DISTRICT COURT, CITY & COUNTY OF DENVER

STATE OF COLORADO
1437 Bannock Street DATE FILED: April 13, 2018 3:00 PM
Denver, Colorado 80202 FILING ID: AA78E3C782F62
CASE NUMBER: 2018CV30797
C&P FAMILY FARMS LLC d/b/a THE WHITE FENCE
FARMS; CNK DENVER INC.; CRAIG CALDWELL, an
Individual; ZUNED KHAN, an Individual; RASHEDUL
KHAN, an Individual
▲ COURT USE ONLY ▲
Plaintiffs,

v.

KATINA GATCHIS, an Individual;

Defendant.

Attorneys for Plaintiffs:

Qusair Mohamedbhai, #35390

Siddhartha Rathod, #38883
Iris Halpern, #18PPA0284
RATHOD ǀ MOHAMEDBHAI LLC
2701 Lawrence Street, Suite 100 Case No: 2018CV30797
Denver, CO 80205
(303) 578-4400 (t) / (303) 578-4401 (f)
qm@rmlawyers.com / sr@rmlawyers.com / ih@rmlawyers.com Division: 368 Courtroom:

Robert J. Bruce, #17742

RJBLAWYERS, LLC
1543 Champa St., #400
Denver, CO 80202
Phone: (303) 573-5498
Email: bobbruce@rjblawyerllc.com

FIRST AMENDED COMPLAINT

Plaintiffs, by and through their counsel Qusair Mohamedbhai, Siddhartha Rathod, and
Iris Halpern of RATHOD | MOHAMEDBHAI LLC and Robert Bruce of RJBLAWYERS, LLC
respectfully submit the following as their Amended Complaint in this action:
 I. INTRODUCTION

1. Plaintiffs C&P Family Farms Restaurants LLC, Cnk Denver Inc., Craig Caldwell,
Zuned Khan, and Rashedul Khan allege that Defendant Katina Gatchis infringed on Plaintiffs’
constitutional rights, engaged in violations of contract, and committed tortious acts by withholding
her consent to a sublease agreement between Plaintiffs for the commercial real estate property
located at 1025 E. 9th Ave. Denver, CO, 80218.

II. PARTIES, JURISDICTION, AND VENUE

2. At all relevant times, Plaintiff C&P Family Farms Restaurants LLC d/b/a White
Fence Farms (“C&P Family Farms”) was and is a Colorado limited liability company, doing
business in the City & County of Denver.

3. At all relevant times, Plaintiff Cnk Denver Inc. (“Cnk Denver”), was and is a
Colorado corporation, doing business in the City & County of Denver.

4. At all relevant times, Plaintiff Craig Caldwell was and is a managing member and
fifty percent owner of C&P Family Farms.

5. At all relevant times, Craig Caldwell was and is a resident of the State of Colorado.

6. At all relevant times, Plaintiffs Zuned Khan and Rashedul (“Rashad”) Khan were
and are residents of the State of Colorado.

7. At all relevant times, Defendant Katina Gatchis was and is a resident of the State
of Colorado and transacted and transacts business in the City & County of Denver.

8. The Court has jurisdiction over this matter pursuant to C.R.S. § 13-1-124.

9. Venue is proper pursuant to C.R.C.P. 98 as the allegations contained herein

occurred within the boundaries of the City & County of Denver.

III. FACTUAL ALLEGATIONS

10. On April 8, 2016, Plaintiff C&P Family Farms entered into a lease agreement (the
“Lease”) with Katina Gatchis for occupation and use of certain real property commonly known as
1025 E. 9th Ave. Denver, CO, 80218 (the “Demised Premises” as referred to in the Lease).

11. The Demised Premises is zoned for commercial retail use.

12. The lease for the Demised Premises is personally guaranteed by Plaintiff Craig
Caldwell, who is individually liable for any monies owed on the Demised Premises if C&P Family
Farms is unable to satisfy payment.

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 13. The Demised Premises is individually, and solely, owned by Defendant Katina
Gatchis.

14. Katina Gatchis also individually and solely owns other commercial properties in
and around Denver, including, but possibly not limited to, the properties located at:

a. 1017 E. 9th Ave., Denver, CO 80218

b. 1030 E. 9th Ave., Denver, CO 80218
c. 1032 E. 9th Ave., Denver, CO 80218

15. Katina Gatchis deposits all proceeds from the Demised Premises and the other
properties she owns in one or more accounts, held under her individual, personal name.

