which claimant is entitled to the Disputed Funds in its possession
due to the competing demands to Madison Title by Ten-X and Sellers, Madison Title seeks
interpleader of Ten-X and Sellers in good faith, in order to fully discharge its liability, and to permit
Ten-X and Sellers to establish their claim or claims to the Disputed Funds.
20. Madison Title is now ready, willing, and able to pay the entire amount of the
Disputed Funds to the party legally entitled to them. However, because Madison Title cannot
determine the merits or validity of the respective claims to the Disputed Funds, Madison Title is
therefore exposed to multiple liability.
21 . Madison Title unconditionally offers to tender the Disputed Funds into the registry of
the Court until a nal resolution can be made as to the rightful owner of the Disputed Funds.
22. Madison Title has not unreasonably delayed ling this action for interpleader.
VII.
ATTORNEY’S FEES
23. Madison Title re-alleges and incorporates by reference all allegations contained in the
foregoing paragraphs.
24. Madison Title is a disinterested stakeholder, and it was necessary for Madison Title to
hire the undersigned counsel to prepare this petition for interpleader and prosecute this action.
Therefore, Madison Title requests the reimbursement of those attorney’s fees and costs incurred in
the preparation and ling ofthis petition and for time incurred in representing Madison Title in the
above-styled action.
Plaintiff’s Original Petition for Interpleader Page 5
VIII.
CONDITIONS PRECEDENT
25 . All conditions precedent to Madison Title’s recovery have been performed or have
occurred.
IX.
PRAYER
Therefore, PlaintiffMadison Title Agency, LLC respectfully requests that Defendants Ten-X,
Inc., Kaz Meyers Properties, LLC, MHNC Meyers, LLC, SMHNC Meyers, LLC, YKHKNC
Meyers, LLC, and YTNC Meyers, LLC be cited to appear and answer, and that:
1. Plaintiffbe authorized to tender into the Court’s registry the funds in dispute in this
action;
2. On such tender, Plaintiff be discharged from liability to Defendants;
3. Plaintiff be awarded costs of suit, including Plaintiff’s reasonable attorney fees
incurred in bringing this action; and
4. Such other and further relief to which Plaintiff may show itselfjustly entitled.
Respectfully submitted,
BROWN FOX PLLC
By: /s/Eric C. Wood
Eric C. Wood
State Bar No. 24037737
5550 Granite Pkwy., Suite 175
Plano, Texas 75024
Phone: (214) 327-5000
Fax: (214) 327-5001
Email: eric@brownfoxlaw.com
ATTORNEYS FOR PLAINTIFF
MADISON TITLE AGENCY, LLC
Plaintiff’s Original Petition for Interpleader Page 6
Automated Certificate of eService
This automated certificate of service was created by the efiling system.
The filer served this document via email generated by the efiling system
on the date and to the persons listed below. The rules governing
certificates of service have not changed. Filers must still provide a
certificate of service that complies with all applicable rules.
Melissa Diaz on behalf of Eric Wood
Bar No. 24037737
melissa@brownfoxlaw.com
Envelope ID: 51833401
Status as of 3/29/2021 9:03 AM CST
Associated Case Party: MADISON TITLE AGENCY, LLC
Name BarNumber Email TimestampSubmitted Status
Melissa Diaz melissa@brownfoxlaw.com 3/25/2021 2:18:07 PM SENT
Eric Wood eric@brownfoxlaw.com 3/25/2021 2:18:07 PM SENT
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FILED 3/25/2021 2:18 PM FELICIA PITRE DISTRICT CLERK DALLAS CO., TEXAS Christi Undewvood DEPUTY D C -21- 038 24 CAUSE NO. MADISON TITLE AGENCY, LLC, IN THE DISTRICT COURT Plaintiff, 14th V. JUDICIAL DISTRICT TEN-X, INC., KAZ MEYERS PROPERTIES, LLC, MHNC MEYERS, LLC, SMHNC MEYERS, LLC, YKHKNC MEYERS, LLC, and YTNC MEYERS, LLC, Defendants. DALLAS COUNTY, TEXAS PLAINTIFF’S ORIGINAL PETITION FOR INTERPLEADER Plaintiff Madison Title Agency, LLC les this original petition for interpleader against Defendants Ten-X, Inc., Kaz Meyers Properties, LLC, MHNC Meyers, LLC, SMHNC Meyers, LLC, YKHKNC Meyers, LLC, and YTNC Meyers, LLC, and would respectfully show the Court as follows: I. DISCOVERY LEVEL l. Discovery in this case is intended to be conducted under Level 3 of Rule 190.4 ofthe Texas Rules of Civil Procedure. II. PARTIES 2. Plaintiff Madison Title Agency, LLC is a Texas limited liability company doing business in Texas. Plaintiff’ s Original Petition for Interpleader Page l 3. Defendant Ten-X, Inc. is a Delaware corporation doing business in Texas and may be served through its registered agent, Registered Agent Solutions, Inc., 1701 Directors Blvd, Suite 300, Austin, Texas 78744. 