Exhibit,Appendix: DI SELLER, INC, ET AL (RESTYLED ORD SIGNED 1/6/15) vs DAVECO INDUSTRIES, LLC, ET AL

On July 12, 2013 a Exhibit,Appendix was filed involving a dispute between and for OTHER CIVIL, DECLARATORY JUDGMENT in the District Court of Tarrant County.

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EXHIBIT 7
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153-266829-13 FILED
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CAUSE NO. 153-266829-13 THOMAS A. WILDER
DISTRICT CLERK

DAVECO INDUSTRIES, INC., ADA B. IN THE DISTRICT COURT
HELTERBRAND, HELTERBRAND
FAMILY TRUST, AND HELTERBRAND
FAMILY, L.P.,

Plaintiffs,

vs. 153rd JUDICIAL DISTRICT

DI BUYER, LLC, DAVECO
INDUSTRIES, LLC, ANCHOR
FABRICATION, LLC f/k/a ANCHOR TARRANT COUNTY, TEXAS
FABRICATION PARTNERSHIP, LTD.,
JOHN D. WILLBANKS III and
BRENDON GRAFT, individually

Defendants.

DEFENDANTS' SECOND AMENDED
ANSWER AND SECOND AMENDED COUNTERCLAIMS

COMES NOW Defendants DI Buyer, LLC, DaveCo Industries, LLC, Anchor

Fabrication, LLC f/k/a Anchor Fabrication Partnership, Ltd. ("Entity Defendants"), John D.

Willbanks III and Brendon Graft, individually ("Individual Defendants") (together, Entity

Defendants and Individual Defendants are "Defendants") and file their Second Amended Answer

and Second Amended Counterclaims to Plaintiffs' Second Amended Petition and First Amended

Answer to Counterclaims ("Second Amended Petition") as follows:

I. General Denial

1. Defendants generally deny the allegations in Plaintiffs' Second Amended Petition.

II. Specific Denial

2. Defendants specifically deny that Plaintiffs have adequately presented their

written contract claims as required by Chapter 38 of the Texas Civil Practice & Remedies Code.
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THOMAS A. WILDER
DISTRICT CLERK

III. Verified Denial

3. Defendants deny that Defendant Anchor Fabrication, LLC f/k/a Anchor

Fabrication Partnership, Ltd. is liable in the capacity in which it is sued because it is not a party

to the contracts at issue.

4. Defendant John D. Willbanks III denies that his is liable in the capacity in which

he is sued because he is not a party to the contracts at issue.

5. Defendant Brendon Graft denies that his is liable in the capacity in which he is

sued because he is not a party to the contracts at issue.

IV. Special Exception

6. Defendants specially except to Plaintiffs' First Amended Petition because Texas

does not recognize a bad faith breach of contract claim.

V. Affirmative Defenses

7. Entity Defendants are not liable to Plaintiffs because of the doctrine of estoppel.

8. Entity Defendants are not liable to Plaintiffs because of the doctrine of consent.

9. Entity Defendants are not liable to Plaintiffs because Plaintiffs' prior material

breaches of the Asset Purchase Agreement and Lease Agreement discharged Defendants'

obligations.

10. Entity Defendants are not liable to Plaintiffs because Plaintiffs failed to meet

conditions precedent.

11. Entity Defendants are not liable to Plaintiffs because of the doctrine of

ratification.

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12 Entity Defendants are not liable to Plaintiffs because of the doctrine DfotwelaavvILDER
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hands.

13. Entity Defendants are not liable to Plaintiffs because Plaintiffs' injuries were

caused by Plaintiffs' own actions.

14 Entity Defendants are not liable to Plaintiffs for the amount of damages claimed

because Defendants are entitled to an offset.

15. Individual Defendants are not liable to Plaintiffs for breach of contract because

they are not parties to the contracts.

16. Individual Defendants are not liable to Plaintiffs for fraud because they did not

make any false statements.

17 Individual Defendants are not liable to Plaintiffs for fraud because any actions

taken by them were as agents of Entity Defendants during the course of contract negotiation.

18. Individual Defendants are not liable to Plaintiffs for fraud because they owed no

duty to Plaintiffs.

19. Individual Defendants are not liable to Plaintiffs for fraud because any alleged

fraudulent representations are contradictory to the terms of the Lease and Asset Purchase

Agreement.

