940. EMI. Corporate Defendants' Answer and Affirmative Defenses Counterclaim(00634648)[1]

8/14/2019 940. EMI. Corporate Defendants' Answer and Affirmative Defenses Counterclaim(00634648)[1]

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1 LAW OFFICES OF MELAND RUSSIN & BUDWICK, P.A.

3000 WACHOVIA FINANCIAL CENTE R, 200 SOUTH BISCAYNE BOULE VARD, MIAMI, FLORIDA 33131 TELEPHONE (305) 358-6363

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF FLORIDA

MIAMI DIVISION

CASE NO. 09-CIV-20526-GOLD/MCALILEY

JOHN ALEXA, an individual; ELSA ALLRED,an individual; STEVEN ANDERSON, anindividual; SHERI ANDERSON, an individual;JOANN ANTRIM, an individual; KERRYARNOLD, an individual; JANA ARNOLD, anindividual; JUAN ARRENDONDO, anindividual; GARTH ATWOOD, an individual;ARDITH ATWOOD, an individual; LAURABAKER, an individual; ANNETTE BARNETT,an individual; DUANE BARNEY, an

individual; LAURA ANN OLSEN BARNEY,an individual; JESSE BEAL, an individual;KEVIN BELL, an individual; ISABELLEBERROWS, an individual; STEPHENBIDDULPH, an individual; ALVIN BRANDT,an individual; IRENE BRANDT, an individual;PATRICIA LYNNE BROGAN, individual;JOHN BROOKMAN, an individual; DAWNABROWER, an individual; RALPH BROWER,an individual; LUIS BUSTOS, an individual;BLANCA BUSTOS, an individual; SPENCER

CALL, an individual; MICHAEL CALLAHAN,an individual; FRANCISCO CARMONA, anindividual; ANTONIO CARRENO, anindividual; FEBRONIA CARRENO, anindividual; GARY CASASSA, an individual;ROBERT GARCIA CEJA, an individual; JOSECENDEJAS, an individual; KERRYCHRISTENSEN, an individual; KATHIECHRISTENSEN, an individual; MICHAELCONNER, an individual; MARIA CONNER,an individual; DARREN COSSEY, an

individual; JENNIFER COSSEY, an individual;KATHY COX, an individual; ELEANOR CRAWFORD, an individual; BRENTCROMER, an individual; NANCY DIELI, anindividual; PAUL DUNN, an individual;JONATHAN ELBOM, an individual; RAMIROEFRAIN, individual; SILVA BARRERA, anIndividual; DEANNA FAENZI-GLASS, an

Case 1:09-cv-20526-ASG Document 940 Entered on FLSD Docket 02/01/2010 Page 1 of 356


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2LAW OFFICES OF MELAND RUSSIN & BUDWICK, P.A.


individual; JOANNE FALKOWSKI, anindividual; CHARLES FELTON, an individual;MARIA FERNANDEZ, an individual; ALICEFITZWATER, an individual; GERTRUDEFLOOD, an individual; KERRY FLYNN, an

individual; THOMAS FREESE, an individual,JOHN GARDINER, an individual; DIANEGARDINER, an individual; VICTOR GIRON -ALVAREZ, an individual; ALBINOGONZALEZ, an individual; ANAGONZALEZ, an individual; JOSE GURROLA,an individual; SONIA GURROLA, anindividual; BRIAN HALL, an individual;BRUCE HALL, an individual; TYLER HALL,an individual; RAYMOND HANDY, anindividual; MEGHAN HANDY, an individual;

CLAYTON HANSEN, an individual; ALYSONHANSEN, an individual; KAREN HANSEN,an individual; THOMAS HARP, an individual;RICK HAWKER, an individual; DENNISHAWORTH, an individual; GARY HOUSE, anindividual; TRENT HUDSON, an individual;VALERIE HUDSON, an individual; GILBERTIRUEGAS, an individual; CHERYL JACKS, anindividual; KAY LYNN JACOBSON, anindividual; ALAN JENKINS, an individual;GILBERT JING, an individual; FRANK

JUNIO, an individual; RHONDA JUNIO, anindividual; JOHN KASSEL, an individual;PATRICIA KASSEL, an individual; JOHNKAY, an individual; VERNON KILLEN, anindividual; SEAN KIRBY, an individual;CAROL KITT, an individual; ROBERT KITT,an individual; WARRENETTA LANE, anindividual; JAMES LAWRENCE, anindividual; WENDY LAWRENCE, anindividual; RICHARD LEE, an individual;MAY LEE, an individual; WAYLAND LEE, an

individual; BARBARA LEWIS, an individual;JOSE MANUEL LEYVA AQUILAR, anindividual; EARL LINEBAUGH, an individual;RITA LINEBAUGH, an individual; EDLOOPER, an individual; FINDENCIO LOPEZ,an individual; TIBURCIO LOPEZ, anindividual; ERIKA LOPEZ, an individual;DOUGLAS MADSEN, an individual;,



