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CIVIL ACTION
NO. 06-5093
JUNE 13, 2007
BRANDOW CHRYSLER JEEP
COMPANY, et al.
v.
DATASCAN TECHNOLOGIES
O’NEILL, J.
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF PENNSYLVANIA
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MEMORANDUM
Plaintiffs Automotive Consultants, Inc.; Autostar Collision Center, Inc.; Brandow
Chrysler Jeep Co.; Brandow’s Fairway Chrysler Jeep Dodge, Inc.; Brandow Chevrolet,
Inc.; Express Car and Truck Rental, Inc.; Repete Associates; Wayfare Realty; Route 130
Florence Realty; Florco, Inc.; Mannyco, Inc.; Peter A. Brandow; Andrea Brandow;
Stephen A. Spielman; Louanne Spielman; Manual Brandow and Renee Brandow filed a
complaint in this case against defendant DataScan Technologies. The plaintiffs allege
breach of contract, negligent misrepresentation, professional negligence, and breach of a
fiduciary duty. Before me now is defendant’s motion to dismiss pursuant to Fed. R. Civ.
P. 12(b)(6), plaintiffs’ response, and defendant’s reply thereto.
BACKGROUND
A.
Parties
Plaintiffs Automotive Consultants, Autostar Collision Center, Brandow Chrysler
Jeep, Brandow’s Fairway Chrysler Jeep Dodge, Brandow Chevrolet, Express Car and
Truck Rental, Repete Associates, Wayfare Realty and Route 130 Florence Realty
comprise the Brandow Auto Group. The Brandow Auto Group is a group of independent
companies cooperating to provide automotive services. The remaining plaintiffs Florco,
1 A dealer’s floor plan is an automobile industry term for a revolving line of credit that uses dealer
inventory as collateral. Pursuant to its floor plan agreement, a dealer is typically required to maintain a
certain required level of inventory and to account for the vehicles securing the credit line. This accounting
can be demonstrated by showing that the car has been sold and paid for or that it was removed from the lot
for some other specifically permitted purpose. If a dealership is unable to properly account for its inventory
in this manner it is said to be maintaining an “out of