20. Individual Defendants are not liable to Plaintiffs for equitable rescission or

equitable reformation because they are not parties to the contracts.

21 Plaintiffs' claims for equitable rescission and equitable reformation are barred in

whole or in part because there is an adequate remedy at law.

22 Plaintiffs' claims for equitable rescission and equitable reformation are barred in

whole or in part because of the doctrine on unclean hands.

DEFENDANTS' SECOND AMENDED ANSWER AND SECOND AMENDED COUNTERCLAIMS
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23 Plaintiffs' claims for equitable rescission and equitable reformation arenitetwilAirtmwER
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whole or in part because of the doctrine of estoppel.

24. Plaintiffs' claims for equitable rescission and equitable reformation are barred in

whole or in part because of Plaintiffs' prior material breach.

25. Plaintiffs' claim for equitable rescission is barred in whole or in part because

Plaintiffs have failed to offer to return the consideration paid by the Entity Defendants.

VI. Second Amended Counterclaims

Parties

26. Defendant and Counter Plaintiff DaveCo Industries, LLC is a Texas limited

liability company. Defendant DI Buyer, LLC, the entity that purchased the Plaintiffs' business, is

now known as DaveCo Industries, LLC. A true and correct copy of the Restated Certificate of

Formation With New Amendments for DI Buyer, LLC is attached hereto as Exhibit 1. DaveCo

Industries, LLC and DI Buyer, LLC will be collectively referred to as "DaveCo Industries."

27. Plaintiff and Counter Defendant DaveCo Industries, Inc. is a Texas corporation

with its principal place of business in Dallas County, Texas. DaveCo Industries, Inc. is now

known as D.I. Seller, Inc.

28. Plaintiff and Counter Defendant Ada B. Helterbrand is an individual residing in

Dallas County, Texas.

29. Plaintiff and Counter Defendant Helterbrand Family Trust is a trust organized

under the laws of the State of Texas.

30 Plaintiff and Counter Defendant Helterbrand Family, L.P. is a Texas limited

partnership with its principal place of business in Dallas County, Texas.

2. Jurisdiction and Venue

31. Jurisdiction is proper in the District Court, Tarrant County because the parties

DEFENDANTS' SECOND AMENDED ANSWER AND SECOND AMENDED COUNTERCLAIMS
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agreed to submit to the jurisdiction of any state or federal court in Tarrant County, TexastomAs A. WILDER
DISTRICT CLERK

32 Venue is proper in the District Court, Tarrant County because the parties agreed

that venue is proper in Tarrant County, Texas.

3. Facts Relevant to Counterclaims

33. Plaintiffs and DaveCo Industries are in the business of manufacturing,

distributing, and selling metal fabrication parts and other materials for the military, aerospace, oil

and gas, and consumer product industries.

34. Plaintiffs and Counter-Defendants DaveCo Industries, Inc., Ada B. Helterbrand,

and the Helterbrand Family Trust ("Sellers") sought to sell, and DaveCo Industries sought to

acquire, the assets used by Sellers in the course of their business.

35 Accordingly, on June 5, 2012, Sellers and DaveCo Industries entered into an

Asset Purchase Agreement (the "APA"), whereby DaveCo Industries purchased certain o

Sellers assets, including inventory and intellectual property.

36. Contemporaneously, Plaintiff Helterbrand Family L.P. ("Landlord") d DaveCo

Industries entered into the Lease Agreement (the "Lease") pursuant to which DaveCo Industries

leased from Landlord certain real property located in Dallas County, Texas (the "Property"). A

true and correct copy of the Lease is attached hereto as Exhibit 2.

37. The Lease term was initially for one year and then automatically renewed for

successive one year periods unless either party provided 30 days' notice of its intent to terminate

the Lease. The Lease has not been terminated.

38. Under the Lease, DaveCo Industries has the option to purchase the Property. To

exercise this option to purchase, DaveCo Industries is required to give Landlord written notice of

its intent to exercise the option to purchase on or before the end of the Lease term.

39. The agreed sale price of the Property, stated in the Lease, is $1,300,000, less any

DEFENDANTS' SECOND AMENDED ANSWER AND SECOND AMENDED COUNTERCLAIMS
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amount that DaveCo Industries, in its sole discretion, deducts, sets-off, and TRICIACAS icartVILDER
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indemnification claim for, as provided in Section 11 of the APA. To claim these deductions,

DaveCo Industries only has to provide Seller with notice of the claimed deductions and the basis

therefor. See Lease, Article XIX, Section 19.2(a).

