'We consider the notice that you gave to us as attorneys for Lastik adequate without this constituting any admission and to the extent it has any legal effect.'
On November 7, 1963, Lastik was dismissed as an original defendant for lack of jurisdiction. See Alpha Portland Cement Company v. MacDonald Engineering Company, 224 F.Supp. 714 (E.D.Pa.1963). On March 3, 1964, on motion of MacDonald, an order was entered granting leave to MacDonald to bring in Lastik as a third-party defendant, and MacDonald filed its Third-Party Complaint against Lastik, asserting a cause of action for contribution and/or indemnification with respect to whatever judgment might be entered against MacDonald and in favor of the plaintiff.
15 P.S. § 2852-1111 prevents the institution and service of this third-party action in March 1964, even conceding that the two-year period was tolled from August 17, 1962, to November 7, 1963, when MacDonald may have had the right to rely on the fact that Lastik was a co-defendant and potential joint tort feasor.
Cf. Adam v. Vacquier, 48 F.Supp. 275 (W.D.Pa.1942).
15 P.S. 2852-1111 provides:
'A. The dissolution of a business corporation, * * * by the issuance of a certificate of dissolution by the Department of State, * * * shall not take away or impair any remedy given against such corporation, its directors or shareholders, for any liability incurred prior to such dissolution, if suit thereon is brought and service of process had before or within two years after the date of such dissolution.' (Emphasis supplied.)
In this case, suit was brought by plaintiff and service of process made on Lastik within the abovementioned tow-year period. However, service of the Complaint on Lastik was made only 23 days before the expiration of the two-year period provided for in 15 P.S. § 2852-1111. After the action had been dismissed as to Lastik on November 7, 1963, MacDonald delayed more than three months before instituting this third-party action and the two-year period had expired at least by December 1, 1963 (24th day after November 7, 1963.
The correspondence of June and July 1963 at most gave Lastik notice that it should 'withhold funds sufficient to take care of any' contingent liability for a verdict that might be returned in this action if Lastik should be found legally liable. For example, if Lastik had disposed of all its assets prior to December 1, 1963, these letters may have had some legal effect.
For the reasons stated above, Lastik's Motion to Dismiss must be granted and it is unnecessary to consider the validity of the service of process in March 1964.
The able and helpful briefs of counsel have been filed as Documents 24-27.