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ATL V PRIDE Amended Complaint

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Main Identi~
From:
"bullstone" <bullstone@msn.com> <JaneZhang@wsj.com> Friday, April 24, 20096:38 PM header.htm ATLIPRIDE LEGAL COMPLAINT

To: Sent:
Attach: Subject:

Jane: attached is a copy of the lawsuit FYI para 28 and para 31 refer to the contaminated meat-Larry - - -- - - --- - -- -,_._-- - - -~ IN THE CIRCUIT COURT OF THE SIXTH JUDICIAL CIRCUIT IN AND FOR PINELLAS COUNTY, FLORDIA
-,._,

PRISON REHABILITATIVE INDUSTRIES AND DIVERSIFIED ENTERPRISES, INC., a Florida corporation, Plaintiff, vs. ATL INDUSTRIES, INC., a Georgia corporation, Defendant. ~~~~==~~~----------------~/ ATL INDUSTRIES, INC., a Georgia Corporation, Plaintiff, vs. PRISON REHABILITATIVE INDUSTRIES AND DIVERSIFIED ENTERPRISES, INC., a Florida corporation, RAY PARKS, DEVIN S. WESTBROOK, and CREATIVE ENTERPRISES, INC. Defendants. --------------------------~/ ATL'S FOURTH CONSOLIDATED AMENDED COMPLAINT, ANSWER, DEFENSES, AND COUNTERCLAIMS TO PRIDE'S AMENDED COMPLAINT ATL INDUSTRIES, amends ATL's INC. ("ATL") hereby files this Fourth Consolidated Pleading which to CASE NO. 05-797CI-15 CASE NO. 05-00696-CI-07 CONSOLIDATED

Third Consolidated

Amended Complaint, Answer, Defenses, and Counterclaim

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PRIDE's

Amended Complaint to accommodate the dismissal of certain parties and claims and clarify

the remaining claims. Exhibits referred to herein were attached to previous pleadings and are not attached again.

ANSWER AND AFFIRMATIVE

DEFENSES

ATL hereby adopts and incorporates by reference the Answer and Affirmative Defenses set forth in its Second Consolidated Pleading as if fully set forth herein. ATL'S AMENDED COMPLAINT AND COUNTERCLAIMS ATL, by and through its undersigned attorneys, pursuant to Rule 1.170( a) of the Florida Rules of I1J Civil Procedure, hereby counterclaims against Plaintiff, PRIDE, and alleges as follows:

I.
PARTIES
Plaintiff

I.

ATL, a Georgia corporation doing business in Pinellas County, Florida, sold meat

products to vendors throughout the United States, including federal penitentiaries and prisoners in the state of Florida.
Defendants PRIDE and the Individual PRIDE Defendants

2.

Prison Rehabilitative Industries and Diversified Enterprises, Inc. ("PRIDE") is a Florida

corporation, organized under Chapter 946, Florida Statutes, that conducts business in Pinellas County, Florida. PRIDE utilizes prison labor to process raw foods products into finished goods. 3. Ray Parks ("Parks") is an individual who is a resident of Bradford County, Florida. Parks

has been served at 6112 NW 211th Street, Starke, Florida 32091-8203. Parks was, at all times relevant to this Amended Complaint, an employee of Defendant PRIDE.
Devin S. Westbrook and Creative Enterprises, Inc.

4.

Devin S. Westbrook ("Westbrook") is an individual who is a resident of Hernando

County, Florida. Westbrook has been served at his residence, 4330 Bessemer Road, Brooksville, Florida 34602. Westbrook is Defendant Edgemon's son-in-law and was, at all times relevant to this
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amended complaint, both a PRIDE employee and the sole Director of Defendant Creative Enterprises, Inc. 5. Creative Enterprises, Inc. ("CEI") is a Florida corporation engaged in the meat processing

business that maintains its principal place of business at 4330 Bessemer Road, Brooksville, Florida 34602. CEI has been served with process by and through its registered agent, Devin S. Westbrook, at 4330 Bessemer Road, Brooksville, Florida 34602.
ll.