40. Section 11(e) of the APA in turn, provides that DaveCo Industries may, in its sole

discretion, deduct, set-off, and make a claim for indemnification against and from any amounts

owed to Sellers, the shareholders, or Landlord under the APA and Lease. This right to deduct,

set-off, and make a claim for indemnification specifically applies to the right and option to

purchase the Property, as described in Section XIX of the Lease. As with the Lease, in order to

claim these deductions, DaveCo Industries is only required to notify the Sellers and provide the

basis for the deductions.

41. Thus, under the terms of both the APA and the Lease, Sellers and Landlord

agreed to a reduction in the purchase price of the Property in an amount to be determined in the

sole discretion of DaveCo Industries, so long as DaveCo Industries provides notice and the basis

for said deductions.

42. Sellers and Landlord also agreed that any failure to perform would be subject to

the remedy of specific performance. Indeed, the APA expressly provides that specific

performance is available where any party refuses to perform.

Each of the parties to this Agreement recognizes that if any party refuses to
perform under the provisions of this Agreement or any other agreement or
instruments provided herein, then money damages alone would not be
adequate to compensate the other parties for their injury. Therefore, each
party will be entitled, in addition to any remedies that may be available at
law or in equity (including, without limitation, monetary damages), to
obtain specific performance of the parties' obligations hereunder. APA
§12(o).

43. As Plaintiffs allege, DaveCo Industries attempted to exercise its option to

DEFENDANTS' SECOND AMENDED ANSWER AND SECOND AMENDED COUNTERCLAIMS
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purchase the Property on multiple occasions. For instance, in March 2013 DaveCo IndnatishusntekLDER
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with Plaintiffs and provided information concerning its deductions and in April 2013 again

provided Plaintiffs with notice of their intent to purchase the Property subject to certain off-sets

and deductions, and included a draft purchase agreement.

44 Subsequently, after no performance by the Plaintiffs, on June 27, 2013, DaveCo

Industries again provided written notice to Landlord and Sellers of its intent to exercise its option

to purchase the Property and claim deductions, as provided for in Section 11(e) of the APA and

Article XIX of the Lease (the "Notice"). A copy of the Notice is attached to Plaintiffs' Petition

as Exhibit A.

45. That Notice set forth, in detail, the deductions DaveCo Industries claimed. The

specific deductions were for inventory that resulted in losses, intellectual property that resulted in

losses, and attorneys' fees.. In total, DaveCo Industries deducted $459,514 from the $1,300,000

purchase price, resulting in a sale price of $840,486. Importantly, DaveCo Industries only

deducted 70% of its actual losses in an attempt to be reasonable to Plaintiffs should any of the

inventory that resulted in losses ultimately be sold. Indeed, DaveCo Industries even verbally

offered to reimburse the Plaintiffs for any inventory that had resulted in a loss but subsequently

sold after it purchased the Property.

46. In both the April 2013 letter and Notice, DaveCo Industries demonstrated that it

was ready, willing, and able to timely perform its obligations under the APA and Lease; namely,

to purchase the Property.

47. Indeed, DaveCo Industries attempted to perform under the APA and Lease by

exercising its option to purchase the Property and pay the Plaintiffs the purchase price less the

deductions to which DaveCo Industries is entitled. DaveCo Industries did not actually tender

DEFENDANTS' SECOND AMENDED ANSWER AND SECOND AMENDED COUNTERCLAIMS
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money, however, because Plaintiffs refused to sell the Property, thus making performarrerofutiba. WILDER
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48. Instead of complying with their contractual obligations under the APA and Lease,

Sellers and Landlord have refused to sell the Property to DaveCo Industries.

49. As a result of Plaintiffs' failure to abide by the terms of the APA and Lease and

sell the Property to the DaveCo Industries, DaveCo Industries has suffered and is continuing to

suffer damages.

First Counterclaim — Declaratory Judgment

50. DaveCo Industries seeks a declaration that under the Asset Purchase Agreement

and Lease Agreement it may, in its sole discretion, deduct, set-off, and make a claim for

indemnification against and from the purchase price stated in the Lease.