16. George Gatchis is Katina Gatchis’ son.

17. George Gatchis assists Katina Gatchis in managing the Demised Premises.

18. The Lease for the Demised Premises began on April 8, 2016.

19. The Lease governing the Demised Premises provides for the following rent
schedule:

Year Yearly Rent Monthly Rent

1 $60,000 $5,000.00
2 $61,800 $5,150.00
3 $63,654 $5,304.50
4 $65,564 $5,463.66
5 $67,531 $5,527.58

20. Paragraph 10 of the Lease further states:

[t]he tenant agrees that Tenant’s interest in this Lease of the Demised Premises may
not be assigned or sublet by the Tenant without the prior written approval of the
landlord, which approval is totally within the discretion of the Landlord. In the
event there is a subletting or assignment of this Lease, the Tenant shall remain fully
liable for the payment of all rent that is required to be paid under this Lease and for
the performance of all terms, covenants, and conditions to be undertaken by the
Tenant.

21. Including renovation and equipment costs, C&P Family Farms spent over
$100,000.00 preparing the property for occupation and use as a restaurant.

22. On or about the beginning of November 2017, Craig Caldwell and C&P Family
Farms’ co-owner, Tom Piercy, engaged the services of real estate agent Mark Valente, of Sanborn
and Company, to assist them in finding a sublessee or assignee for the Demised Premises for the
remainder of the Lease.

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 23. On or about November 15, 2017, Plaintiff Rashad Khan heard about the property
through Mark Valente and personally came to inspect the Demised Premises.

24. Plaintiff Rashad Khan and his father, Plaintiff Zuned Khan, are owners of an Indian
food restaurant operating under the trade name Curry N Kebob in Boulder, Colorado.

25. Zuned Khan and Rashad Khan are non-Caucasian citizens of the United States.
They practice the Muslim faith and are of Bangladeshi descent.

26. Rashad Khan inspected the Demised Premises because he and Zuned Khan
intended to open a second restaurant using the tradename Curry N Kebob in Denver, Colorado.

27. After inspecting the Demised Premises, Zuned Khan and Rashad Khan offered to
sublease the property from Craig Caldwell and C&P Family Farms for the remainder of the term
of the Lease.

28. Craig Caldwell and C&P Family Farms agreed to sublease the Demised Premises
to the Khans and Cnk Denver.

29. On November 14 and 16, 2017, Zuned Khan and Rashad Khan delivered documents
to the Secretary of the State of Colorado requesting recognition of the corporation Cnk Denver.

30. On November 16, 2017, Zuned Khan and Rashad Khan filed Articles of
Incorporation for Cnk Denver with the Colorado Secretary of State, identifying 1025 E. 9th Ave.,
Denver, CO 80218 as the principal office address for the company.

31. On November 16, 2017, the Colorado Secretary of State accepted the Articles of
Incorporation and duly generated, executed, and issued an official certificate of fact of good
standing for Cnk Denver.

32. On November 16, 2017, Zuned Khan and Rashad Khan filed a statement of Trade
Name of a Reporting Entity with the Colorado Secretary of State identifying Curry N Kebob
Denver as the Trade Name for Cnk Denver.

33. On November 27, 2017 C&P Family Farms, Cnk Denver, Craig Caldwell,
individually, and Rashad Khan, individually, entered into an Asset Purchase Agreement (“APA”),
whereby C&P Family Farms agreed to sell certain personal property at the Demised Premises to
Cnk Denver for $45,000.00 including furniture, fixtures, machinery, tools, devices, and other
tangible personal property, with $10,000.00 due upon execution of the APA and $35,000.00 due
at the date of closing on the sublease agreement.

34. On November 27, 2017, Rashad Khan, on behalf of Cnk Denver, placed $10,000.00
in earnest with Sanborn and Company for the sale of the personal property located at the Demised
Premises.

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 35. On November 30, 2017, Mark Valente emailed the personal financial statements of
Zuned Khan and Rashad Khan to George Gatchis.

36. On December 1, 2017, Mark Valente emailed George Gatchis to notify him that the
Khans owned and ran a very successful and highly rated restaurant in Boulder and to ask him how
to proceed with the lease assignment.

37. In the following weeks, Mark Valente followed up several times with George
Gatchis, but did not obtain permission to proceed with the lease assignment.

38. On or about December 18, 2017, Craig Caldwell followed up with Katina Gatchis
about the offer by Zuned Khan and Rashad Khan to sublease the Demised Premises.

