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“Financial abuse of a vulnerable person”

PRIMARY SOURCEtwo Clackamas County dockets, a sworn complaint, a termination letter, the company’s own Oregon registry filings, its audited financial statements, and the court’s audio of the hearing that ended it

Before Keizer, before Eugene, there was Canby. The brand’s original Oregon store was sold in 2017 to a family company called Plastic Palette LLC. The money came from Christina Cooper, then 65 years old and, in the words of her complaint, “in poor health.” What happened to her produced the only claim of its kind on any docket this site has reported: financial abuse of a vulnerable person, pleaded under the Oregon statute written to protect the elderly. Her suit demanded $1,450,000 and a jury, and its front page said “NOT SUBJECT TO ARBITRATION,” in capitals. She never got the jury. The reason is the same document that put her savings within the company’s reach in the first place, and this update publishes the courtroom audio of the half hour in which it happened. Underneath her case runs a second story about the same family. For four years, the official address where the State of Oregon and anyone suing BAM Franchising would serve the company was the counter of this family’s store, because the company’s new owners had named Cooper’s son-in-law as their registered agent. He says nobody ever told him.

A family buys the first store

On or about May 15, 2017, BAM Franchising signed a franchise agreement with Plastic Palette LLC: the exclusive right to run the Bricks & Minifigs store in Canby, Oregon, for five years, renewable. Cooper’s complaint says the family was told, by “BAM’s predecessor,” that the store “had generated $200,000 of profits per year during the previous three years.” That representation is pleaded against the founder-era company; the McNeffs bought BAM the following year. The three members were one family. BAM’s own complaint later described them as “the members/owners of Plastic Palette, each owning 1/3 of the company”: David Alan Thornton, who ran the store; Leah Marie Brown, then his wife; and Christina Maria Cooper, his mother-in-law. Thornton has put the relationships in his own words, in messages reviewed by this site: “former son-in-law and current partner of Christina Cooper.” Cooper, per her complaint, “invested her life savings of over $120,000” in the store and came to hold two thirds of the company.

One schedule of that contract decides the ending of this story. The agreement makes every owner of ten percent or more sign Schedule 5, a personal guaranty. The form’s own caption says what it is for: “(USE FOR CORPORATE, PARTNERSHIP OR OTHER ENTITY FRANCHISEE).” A franchisee that is a company might own nothing worth collecting, so the form reaches past the company and takes a person. Each signer guarantees the franchise “individually and on behalf of his or her marital community,” “personally and unconditionally,” and a later sentence keeps some obligations alive even after the franchise agreement ends. The same contract gives the company the mirror image: a section on its side of the deal headed “ABSENCE OF GUARANTEE.” The owners guarantee everything. The company guarantees nothing. On May 7, 2017, all three family members signed, each marked 33.33 percent. That was eight days before the date on the franchise agreement itself. In the copy BAM later filed in court, all 105 pages of it, the guaranty sits at page 84. Remember the number. Seven years later a lawyer says it out loud in a courtroom, and the recording is below.

The new owners’ first filing names the son-in-law

Every corporation in Oregon must name a registered agent. The agent is one person, at one Oregon street address, who receives lawsuits and official state mail on the company’s behalf. It is the company’s legal front door. Through 2018, BAM’s front door was the normal kind: its lawyer, at a Salem law office, who signed his own filings as agent.

On May 21, 2019, the new owners filed their first annual report. One filing, two changes. At the top of the company, the officers became Ammon McNeff, president, and Matthew McNeff, secretary. And on the agent line, the lawyer came off, replaced by “DAVID THORNTON,” at the address of the Canby store. The franchisor’s legal front door was now the counter of its own franchisee. This was not a stale address rolling forward: the same form lists the company’s own addresses in Clackamas and in Orem, Utah. Someone reached back to the brand’s old corporate store and typed the name of the man who ran it now.

