Answer to Interpleader Complaint Georgia

Answer and Counterclaim

IN THE CHANCERY COURT OF , MISSISSIPPI

and

vs. NO.

and

ANSWER AND COUNTERCLAIM

answers the plaintiffs' complaint as set forth below.

FIRST DEFENSE

SECOND DEFENSE

THIRD DEFENSE

FOURTH DEFENSE

FIFTH DEFENSE

SIXTH DEFENSE

SEVENTH DEFENSE

EIGHTH DEFENSE

NINTH DEFENSE

TENTH DEFENSE

ELEVENTH DEFENSE

ANSWER

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Every allegation in the complaint that is not specifically and expressly admitted herein is hereby specifically and expressly denied.

WHEREFORE, PREMISES CONSIDERED, defendant respectfully submits that plaintiffs' complaint against him/her should be dismissed with prejudice.

COUNTERCLAIM

And now having answered, , and as counterclaimants, assert this counterclaim against .

PARTIES

1. Counterdefendant is an adult resident citizen of , Mississippi, who may be served with this counterclaim through his/her attorney, .

2. Counterdefendant is an adult resident citizen of , Mississippi, who may be served with this counterclaim through his/her attorney, .

3. Counterdefendant is a Mississippi Corporation that may be served with process through its registered agent, , , , Mississippi.

4. Counterdefendant is a Mississippi Corporation that may be served with process through its registered agent, , , , Mississippi.

JURISDICTION AND VENUE

5. This Court has personal and subject matter jurisdiction in this matter. Venue is proper in , Mississippi.

FACTUAL BACKGROUND

6. On or about , and entered into a Contract with and . Pursuant to the Contract, and were to purchase certain assets and liabilities of and .

7. On or about , an Addendum to the Contract was executed by and and and .

8. In , certain property of , , individually, , individually, , and others, was damaged in a natural disaster. paid the sum of $ as an advance on said insurance proceeds.

9. Pursuant to the Addendum, funds were left in the checking accounts of and . These accounts were left open until certain third party payers had been notified of the change of the Employer Identification Number to and , and the final corporate tax returns were filed and paid by and .

10. , and were provided, at closing and previous thereto, a list of assets that were being transferred by and to them in the sale.

11. was given signature authority on the checking accounts of and so that money could be transferred to third party payers.

12. Pursuant to the Contract, and , and and , individually, signed notes for the purchase price of the assets of and .

COUNT I: REFORMATION

13. Defendants /counterplaintiff’s reference the foregoing paragraphs.

14. The notes attached hereto as Exhibits "C" and "D" had an initial interest rate of per annum, subject to an annual adjustment.

15. A copy of the referenced notes are attached hereto as Exhibits "C" and "D".

16. The Court should reform the note attached hereto as Exhibit "C" to show the sum of $ being the true and correct amount of interest due and owing for the first year of said note. The Court should reform the note attached hereto as Exhibit "D" to show the sum of $ being the true and correct amount of interest due and owing for the first year of said note.

COUNT II: CONVERSION

18. Plaintiffs/counterdefendants, jointly and severally, intentionally and wrongfully exerted an act of dominion and control over the money in the checking accounts of and by removing money from said accounts.

19. As a direct and proximate result of defendants/counterplaintiffs' wrongful conversion, plaintiffs/counterdefendants have sustained damages.

COUNT III: BREACH OF CONTRACT

21. Plaintiffs/counterdefendants, jointly and severally, breached the Addendum to the Contract by removing money in the checking accounts of and when they knew or should have known that the checking accounts were not assets transferred in the sale.

22. As a direct and proximate result of plaintiffs/counterdefendants’ breach of Contract, , and have sustained real, actual, consequential, and resulting damages.

RELIEF REQUESTED

WHEREFORE, PREMISES CONSIDERED, respectfully request that judgment be entered against the plaintiffs/counterdefendants, individually and jointly and severally, in the following manner:

(a) The Court reform the note attached hereto as Exhibit "C" to show the sum of $, and a due date of , and interest and principal commencing on .

(b) The Court reform the note attached hereto as Exhibit "D" to show the sum of $, and a due date of , and interest and principal commencing on .

(c) Compensatory, real, actual, consequential, and resulting damages for plaintiffs/counterdefendants wrongful conversion and breach of contract;

(d) Post-judgment interest and costs of this action; and

(e) Such other and further relief as the Court deems just and proper in the premises.

STATE OF MISSISSIPPI

COUNTY OF

Personally appeared before me, the undersigned authority in and for the jurisdiction aforesaid, the within named who after being duly sworn on oath states that the matters and facts contained in the foregoing Answer and Counterclaim are true and correct as therein stated.

SWORN TO AND SUBSCRIBED BEFORE ME, this the day of , .

_______________________________________

NOTARY PUBLIC

My Commission Expires:

Verification acknowledged