JURISDICTION AND VENUE 6. 7. This Court has jurisdiction pursuant to Sections 26.0 12(2)(a) and (c), Florida Statutes. Venue is appropriate pursuant to Section 47.011, Florida Statutes, as this action is in part

based on the breach of a contract which contains a choice of law provision making venue proper in Pinellas County, Florida. See Food Processing Agreement, attached hereto as Exhibit "A," at par. 9.9.2. 8. PRIDE, each of the Defendants, and all parties are subject to personal jurisdiction and

venue in Pinellas County, Florida. 9. 10. Parks and Westbrook are residents of the state of Florida. PRIDE and CEI are Florida corporations, subject to venue and jurisdiction in Pinellas

County, Florida. 11. ATL has been injured by the tortious acts and omissions of Defendants PRIDE, Parks,

Westbrook, and CEI, which occurred in the state of Florida.

m.
12.

FACTUAL ALLEGATIONS

Factual Allegations Related to ATL's Claims for Breach of Contract and Bailment In August of 2002, ATL and PRIDE entered into a Food Processing Agreement (the

"Agreement"). See Exhibit "A." 13. Under the Agreement, ATL delivered bulk meat products to PRIDE's Union Correctional

Institution ("UCI") at Raiford Prison in Florida for processing by PRIDE. 14. As a result of PRIDE's quasi-governmental status and close ties to the Florida

Department of Corrections, PRIDE is permitted use of a secure location on VCl's prison grounds. Prison guards monitor PRIDE's UCI facility and restrict access to only those persons authorized by
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PRIDE. 15. Under ATL's Agreement with PRIDE, ATL provided PRIDE with equipment, raw

materials, packaging, labels and other necessary meat processing materials at no cost to PRIDE. 16. The packaging materials that ATL provided to PRIDE included boxes bearing the labels

"Circle A. Brands" and "EI Sabroso." ATL processed and distributed meat from the UCI facility under these trade names, among others. 17. according regulations. 18. Under the Agreement, PRIDE earned a processing fee based on the volume of meat it Under the Agreement, PRIDE was to store, process, package, label and pack ATL' s meat to ATL's specifications and in compliance with applicable USDA specifications and

processed for ATL. Volume was to be calculated based on the weight of the meat to be processed, not the net weight of finished product produced. 19. Under the Agreement, PRIDE was responsible for generating production reports, which it

used to generate invoices. PRIDE was also supposed to control and report inventories on a daily basis. Supervisors and inmates at the UCI facility were supposed to perform these tasks. 20. Under the Agreement, and as established through the parties' course of dealing, PRIDE

was required to issue credits to ATL, to be deducted from its processing fee, for production errors (e.g., PRIDE's failure to comply with USDA regulations resulting in the destruction of raw food goods) and inventory errors (e.g., PRIDE's use of the wrong price per pound to invoice ATL). 21. Under the Agreement, PRIDE was required to process meat exclusively for ATL

provided that ATL maintained an average weekly production volume of at least 100,000 pounds when averaged over any consecutive thirteen-week period. In the event ATL did not maintain such volume, PRIDE was required to notify ATL in writing of its non-compliance and then give ATL thirteen weeks to achieve a 100,000 pound weekly average. Only if ATL failed to do so was PRIDE permitted to seek other processing business. 22. Under the Agreement, PRIDE was required to give ATL ninety days written notice, via

certified letter, before terminating the Agreement. 23. In the event the Agreement was terminated, PRIDE was required to permit ATL to 5/20/2009

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remove its equipment, products, supplies, packaging and other meat production materials from PRIDE's facility within ten days. 24. No provision of the Agreement permitted PRIDE to retain ATL' s equipment, products,

supplies, packaging and other meat production materials in the event of a dispute, termination of the Agreement, or otherwise. 25. PRIDE did not have any ownership interest, lien, or other right of possession to ATL's

equipment, products, supplies, packaging, or other meat production materials. 26. Throughout the parties' relationship and course of dealing, ATL reported production

errors and inventory errors to PRIDE as they occurred, for which PRIDE was required to issue credits to ATL. 27. Per PRIDE's instructions, ATL notified both PRIDE corporate and UCI management of

such production and inventory errors. See, e.g., Email dated May 20, 2004, attached hereto as Exhibit "B". PRIDE never contested the form of such notifications. 28. Such production and inventory errors included, for example, the following: (1) PRIDE

sent stew meat with plastic embedded in it to the military, which was discovered by military cooks when heated, and returned by the millitary as non-compliant with USDA regulations; and (2) the USDA

