State Court Cross-Complaint (Counterclaim & Cross-Claim)

CROSS-COMPLAINT — CALIFORNIA SUPERIOR COURT

TABLE OF CONTENTS

1. Caption
2. Introduction & Governing Authority
3. Parties
4. Compulsory vs. Permissive Classification
5. Jurisdiction & Venue
6. General Factual Allegations
7. First Cause of Action — Breach of Contract (Against Cross-Defendant Plaintiff)
8. Second Cause of Action — Unjust Enrichment / Common Count (Against Cross-Defendant Plaintiff)
9. Third Cause of Action — Indemnity & Contribution (Against Co-Party Cross-Defendant)
10. Prayer for Relief
11. Demand for Jury Trial
12. Signature Block
13. Verification
14. Proof of Service
15. California Practice Notes
16. Sources & References

1. CAPTION

SUPERIOR COURT OF THE STATE OF CALIFORNIA

FOR THE COUNTY OF [____________]

CASE NO.: [____________]

CROSS-COMPLAINT FOR:

1. Breach of Contract
2. Unjust Enrichment / Common Count
3. Equitable Indemnity and Contribution

DEMAND FOR JURY TRIAL: ☐ Yes ☐ No

2. INTRODUCTION & GOVERNING AUTHORITY

Cross-Complainant [DEFENDANT / CROSS-COMPLAINANT NAME] ("Cross-Complainant"), a defendant in the above-captioned action, files this Cross-Complaint pursuant to California Code of Civil Procedure sections 426.30 and 428.10, and alleges as follows:

2.1. Under California practice, a defendant does not file a "counterclaim" or "cross-claim." Instead, the defendant files a single cross-complaint that may assert any cause of action the defendant has against the plaintiff, a co-party, or a person not yet a party, as authorized by Cal. Code Civ. Proc. § 428.10.

2.2. A cross-complaint asserting a related cause of action against the plaintiff is compulsory under Cal. Code Civ. Proc. § 426.30: a party who fails to assert in a cross-complaint a related cause of action it has against the plaintiff at the time of serving its answer "may not thereafter in any other action assert against the plaintiff the related cause of action not pleaded."

2.3. A "related cause of action" is one "arising out of the same transaction, occurrence, or series of transactions or occurrences as the cause of action which the plaintiff alleges in his complaint." (Cal. Code Civ. Proc. § 426.10(c).)

2.4. This Cross-Complaint is filed before or at the same time as Cross-Complainant's Answer to the Complaint, consistent with Cal. Code Civ. Proc. § 428.50(a).

3. PARTIES

3.1. Cross-Complainant [DEFENDANT / CROSS-COMPLAINANT NAME] is, and at all relevant times was, a [corporation / limited liability company / individual] [organized under the laws of [State] / residing in [County, State]], and is a defendant in this action.

3.2. Cross-Defendant [PLAINTIFF NAME] is the plaintiff in this action and is, and at all relevant times was, a [corporation / limited liability company / individual] [organized under the laws of [State] / residing in [County, State]].

3.3. Cross-Defendant [CO-DEFENDANT NAME] is, and at all relevant times was, a [corporation / limited liability company / individual] [organized under the laws of [State] / residing in [County, State]], and is a co-defendant in this action against whom Cross-Complainant asserts claims under Cal. Code Civ. Proc. § 428.10(b).

3.4. The true names and capacities of Cross-Defendants sued as ROES 1 through 10 are unknown to Cross-Complainant, who will amend this Cross-Complaint to allege their true names and capacities when ascertained. Cross-Complainant is informed and believes that each fictitiously named Cross-Defendant is responsible in some manner for the matters alleged.

3.5. Cross-Complainant is informed and believes, and on that basis alleges, that at all relevant times each Cross-Defendant was the agent, employee, partner, joint venturer, alter ego, or representative of the remaining Cross-Defendants and acted within the scope of that relationship.