39. On December 18, 2017, Katina Gatchis made the following statements to Craig
Caldwell by way of explanation for why she would not allow him to sublease to the Khans:

a. Katina Gatchis told Craig Caldwell he needed to find a good and decent person for
the lease.

b. Katina Gatchis told Craig Caldwell to find an American person for the lease.

c. Katina Gatchis told Craig Caldwell that she would not allow the sublease because
the Khans are from Iran.

d. Katina Gatchis told Craig Caldwell that she would not allow the sublease unless he
found a good American person like himself or her, both of whom are white, non-
Bangladeshi, and non-Muslim.

e. When Craig Caldwell asked Katina Gatchis if the Khans were financially suitable
she told him that the Khans were all right, but that he had to find a good American.

40. Later that same day, after speaking with Katina Gatchis, Craig Caldwell called
George Gatchis about the sublease offer. George Gatchis made the following statements to Craig
Caldwell by way of explanation for why Katina Gatchis would not allow Craig Caldwell to
sublease to the Khans:

a. George Gatchis told Craig Caldwell that Katina Gatchis had rented to two Arab or
Muslim people in the past and she did not want to do so again.

b. George Gatchis told Craig Caldwell he needed to find someone for the sublease
who was not Muslim.

41. Craig Caldwell asked George Gatchis to be released from the Lease.

42. George Gatchis declined to release C&P Family Farms or Craig Caldwell from their
lease obligations.

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 43. Two days later, on December 20, 2018, Craig Caldwell again tried to speak with
Katina Gatchis about subleasing to the Khans. Katina Gatchis made the following statements to
Craig Caldwell by way of explanation for why she would not allow him to sublease to the Khans:

a. Katina Gatchis told Craig Caldwell that she did not like Muslims from the Middle
East because they brought problems and then imitated the sounds of bombing.

b. Katina Gatchis told Craig Caldwell that these kinds and types of people are
extremely dangerous, referring to people of the Muslim faith and those whom she
perceived to be of Middle Eastern descent.

c. Katina Gatchis told Craig Caldwell that people who are Iranian are dangerous.

d. Katina Gatchis said that Craig Caldwell was different than the Khans because he is
American.

e. Katina Gatchis complained about her previous tenants from Armenia and Turkey.

f. Katina Gatchis told Craig Caldwell that the neighborhood where the Demised
Premises is located would not take on people like Zuned Khan and Rashad Khan,
and that her business and other tenants don’t like people like the Khans either.

g. Katina Gatchis initially told Craig Caldwell that she also refused to rent to Jews,
although she finally told him that she might consider a Jewish tenant but that she
would say no to Muslims.

44. Katina Gatchis refused to allow Craig Caldwell to sublease with Zuned Khan and
Rashad Khan even though Craig Caldwell remained individually and personally liable for monthly
payments on the Demised Premises for the remainder of the Lease if the Khans missed any
payments.

45. Katina Gatchis refused to allow Craig Caldwell to sublease with Zuned Khan and
Rashad Khan even though the Khans offered Mark Sanborn to pay $1,000 additional monthly rent
over what was required by the current Lease for the remainder of the agreement.

46. Zuned Khan and Rashad Khan also agreed that Katina Gatchis could refund Craig
Caldwell his $20,000 deposit and to provide their own $20,000 deposit as well as first and last
month’s rent.

47. On December 29, 2017, C&P Family Farms ceased restaurant operations at the
Demised Premises.

48. On or about mid-January 2018, Ronald Antonio, an attorney acting on behalf of

C&P Family Farms and Craig Caldwell, faxed Katina Gatchis’ attorney, Richard Hentzell, a letter
explaining how her refusal to allow the sublease constituted unlawful discrimination.

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 49. In that letter, Ronald Antonio requested that C&P Family Farms and Craig Caldwell
be released from all obligations under the Lease.

50. Ronald Antonio requested that Katina Gatchis reimburse C&P Family Farms for
all rent paid to her after December 2017.

51. Ronald Antonio requested that Katina Gatchis remunerate C&P Family Farms
$60,000.00 for its lost asset sale and return the security deposit.

52. Katina Gatchis declined to pay any of the requested damages, terminate the lease
or return the security deposit.

53. C&P Family Farms continues to pay monthly rent on the Demised Premises, despite
having ceased its restaurant operations.

IV. CLAIMS FOR RELIEF

FIRST CLAIM FOR RELIEF

(Intentional Interference with the Contract)

54. The allegations contained in the foregoing paragraphs are hereby incorporated by
reference.

55. Defendant Katina Gatchis had knowledge of the Asset Purchase Agreement
existing between Plaintiffs C&P Family Farms, Cnk Denver, Craig Caldwell, and Rashad Khan.

56. Defendant Katina Gatchis was not a party to the APA between Plaintiffs C&P
Family Farms, Cnk Denver, Craig Caldwell, and Rashad Khan for the purchase and transfer of
assets.