tagged as unusable ninety-nine ten pound cases of turkey patties because a bottle labeled "acid poison" was found on a machine where the patties had been processed. See Email dated January 12, 2005, attached hereto as Exhibit "C." 29. During the duration of the Agreement, PRIDE committed production and inventory

errors totaling at least $78,000, for which ATL is entitled to credits. 30. Despite proper notification to PRIDE of the production and inventory errors, and

repeated demands by ATL for the credits, PRIDE has refused to provide such credits to ATL. 31. production Further, PRIDE failed to store ATL's raw materials, supplies, packaging and other meat materials in a manner consistent with USDA standards. Certain of ATL's supplies,

packaging and other meat production materials were stored in an infested warehouse and therefore became contaminated and unusable in whole or in part. See Affidavit of former PRIDE Production Supervisor Charles McCarty ("McCarty Aff."), attached to hereto as Exhibit "D". 5/20/2009

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32.

On or about December 14,2004, PRIDE unilaterally shut down the VCI facility without

valid justification and without following the required contractual procedures. 33. On or about January 14,2005, PRIDE unilaterally terminated the Agreement without any

prior notice to ATL in violation of the Agreement. 34. On or before February 22, 2005, PRIDE began processing meat at the VCI facility for at

least one other company in violation of the Agreement. 35. Both before and after PRIDE's wrongful termination of the Agreement, PRIDE denied

ATL access to its equipment, raw materials, packaging, labels and other necessary meat processing materials, to which PRIDE had no contractual or lawful claim, in violation of the Agreement. PRIDE and the other named Counterclaim Defendants converted certain of ATL' s equipment, raw materials, packaging, labels and other meat processing materials to their own use as alleged more fully below .. 36. PRIDE's breaches of the Agreement caused ATL to suffer damages as allowed under the

Agreement and applicable law. ATL does not seek damages for its destruction or based upon its own value, but rather the value of the contracts interfered with for a duration to be determined by a jury. Factual Allegations Related to ATL's Tort Claims 37. During the duration of ATL's Agreement with PRIDE, ATL routed food products that

were processed at the VCI facility to federal penitentiaries and other end users with which ATL had contracts. 38. At the time PRIDE terminated the Agreement, ATL had more than 35 contracts with

third parties involving the goods processed at the VCI facility. These third parties included: Piggly Wiggly Alabama Distributing Company, Inc.; Brunos Supermarkets; Federal Prison Camp in

Montgomery, Alabama; Bay County Schools; V.S. Penitentiary, Atlanta, Georgia; F.C.1. Jessup; State of Louisiana Prison Enterprises; Federal Bureau of Prisons, Otisville, New York; V.S. Penitentiary,

Lewisburg, Pennsylvania; Mendez & Company; Shelby County Correction Center; U.S. Food Service; and others. 39. parties. 40. In approximately autumn of 2004, PRIDE demanded that ATL pay certain supposedly 5/20/2009 Defendants PRIDE, Parks, Westbrook, and CEI knew about ATL's contracts with third

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unpaid invoices that actually were not owed. PRIDE knew at the time it made these demands that ATL did not owe the amounts in question. 41. On or about December 7,2004, PRIDE threatened to stop processing meat for ATL and

withhold the release of its products unless ATL signed a promissory note and security agreement covering the amount of the alleged unpaid invoices. 42. The promissory note and security agreement were not based on an actual debt, were not

contemplated by the Agreement between ATL and PRIDE, and were not otherwise lawfully justified. 43. When ATL refused to sign the promissory note and security agreement, PRIDE shut

down the VCI facility on December 14, 2004 and then unilaterally terminated the Agreement without prior notice to ATL on January 14,2005. As a result of PRIDE's conduct, ATL was denied access to its equipment, raw materials, packaging, labels and other necessary meat production materials, which PRIDE was holding in the secure DCI facility. 44. PRIDE thereafter knowingly sent at least four (4) false invoices to ATL which

purportedly substantiated ATL's alleged debt to PRIDE. 45. 46. On or about December 23,2004, PRIDE faxed three ofthese (3) false invoices to ATL. On or about January 27, 2005, PRIDE faxed the fourth false invoice to ATL. This fourth

invoice, which is attached hereto as Exhibit "E," was dated December 31, 2004, carried a due date of January 30, 2005, and sought an additional $74,950.44 for "processing fees calculated for the period of 1113/03through 3/21104 not previously invoiced." 47. Westbrook (ostensibly acting on behalf of PRIDE) helped prepare the fourth invoice

during a supposedly neutral audit of the accounting records of PRIDE and ATL, which was actually not at all neutral or a true audit. 48. At the time of this audit, Westbrook was serving as the sole Director and owner of