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CHERYL MADSEN, an individual; ISMAELMANZO ALVAREZ, an individual; ANGELMARAVILLA, an individual; PIEDADMARAVILLA, an individual; ANTHONYMARTIN, an individual; OZZIE MARTIN, JR.,

an individual; WILLIAM MATZ, an individual;ERICA MATZ, an individual; KYLEMCARTHUR, an individual, ALISAKRINSKY, an individual, CHERYL MEYERYOUNG,an individual, JOSE MILLAN, anindividual, EMMA MILLAN, an individual,KAREL MOJZIS, an individual, SHIRLEYMOORE, an individual, THOMASMUSGROVE, an individual, DON MYRES, anindividual, SHIRLEY MYRES, an individual,SERGIO NAVARRO, an individual, ROSA

NAVARRO, an individual; DANIEL NIELSON, an individual; WALTER NEWBAUM, an individual; PAM NEWBAUM,an individual; ROBERTA OBRION, anindividual; RUTH OHAGAN, an individual;JUAN OLVERA-QUIJAS, an individual;ALBERTO OROZCO, an individual; NORMAOROZCO, an individual; LOREDANA ORTIZ,an individual; MATTHEW PARENTE, anindividual; JOSE PENA, an individual;RAFAELA PENA, an individual; RAFAELA

GUADALUPE PEREZ, an individual; FELIPEPEREZ, and individual, MARIA PEREZ, anindividual MILTON PETTIT, an individual;

NOLAN PHILLIPS, an individual; JENNIEPHILLIPS, an individual; CHARLESPUCKETT, an individual; RANDYPULLMAN, an individual; KEVIN RAINEY,an individual; CINDY RAINEY, an individual;LOWELL RICE, an individual; LINDA RICE,an individual; CHARLYN ROBERTS, anindividual; ABEL ROCHA, an individual;

JUAN RODRIQUEZ, JR., an individual;JUDITH ROGERS, an individual; JOEROSSITER, an individual; IMA ROSSITER, anindividual; JEAN ROSSITER, an individual;JOSE LUIS SANCHEZ,, an individual;SAMUEL SANCHEZ, an individual; MIGUELSILVA MEZA, an individual; ANGELASIMAS, an individual; DANOU SISA-AT, an



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individual; JARED SKELTON, an individual;JENNY SKELTON, an individual; GLORIASMITH, an individual; JIM SNIEZKO, anindividual; JAMES SOLTIS, an individual;ROSALIND SOLTIS, an individual;

STANTON SOUTHWICK, an individual; JILLSOUTHWICK, an individual; MARTHASPENCE an individual; WILLIAMSUBLETTE, an individual; LORI SUBLETTE,an individual; SAM SYLIPHONE, anindividual; BILL TABBERT, an individual;LINDA TABBERT, an individual;KATHLEEN TANNER, an individual; MARIATAPIA, an individual; BRUCE THOMAS, anindividual; CHERYL THOMAS, an individual;GARY THOMPSON, an individual; KERRY

THOMPSON, an individual; STEVETHOMPSON, an individual; LUIS TORRES,an individual; MARIA TORRES, an individual;KENNY TRAN, an individual; CHRISTOLTRAN, an individual; PAULINE TRAUB, anindividual; RUTH VALDEZ, an individual;JOHN VERKAIK, an individual; JENNIFER VERKAIK, an individual; MARCELA VILLAGOMEZ, an individual; KENNETHWALLACE, an individual; KAMILLEWALLACE, an individual; ROLF WALPOLE,

an individual, TANGIE WALPOLE, anindividual, JOHN WEBB, an individual;TERRY WEBB, an individual; HARVEYWEILER, an individual; MARLENE WEILER,an individual; KAY WILLIAMS, an individual;MARY LEE WILLIAMS, an individual;SANDRA WIN, an individual; JEFFREYWOLF, an individual; LOLITA WOLF, anindividual; KOK KYAN WONG, an individual;STEVEN YOUNG, an individual; REBECCAYOUNG, an individual; MARTIN ZAMUDIO,

an individual; ESTELA ZAMUDIO, anindividual; SUSAN ZANAYED, an individual;

Plaintiffs,

v.