The state’s form contains one sentence built for this moment: “If the Registered Agent has changed, the new agent has consented to the appointment.” Matthew McNeff e-signed the filing just above the form’s warning that “[m]aking false statements in this document is against the law and may be penalized by fines, imprisonment, or both.” David Thornton’s signature appears nowhere on it.

It stayed that way for four years and three months. Matthew McNeff signed the filings that kept Thornton listed in 2020 and 2021; a company office manager signed in 2022. No filing in the whole window carries Thornton’s own signature. Twice in those years the corporation missed its paperwork and was administratively dissolved by the state: once in the summer of 2020, and again on June 29, 2023, at the worst possible moment. The next sections are about that moment.

ASSERTEDstatements by David Thornton in messages reviewed by this site; the registry filings stand on their own

Thornton learned all of this on the night of July 9, 2026, when a researcher showed him the 2019 filing. What follows are his messages from that night, exactly as sent, with the capture’s own timestamps. The questions he was answering, and every other participant, are withheld to protect sources; the line above each message says what he had just been shown or asked.

Read the last message again, because it is his most company-friendly account of what happened, and look at what it contains: a yes to forwarding mail. Not a yes to standing in front of the State of Oregon, for four years, as the person on whom BAM Franchising gets sued. He tied the appointment, unprompted, to the moment the registry independently documents, the 2019 ownership change. The mail he describes forwarding “maybe twice a year or so” means the company had a recurring channel through his counter while, on his account, he never once understood what the state’s books said he was. And notice where his account puts the proof. He photographed BAM’s mail and sent the pictures to “Corporate Headquarters in Utah” over the company’s internal messaging system. A terminated franchisee loses access to that system as a matter of course, so the photographic record of the four-year arrangement, if it still exists, sits today where only BAM can reach it. The registry holds a consent recital sworn by the company’s officer, and nothing signed by the agent. Whether a consent in Thornton’s hand exists anywhere is a question only BAM’s files can answer.

The termination letter

By 2022 the five-year term was running out, and the family was fighting among themselves. Cooper’s complaint alleges that BAM “began interfering with the internal management of Plastic Palette” around the summer of 2022; that it “attempted to force certain members to give up membership and control rights”; and that it worked on the landlord “with an aim towards causing a termination of Plastic Palette’s lease.” Those are allegations. No court ever ruled on them, and BAM’s side is set out below. One registry fact sat underneath the whole fight: on the state’s books, the company’s designated recipient of legal process was still the man on the other side of it.

The letter is not an allegation. On September 1, 2023, BAM’s counsel at Dentons Durham Jones Pinegar sent Plastic Palette a termination letter, which BAM itself later filed in court as Exhibit 2 to its own complaint (page 114 of the filed PDF). It ends the franchise “effectively immediately.” It exercises BAM’s right of first refusal over the store’s assets. And it states the price formula the contract had fixed years earlier: five-year straight-line depreciation; ten percent of original cost for anything five or more years old; and zero for anything displaying the Bricks & Minifigs marks. The formula runs backwards from the business it prices. A used-LEGO store exists because old sets hold value; the exit formula prices the shelves as junk. The letter gave the family until 6:00 p.m. the next day to produce a complete inventory. And it attached a condition: “BAM’s purchase of any of the assets will include a global release to all claims against BAM.” You only demand a release from someone who has claims. Take the formula price, and every claim in this story gets signed away with the shelves.

One more fact rides on the date. On September 1, 2023, the day the letter went out, BAM Franchising’s Oregon corporation was administratively dissolved, and had been since June 29. The company terminating the family’s franchise was, on the state’s own books that day, not in good standing. The cure came five days later. Oregon law treats the cure as retroactive, so this is stated as sequence, not as violation.