4. COMPULSORY VS. PERMISSIVE CLASSIFICATION

4.1. Compulsory cross-complaint against the plaintiff (Cal. Code Civ. Proc. § 426.30). The First and Second Causes of Action arise out of the same transaction, occurrence, or series of transactions or occurrences as Plaintiff's Complaint, namely [describe the contract / event / dealings]. They are therefore related causes of action that Cross-Complainant must assert now or be barred from asserting in any later action.

4.2. Permissive cross-complaint against a co-party (Cal. Code Civ. Proc. § 428.10(b)). The Third Cause of Action seeks indemnity and contribution from co-defendant Cross-Defendant [CO-DEFENDANT NAME] and is permitted because it arises out of the same transaction or occurrence and/or asserts a claim in the nature of indemnity or contribution.

4.3. Leave to add omitted claims. To the extent any related cause of action against Plaintiff was omitted through oversight, inadvertence, mistake, neglect, or other cause, Cross-Complainant reserves the right to seek leave to file or amend in the interest of justice under Cal. Code Civ. Proc. §§ 426.50 and 428.50(c).

5. JURISDICTION & VENUE

5.1. This Court has subject-matter jurisdiction because the amount in controversy exceeds $35,000, exclusive of interest and costs, and this matter is therefore an Unlimited Civil case.

5.2. The Court has personal jurisdiction over each Cross-Defendant because each Cross-Defendant is a party who has appeared in this action and/or resides, is domiciled, or transacts business in California.

5.3. Venue is proper in this County under California law because the obligations and liabilities alleged were incurred and/or to be performed in this County and/or one or more Cross-Defendants resides or does business here, and because this Cross-Complaint is ancillary to the pending action venued in this Court.

6. GENERAL FACTUAL ALLEGATIONS

6.1. On or about [__/__/____], Cross-Complainant and Cross-Defendant [PLAINTIFF NAME] entered into [describe the agreement, transaction, or relationship] (the "Agreement"). A true and correct copy is attached as Exhibit A and incorporated by reference.

6.2. Under the Agreement, Cross-Defendant [PLAINTIFF NAME] agreed to [describe obligations], and Cross-Complainant agreed to [describe obligations].

6.3. Cross-Complainant performed all conditions, covenants, and obligations required of it, except those it was excused or prevented from performing.

6.4. Beginning on or about [__/__/____], Cross-Defendant [PLAINTIFF NAME] failed and refused to [describe breach / wrongful conduct].

6.5. [Insert additional numbered factual allegations as needed — dates, communications, amounts, demands, and the conduct of co-defendant Cross-Defendant.]

6.6. As a direct and proximate result of the conduct alleged, Cross-Complainant has been damaged in an amount to be proven at trial but believed to exceed $[____________].

7. FIRST CAUSE OF ACTION — BREACH OF CONTRACT

(By Cross-Complainant Against Cross-Defendant [PLAINTIFF NAME])

7.1. Cross-Complainant realleges and incorporates Paragraphs 6.1 through 6.6 as though fully set forth.

7.2. The Agreement is a valid and enforceable contract supported by consideration.

7.3. Cross-Complainant performed all obligations required under the Agreement, except those it was excused or prevented from performing.

7.4. All conditions precedent to Cross-Defendant's performance occurred or were waived or excused.

7.5. Cross-Defendant [PLAINTIFF NAME] materially breached the Agreement by [describe the breach].

7.6. As a direct and proximate result, Cross-Complainant has suffered damages in an amount to be proven at trial, plus prejudgment interest at the maximum legal rate.

8. SECOND CAUSE OF ACTION — UNJUST ENRICHMENT / COMMON COUNT

(By Cross-Complainant Against Cross-Defendant [PLAINTIFF NAME])

8.1. Cross-Complainant realleges and incorporates Paragraphs 6.1 through 6.6 as though fully set forth.

8.2. Cross-Complainant conferred a benefit upon Cross-Defendant [PLAINTIFF NAME] in the form of [money / goods / services / labor] of the reasonable value of $[____________].