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EMI RESORTS, INC., a foreign corporation;EMI SUN VILLAGE, INC., a foreigncorporation; HSV HOTELES DEOPERADORA,S.A., f/k/a EMI RESORTSMANAGEMENT, S.A., a foreign corporation;

EMI RESORTS MANAGEMENT (S.V.G.),INC., a foreign corporation; EMI COFRESIDEVELOPMENTS, INC. a/k/a COFRESIDEVELOPMENTS, INC., a foreigncorporation; KAHEBRAM, S.A., a foreigncorporation; ELLIOTT MANAGEMENT, INC.,a/k/a EMI MANAGEMENT,INC., a foreigncorporation; INVERSIONES AVIATI, S.A., aforeign corporation; SUN VILLAGE JUANDOLIO, INC., a foreign corporation;PROMOTORA XARA, S.A., a foreign

corporation; ELLIOTT MICHES HOLDINGS,INC., a foreign corporation; INVERSIONESYUBASO, S.A., a foreign corporation;INMOBILIARIA LIRIOS DEL TROPICO,S.A., a foreign corporation; INMOBILIARIACANADAIGUA, S.A., a foreign corporation;HSV HOLDINGS, S.A., a foreign corporation;DESARROLLOS MIRADOR COFRESI, S.A.,a foreign corporation; TENEDORA HSV [BP],S.A., a foreign corporation; VILLA SANTAPONCA, S.A., a foreign corporation; DCS

DOMINICAN CONSTRUCTION SERVICES,S.A., a foreign corporation; ELLIOTTREGENT HOLDINGS, INC., a foreigncorporation; ELLIOTT TOSCANAHOLDINGS, INC., a foreign corporation;LANDMARK LENDING CORPORATION, a foreign corporation, 408 CUMBERLANDHOLDINGS, INC., a foreign corporation,BERTUS MANAGEMENT, INC., a foreigncorporation, ORANGEVILLE RESERVATIONSERVICES, LTD., a California corporation,

CCW DOMINICANA, S.A., a foreigncorporation; MPS LTD., S.A., a foreigncorporation; COFRESCO HOLDINGS, INC., aforeign corporation; IMMOBILIARIAMONCEY, S.A., a foreign corporation;CELLWAVE NETWORKS, LTD., a foreigncorporation, WWIN INTERNATIONAL LTD.,a foreign corporation; MELLESINO C. POR A.,



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a foreign corporation; TENEDORA WESSEXDOMINICANA, S.A., a foreign corporation;SUN VILLAGE CONTRUCCIONES, S.A., aforeign corporation; SUN VILLAGE JDHOLDING, INC., a Delaware corporation;

1211766 ALBERTA LTD., a foreigncorporation; TRIPALMS REAL ESTATE INC.,a foreign corporation; OCEAN PALMS REALESTATE (SVG) INC., a, foreign corporation;DE MARCHENA KALUCHE &ASOCIADOS, a foreign corporation;ENRIQUE DE MARCHENA, an individual;VICTOR CABRAL, an individual;

N.W.N.GROUP, LLC, a/k/a NET WEALTH NAVIGATORS, LLC, a Nevada limited liability, company, MICHAEL LAWTER, an

individual; TIPPY TAN LAWTER, anindividual; FREDERICK ELLIOTT, anindividual; and DEREK ELLIOTT, anindividual, 1

Defendants. ________________________________________

CORPORATE DEFENDANTS' ANSWER AND AFFIRMATIVE DEFENSES

EMI Resorts Inc., EMI Sun Village Inc., HSV Operadora de Hoteles, S.A., EMI Resorts

Management, S.A., EMI Resorts (S.V.G.) Inc., EMI Cofresi Developments Inc., Sun Village

Juan Dolio Inc., Promotora Xara, S.A., Elliott Miches Holdings Inc., Inversiones Yubaso, S.A.,

Inmobiliaria Lirios Del Tropico, S.A., Inmobiliaria Canadaigua, S.A., HSV Holdings, S.A.,

Desarrollos Mirador Cofresi, S.A., Tenedora HSV [B.P.], S.A., Villa Santa Ponca, S.A., Bertus

1 Notwithstanding this Court's admonishment that the name of a corporation controls (with respect to the entry of

defaults) and not a corporation's alleged f/k/a or a/k/a [D.E. 835], Plaintiffs have once again attempted to link entities without any proof that such entities are, in fact, "also known as" another entity. Accordingly, the CorporateDefendants reject and disavow any such linkage of entities with the term "a/k/a" in the absence of proof of anestablished relationship between the linked entities. Specifically, Plaintiffs link the following: (1) EMI COFRESIDEVELOPMENTS, INC. a/k/a COFRESI DEVELOPMENTS, INC., a foreign corporation; (2) ELLIOTTMANAGEMENT, INC., a/k/a EMI MANAGEMENT,INC., a foreign corporation; (3) N.W.N.GROUP, LLC, a/k/a

NET WEALTH NAVIGATORS, LLC, a Nevada limited liability, company; and (4) HSV HOTELESDEOPERADORA,S.A., f/k/a EMI RESORTS MANAGEMENT, S.A., a foreign corporation.



