Skip to main content.

Fraud Alert: Scam Text Messages Claiming DMV Penalties -

We have been made aware of fraudulent text messages being sent to individuals claiming to be from the Department of Motor Vehicles (DMV) or the court system. These messages often state that the recipient owes penalties or fees related to traffic violations or DMV infractions and may include a link or phone number to resolve the matter. 

Take these steps to reduce the chances of falling victim to a text message scam:

  • Never respond to unsolicited or suspicious texts — If you receive a message asking for personal or financial information, do not reply.
  • Verify the source — If you are unsure, always contact the DMV through official channels.
  • Call the DMV if you have concerns — The DMV customer service team is available to help you at 800-777-0133.

Please see DMV warning about fraudulent texts: https://www.dmv.ca.gov/portal/news-and-media/dmv-warns-of-fraudulent-te…

Jury Scam alert -

The Santa Barbara Superior Court has received complaints about individuals trying to scam members of the public by pretending to be court officers or officials. The Jury Services office of the Santa Barbara Superior Court does not call citizens to request payments for failing to appear for jury duty. California law does not permit citizens to pay a fine in lieu of jury duty. If you receive such a call simply hang up and, if the scammer persists, call your local law enforcement agency. Learn more about the recent scam warning.

Notice to Jurors:

Prospective jurors summoned for jury service can expect to receive their jury summons in postcard form. Please check your mail for a postcard with important instructions to fulfil your jury service. Visit the Jury Services page for more information.

Castlerock Family Farms II LLC v Agrarian Supply LLC

Case Number

23CV01088

Case Type

Unlimited Breach of Contract/Warranty (06)

Hearing Date / Time

Tue, 10/17/2023 - 08:30

Nature of Proceedings

Demurrer

Tentative Ruling

            Castlerock Family Farms II, LLC (Castlerock) is in the cannabis cultivation business. On or about July 15, 2022, Castlerock entered into a “Professional Services and Product Purchasing Agreement” (the “Agreement”), whereby Agrarian Supply LLC (AGS) was to provide the following professional services: farm management, plant nutrition and fertilization, harvest, and biomass and bulk flower sales. On or about July 24, 2022, Castlerock remitted to Defendants an initial retainer in the sum of $100,000. Castlerock asserts that AGS failed to procure the required number of seeds to fully plant Castlerock’s property; failed to plant crops in an appropriate manner consistent with industry best practices and mismanaged the crops once planted; failed to properly retain and train adequate personnel; and improperly utilized the Mobilization Fee as a personal loan for operations unrelated to the provision of services to Castlerock. Castlerock filed its complaint on March 16, 2023 and an amended complaint on July 12, 2023 alleging causes of action for: (1) intentional misrepresentation and fraudulent inducement against all defendants; and (2) breach of contract against AGS.

            On June 14, 2023, AGS filed for protection under Chapter 7 of the Bankruptcy Code. (See Notice of Stay of Proceeding filed on August 31, 2023 by attorney for plaintiff, Case No. 23-10294.)

            On August 15, 2023, AGS[1] and its principal, Kyle Truesdell, filed a cross-complaint against Castlerock for (1) breach of contract based on the July 15, 2022 agreement; (2) quantum meruit; and (3) unjust enrichment. Cross-complainants asserts that the parties agreed to a 70/30 split of sales revenue and it has not yet been paid. In addition, it is owed a “Senior Agronomist Fee” of $130,190 due within 48 hours of the sale of the crop, which it has not yet been paid.

            Castlerock demurred to the cross-complaint as filed by defendant Truesdell only.[2] Opposition has been filed.

            Castlerock argues that Truesdell failed to allege the existence of a contract between it and Truesdell in his individual capacity. To support a breach of contract cause of action, cross-complainant must allege that he entered into a contract with Castlerock. (See CACI 303.) Here, it is alleged that “Cross-Complainants and Cross-Defendant entered into a contract (“the Agreement”) wherein Cross-Complainants agreed to provide Cross-Defendant with services in exchange for compensation.” (See Cross-Complaint, ¶ 20.) Truesdell is identified as one of the cross-complainants. (See Cross-Complaint, ¶ 2.)

            In assessing a demurrer, the court accepts as true the facts alleged in the complaint, together with facts that may be implied or inferred from those expressly alleged. (Marshall v. Gibson, Dunn & Crutcher (1995) 37 Cal.App.4th 1397, 1403.) However, to the extent the factual allegations conflict with the content of the exhibits to the complaint, the court relies on and accepts as true the contents of the exhibits and treats as surplusage the pleader's allegations as to the legal effect of the exhibits. (Barnett v. Fireman's Fund Ins. Co. (2001) 90 Cal.App.4th 500, 505.)

            Under ordinary rules of contract and agency law, a representative who unambiguously signs a contract as a corporate officer or agent is not a party to the contract in his or her personal capacity. (Cohen v. TNP 2008 Participating Notes Program, LLC (2019) 31 Cal.App.5th 840, 861; see Filippo Industries, Inc. v. Sun Ins. Co. (1999) 74 Cal.App.4th 1429, 1442–1443 [agent that contracts for disclosed principal is not a party to contract].) Here, the Agreement is clearly between Castlerock and AGS. (See Cross-Complaint, Exhibit A.) Kyle Truesdell signed it, but he did so as CEO of Agrarian Supply. (Id.) Moreover, the Agreement itself indicates that the Agreement is made and entered into . . . by and between AGRARIAN SUPPLY, LLC. (“AGS”) and CASTLEROCK FAMILY FARMS II, LLC (“Castlerock”).” (Id.)

            Truesdell asserts “Any dispute as to Mr. Truesdell’s role as an individual or as the sole member of the LLC is factual in nature and not ripe for adjudication on Demurrer.” The court disagrees as set forth above. For these reasons, the demurrer to the first cause of action for breach of contract is sustained.

            The common counts of quantum meruit (second cause of action, see CACI 371) and unjust enrichment (third cause of action) suffer from the same problem. The contract, the contents of which the court may rely on, identifies AGS as the party who was to provide services; there is nothing in the contract that suggests such services were to be provided by Truesdell in his individual capacity. Although the cross-complaint alleges that Truesdell is owed $130,190 for the Senior Agronomist Fee (see Cross-Complaint, ¶ 17), the Agreement in Exhibit A clearly shows that such fee was due to AGS. 

            Truesdell has cited no cases that authorize a corporate office to enforce a contract obligation in his individual capacity, or to assert common counts derived from activity performed pursuant to the contract. For the reasons stated above and absent such authority, the demurrer to the cross-complaint is sustained in its entirety with leave to amend within 15 days.

[1] The automatic stay does not limit the debtor's (or trustee's) ability to act.  (In re Merrick (9th Cir. BAP 1994) 175 BR 333, 337; In re Mitchell (BC CD CA 1997) 206 BR 204, 212.)

Was this helpful?

Yes No
This question is for testing whether or not you are a human visitor and to prevent automated spam submissions.
Was this helpful?