Fire the agent, then sue him

The cure did two jobs. The reinstatement BAM filed on September 6, 2023 restored the corporation to active status. The same filing removed David Thornton as registered agent and installed a commercial agent service in his place. Now read the calendar. September 1: BAM terminates the family’s franchise. September 6: BAM stops naming the son-in-law as its own legal front. September 12: BAM sues him. It sued the LLC and all three family members personally, Thornton, Brown, and the 65-year-old Cooper, in Clackamas County Circuit Court, case 23CV36974. The suit asked for no money, only injunctive relief and specific performance, and its caption read “Claim Not Subject to Mandatory Arbitration.” A judge signed an order to show cause the next day, supported by declarations including Ammon McNeff’s. The injunction hearing was held September 22. On October 13, BAM filed a notice of dismissal of its own case.

Two details close the loop. A company cannot sue a man who is still listed as the company’s own agent for receiving lawsuits, so the September 6 swap was necessary housekeeping for the September 12 complaint. Whatever was or was not said to Thornton in 2019, the company demonstrably knew who its agent was in the week it needed him as a defendant. And within a month, Thornton was on his own: the docket records his lawyer’s withdrawal on October 6, and from then on he represented himself, pro se, against the company whose legal front he says he never knew he was.

The seizure

ALLEGEDthe franchisee’s sworn complaint; no court has ruled on the merits

Seventeen days after that notice, with its injunction motion still undecided, BAM took the store. The complaint states it under penalty of the pleading rules: “On or about October 30, 2023, BAM took possession of all of the assets of Plastic Palette. Despite repeated demands, BAM has failed and refused to provide an inventory or valuation of those assets, has refused to disclose the location of the inventory and continued using other assets, and has refused to purchase or otherwise liquidate those assets.” No inventory, no valuation, no location, no payment. The one ruling the docket records on BAM’s injunction motion came on January 26, 2024: denied. Months later, at the hearing published below, her lawyer compressed the event into three sentences for the judge (19:12 on the recording): “They took everything, and they’ve now apparently stored it somewhere. They’ve never told the plaintiffs where the property is. They never offered to give it back.” ▶︎ Hear it

Readers of this site have seen the shape before. A consignor’s letter to LEGO’s chief executive, quoted in the Salem franchisee’s own lawsuit, alleged “a pattern up here in Oregon of seizing stores to steal assets (Keizer and Canby locations).” That letter is one interested party’s assertion. The Canby franchisee’s sworn complaint is another, independent of the first, describing the same event at the same store in the same season. Each remains an allegation. They are no longer a single voice.

Sold, five days before she sued

BAM’s own audited financial statements record what happened to the store next. Note 8: “On February 2, 2024 the Company sold BAMF Canby to an outside party. The purchase price was $150,000 and the transaction resulted in a gain of $56,171.” Four days after the sale, BAM’s own lawsuit ended in a general judgment of dismissal; the docket ties the dismissal to a settlement whose terms are not public. The settlement plainly did not resolve the family’s claims, because the next day, February 7, 2024, Plastic Palette and Cooper sued: case 24CV06902, $1,450,000, jury demanded. Among other things, the suit demanded to know where her inventory was. By the company’s own books, the store had been sold five days before she asked. One more registry detail: the assets carried a security interest, filed in December 2022 by the store’s founding-era sellers, that the registry never shows released.

The claim the statute was written for

Oregon’s elder-abuse statute, ORS 124.110, gives a civil action against anyone who wrongfully takes the money or property of a vulnerable person. ORS 124.100 trebles the damages and requires the complaint to be served on the state Attorney General. Cooper’s complaint pleads it directly: “Plaintiff Cooper is over the age of 65, in poor health and is extremely vulnerable both physically and emotionally. Plaintiff Cooper is a ‘vulnerable person’ as that term is defined in ORS 124.100. BAM and the other Defendants are and were aware of those facts at all material times.” It alleges the defendants “attempted to force Plaintiff Cooper to give up her control and to turn over her membership in the Plastic Palette for no consideration,” and that “[a]lthough Defendants knew that Plaintiff Cooper had invested her life savings of over $120,000 in buying and financing Plastic Palette, they threatened to wipe out her entire investment if she did not comply.” The emotional-distress count describes the toll in the complaint’s own words: “extreme nervousness, anxiety, loss of sleep, loss of appetite, suicidal ideation, and other serious complications to her already vulnerable and precarious medical condition.”