51. DaveCo Industries seeks a declaration that under the Asset Purchase Agreement

and Lease Agreement it may, in its sole .discretion, deduct, set-off, and make a claim for

indemnification against and from any rent payments that may be due to Landlord.

52. DaveCo Industries seeks a declaration that, due to the express right to specific

performance in the Asset Purchase Agreement, Plaintiffs have to sell the Property at the price

offered by DaveCo Industries in June 2013, which includes deductions and off-sets; or in the

alternative, at the full $1.3 million Purchase Price with the amount in dispute to be placed in the

registry of the Court.

5. Second Counterclaim —Specific Performance Against Landlord

5 The APA and Lease are valid and enforceable contracts.

5. The terms of the Lease are clear as to the parties' obligations. Article XIX,

Section 19.1 of the Lease provides that DaveCo Industries has the option to purchase the

Property and that the "sale price shall be the amount calculated as (i) One Million Three Hundred

Thousand and no/100 Dollars ($1,300,000), less (ii) any amount that by notice to Seller stating

DEFENDANTS' SECOND AMENDED ANSWER AND SECOND AMENDED COUNTERCLAIMS
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the basis therefor, any of the [Buyers] have, in their sole discretion, deducted, set-off, atubignete. aVILDER
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claim for (as such terms are defined in the Purchase Agreement), pursuant to Section 11 of the

Purchase Agreement." Lease, Article X X, Section 19.2(a) (emphasis in original). Therefore,

these terms are clear as to DaveCo Industries' right to purchase the Property.

55. Moreover, the APA expressly provides for the remedy of specific performance:

Each of the parties to this Agreement recognizes that if any party refuses
to perform under the provisions of this Agreement or any other agreement
or instruments provided herein, then money damages alone would not be
adequate to compensate the other parties for their injury. Therefore, each
party will be entitled, in addition to any remedies that may be available at
law or in equity (including, without limitation, monetary damages), to
obtain specific performance of the parties' obligations hereunder. APA
§12(o).

56. DaveCo Industries has not repudiated the Lease or materially breached the Lease.

57 DaveCo Industries has performed under the Lease in all respects and is ready,

willing, and able to purchase the Property at the calculated purchase price of $1.3 million less the

deductions as set forth in the June 2013 Notice, which includes deductions and off-sets; or in the

alternative, at the full $1.3 million Purchase Price with the amount in dispute to be placed in the

registry of the Court.

58. In fact, DaveCo Industries has demonstrated that it is ready, willing, and able to

perform its multiple attempts to purchase the Property, a fact that has been admitted by Plaintiffs.

See Plaintiffs' Second Amended Petition and First Amended Answer to Counterclaims at ¶ 4.27

(March meeting at which DaveCo Industries sought to purchase the Property); id. at ¶ 4.32 (In

April 2013 DaveCo Industries sent a letter exercising their option along with a draft purchase

agreement); id. at Exhibit A (June 27, 2013 letter exercising DaveCo Industries' option to

purchase the Property subject to deductions).

DEFENDANTS' SECOND AMENDED ANSWER AND SECOND AMENDED COUNTERCLAIMS
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59 DaveCo Industries is not required to formally tender performance underrileimksasevILDER
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and Asset Purchase Agreement by paying the Plaintiffs because performance would be futile.

The Plaintiffs have refused to sell DaveCo Industries the Property so tendering actual

performance would be idle ceremony.

60. Moreover, DaveCo Industries is not required to formally tender performance

under the Lease and Asset Purchase Agreement by paying the Plaintiffs because the Plaintiffs, in

refusing to sell the Property, have repudiated the contracts.

61. There is no adequate remedy at law. Indeed, the APA provides that each party to

the agreement recognizes that monetary damages alone would not be sufficient for any party's

failure to perform under the provisions of the APA or related agreements and expressly entitles

each party to obtain specific performance. See APA at Section 12(o). Moreover, each party

specifically waives the defense that there is an adequate remedy at law.

62 Accordingly, DaveCo Industries asks this Court to order that the Landlord abide

by the clear terms of the Lease and be required to specifically perform its obligations thereunder

by: (1) accepting the purchase price of $1.3 million less the Defendants' deductions, as stated in

the June 27, 2013 Notice; or, in the alternative, (2) accepting the entire $1.3 million purchase

price stated in the Lease and placing the amount in dispute in the registry of the Court.

