(Y-~

7
CAUSE NO. 2010-47339

MARTIN LARSEN,
Plaintiff,
ft.

PETER CARR and E-P-CONSULT, LLC

Defendants,

w.
EPCONSULT ENERGIES, LTD.
Third-Party Defendant.

IN THE DISTRICT COURT

189th JUDICIAL DISTRICT

FINAL JUDGMENT
\o\iirrts
county,re~11s

me: -

On this day came before this Court the Motion for Summary Judgment ("Motion") filed by
Defendants/Counter-Plaintiffs

Peter Carr ("Carr") and E-P-Consult LLC, (collectively "Counter-

Plaintiffs") against Plaintiff/Counter-Defendant

and numbered cause.

Martin Larsen ("Larsen")

in the above-styled

After considering the Motion, the supporting affidavits and evidence,

Larsen's June 6, 2014 letter to the Court without any summary judgment evidence, the Court
finds that there are no genuine issues of material fact with respect to the counterclaim against
Larsen for breach of contract, fraud, breach of fiduciary duty, conversion, unjust enrichment,
expulsion and declaratory relief, and Carr and E-P-Consult LLC are entitled to judgment as a

Certified Document Number: 61547537 - Page 1 of 4

matter of law.

The Court finds that Larsen failed to comply with his obligations in the EP-Consult LLC
Operating Agreement dated August 15, 2006 and breached his managing director duties in the
EP Consult Employment Agreement dated September 12, 2005. The Court further finds that a
partnership and relationship of trust and confidence existed between Larsen and Carr and that
Larsen breached his fiduciary duty towards Carr.
excluded Carr from the affairs of E-P-Consult
1

The Court also finds that Larsen wrongfully

Ltd and wrongfully

used his position as a

managing director of E-P-Consult Ltd to further his own personal interest at the expense of Carr.
The Court further finds that Larsen wrongfully competed with the partnership and wrongfully
usurped business opportunities from E-P-Consult Limited and/or E-P-Consult LLC for personal
gain by simultaneously

working for third party entities Asneas Consulting

Limited, HAP

Consulting Limited and Broktech Limited to financially harm Carr. The Court finds that Larsen
continues to compete with the partnership by unilaterally operating a similar business under the
name of EPConsult Energies Ltd by diverting partnership assets, business, employees, phone
number and the business premises.

The Court further finds that Larsen wrongfully and without

authority caused E-P-Consult Ltd to file for voluntary liquidation.

The Court finds that Larsen

engaged in wrongful conduct that adversely and materially affected the partnership business, and
that Larsen willfully and persistently committed a material breach of the EP-Consult LLC
Operating Agreement dated August 15, 2006 and breached his managing director duties in the
EP Consult Employment Agreement dated September 12, 2005, thereby breaching the duties
owed to E-P-Consult LLC and Carr.

The Court also finds that Larsen engaged in conduct

relating to the partnership business that made it not reasonably practicable for Carr to carry on
the business in partnership with Larsen. It is therefore:

Certified Document Number: 61547537 - Page 2 of 4

ORDERED, ADJUDGED AND DECREED that the Counter-Plaintiffs'

Motion for Final

Summary Judgment is in all things GRANTED. It is further:

ORDERED, ADJUDGED AND DECREED, that Peter Carr shall have judgment over and
against Counter-Defendant, Martin Larsen, for damages in the amount of $980,962.38.

ORDERED, ADJUDGED

AND DECREED, that Martin Larsen is hereby expelled as a

Member from the partnership business, E-P-Consult LLC. It is further ORDERED, ADJUDGED
2

AND DECREED that Larsen, either for himself or for the benefit for his corporate entities is
enjoined from using the partnership website http://www.ep-consult.com

and http://www.ep-

consult.co.uk. It is further:

ORDERED, ADJUDGED AND DECREED, that Peter Carr shall have and recover against
Martin Larsen attorney's fees in the amount of $141, 124.11 through entry of summary judgment,
$5,000.00 in the event a Motion for New Trial is filed, $25,000.00 in the event of an appeal to
the Court of Appeals, $ I 0,000.00 if appealed to the Texas Supreme Court, and an additional
$10,000.00 for a brief on the merits if requested by the Texas Supreme Court. It is further:

ORDERED, ADJUDGED AND DECREED that Peter Carr recover five percent (5%) prejudgment interest on damages from Martin Larsen starting from May 17, 2011. It is further:

ORDERED, ADJUDGED AND DECREED that Peter Carr recover five percent (5%) postjudgment interest from Martin Larsen on the entirety of this Judgment, including attorney's fees,
beginning on the date the Judgment is signed and ending on the date that this Judgment is fully
satisfied. It is further:

ORDERED, ADJUDGED AND DECREED that Peter Carr is granted all writs and processes

Certified Document Number: 61547537 - Page 3 of 4

necessary for the enforcement and collection of this Judgment against Martin Larsen.

It is

further:

ORDERED, ADJUDGED AND DECREED, that all costs of Court are assessed against
Martin Larsen, including costs for issuance of writs and other process for collection of this
Judgment. It is further:

ORDERED, ADJUDGED AND DECREED that this Judgment resolves all remaining parties
and causes of actions. The Court earlier granted Defendants' Motion for Sanctions on December
13, 2013 striking Plaintiff Larsen's Original Petition, and awarded a take nothing judgment in
favor of Peter Carr and E-P-Consult LLC.
Judgment against Third-Party
Default Judgment.

The Court considered Carr's Motion for Default

Defendant EPConsult Energies Ltd. and issued an Order of

Martin Larsen is entitled to receive credit for any damages collected by Carr

from EPConsult Energies, Ltd. This Judgment adjudicates the remaining claims and is therefore
a final and appealable order/judgment.

SIGNED this

day of

Any relief not expressly granted is hereby denied.

, 2014.

Certified Document Number: 61547537 - Page 4 of 4

JUDGE PRESIDING

I, Chris Daniel, District Clerk of Harris

County, Texas certify that this is a true and
correct copy of the original record filed and or
recorded in my office, electronically or hard
copy, as it appears on this date.
Witness my official hand and seal of office
this July 14, 2014

Certified Document Number:

61547537 Total Pages: 4

Chris Daniel, DISTRICT CLERK

HARRIS COUNTY, TEXAS

In accordance with Texas Government Code 406.013 electronically transmitted authenticated

documents are valid. If there is a question regarding the validity of this document and or seal
please e-mail support@hcdistrictclerk.com