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Management Inc., CCW Dominicana, S.A, Cofresco Holdings Inc., Inmobiliaria Moncey, S.A.,

Cellwave Networks Limited and WWIN International Limited (collectively, the "Corporate

Defendants"), by and through undersigned counsel, herein responds to Plaintiffs' Amended

Complaint and Jury Trial Demand (the "Amended Complaint"), paragraph by corresponding

paragraph, and say: 2

INTRODUCTION

1. Denied.

2. The document referred to in paragraph 2 of the Amended Complaint speaks for

itself, and therefore, Corporate Defendants deny the allegations in said paragraph.



4. Denied.

5. Corporate Defendants admit that Plaintiffs purport to bring an action seeking, among

other things, compensatory and exemplary damages, but denies that Plaintiff is entitled to the relief

requested; Corporate Defendants deny the remaining allegations in paragraph 5 and demand strict

proof thereof.

PARTIES, JURISDICTION AND VENUE

6. Corporate Defendants are without knowledge as to the allegations contained in

paragraph 6 of the Amended Complaint and therefore, deny same and demand strict proof

thereof.

2 All allegations not specifically admitted are hereby denied.



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a. Corporate Defendants are without knowledge as to the allegations

contained in this subparagraph of paragraph 6 of the Amended Complaint and therefore,

deny same and demand strict proof thereof.

b. Corporate Defendants are without knowledge as to the allegations



c. Corporate Defendants are without knowledge as to the allegations



d. Corporate Defendants are without knowledge as to the allegations



e. Corporate Defendants are without knowledge as to the allegations



f. Corporate Defendants are without knowledge as to the allegations



g. Corporate Defendants are without knowledge as to the allegations





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h. Corporate Defendants are without knowledge as to the allegations



i. Corporate Defendants are without knowledge as to the allegations



j. Corporate Defendants are without knowledge as to the allegations



k. Corporate Defendants are without knowledge as to the allegations



l. Corporate Defendants are without knowledge as to the allegations



m. Corporate Defendants are without knowledge as to the allegations



n. Corporate Defendants are without knowledge as to the allegations





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o. Corporate Defendants are without knowledge as to the allegations



p. Corporate Defendants are without knowledge as to the allegations



q. Corporate Defendants are without knowledge as to the allegations



r. Corporate Defendants are without knowledge as to the allegations



s. Corporate Defendants are without knowledge as to the allegations



t. Corporate Defendants are without knowledge as to the allegations



u. Corporate Defendants are without knowledge as to the allegations



Case 1:09-cv-20526-ASG Document 940 Entered on FLSD Docket 02/01/2010 Page 10 of356


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v. Corporate Defendants are without knowledge as to the allegations



w. Corporate Defendants are without knowledge as to the allegations



x. Corporate Defendants are without knowledge as to the allegations



y. Corporate Defendants are without knowledge as to the allegations



z. Corporate Defendants are without knowledge as to the allegations



aa. Corporate Defendants are without knowledge as to the allegations



bb. Corporate Defendants are without knowledge as to the allegations





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cc. Corporate Defendants are without knowledge as to the allegations



dd. Corporate Defendants are without knowledge as to the allegations



ee. Corporate Defendants are without knowledge as to the allegations



ff. Corporate Defendants are without knowledge as to the allegations



gg. Corporate Defendants are without knowledge as to the allegations



hh. Corporate Defendants are without knowledge as to the allegations



ii. Corporate Defendants are without knowledge as to the allegations





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jj. Corporate Defendants are without knowledge as to the allegations



kk. Corporate Defendants are without knowledge as to the allegations



ll. Corporate Defendants are without knowledge as to the allegations



mm. Corporate Defendants are without knowledge as to the allegations



nn. Corporate Defendants are without knowledge as to the allegations



oo. Corporate Defendants are without knowledge as to the allegations



pp. Corporate Defendants are without knowledge as to the allegations





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qq. Corporate Defendants are without knowledge as to the allegations



rr. Corporate Defendants are without knowledge as to the allegations



ss. Corporate Defendants are without knowledge as to the allegations



tt. Corporate Defendants are without knowledge as to the allegations



uu. Corporate Defendants are without knowledge as to the allegations



vv. Corporate Defendants are without knowledge as to the allegations



ww. Corporate Defendants are without knowledge as to the allegations





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xx. Corporate Defendants are without knowledge as to the allegations