6. Third Counterclaim — Breach of Asset Purchase Agreement Against Sellers

63. The APA is a valid and enforceable contract between Sellers and DaveCo

Industries.

64 DaveCo Industries has standing to sue for a breach of contract.

65 Under the APA, DaveCo Industries is permitted to set-off, deduct, and make

claims for indemnification for losses from, among other things, the option purchase price of the

Property, in its sole discretion, by providing notice and the basis for the deductions.

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66 The terms of the Lease are clear as to the parties' obligations. SpecificaiifypAstiWeviLDER
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XIX, Section 19.1 of the Lease provides that:

Landlord grants to Tenant, a right and option that shall be valid
during the term of this Lease (including any renewals or
extensions) (the "Purchase Option Period"), to purchase, on the
terms and conditions hereinafter set forth . . . the Leased Premises .
. . . To exercise the option to purchase, Tenant shall give written
notice of same to Landlord on or before the expiration of the
Purchase Option period. (emphasis in original).

67. The Lease further provides that the "sale price shall be the amount calculated as

(i) One Million Three Hundred Thousand and no/100 Dollars ($1,300,000), less (ii) any amount

that by notice to Seller stating the basis therefor, any of the [Buyers] have, in their sole

discretion, deducted, set-off, and made a claim for (as such terms are defined in the Purchase

Agreement), pursuant to Section 11 of the Purchase Agreement." Lease, Article XIX, Section

19.2(a) (emphasis in original).

68. DaveCo Industries performed its obligations under the APA in all respects. In

particular, DaveCo Industries provided the requisite notice and reasons for the deductions

claimed and sought to be applied to the purchase price of the Property, as required by the APA.

69 Sellers refused to abide by the APA. In particular, Sellers refused to accept the

deductions and thus breached Section 11(e) of the APA.

70 As a result, DaveCo Industries is suffering and continues to suffer damages.

7. Fourth Counterclaim — Breach of Lease Agreement Against Landlord

71. The Lease is a valid and enforceable contract between Landlord and DaveCo

Industries.

72 DaveCo Industries has standing to sue for a breach of contract.

73 Under the Lease, DaveCo Industries is permitted to set-off, deduct, and make

claims for indemnification for losses from, among other things, the option purchase price of the

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Property, in its sole discretion, by providing notice and the basis for the deductions. THOMAS A. WILDER
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74 DaveCo Industries performed its obligations under the Lease in all respects.

Specifically, DaveCo Industries provided the requisite notice and basis for the deductions

claimed and sought to be applied to the purchase price of the Property, as required by the Lease.

75. Specifically, Article XIX, Section 19.1 of the Lease provides that:

76 The Lease further provides that the "sale price shall be the amount calculated as

(i) One Million Three Hundred Thousand and no/100 Dollars ($1,300,000), less (ii) any amount

that by notice to Seller stating the basis therefor, any of the [Buyers] have, in their sole

discretion, deducted, set-off; and made a claim for (as such terms are defined in the Purchase

Agreement), pursuant to Section 11 of the Purchase Agreement." Lease, Article XIX, Section

19.2(a) (emphasis in original). Therefore, these terms are clear as to DaveCo Industries' right to

purchase the Property.

77. Landlord refused to abide by the Lease. In particular, Landlord refused to accept

the deductions and thus breached Article XIX of the Lease.

78. As a result, DaveCo Industries is suffering and continues to suffer damages.

8. Damages

79. As a result of Plaintiffs' breaches of contract, DaveCo Industries has suffered, and

continues to suffer, general damages, including actual damages for rental payments, in an amount

to be determined at trial.

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80 As a result of Plaintiffs' breaches of contract, DaveCo Industries has SUSISIMOSIONILDER
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continues to suffer, special and/or consequential damages for lost profits and lost business

opportunity; however, DaveCo Industries expressly and specifically reserves the right to amend

and/or supplement this claim as the litigation progresses.

9. Attorneys' Fees Pursuant to the APA

81. The APA provides that the prevailing party in any litigation will be entitled to

recovery attorneys' fees and court costs in addition to any other relief that may be awarded.

8 Accordingly, DaveCo Industries seeks to recover its attorneys' fees pursuant to

the APA.

10 Attorneys' Fees Pursuant to the Civil Practice and Remedies Code

83. DaveCo Industries also seeks to recover attorneys' fees pursuant to Section

38.001 of the Texas Civil Practice and Remedies Code.