Creative Enterprises, Inc. in addition to being a full time PRIDE employee. 49. Westbrook participated in creating the false invoices that PRIDE sent to ATL. By

creating these false invoices and perpetuating a false payment dispute between ATL and PRIDE, Westbrook delayed ATL from getting its equipment, raw materials and supplies and permitted PRIDE and the Counterclaim Defendants to convert certain of the equipment, raw materials and other supplies
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to their own personal use. 50. Westbrook participated in the scheme to create the false invoices while acting within the

scope of his employment as Director of Clil and/or PRIDE. 51. In the alternative, Westbrook participated in the scheme to create the false invoices while

acting outside the scope of his employment as Director of eEl and/or PRIDE. 52. On or about January 27, 2005, PRIDE and ATL began litigating over the payment

dispute that PRIDE, through Westbrook had manufactured.
53.

At a February 7, 2005 hearing before Judge Farnell, a PRIDE representative stated under

oath that the Del facility was shut down and that ATL's equipment, raw materials, packaging, labels, and other necessary meat processing materials were secure. 54. PRIDE knew these statements to be false. PRIDE was, at the time the statements were

made, processing meat for eEl or others using ATL' s equipment, raw materials, packaging, labels, and other necessary materials. PRIDE was also permitting the theft, vandalism, and destruction of ATL's property. 55. For several months after the hearing PRIDE denied ATL access to its equipment, raw

materials, packaging, labels and other necessary meat processing materials. 56. At the same time, PRIDE, Parks and Westbrook began converting certain of ATL's

equipment, raw materials, packaging, labels and other necessary meat processing materials to their own use and also permitting others to convert such materials to their own use. This affirmative misuse, conversion and theft went far beyond the terms of the Agreement and constitutes tortious misconduct. 57. PRIDE, and Westbrook, acting through Clil, began fulfilling third party contracts using

certain of ATL' s equipment, raw materials, packaging, labels and other supplies, retaining all proceeds from these sales for themselves, their companies and/or others not entitled to the property. 58. Additionally, PRIDE and Westbrook, acting through Clil, took possession of, and sold

certain at below market value prices, certain of ATL' s equipment, raw materials, packaging, labels and other supplies, retaining all proceeds for themselves, their companies, and others not entitled to the property. 59. At all relevant times, PRIDE, Parks, Westbrook and eEl knew that the above-described 5/20/2009

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equipment, raw materials, packaging, labels and other supplies belonged to ATL but they nevertheless converted it for their own benefit and that of CEL 60. Parks engaged in the above-described conduct while acting within the course and scope

of his employment with PRIDE. 61. In the alternative, Parks engaged in the above-described conduct while acting outside the

scope of his employment with PRIDE and/or while acting with malicious purpose or in a manner exhibiting wanton, willful disregard of human rights and safety. 62. Westbrook engaged in the above-described conduct while acting within the scope of his

employment as a PRIDE employee and/or Director of CEl. 63. In the alternative, Westbrook engaged in the above-described conduct while acting

outside the scope of his employment as a PRIDE employee and/or Director ofCE!. 64. Due to ATL's inability to access its equipment, raw materials, packaging, labels and

other necessary meat processing materials and the theft and conversion of same, ATL has been unable to satisfy its third party contracts. 65. Substantially all parties with whom ATL had third party contracts have canceled their

contracts with ATL, and ATL' s inability to satisfy the federal contracts has disqualified ATL from bidding on other federal contracts. At the time ATL filed its initial claims against PRIDE, such federal contracts represented approximately 90% of ATL' s business. 66. The Counterclaim Defendants all intentionally took part, to varying degrees, in conduct

that deliberately deprived ATL of its ability to fulfill its contracts. 67. As a direct and proximate result of Defendants' conduct, ATL is entitled to recover

damages from the Defendants in the amount of the lost contracts and stream of business from those contracts in an amount, and for a duration of time to be determined by a jury.
Factual Allegations Related to Notice and Demand Requirements

68.

