Free Motion in Limine - District Court of Arizona - Arizona

EXHIBIT I
Case 2:O4—cv—OO384-ROS D0cument5O6-2 Filed O8/O9/2007 Page10f3

CHARLES R. BERRY
r-1RRc n. m.or~1sTE1N
- KURT wt BRUECKNER
( ( LAW OmCE° orrvrna. FITZGERALD
4 TITU$» BERRY »r·ENDr»E. GIBERTI
‘ “ N TODD M. rorwsow
$cOTrsn.41.E CENTRE MATl'HE\Y·'-B. l.E\·’l_\lE
7373 rJoRT1-1 SCOTTSDALE ROAD, SUITE srzsz Rucrr.4Er E PA`1'TElR$¤r,;
SCOTTSDALE. .4R12ONA 85251-2527 JOHN R_ TELUER "
JON A. TITUS
TELEPHONE 480.48}.9600 February 13, 2004
I FACSIMILE 4s0.4ss.z21s -
§f,§‘g`,f§$§§‘,f,fj{,?;_Q*§,*§gfa""°°"‘ VIA FACSIMILE 602-ssz-6070
AND FIRST-CLASS MAIL
Steven D. Pidgeon, Esq. _
Snell & Wilmer L.L.P. _ _
One Arizona Center
Phoenix, Arizona 85004-0001 n
Re: Greg Hancock - Meritage U
- Dear Steve: l n
Section 2.5A(4)(b) of the May 7, 2001 Master Transaction Agreement among our
respective clients provides as follows:
"Buyer shall pay to Greg Hancock ninety percent (90%) of each estimated Eam-
Out Payment for the previous (i.e., just ended) Earn-Out Period in cash on or
before the 30th day following the end of the last relevant Bam-Out Period .... "
Accordingly, payment of the ninety percent estimate of Greg Hancock’s Eam-Out
Payment for the Eam-Out Period ended December 31, 2003 was due January 30, 2004.
Unfortunately, Greg has received no payment as required nor has he received any P
communication from your client explaining why payment was not made. While Greg is not a
party to the Master Transaction Agreement, he is clearly an intended third-party beneficiary of
this Agreement. Similarly, Greg has not received the $90,000 payment which was also due on
January 30, 2004 in accordance with Steve Hilton’s November 22, 2002 correspondence. .
While under other circumstances, one might conclude that this was merely an oversight,
after reviewing this file again, this latest incident appears to be yet another example of your
client’s consistent pattem of frustrating Greg’s efforts to receive his share of the purchase price
for Hancock Communities from Meritage. Greg wrote (my office typed) a letter to John Landon
about a year ago setting forth some of the difficulties he was having with your client’s heavy-
handed management tactics. Your client dismantled Greg’s.team and emasculated his authority
causing him to resign in frustration. Your client wrongfully withheld portions of his 2001 and
2002 earn-outs. It now appears that this was all part of a plan to frustrate Greg’s ability to get the
eam—out payments and fully realize the benefit of his bargain. .
- Exmerr ncl
i Case 2:O4—cv—OO384-ROS Document 506-2 Filed O8/O9/200

A Steven D. Pidgeon, Esq.
Snell & Wilmer L.L.P.
Aa. February 13, 2004 "
{ Page 2
On the other hand, the principals of your client have made a fortune in the homebuilding
` business. Part of this success is attributable to the Hancock Communities acquisition for which
your client should be congratulated. However, when it comes to members of the Hancock family,
your client has a nasty, hard edge. Most recently, your client fired Greg’s brother, Rick, days
before l1is wife was scheduled to give birth and days before the office holiday party. For some
reason, your client wants to punish those associated with the "Hancock" name and reiiises to pay
Greg what he is due. _
Enough is enough. Demand is hereby made for the immediate payment of all amounts
now past due under Section 2.5A(4)(b) of the Master Transaction Agreement as well as the
$90,000 now past due as promised by Steve Hilton’s November .22, 2002 letter.
Further, in view of your client’s repeated breaches of the Master Transaction Agreement,
pursuant to Section 7.3 of the License Agreement, dated May 30, 2001, your client’s license to
use the "Licensed Marks," "Hancock Homes" and "Hancock Communities" is hereby terminated
immediately. -Demand is further made, pursuant to Section 8.1 of the License Agreement, that
your client transfer and assign to my client any right, title and interest to the Licensed Marks
which your client may have acquired as a result of its activities under the License Agreement.
Although not required to do so, my client is willing to provide a reasonable period of
time to your client to change its name and to change its signage and marketing materials. We
expect this could be accomplished in a couple weeks.
We expect immediate payment of all past due amounts demanded by this letter. If your
client does not cease using my client’s property by March 1, 2004, my client will pursue all
remedies at his disposal including those provided by Section 16 of the May 30, 2001 License
Agreement.
Very truly yours,
TITUS, BRUECKNER & BERRY, P.C.
Jon A. Titus
JAT/nr
cc: Greg Hancock
LZITY SBHY (pursuant to Section I0 ofthe License Agreement)
H:\4374.l5\O0lJO2l204_SP.doc
Dase 2:O4—cv—OO384-ROS Document 506-2 Filed O8/O9/2007 Page 3 of 3

Case 2:04-cv-00384-ROS

Document 506-2

Filed 08/09/2007

Page 1 of 3

Case 2:04-cv-00384-ROS

Document 506-2

Filed 08/09/2007

Page 2 of 3

Case 2:04-cv-00384-ROS

Document 506-2

Filed 08/09/2007

Page 3 of 3