yy. Corporate Defendants are without knowledge as to the allegations



zz. Corporate Defendants are without knowledge as to the allegations



aaa. Corporate Defendants are without knowledge as to the allegations



bbb. Corporate Defendants are without knowledge as to the allegations



ccc. Corporate Defendants are without knowledge as to the allegations



ddd. Corporate Defendants are without knowledge as to the allegations





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eee. Corporate Defendants are without knowledge as to the allegations



fff. Corporate Defendants are without knowledge as to the allegations



ggg. Corporate Defendants are without knowledge as to the allegations



hhh. Corporate Defendants are without knowledge as to the allegations



iii. Corporate Defendants are without knowledge as to the allegations



jjj. Corporate Defendants are without knowledge as to the allegations



kkk. Corporate Defendants are without knowledge as to the allegations





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lll. Corporate Defendants are without knowledge as to the allegations



mmm. Corporate Defendants are without knowledge as to the allegations



nnn. Corporate Defendants are without knowledge as to the allegations



ooo. Corporate Defendants are without knowledge as to the allegations



ppp. Corporate Defendants are without knowledge as to the allegations



qqq. Corporate Defendants are without knowledge as to the allegations



rrr. Corporate Defendants are without knowledge as to the allegations





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sss. Corporate Defendants are without knowledge as to the allegations



ttt. Corporate Defendants are without knowledge as to the allegations



uuu. Corporate Defendants are without knowledge as to the allegations



vvv. Corporate Defendants are without knowledge as to the allegations



www. Corporate Defendants are without knowledge as to the allegations



xxx. Corporate Defendants are without knowledge as to the allegations



yyy. Corporate Defendants are without knowledge as to the allegations





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zzz. Corporate Defendants are without knowledge as to the allegations



aaaa. Corporate Defendants are without knowledge as to the allegations



bbbb. Corporate Defendants are without knowledge as to the allegations



cccc. Corporate Defendants are without knowledge as to the allegations



dddd. Corporate Defendants are without knowledge as to the allegations



eeee. Corporate Defendants are without knowledge as to the allegations



ffff. Corporate Defendants are without knowledge as to the allegations





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gggg. Corporate Defendants are without knowledge as to the allegations



hhhh. Corporate Defendants are without knowledge as to the allegations



iiii. Corporate Defendants are without knowledge as to the allegations



jjjj. Corporate Defendants are without knowledge as to the allegations



kkkk. Corporate Defendants are without knowledge as to the allegations



llll. Corporate Defendants are without knowledge as to the allegations



mmmm. Corporate Defendants are without knowledge as to the allegations





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nnnn. Corporate Defendants are without knowledge as to the allegations



oooo. Corporate Defendants are without knowledge as to the allegations



pppp. Corporate Defendants are without knowledge as to the allegations



qqqq. Corporate Defendants are without knowledge as to the allegations



rrrr. Corporate Defendants are without knowledge as to the allegations



ssss. Corporate Defendants are without knowledge as to the allegations



tttt. Corporate Defendants are without knowledge as to the allegations





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uuuu. Corporate Defendants are without knowledge as to the allegations



vvvv. Corporate Defendants are without knowledge as to the allegations



wwww. Corporate Defendants are without knowledge as to the allegations



xxxx. Corporate Defendants are without knowledge as to the allegations



yyyy. Corporate Defendants are without knowledge as to the allegations



zzzz. Corporate Defendants are without knowledge as to the allegations



aaaaa. Corporate Defendants are without knowledge as to the allegations





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bbbbb. Corporate Defendants are without knowledge as to the allegations



ccccc. Corporate Defendants are without knowledge as to the allegations



ddddd. Corporate Defendants are without knowledge as to the allegations



eeeee. Corporate Defendants are without knowledge as to the allegations



fffff. Corporate Defendants are without knowledge as to the allegations



ggggg. Corporate Defendants are without knowledge as to the allegations



hhhhh. Corporate Defendants are without knowledge as to the allegations





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iiiii. Corporate Defendants are without knowledge as to the allegations



jjjjj. Corporate Defendants are without knowledge as to the allegations



kkkkk. Corporate Defendants are without knowledge as to the allegations



lllll. Corporate Defendants are without knowledge as to the allegations



mmmmm. Corporate Defendants are without knowledge as to the allegations



nnnnn. Corporate Defendants are without knowledge as to the allegations



ooooo. Corporate Defendants are without knowledge as to the allegations





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ppppp. Corporate Defendants are without knowledge as to the allegations



qqqqq. Corporate Defendants are without knowledge as to the allegations



rrrrr. Corporate Defendants are without knowledge as to the allegations



sssss. Corporate Defendants are without knowledge as to the allegations



ttttt. Corporate Defendants are without knowledge as to the allegations



uuuuu. Corporate Defendants are without knowledge as to the allegations



vvvvv. Corporate Defendants are without knowledge as to the allegations





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dddddd. Corporate Defendants are without knowledge as to the allegations