8.3. Cross-Defendant knowingly accepted and retained that benefit under circumstances in which it would be inequitable to retain it without paying its reasonable value.

8.4. Within the last [two / four] years, an account became stated between the parties whereby Cross-Defendant became indebted to Cross-Complainant in the sum of $[____________], no part of which has been paid although demand has been made.

8.5. Cross-Defendant has been unjustly enriched and is obligated to disgorge or pay restitution to Cross-Complainant in an amount according to proof, plus interest.

9. THIRD CAUSE OF ACTION — EQUITABLE INDEMNITY & CONTRIBUTION

(By Cross-Complainant Against Co-Party Cross-Defendant [CO-DEFENDANT NAME], per Cal. Code Civ. Proc. § 428.10(b))

9.1. Cross-Complainant realleges and incorporates Paragraphs 6.1 through 6.6 as though fully set forth.

9.2. This claim is authorized by Cal. Code Civ. Proc. § 428.10(b), which permits a cross-complaint against any party, including a co-defendant, that arises out of the same transaction or occurrence and/or asserts a claim in the nature of indemnity or contribution.

9.3. Plaintiff's Complaint alleges that Cross-Complainant is liable to Plaintiff for [describe the underlying claim]. Cross-Complainant denies all liability to Plaintiff.

9.4. If Cross-Complainant is found liable to Plaintiff, such liability arises in whole or in part from the acts, omissions, or fault of Cross-Defendant [CO-DEFENDANT NAME], and not from any fault of Cross-Complainant.

9.5. Cross-Complainant is therefore entitled to total and/or comparative equitable indemnity and to contribution from Cross-Defendant [CO-DEFENDANT NAME] for all or a proportionate share of any sums Cross-Complainant may be compelled to pay to Plaintiff, together with attorney's fees and costs of defense where recoverable.

9.6. To the extent a written agreement obligates Cross-Defendant [CO-DEFENDANT NAME] to defend and indemnify Cross-Complainant, Cross-Complainant additionally seeks express contractual indemnity and a defense.

10. PRAYER FOR RELIEF

WHEREFORE, Cross-Complainant prays for judgment against Cross-Defendants as follows:

On the First and Second Causes of Action (against Cross-Defendant [PLAINTIFF NAME]):
a. For compensatory and contract damages according to proof, but not less than $[____________];
b. For restitution and/or disgorgement of amounts by which Cross-Defendant was unjustly enriched;
c. For prejudgment and post-judgment interest at the maximum legal rate;

On the Third Cause of Action (against Cross-Defendant [CO-DEFENDANT NAME]):
d. For total and/or comparative equitable indemnity;
e. For contribution in proportion to each party's comparative fault;
f. For express contractual indemnity and a defense, where applicable;
g. For attorney's fees and costs of defense as permitted by contract or law;

On all Causes of Action:
h. For costs of suit incurred herein;
i. For such other and further relief as the Court deems just and proper.

11. DEMAND FOR JURY TRIAL

Cross-Complainant demands a trial by jury on all issues so triable. ☐ Yes ☐ No

12. SIGNATURE BLOCK

DATED: [__/__/____]

[LAW FIRM NAME]

By: [____________________________]

[ATTORNEY NAME], State Bar No. [________]

Attorneys for Defendant and Cross-Complainant [DEFENDANT / CROSS-COMPLAINANT NAME]

[STREET ADDRESS]

[CITY, STATE ZIP]

Telephone: [____________]

Email: [____________]

13. VERIFICATION

I, [NAME], am the [Title/Position] of Cross-Complainant in the above-entitled action. I have read the foregoing Cross-Complaint and know its contents. The same is true of my own knowledge, except as to matters stated on information and belief, and as to those matters I believe them to be true.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Executed on [__/__/____], at [City, State].