57. Defendant Katina Gatchis improperly and intentionally interfered with the APA
contractual relationships between Plaintiffs C&P Family Farms, Cnk Denver, Craig Caldwell, and
Rashad Khan.

58. Defendant Katina Gatchis’ conduct deprived Plaintiffs C&P Family Farms, Cnk
Denver, Craig Caldwell, and Rashad Khan of the benefits of the contractual relationship they
entered into.

59. Defendant Katina Gatchis’ conduct was attended by circumstances of fraud, malice
or wanton disregard of the rights and feelings of Plaintiffs C&P Family Farms, Cnk Denver, Craig
Caldwell, and Rashad Khan.

60. As a direct result of Defendant Katina Gatchis’ actions, Plaintiffs C&P Family
Farms, Cnk Denver, Craig Caldwell, and Rashad Khan have suffered significant injuries, damages,
and losses to be determined at trial.

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 SECOND CLAIM FOR RELIEF
(Tortious Interference with Prospective Business Relations)

61. The allegations contained in the foregoing paragraphs are hereby incorporated by
reference.

62. Defendant Katina Gatchis improperly and intentionally interfered with the
prospective sublease agreement between Plaintiffs C&P Family Farms, Craig Caldwell, Cnk
Denver, and Rashad Khan.

63. Defendant Katina Gatchis’s conduct deprived Plaintiffs C& P Family Farms, Craig
Caldwell, Cnk Denver, and Rashad Khan of the benefits of the prospective sublease agreement
they wished to enter between themselves to sublease the Demised Premises and transfer assets.

64. Defendant Katina Gatchis’ conduct was attended by circumstances of fraud, malice
or wanton disregard of the rights and feelings of Plaintiffs C&P Family Farm, Craig Caldwell,
CnK Denver, and Rashad Khan.

65. As a direct result of Defendant Katina Gatchis’ actions, Plaintiffs C&P Family
Farm, Craig Caldwell, Cnk Denver, and Rashad Khan have suffered significant injuries, damages,
and losses to be determined at trial.

THIRD CLAIM FOR RELIEF

(Breach of Contract)

66. The allegations contained in the foregoing paragraphs are hereby incorporated by
reference.

67. On April 8, 2016, Defendant Katina Gatchis and Plaintiffs C&P Family Farms and
Craig Caldwell entered a five-year Lease for the Demised Premises.

68. The Lease is a valid, binding contract.

69. Plaintiffs C&P Family Farms and Craig Caldwell sought to sublease the Demised
Premises as allowed under the Lease.

70. Paragraph 10 of the Lease provides that the tenant of the property may be assigned
to a sublessor with written permission of the landlord.

71. Defendant Katina Gatchis refused to allow the sublease.

72. Defendant Katina Gatchis withheld consent for the sublease unlawfully.

73. Defendant Katina Gatchis breached the negotiated and enforceable contractual
agreement between the parties.

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 74. Defendant Katina Gatchis’ breach of the negotiated and enforceable contractual
agreement was attended by circumstances of fraud, malice or wanton disregard of the rights and
feelings of Plaintiffs C&P Family Farms and Craig Caldwell.

75. As a result of Defendant Katina Gatchis’ breach of contract, Plaintiffs C&P Family
Farms and Craig Caldwell have suffered economic damages and harm, and other injuries to be
determined at trial.

FORTH CLAIM FOR RELIEF

(Promissory Estoppel)

76. The allegations contained in the foregoing paragraphs are hereby incorporated by
reference.

77. Among other promises, Defendant Katina Gatchis promised Plaintiffs C&P Family
Farms and Craig Caldwell certain terms and conditions of lease, including but not limited to the
ability to sublease.

78. Among other promises, Defendant Katina Gatchis should reasonably have expected
that that her promise would induce Plaintiffs C&P Family Farms and Craig Caldwell to take action
they might not otherwise have taken.

79. Plaintiffs C&P Family Farms and Craig Caldwell reasonably relied on Defendant
Katina Gatchis’ promises to their detriment.

80. Injustice can only be avoided by enforcing Defendant Katina Gatchis’ promises.

FIFTH CLAIM FOR RELIEF

(Breach of Covenant of Good Faith and Fair Dealing)

81. The allegations contained in the foregoing paragraphs are hereby incorporated by
reference.

82. By entering into the Lease with Plaintiffs C&P Family Farms and Craig Caldwell,
Defendant Katina Gatchis agreed to be bound by the implicit covenant of good faith and fair
dealing.

83. Defendant Katina Gatchis breached her obligation to fairly and in good faith
discharge her responsibilities, pursuant to her oral and written assertions to Plaintiffs C&P Family
Farms and Craig Caldwell, as part of the landlord/tenant relationship between the parties.

