Findings of Fact and Conclusions of Law
By The Honorable Michael S. Spearman
PSI TECH VS. Ed Dames and F.M. Bonsall
July 23, 2002
IN THE SUPERIOR COURT OF THE STATE OF WASHINGTON IN AND FOR THE COUNTY OF KING
This case, having come on duly and regularly for trial on June 12, 2002, before the undersigned judge sitting without a jury, and the plaintiff Dane Spotts ("Spotts"), being represented by Randal S. Thiel and Chism, Thiel, McCafferty & Campell, PLLC, his attorneys, and defendant Frederic M. Bonsall ("Bonsall"), appearing and representing himself pro se, and this court having heard and considered all the evidence and argument presented by the parties and being fully advised in the premises, now, therefore, enters the following Findings of Fact and Conclusions of Law.
1. In 1989, defendant Edward A. Dames ("Dames") formed PSI Tech, Inc., a Maryland corporation. In 1991, PSI Tech, Inc. was reincorporated as a New Mexico corporation.
2. In 1994, Jonina Dourif ("Dourif") joined PSI Tech, Inc. as a director and vice-president. In January, 1999, PSI Tech International, Inc. was formed as a Hawaii corporation. Dourif and Dames each owned 50% of the shares of PSI Tech International, Inc., and served as directors of the corporation. In February, 1999, all of the intellectual property and corporate assets of PSI Tech, Inc. were transferred to PSI Tech International, Inc. (hereinafter "PSI Tech").
3. On or about April 14, 2000, Dames resigned as president of PSI Tech and Dourif became its president.
4. In May, 2000, Dourif, on behalf of PSI Tech entered into a marketing and distribution agreement with Spott's company whereby PSI Tech products were sold and the profits were divided equally between PSI Tech and Spott's company.
5. PSI Tech maintained business offices in Beverly Hills, California for its operations, training and distribution. The operations office was located in a townhouse owned by Dourif. Corporate assets and records of PSI Tech were kept and maintained in that operations office. The training and distribution ofices were located at a seperate office building.
6. From April 1997 to approximately August, 1999, Bonsall was an independent contractor for PSI Tech. Bonsall was terminated as an independent contractor with PSI Tech.
7. On or about August 10, 2000, Spotts and Dames entered a Stock Transfer Agreement whereby Spotts purchased Dames 50% interest in PSI Tech in exchange for the payment and release of a Judgment obtained by a third party against PSI Tech and Dames. The Stock Transfer Agreement provided for, among other items, the transfer of any and all intellectual and corporate prperty and assets of PSI Tech to spotts.
8. The court finds that in June and July, 2000, Bonsall, on two separate occasions, entered Dourif's townhouse and removed the intellectual and corporate property owned by PSI Tech without Dourif's consent or without the consent of an authorized agent of PSI Tech. The court finds Bonsall's taking was unlawful, and without acquiring any title to such property, converted the use of PSI Tech's intellectual and corporate property to another. Bonsall testified that he took the intellectual and corporate property from the residence of Dourif without her permission. After removing the corporate property from Dourif's townhouse, the court finds that Bonsall shipped and transferred such property to Dames without the knowledge of Dourif or Spotts.
9. Although Bonsall testified that he shipped some of the intellectual and corporate property owned by PSI Tech to Spotts, the court finds there is no credible evidence that such property was, in fact, shipped.
10. The court finds that PSI Tech's project files, Plaintiff's Exhibit 2, comprises part of PSI Tech's intellectual and corporate property which was unlawfully converted by Bonsall. The court finds that the value of each project file listed in Plaintiff's Exhibit 2 is $100.00, and that all 119 project files identified in Plaintiff's Exhibit 2 contsitute PSI Tech corporate files which Bonsall converted. The court finds Spotts has been damaged in the amount of $11,900.00. The court finds the damages are supported by the testimony and evidence submitted at trial.
11. The court finds the damages shall bear interest from August 31, 2000 at the rate of 12% per annum through the date of judgment.
12. The court finds no credible evidence to support the defenses or counterclaims asserted by Bonsall.
13. This court's Findings of Fact and Conclusions of Law and Judgment are based upon a weighing of the evidence presented at trial and the court's determination that the evidence presented by plaintiff was probative and convincing.
14. Judgment was previously entered against defendant Dames on July 12, 2001.
15. The court finds plaintiff is the prevailing party for the purposes of awarding statuatory costs.
16. Findings of Fact 1 through 15 are established by a preponderance of the evidence.
1. This Court has jurisdiction over the parties and the subject matter of this lawsuit.
2. King County is the proper venue for this lawsuit.
3. All proper and necessary parties are named and joined in this lawsuit.
4. Bonsall has not established any causes of action, counterclaims, affirmative defenses, or other basis for denying the relief granted herein.
5. Bonsall's counterclaim is dismissed with prejudice since Bonsall offered insufficient evidence, and failed to prove by a preponderance of the evidence any basis for his counterclaim.
6. The August 10, 2000 Stock Transfer Agreement constitutes a binding contract wherein, among other items, it provided that all of Dames' interest in PSI Tech and the intellectual and corporate property of PSI Tech were transferred to Spotts.
7. Bonsall's acts and conduct described herein constitute a taking of PSI Tech's intellectual and corporate property without consent resulting in damages to Spotts for unlawful conversion. Spotts is entitled to Judgment against Bonsall for the resulting damages.
8. Spotts is the prevailing party, and is entitled to his statuatory interest and costs.
9. Bonsall received proper notice of the presentation of the proposed Findings of Fact and Conclusions of Law, Judgment and Cost Bill.
10. A Judgment shall be entered against Bonsall for the following relief:
a. Damages in the amount of $11,900.00;
b. Interest at 12% per annum from August 21, 2000 through the date of Judgment; and
c. Costs of $360.00.
DONE IN OPEN COURT this 23 day of July, 2002.
HONORABLE MICHAEL s. SPEARMAN
CHISM, THIEL, McCAFFERTY
& CAMPBELL, PLLC
Randal S. Thiel WSBA #18320
Attorneys for Plaintiff Dane Spotts
PSI TECH Awarded Judgment Against F.M. Bonsall
June 18, 2002
June 18, 2002
PSI TECH, INC.
Re: F.M. Bonsall Judgment
A decision was rendered today in the litigation between PSI TECH and F.M. Bonsall. The judge found Bonsall guilty of conversion and awarded PSI TECH $12,000 in damages, plus court costs, for Bonsall's role in the removal of PSI TECH property. This legal battle was begun last year as the result of a theft of PSI TECH's files and intellectual property which occurred in July of 2000.
The litigation asserted that former PSI TECH employee F.M. Bonsall, illegally entered the private residence and offices of PSI TECH co-owner and Director Jonina Dourif, and removed valuable files, intellectual property and corporate records. In addition, numerous personal items were taken from her residence and office, which is being pursued under separate litigation.