84. DaveCo Industries further seeks to recover attorneys' fees pursuant to Section

37.009 of the Texas Civil Practice and Remedies Code because this suit is for declaratory relief.

VII. PRAYER

WHEREFORE Defendants pray that, subject to their Second Amended Answer, Verified

Denial, Specific Denial, Special Exception, and Affirmative Defenses, and without waiving the

same, Plaintiff take nothing by reason of this suit and that Entity Defendants be awarded a

judgment against Plaintiffs for the following:

a. A declaration that under the Asset Purchase Agreement and Lease Agreement

DaveCo Industries may, in its sole discretion, deduct, set-off, and make a claim for

indemnification against and from the purchase price stated in the Lease;

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A declaration that under the Asset Purchase Agreement and Lease ethibtaint/VILDER
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DaveCo Industries may, in its sole discretion, deduct, set-off, and make a claim for

indemnification against and from any rents due under the Lease;

c. A declaration that Plaintiffs have to sell DaveCo Industries the Property at the

price offered by DaveCo Industries in the June 27, 2013 Notice; or in the alternative, at the full

$1.3 million Purchase Price as stated in the APA with the amount in dispute to be placed in the

registry of the Court;

d. Specific performance requiring Plaintiffs to sell the Property to DaveCo Industries

at the price offered in the June 27, 2013 2013 Notice; or in the alternative, at the full $1.3

million Purchase Price as stated in the APA with the amount in dispute to be placed in the

registry of the Court;

e. Actual damages;

f. Special and/or consequential damages for lost profits and lost business

opportunity;

Attorneys' fees and court costs; and

All other relief to which Defendants are entitled.

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Dated: January 6, 2014 THOMAS A. WILDER
DISTRICT CLERK

Respectfully submitted,

/s/ Lean K Capps
Leane K. Capps
State Bar No. 00796301
Caitlin J. Morgan
State Bar No. 24074757
Polsinelli PC
2501 N. Harwood, Suite 1900
Dallas, Texas 75201
Telephone: (214) 661-5513
Facsimile: (214) 397-0033
lcapps@polsinelli.com
cmorgan polsinelli.com

Attorneys for Defendants

CERTIFICATE OF SERVICE

I hereby certify under Texas Rule of Civil Procedure Rule 21a that a true and correct

copy of the foregoing Defendant's Second Amended Answer and Second Amended

Counterclaims has been served on the following via certified mail return receipt requested, this

6th day of January, 2014.

Mark C. Enoch, Esq.
Glast, Phillips & Murray
14801 Quorum Drive, Suite 500
Dallas, Texas 75254
Phone: (972) 419-8366
Facsimile: (972) 419-8329

Attorney for Plaintiffs Daveco Industries, Inc.,
Ada B. Helterbrand, Helterbrand Family Trust,
and Helterbrand Family, L.P.

/s/ Caitlin J. Morgan
Caitlin J. Morgan

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THOMAS A. WILDER
CAUSE NO. 153-266829-13 DISTRICT CLERK

DAVECO INDUSTRIES, INC., ADA B. § IN THE DISTRICT COURT
HELTERBRAND, HELTERBRAND
FAMILY TRUST, AND HELTERBRAND
FAMILY, L.P.,

Plaintiffs, § 153rd JUDICIAL DISTRICT
VS.

DI BUYER, LLC, DAVECO
INDUSTRIES, LLC, AND ANCHOR
FABRICATION PARTNERSHIP, LTD., § TARRANT COUNTY, TEXAS
JOHN D. WILLBANKS III and
BRENDON GRAFT, individually

Defendants.

VERIFICATION

STATE OF TEXAS

COUNTY OF ,
\.cc(-1

Before me, the undersigned notary, on this day personally appeared John D Willbanks
the affiant, a person whose identity is known to me. After I administered an oath to affiant,
affiant testified:

"My name is John D Willbanks III. I am over 18 years of age, of sound mind, and capable of
making this verification. I am the CEO of Anchor Fabrication, LLC, formerly Anchor

Case Info

Case No.

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Document Filed Date

February 10, 2014

Case Filing Date

July 12, 2013

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Exhibit,Appendix: DI SELLER, INC, ET AL (RESTYLED ORD SIGNED 1/6/15) vs DAVECO INDUSTRIES, LLC, ET AL

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