eeeeee. Corporate Defendants are without knowledge as to the allegations



ffffff. Corporate Defendants are without knowledge as to the allegations



gggggg. Corporate Defendants are without knowledge as to the allegations



hhhhhh. Corporate Defendants are without knowledge as to the allegations



iiiiii. Corporate Defendants are without knowledge as to the allegations



jjjjjj. Corporate Defendants are without knowledge as to the allegations





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rrrrrr. Corporate Defendants are without knowledge as to the allegations



ssssss. Corporate Defendants are without knowledge as to the allegations



tttttt. Corporate Defendants are without knowledge as to the allegations



uuuuuu. Corporate Defendants are without knowledge as to the allegations



vvvvvv. Corporate Defendants are without knowledge as to the allegations



wwwwww. Corporate Defendants are without knowledge as to the allegations



xxxxxx. Corporate Defendants are without knowledge as to the allegations





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yyyyyy. Corporate Defendants are without knowledge as to the allegations



zzzzzz. Corporate Defendants are without knowledge as to the allegations



aaaaaaa. Corporate Defendants are without knowledge as to the allegations



bbbbbbb. Corporate Defendants are without knowledge as to the allegations



ccccccc. Corporate Defendants are without knowledge as to the allegations



7. Corporate Defendants admit for jurisdictional purposes only.


9. Corporate Defendants admit that HSV Hoteles de Operadora, S.A. is a

corporation organized and existing under the laws of the Dominican Republic for jurisdictional

purposes only. Corporate Defendants deny that HSV Hoteles de Operadora, S.A. was formerly

known as EMI Resorts Management S.A.




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11. Corporate Defendants admit that EMI Cofresi Developments, Inc. is a corporation

organized and existing under the laws of the Turks and Caicos Islands for jurisdictional purposes

only. Corporate Defendants deny that EMI Cofresi Developments, Inc. is also known as Cofresi

Developments, Inc.


13. Corporate Defendants admit that Elliott Management, Inc. is a corporation

organized and existing under the laws of the Province of Ontario, Canada for jurisdictional

purposes only. Corporate Defendants deny that Elliott Management, Inc. is also known as EMI

Management, Inc.



thereof.













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thereof.








thereof.

32. Corporate Defendants admit that CCW Dominicana, S.A. is a corporation

organized and existing under the laws of the Dominican Republic for jurisdictional purposes

only. Corporate Defendants deny that CCW Dominicana, S.A. is also known as CCW LTD.



thereof.









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thereof.





45. Denied.

46. The documents referred to in Paragraph 46 of the Amended Complaint speak for

themselves, and therefore, Corporate Defendants deny the allegations in said paragraph.

47. Denied.





thereof.



thereof.



thereof. Corporate Defendants deny that Mr. Cabral was on the Board of Directors of EMIRI.



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thereof.



thereof.



thereof.

55. Denied.

56. Corporate Defendants admit that Derek Elliott is Frederick ("Fred") Elliott's son.

Corporate Defendants deny the remaining allegations in paragraph 56 and demand strict proof

thereof.

57. Paragraph 57 does not contain factual allegations which require a response. To

the extent a response is required; the statutes referenced in Paragraph 57 speak for themselves

and therefore Corporate Defendants deny the legal conclusions made with respect to such

statutes.


the extent a response is required; the statutes referenced in Paragraph 57 speak for themselves

and therefore Corporate Defendants deny the legal conclusions made with respect to such

statutes.



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59. The statutes referenced in Paragraph 59 speak for themselves and therefore

Corporate Defendants deny the legal conclusions made with respect to such statutes. Corporate

Defendants deny the factual allegations contained in paragraph 59.

GENERAL ALLEGATIONS

60. Denied.

61. Denied.

The Resort Properties

The EMI Sun Village Resort & Spa

62. Denied.

63. Corporate Defendants admit that in 1987 Frederick Elliott solicited a group of

investors to begin the process of acquiring raw land in the Dominican Republic for future

development as a hotel/resort. Corporate Defendants deny the remainder of the allegations made

in paragraph 63.

64. Denied.



thereof.



thereof.

67. Denied.

68. Corporate Defendants admit that the Sun Village Resort offered 300 rooms,

master suites, and luxury villas; seven pools and roman tubs, children's pools and a waterslide;



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five international restaurants and nine bars; among other amenities. Corporate Defendants deny

the remainder of the allegations made in paragraph 68.

69. Denied.

70. Denied.

71. Corporate Defendants admit that the amenities were sufficient to support a 500

room resort, and that Sun Village was expensive to operate. Corporate Defendants deny the

remainder of the allegations made in paragraph 71.