4. Defendant Kaz Meyers Properties, LLC is a Delaware limited liability company doing business in Texas and may be served through its registered agent, Steven Flint, 3 101 Sappington Place, Fort Worth, Texas 761 l6. 5. Defendant MHNC Meyers, LLC is a Delaware limited liability company doing business in Texas and may be served through its registered agent, Steven Flint, 3 101 Sappington Place, Fort Worth, Texas 761 l6. 6. Defendant SMHNC Meyers, LLC is a Delaware limited liability company doing business in Texas and may be served through its registered agent, Steven Flint, 3 101 Sappington Place, Fort Worth, Texas 761 l6. 7. Defendant YKHKNC Meyers, LLC is a Delaware limited liability company doing business in Texas and may be served through its registered agent, Steven Flint, 3 101 Sappington Place, Fort Worth, Texas 761 l6. 8. Defendant YTNC Meyers, LLC is a Delaware limited liability company doing business in Texas and may be served through its registered agent, Steven Flint, 3 101 Sappington Place, Fort Worth, Texas 761 16. III. VENUE 9. Venue is proper in Dallas County, Texas pursuant to Sections 15.002, 15.005, and 15 .011 of the Texas Civil Practice and Remedies Code because Dallas County is the county where the real property made the basis of this suit is located and is the county in which all or a substantial part of the events or omissions giving rise to the claim occurred. Plaintiff s Original Petition for Interpleader Page 2 IV. JURISDICTION AND CLAIM FOR RELIEF 10. The Court has jurisdiction over this matter because Plaintiff seeks relief Within the jurisdictional limits ofthis Court; Plaintiff states that it seeks monetary reliefof$250,000 or less and non-monetary relief. TEX. R. CIV. P. 47(c)(2). V. BACKGROUND FACTS l l. On or about November 16, 2020, Defendants Kaz Meyers Properties, LLC, MHNC Meyers, LLC, SMHNC Meyers, LLC, YKHKNC Meyers, LLC, and YTNC Meyers, LLC (collectively “Sellers”) entered into a marketing agreement with Defendant Ten-X, Inc. (“Ten-X”) for the purpose of retaining Ten-X to market and sell certain real property owned by Sellers located at 9441-0461 LBJ Freeway, Dallas, Texas 75243 (the “Property”), which agreement was subsequently amended on or about January 22, 2021 (the “Marketing Agreement”), in exchange for a fee to be paid to Ten-X upon the sale of the Property. 12. On or about February 3, 202 1 , Sellers entered into a purchase and sale agreement (the “Purchase Agreement”) with a buyer (the “Buyer”) to sell the Property for the overall purchase price of $8,69 l ,250.00 (the “Purchase Price”). Although PlaintiffMadison Title Agency, LLC (“Madison Title”) was not a party to the Purchase Agreement, the Purchase Agreement provided that Madison Title would be the escrow agent for the sale of the Property, meaning the Purchase Price would be deposited by the Buyer with Madison Title and distributed to Sellers at the closing of the sale of the Property. 13. The Purchase Agreement also provided that the sum of One Hundred Ninety-One Thousand Two Hundred Fifty and 00/ 1 00 Dollars ($ 191 ,250.00) out ofthe Purchase Price was to be Plaintiff’s Original Petition for Interpleader Page 3 for a “Ten-X transaction fee” (the “Disputed Funds”), which was purportedly the fee to be paid to Ten-X under its Marketing Agreement with Sellers. 14. Prior to the closing of the sale of the Property, which was to take place on or about March 5, 2021, a dispute arose between Ten-X and Sellers as to the ownership of the Disputed Funds. 15. The Buyer subsequently deposited the Purchase Price with Madison Title, and on or about March 5, 2021, the Buyer and Sellers closed on the sale of the Property. As was its duty, Madison Title went forward with the sale at that time, and it distributed the Purchase Price to Sellers, minus the amount of the Disputed Funds, which Disputed Funds remain in escrow with Madison Title. 