The demand: $300,000 for interference with the business, $200,000 for conversion of the store’s assets, $150,000 for financial abuse trebled to $450,000, and $500,000 for emotional distress. The elder-abuse theory was not an afterthought. The members had already pleaded it as a counterclaim inside BAM’s own case, serving the Attorney General by certified mail in December 2023, and the new complaint was served on the Attorney General again. Oregon’s chief law officer has been formally notified of this claim twice.

The guaranty

BAM did not answer the complaint at first. On March 14, 2024, the plaintiffs filed a notice of intent to take a default against it. Eight days later BAM made its first filing in the case: a motion to compel arbitration, aimed at the jury demand on the complaint’s front page. Judge Michael C. Wetzel heard the motion on April 25, 2024. This site has obtained the court’s own audio of that hearing and publishes it in full below. It runs 29 minutes, and it records, in the participants’ own voices, exactly how the only elder-abuse claim ever pleaded against this company left the public courts.

Ten minutes in, BAM’s own lawyer could not say whether Cooper had even signed a guaranty. Asked about her individual status, he told the judge (10:11): “I’m not recalling off the top of my head whether she’s a personal guarantor on the franchise agreement or not … I can dig those up if that becomes material. I don’t think it will.” ▶︎ Hear it The judge asked the question the whole motion turned on (13:52): “How do I enforce an arbitration provision against a person who’s not a party to the agreement?” ▶︎ Hear it Cooper never signed the franchise agreement; her company did. Her lawyer objected in the plainest terms the recording holds (23:12): an elder-abuse claim “should not be compelled into arbitration, no matter what they got someone to sign six years ago when they were starting out to buy a franchise.” ▶︎ Hear it

Then BAM’s counsel produced the document he had not been able to recall. It was Schedule 5 (24:06): “page 84 of Exhibit 1 to my declaration. That’s the individual guarantee that Ms. Cooper executed.” ▶︎ Hear it The guaranty’s survival sentence carried the arbitration clause past the end of the franchise, and its paragraph 3(f) bound each guarantor, individually, to every provision of the agreement. “If I was to pick one place to hang my hat, Your Honor: 3(f) of the guarantee” (27:47). ▶︎ Hear it As her lawyer resisted, the bench put the ending in one sentence (28:25): “I mean, she’ll be heard. She’ll just be heard in arbitration, right?” ▶︎ Hear it Her lawyer’s answer was the last argument available to a person (28:49): “she has the right to, you know, stand up in court and say, I’d like to have my rights protected here.” ▶︎ Hear it The ruling came ten seconds later (28:59): “I’m going to grant the motion to compel arbitration.” ▶︎ Hear it The document that put her life savings on the hook in 2017 is the document that took her jury away in 2024. A judge applied a contract as written; nothing about the ruling is a scandal. What the recording preserves is what the contract was written to do, and to whom it was done.

Set the two captions side by side. September 2023, BAM’s complaint against the family: “Claim Not Subject to Mandatory Arbitration.” February 2024, the family’s complaint against BAM: “NOT SUBJECT TO ARBITRATION.” Both sides told the same courthouse their claims belonged in open court. Only one of them was held to the clause. BAM’s claims got a public docket, a named judge, and a paper trail this site can quote. Cooper’s $1.45 million claim went into private arbitration, and from that point the public record shows nothing: no award, no judgment, no outcome. The case is still administratively open. Whatever happened to the only pleaded elder-abuse claim against BAM Franchising, it happened where no one can read it.