72. Denied.

73. Denied.

74. Corporate Defendants admit that the "Residence Product" was not an equity

product, but rather an interest in and/or the right to use the real property. Corporate Defendants

deny the remainder of the allegations made in paragraph 74.

75. Admitted.

76. Denied.

77. Corporate Defendants are without knowledge as to what specific marketing

materials Plaintiffs refer to in paragraph 77 and therefore, deny same and demand strict proof

thereof. Notwithstanding, all marketing materials used by the Corporate Defendants were

created by James Catledge and his related companies and agents and not by the Corporate

Defendants.

78. Denied.

79. Denied.

80. Denied.

81. Denied.



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82. Corporate Defendants admit that certain of the Corporate Defendants retained the

option to buy back the "TR Timeshare Owner's" suite after five (5) years, at the owner's original

purchase price. Corporate Defendants deny the remainder of the allegations in paragraph 82.

83. Denied.

84. Corporate Defendants admit that the Residence Product sales contracts provided

differing rates of "NUF" to be paid to the TR Timeshare Owner but at the request of James

Catledge and/or his agents, and the sales contracts did not state a percentage return, but

expressed NUF payments in dollar increments. The remainder of paragraph 84 does not contain

allegations of fact; but rather a hypothetical that does not require a response. To the extent a

response is required, Corporate Defendants deny the remainder of the allegations in paragraph 84

and demand strict proof thereof.



thereof.



thereof.

87. Denied.

88. Corporate Defendants deny the first sentence of paragraph 88. Corporate

Defendants are without knowledge with respect to the remainder of the allegations made in

paragraph 88 and therefore, deny same and demand strict proof thereof.

89. Corporate Defendants admit that there were big improvements at the Sun Village

Resort which included, without limitation, a new spa and spa suites renovation which included a



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work-out room, spa, treatment rooms, salon and pool. Corporate Defendants are without

knowledge as to the remaining allegations contained in paragraph 89 and therefore, deny same

and demand strict proof thereof.

90. Admitted with respect to the Corporate Defendants only.


the second sentence of paragraph 91 of the Amended Complaint and therefore, deny same and

demand strict proof thereof. Corporate Defendants deny the remainder of the allegations made

in paragraph 91.

The EMI Residence

92. Corporate Defendants admit that the EMI Residence 3 was scheduled to open in

late 2006 and that, originally, the EMI Residence was to consist of 198 one and two bedroom

luxury master suites and spacious studios. Corporate Defendants are without knowledge as to

the remainder of the allegations contained in paragraph 92 and demand strict proof thereof.

93. Denied as plead. Due to the re-design and upgrades by Maxim, only 108 units

were approved for development and there was only enough land to build 108 units with the

expanded room and amenity footprint which gave guests better value and higher luxury.

94. Denied.

95. Denied.

96. Denied.

97. Corporate Defendants admit that the process of condominiumization of the

various elements of the fractional ownership property formerly known as the EMI Residences

3 The new buildings at Sun Village Cofresi were initially called the "Residence." The Residence was later referred to as the "Maxim Bungalows" or simply the "Bungalows." Initially, the "Residence" product was sold in respect of them, but they were later "fractionalized."



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was not completed; however, the condominiumization of Juan Dolio was complete. Corporate

Defendants deny the remainder of the allegations made in paragraph 97.

The Juan Dolio Property

98. Corporate Defendants admit that they, along with James Catledge and his

companies and agents, decided to pursue an opportunity to purchase an existing hotel property

for re-development.

99. Corporate Defendants admit that the property was located at Juan Dolio in the

Dominican Republic. Corporate Defendants deny the remainder of the allegations made in

paragraph 99.

100. Admitted.

101. Corporate Defendants admit that they, along with James Catledge and his

companies and agents, devised a plan whereby they would re-develop the Juan Dolio Property as

a high-end resort with approximately 241 rooms. Corporate Defendants deny the remainder of

the allegations made in paragraph 101.

102. Denied.

103. Denied.

104. Denied.

105. Denied.

106. Denied.



thereof.



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thereof.



thereof.

116. Denied.

117. Denied.

118. Denied.



120. Denied.

121. Corporate Defendants are without knowledge as to what the prospective

purchasers "relied" upon and therefore, deny same and demand strict proof thereof. In addition,

the documents referred to in paragraph 121 speak for themselves, and therefore, Corporate

Defendants deny all allegations with respect to such documents.

122. Admitted.

123. Denied.

124. Denied.

The Elliotts' Scheme to Defraud

125. Admitted.

126. Denied.

127. Denied.



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128. Denied.