16. Madison Title currently has the Disputed Funds in its possession, which Madison Title recognizes it owes to either Ten-X or Sellers, in whole or in part. However, Both Ten-X and Sellers have asserted a claim and demanded that the Funds, in whole or in part, belong to and should be released to them by Madison Title. As such, Madison Title does not know and cannot make a determination as to which party is entitled to the Disputed Funds. VI. PETITION FOR INTERPLEADER l7. Madison Title re—alleges and incorporates by reference all allegations contained in the foregoing paragraphs. 18. A party is entitled to relief by interpleader if the party is subject to or has reasonable grounds to anticipate rival claims to the same funds or property. As a result ofthe competing claims of Ten—X and Sellers, Madison Title is subject to rival claims to the Disputed Funds at issue in this case and is thus entitled to relief by interpleader. Plaintiff’ s Original Petition for Interpleader Page 4 19. Madison Title is a disinterested stakeholder and admits that it is liable either to Ten-X or Sellers for the amount of the Disputed Funds, in Whole or in part. However, because Madison Title has reasonable doubt as to which claimant is entitled to the Disputed Funds in its possession due to the competing demands to Madison Title by Ten-X and Sellers, Madison Title seeks interpleader of Ten-X and Sellers in good faith, in order to fully discharge its liability, and to permit Ten-X and Sellers to establish their claim or claims to the Disputed Funds. 20. Madison Title is now ready, willing, and able to pay the entire amount of the Disputed Funds to the party legally entitled to them. However, because Madison Title cannot determine the merits or validity of the respective claims to the Disputed Funds, Madison Title is therefore exposed to multiple liability. 21 . Madison Title unconditionally offers to tender the Disputed Funds into the registry of the Court until a nal resolution can be made as to the rightful owner of the Disputed Funds. 22. Madison Title has not unreasonably delayed ling this action for interpleader. VII. ATTORNEY’S FEES 23. Madison Title re-alleges and incorporates by reference all allegations contained in the foregoing paragraphs. 24. Madison Title is a disinterested stakeholder, and it was necessary for Madison Title to hire the undersigned counsel to prepare this petition for interpleader and prosecute this action. Therefore, Madison Title requests the reimbursement of those attorney’s fees and costs incurred in the preparation and ling ofthis petition and for time incurred in representing Madison Title in the above-styled action. Plaintiff’s Original Petition for Interpleader Page 5 VIII. CONDITIONS PRECEDENT 25 . All conditions precedent to Madison Title’s recovery have been performed or have occurred. IX. PRAYER Therefore, PlaintiffMadison Title Agency, LLC respectfully requests that Defendants Ten-X, Inc., Kaz Meyers Properties, LLC, MHNC Meyers, LLC, SMHNC Meyers, LLC, YKHKNC Meyers, LLC, and YTNC Meyers, LLC be cited to appear and answer, and that: 1. Plaintiffbe authorized to tender into the Court’s registry the funds in dispute in this action; 2. On such tender, Plaintiff be discharged from liability to Defendants; 3. Plaintiff be awarded costs of suit, including Plaintiff’s reasonable attorney fees incurred in bringing this action; and 4. Such other and further relief to which Plaintiff may show itselfjustly entitled. Respectfully submitted, BROWN FOX PLLC By: /s/Eric C. Wood Eric C. Wood State Bar No. 24037737 5550 Granite Pkwy., Suite 175 Plano, Texas 75024 Phone: (214) 327-5000 Fax: (214) 327-5001 Email: eric@brownfoxlaw.com ATTORNEYS FOR PLAINTIFF MADISON TITLE AGENCY, LLC Plaintiff’s Original Petition for Interpleader Page 6 Automated Certificate of eService This automated certificate of service was created by the efiling system. The filer served this document via email generated by the efiling system on the date and to the persons listed below. The rules governing certificates of service have not changed. Filers must still provide a certificate of service that complies with all applicable rules. Melissa Diaz on behalf of Eric Wood Bar No. 24037737 melissa@brownfoxlaw.com Envelope ID: 51833401 Status as of 3/29/2021 9:03 AM CST Associated Case Party: MADISON TITLE AGENCY, LLC Name BarNumber Email TimestampSubmitted Status Melissa Diaz melissa@brownfoxlaw.com 3/25/2021 2:18:07 PM SENT Eric Wood eric@brownfoxlaw.com 3/25/2021 2:18:07 PM SENT