[____________________________]

[NAME OF SIGNATORY]

14. PROOF OF SERVICE

I am over the age of 18 and not a party to this action. My business address is [____________].

On [__/__/____], I served the foregoing CROSS-COMPLAINT on the parties in this action by:

☐ Personal delivery (Cal. Code Civ. Proc. § 1011)
☐ U.S. Mail, first-class, postage prepaid, deposited at [City, State] (Cal. Code Civ. Proc. §§ 1013, 1013a)
☐ Electronic service through the Court's e-filing/e-service provider (Cal. Code Civ. Proc. § 1010.6)
☐ Overnight delivery (Cal. Code Civ. Proc. § 1013(c))

addressed as follows:

[NAME, FIRM, ADDRESS, AND/OR E-SERVICE EMAIL OF EACH PARTY SERVED]

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Executed on [__/__/____], at [City, State].

[____________________________]

[NAME OF DECLARANT]

15. CALIFORNIA PRACTICE NOTES

• No "counterclaim" in California. The Code uses one device — the cross-complaint — for claims against the plaintiff, a co-party, or a new party (Cal. Code Civ. Proc. § 428.10). Do not caption a California pleading as a "Counterclaim" or "Cross-Claim."
• Compulsory rule (§ 426.30). A related cause of action against the plaintiff that is not asserted in a cross-complaint at the time of the answer is barred from any later action. Classify each claim carefully; "related" is construed broadly under the logical-relationship/same-transaction test.
• Permissive scope (§ 428.10). Unrelated claims against the plaintiff, and claims against co-parties or new parties (including indemnity and contribution), may be asserted in the same cross-complaint; California does not require an independent jurisdictional basis as federal practice does.
• Timing (§ 428.50). A cross-complaint against a party who filed the complaint must be filed before or at the same time as the answer; any other cross-complaint may be filed any time before trial is set. Leave of court is required outside those windows and "may be granted in the interest of justice at any time."
• Adding new parties (§ 428.20, § 428.60). A cross-complaint may bring in persons not already parties; serve a summons on the new cross-defendant, who then has 30 days to respond (Cal. Code Civ. Proc. §§ 412.20, 432.10).
• Response to the cross-complaint. A cross-defendant responds by answer or demurrer within 30 days of service (Cal. Code Civ. Proc. § 432.10).
• Caption. Use Cal. R. Ct. 2.111 format, the same case number as the main action, and identify each party's dual role.
• Fees. A first appearance by a cross-defendant generally requires a first-appearance filing fee; confirm current fees and any cross-complaint filing fee with the clerk.

16. SOURCES & REFERENCES

• Cal. Code Civ. Proc. § 426.10 (definitions; "related cause of action") — https://leginfo.legislature.ca.gov/
• Cal. Code Civ. Proc. § 426.30 (compulsory cross-complaint against plaintiff)
• Cal. Code Civ. Proc. § 426.50 (leave to assert omitted compulsory cross-complaint)
• Cal. Code Civ. Proc. § 428.10 (permissive cross-complaint; against plaintiff, co-party, or new party; indemnity/contribution)
• Cal. Code Civ. Proc. § 428.20 (joinder of additional parties)
• Cal. Code Civ. Proc. § 428.50 (time to file cross-complaint)
• Cal. Code Civ. Proc. § 428.60 (service of cross-complaint with summons on new parties)
• Cal. Code Civ. Proc. § 432.10 (30 days to respond to a cross-complaint)
• Cal. Code Civ. Proc. §§ 1010–1013, § 1013a, § 1010.6 (service of papers; proof of service; electronic service)
• Cal. R. Ct. 2.111 (form of first page / caption)
• Judicial Council of California, California Rules of Court — https://www.courts.ca.gov/rules.htm

Disclaimer: This template is provided for informational purposes only and does not constitute legal advice. An attorney licensed in California must review and customize this document before filing. Statutes, rules, dollar thresholds, and citations change; verify all authorities before use.