129. Denied.

130. Denied.

131. Denied.

132. Denied.

133. Denied as to paragraph and all subparagraphs.

134. Denied.


The Elliotts' Misrepresentations


The Elliotts' Latest Scheme to Raise Cash

137. Denied.

138. Denied.

139. Denied.

140. The documents referred to in paragraph 140 speak for themselves, and therefore,

Corporate Defendants deny all allegations with respect to such documents.

141. Corporate Defendants admit that certain of the Corporate Defendants

communicated to owners of the Passport that Aviati intended to begin "foreclosing" upon the

notes, and stating that purchasers will lose the deposit monies they paid, unless these purchasers

executed additional agreements. Corporate Defendants deny the remainder of the allegations

made in paragraph 141.

142. Denied.

143. Denied.



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144. Denied.

145. Corporate Defendants are without knowledge as to the allegations regarding

whether there are "several instances where owners who have successfully sold their fractional

interests did not receive the proceeds from the sale" contained in paragraph 145 of the Amended

Complaint and therefore, deny same and demand strict proof thereof Denied. Corporate

Defendants deny the remainder of the allegations made in paragraph 145.



147. Denied.

148. Denied.

149. Denied.

150. Denied.

151. Denied.

The Elliotts' Poison Pill Foreclosure of the Cofresi and Juan Dolio

152. Denied.

153. Admitted.

154. Admitted.

155. Admitted.

156. Corporate Defendants admit the first two sentences of paragraph 156. Corporate

Defendants are without knowledge as to the allegations contained in the remainder of the

allegations made in paragraph 156 of the Amended Complaint and therefore, deny same and

demand strict proof thereof.



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thereof.

The Targets of the Elliotts' Scheme to Defraud

158. Denied.



thereof.

160. Denied.



thereof.



thereof.



thereof.

COUNT IRacketeering Influenced and Corrupt

Organization ("RICO"), Title 18 U.S.C. 1962(e)

164. Corporate Defendants reallege and incorporate by reference their responses to the

allegations contained in paragraphs 1 through 163 above as though fully set forth herein.



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the extent a response is required, the statute described in paragraph 165 speaks for itself, and

therefore the allegations in paragraph 165 are denied and Corporate Defendants demands strict

proof thereof.


the extent a response is required, the statute described in paragraph 166 speaks for itself, and

therefore the allegations in paragraph 166 are denied and Corporate Defendants demands strict

proof thereof.

167. The statute described in paragraph 167 speaks for itself, and therefore the

allegations in paragraph 167 are denied and Corporate Defendants demand strict proof thereof.

In addition, Corporate Defendants deny the factual allegations contained in paragraph 167.

Goal and Purpose

168. Denied.

169. Denied.

The Laws that Frederick and Derek Violated WhileThey Conducted the Affairs of the Elliott Enterprise

170. The allegations in paragraph 170 and its subparagraphs (a) through (f) do not

appear to be directed to Corporate Defendants. To the extent that the allegations can be

construed as requiring a response from Corporate Defendants, such allegations are denied.

171. Denied.

The Pattern of Racketeering Activity

172. The allegations in paragraph 172 do not appear to be directed to Corporate

Defendants. To the extent that the allegations can be construed as requiring a response from

Corporate Defendants, such allegations are denied.



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Transportation of Stolen Monies in Interstate or Foreign Commerce




Sale or Receipt of Stolen Monies




Wire Fraud




Interstate and Foreign Travel or Transportation inAid of the Elliott Racketeering Enterprise




Laundering of Monetary Instruments






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189. Denied.

190. Denied.

191. Denied.

Plaintiff's "wherefore" clause does not contain factual allegations which require a

response. To the extent a response is required, Corporate Defendants deny any and all liability

and deny that Plaintiffs are entitled to any equitable or legal relief.

COUNT IIICivil Remedies for Criminal Practices Act, Florida Statute 772.103






194. Denied.









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COUNT IVConspiracy to Violate Civil Remedies for

Criminal Practices Act, Fla. Stat. 772.103






199. Denied.




COUNT VBREACH OF CONTRACT



201. The documents described in paragraph 201 speak for themselves, and therefore

the allegations in paragraph 201 are denied and Corporate Defendants demand strict proof

thereof.


paragraph 202 of the Amended Complaint related to why Plaintiffs allegedly made their



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purchases and therefore, deny same and demand strict proof thereof. Corporate Defendants deny

the remainder of the allegations made in paragraph 202.

203. Denied.

204. Denied.




COUNT VIUNJUST ENRICHMENT



206. Denied.

207. Denied.

208. Denied.

209. Denied.

210. Denied.

211. The allegations in Paragraph 211 do not appear to be directed to Corporate



212. Denied.

213. Denied.






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COUNT VIIFRAUD IN THE INDUCEMENT



2

Documents

940. EMI. Corporate Defendants' Answer and Affirmative Defenses Counterclaim(00634648)[1]