The hearing, in full

The complete audio of the April 25, 2024 hearing, from the court’s own recording system: 29 minutes, Judge Michael C. Wetzel presiding, S. Ward Greene for the plaintiffs, Tim Cunningham and Phillip Kuck for BAM. Every quotation above sits at the timestamp given, so any of them can be heard in context.

Clackamas County Circuit Court No. 24CV06902, hearing of April 25, 2024. The court’s FTR courtroom recording, obtained from the court, joined in order and converted to MP3 with no content edits. Download the audio.

What the family supplied

Step back and the two stories are one. This family supplied both of the things the franchise ran on in Oregon. Cooper supplied the money: over $120,000 of savings, tied to the company by a personal guaranty. Thornton supplied, without his knowledge if you believe him, the company’s legal identity: his name and his storefront, listed with the state for four years as the place where BAM Franchising gets served. Every signature the family gave was eventually used against them. Her guaranty moved her elder-abuse claim out of a jury’s reach. His agency was erased in the same week the company prepared to sue him. And the one signature the record is missing, the consent Oregon’s form says the agent gave, is the one the company has never had to produce.

The outside party

CORROBORATEDBAM’s own audited note and the Oregon registry point the same way

One thing at Canby is different from Keizer, and this site reports it with the same care as the rest. The buyer really does appear to be an outside party. Kornish Bricks LLC was organized six days after the sale closed, by a family with no role in BAM’s corporate operation that any reviewed registry filing discloses. None of the markers that tie the Keizer and Eugene takeover vehicles to BAM insiders appears on any Kornish filing: not the shared commercial agent, not the shared Utah post-office box, not the day-after-seizure incorporation. BAM’s own audited note calls the buyer an outside party, names the price, and books the gain. The current owners run the store today and are connected to nothing else in this story.

That honest negative cuts both ways, and both belong in the record. The full Keizer signature is seize the store, then place it with the company’s own people. At Canby, only the seizure half recurs; the insider-resale half does not. And the sale proves the company knows how to sell a seized store to a real outsider and write it down properly, price, gain, and all. That is the standard its other dispositions can be measured against. This site’s reporting on the entity swap, the Keizer store, and the Eugene sale shows what the same paperwork looks like when the buyer is not outside. One more measurement: the $1,450,000 suit itself appears nowhere in Item 3 of the disclosure document’s 2024, 2025, or 2026 editions, each of which certifies that no litigation is required to be disclosed. All three editions issued after she filed. A prospective franchisee reading the company’s sworn disclosure in any of those years would never learn this case existed. That certification is examined against the governing rule in the ‘no litigation’ certification, stress-tested.

The fair counterpoint. Every allegation in Cooper’s complaint is exactly that: an allegation. No court has ruled on any of it, and because the claims went to arbitration, none ever publicly will. The arbitration’s outcome is unknown and may have favored either side, including BAM entirely. BAM’s own pleadings tell a different story: the franchisee failed to maintain signage, transferred ownership without required consent, mistreated an employee, carried unpaid supplier debt, and lost its lease. A franchisor that terminates for cause and repossesses collateral in which it holds rights is exercising ordinary contract remedies. The internal dispute among the LLC’s members was real and was not of BAM’s making. The denial of BAM’s preliminary injunction decided only that provisional relief would not issue, not that BAM was wrong, and the dismissal of its suit followed a settlement notice, not a defeat on the merits. Compelling arbitration under a signed agreement is a lawful motion that a judge, not BAM, granted; arbitration clauses with personal guaranties are standard instruments across franchising. The administrative dissolution was cured within days, and Oregon law treats the cure as retroactive. The registered-agent history has innocent readings too. Naming the operator of the brand’s original store is a lawful and, by itself, unremarkable way for an out-of-state owner to keep the required Oregon address. Oregon’s e-filing flow does not collect the new agent’s signature, so the absence of Thornton’s signature is what every such filing looks like. A consent document may exist in company files the public registry does not hold. No lawsuit is known to have failed for service during his tenure. And Thornton’s account is one participant’s recollection, given seven years after the filing, by a man now adverse to several people in this story. The $200,000-per-year representation is pleaded against BAM’s founder-era predecessor, before the current ownership. The sale of the store to the Kornish family was disclosed in BAM’s own audited statements at a stated price, the opposite of concealment. The store’s current owners, the other LLC members, and the founding-era sellers are accused of nothing here. Nothing on this page is a finding of law, and everyone named is presumed to have acted lawfully.