84. Defendant Katina Gatchis’ conduct was attended by circumstances of fraud, malice
or wanton disregard of the rights and feelings of Plaintiffs C&P Family Farms and Craig Caldwell.

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 85. As a direct result of Defendant Katina Gatchis’ actions, Plaintiffs C&P Family
Farms and Craig Caldwell suffered significant injuries, damages, and losses, in an amount to be
determined at trial.

SIXTH CLAIM FOR RELIEF

(Violation of 42 U.S.C. § 1981)
(Equal Rights Under the Law)

86. The allegations contained in the foregoing paragraphs are hereby incorporated by
reference.

87. 42 U.S.C. § 1982 guarantees all persons within the jurisdiction of the United States
the same right in every State and Territory to make and enforce contracts and to the full and equal
benefit of all laws and proceedings for the security of property as enjoyed by white citizens.

88. Defendant Katina Gatchis refused to contract with, and furthermore interfered with
the ability of Plaintiff Craig Caldwell to contract with, Plaintiffs Zuned Khan and Rashad Khan
for sublease of the Demised Premises because of Zuned Khan’s and Rashad Khan’s perceived or
actual race, ancestry, ethnicity, and/or alienage.

89. As a direct result of Defendant Katina Gatchis’ actions, Plaintiffs Craig Caldwell,
Zuned Khan, and Rashad Khan have suffered significant injuries, damages, and losses to be
determined at trial.

SEVENTH CLAIM FOR RELIEF

(Violation of 42 U.S.C. § 1982)
(Property Rights of Citizens)

90. The allegations contained in the foregoing paragraphs are hereby incorporated by
reference.

91. 42 U.S.C. § 1982 guarantees all citizens of the United States the same right, in every
State and Territory, as is enjoyed by white citizens thereof to inherit, purchase, lease, sell, hold,
and convey real and personal property.

92. Defendant Katina Gatchis precluded Zuned Khan and Rashad Khan from enjoying
equal rights to purchase and hold real and personal property as white citizens and prohibited Craig
Caldwell from leasing, selling, or conveying real and personal property, because of Zuned Khan’s
and Rashad Khan’s perceived or actual race, ancestry, ethnicity, and/or alienage.

93. As a direct result of Defendant Katina Gatchis’ actions, Plaintiffs Craig Caldwell,
Zuned Khan, and Rashad Khan have suffered significant injuries, damages, and losses to be
determined at trial.

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 V. PRAYER FOR RELIEF

WHEREFORE, Plaintiffs C&P Family Farms, Cnk Denver, Craig Caldwell, Zuned Khan,
and Rashad Khan request the Court enter judgment for the following relief:

a. All declaratory relief and injunctive relief, as appropriate;

b. Actual economic damages as established at trial;

c. Compensatory damages, including but not limited to those for future pecuniary and non-
pecuniary losses, emotional pain, suffering, inconvenience, mental anguish, loss of
enjoyment of life, medical bills, and other non-pecuniary losses;

d. Pre-judgment and post-judgment interest at the highest lawful rate;

e. Appropriate tax-offset as allowed by law;

f. Attorneys’ fees and costs; and

g. Such further relief as justice requires.

PLAINTIFFS DEMANDS A JURY TRIAL ON ALL ISSUES SO TRIABLE.

Dated: April 13, 2018

Respectfully submitted,

RATHOD | MOHAMEDBHAI LLC

/s/ Iris Halpern

Qusair Mohamedbhai, #35390
Siddhartha Rathod, #38883
Iris Halpern, #18PPA0284
2701 Lawrence St., Suite 100
Denver, CO 80205
Phone: (303) 578-4400
Fax: (303) 578-4401
Email: ih@rmlawyers.com
ATTORNEYS FOR PLAINTIFFS

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 CERTIFICATE OF SERVICE

The undersigned hereby certified that on April 13, 2018, a true and correct copy of the
foregoing First Amended Complaint was served by ICCES to the following:

William H. Short, #12929

HindmanSanchez P.C.
555 Zang St., Suite 100
Lakewood, CO 80228
Phone: (303) 432-9999
Email: bshort@hindmansanchez.com

Counsel for Defendant

Robert J. Bruce, #17742

RJBLAWYERS, LLC
1543 Champa St., #400
Denver, CO 80202
Phone: (303) 573-5498
Email: bobbruce@rjblawyerllc.com
Co-Counsel for Plaintiffs

RATHOD ǀ MOHAMEDBHAI LLC

/s/ Iris Halpern

Iris Halpern

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