Sources. Complaint, Plastic Palette LLC and Christina Maria Cooper v. BAM Franchising, Inc. and John Does 1–3, Clackamas County Circuit Court No. 24CV06902, filed February 7, 2024 (quoted passages at paragraphs 1, 4, 5, 9, 14, 19, 20, 22, and 27 and the prayer for relief; claim total $1,450,000; caption “NOT SUBJECT TO ARBITRATION”; jury demanded), held in the shared evidence vault. Complaint and exhibits, BAM Franchising, Inc. v. Plastic Palette, LLC, David Alan Thornton, Leah Marie Brown, and Christina Maria Cooper, Clackamas County Circuit Court No. 23CV36974, published with this update (the franchise agreement as Exhibit 1, with Schedule 5 at exhibit pages 84–85; the September 1, 2023 Dentons Durham Jones Pinegar termination letter as Exhibit 2, from page 114 of the PDF; residential street addresses redacted); its docket (filed September 12, 2023; order to show cause September 13; defense counsel’s withdrawal October 6; injunction denied January 26, 2024; general judgment of dismissal February 6, 2024). Oregon Secretary of State Business Registry filing images for BAM Franchising, Inc., registry number 76881896, each published with this update: information change, January 30, 2017; annual report, May 9, 2017; registered-agent office change, June 6, 2017 (signed by the agent himself); annual report, March 19, 2018; annual report, May 21, 2019 (registered agent changed to David Thornton at the Canby store address; president Ammon McNeff; secretary Matthew McNeff; e-signed Matthew McNeff; consent recital and false-statements warning on the form’s face); reinstatement, August 5, 2020 (administrative dissolution effective June 25, 2020, cured; e-signed Matthew McNeff); annual report, March 11, 2021 (e-signed Matthew McNeff); annual report, March 28, 2022; reinstatement, September 6, 2023 (administrative dissolution effective June 29, 2023, cured; registered agent changed to Registered Agent Solutions, Inc.). Statements by David Alan Thornton, including his description of the 2019 appointment and of the family relationships, made in messages reviewed by this site. BAM Franchising, Inc. audited consolidated financial statements, Note 8, in the exhibits to the 2025 and 2026 Franchise Disclosure Documents (“On February 2, 2024 the Company sold BAMF Canby to an outside party”); Item 1 of the same document (the founder affiliate’s 2010–2017 operation of the Canby store); Exhibit F (the store’s current owners); Item 3 of the 2024, 2025, and 2026 editions. Oregon Secretary of State registry: Plastic Palette LLC (131058695, organized April 5, 2017); Kornish Bricks LLC (222636896, organized February 8, 2024); assumed business names 222710691 and 222711095 (registered February 9, 2024); UCC filing 93403406 (December 9, 2022). Oregon Revised Statutes 124.100 and 124.110. Audio of the April 25, 2024 hearing at which the arbitration motion was granted, from the court’s FTR recording, published in full with this update; hearing quotations are transcribed from that recording at the timestamps given. The consignor letter quoted in the complaint in BAMF Salem 1, LLC; Law; Gorman v. BAM Franchising, Inc., Utah Business & Chancery Court No. 260200029.

The BAM Map is independent reporting on matters of public concern. Nothing here is a finding of any person’s guilt; the criminal charges referenced are unadjudicated and every defendant is presumed innocent. Sources are linked so readers can check the record.  ·  Home · Map · The law · Bodycam