On December 21,2004, ATL sent a letter to PRIDE, PRIDE's counsel and various

Florida agencies and offices notifying them of PRIDE's unlawful conduct as described herein and alerting them to this potential legal action. See letter dated December 21, 2004, attached hereto as Ex. "G." 5/20/2009

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69.

On December 6, 2005, ATL sent a letter to PRIDE, Parks, Westbrook and csi

demanding the return of and/or payment for its stolen parts and equipment. See Notice dated December 6,2005, attached hereto as Ex. <CH." 70. On December 14,2005, ATL again wrote PRIDE, PRIDE's counsel, the Florida

Department of Risk Management and the Florida Department of Corrections notifying them of PRIDE's unlawful conduct as described herein and alerting them to this potential litigation. See Letter dated December 14,2005, attached hereto as Ex. "I." 71. These letters comply with and satisfy any and all notice and/or demand requirements.

Any further demand and/or notification to Defendants would have been futile.
IV.

COUNT I
BREACH OF CONTRACT AGAINST PRIDE

72.

ATL relies on the above-stated allegations in support of this count and specifically

incorporates by reference the "breach of contract" allegations set forth in paragraphs 12 through 36. 73. 74. This is an action for damages that exceeds $15,000.00. After entering into the Agreement, ATL and PRIDE were parties to a valid and

enforceable contract. 75. Agreement. 76. PRIDE breached the Agreement by, among other things, failing to store, process, ATL has fulfilled or performed all of its obligations due and owing to PRIDE under the

package, label and pack ATL's meat in accordance with ATL's specifications and/or in compliance with applicable USDA specifications and regulations. 77. PRIDE breached the Agreement by, among other things, failing to properly control and

report inventories on a daily basis to ATL. 78. PRIDE breached the Agreement by, among other things, failing to properly invoice ATL

per the terms of the parties' Agreement and by failing to properly award credits to ATL for inventory and production errors it committed. 79. PRIDE breached the Agreement by, among other things, wrongfully terminating the
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Agreement without proper notice. 80. PRIDE breached the Agreement by. among other things, denying AIL access to its

equipment, raw materials, packaging, labels and other necessary meat processing materials within ten days of the Agreement's wrongful termination. 81. PRIDE breached the Agreement by, among other things, processing meat for another company without giving ATL notice or opportunity to cure as required by the

meat processing

Agreement's exclusivity provision. 82. As a result of PRIDE's breaches of the Agreement, ATL has suffered damages as

allowed under the Agreement and applicable law, which do not include damages based upon the overall value of ATL as an entity. 83. ATL has been forced to retain the undersigned attorneys and is obligated to pay their

reasonable attorney's fees. Paragraph 11.10 of the Agreement provides that ATL is entitled to recover its attorneys' fees, expenses, and costs from PRIDE. WHEREFORE, ATL requests that this Court enter judgment against PRIDE for compensatory

damages caused by PRIDE's breach of the Agreement.

Plaintiffs also request that the Court award

interest, expenses, costs, attorney's fees, and such other relief as the Court deems just and proper. COUNT II BAILMENT AGAINST PRIDE 84. ATL relies on the above-stated allegations in support of this count and specifically

incorporates by reference the "bailment" allegations set forth in paragraphs 12 through 36 above. 85. 86. This is an action for damages that exceeds $15,000.00. Upon commencement of the Agreement, ATL delivered its equipment, bulk meat, labels,

supplies and packaging to PRIDE so that PRIDE could process and pack the meat products for ATL. 87. ATL performed any and all conditions precedent to be performed by ATL or such

conditions have occurred. All required notices and demands were given and ignored. 88. PRIDE took no ownership interest, lien, or other right of possession in ATL's equipment, labels and other necessary meat production materials by virtue of the

raw materials, packaging,

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Agreement. 89. 90. PRIDE has failed to return all of AIL's property to ATL within a reasonable time. PRIDE owes AIL for the value of the property and damages for the use ofthe property.

WHEREFORE, ATL requests that this Court enter judgment against PRIDE for compensatory damages caused by PRIDE's breach of the bailment agreement, and such other relief that the Court deems just and proper under the circumstances. COUNTll CIVIL THEFT AGAINST PRIDE, PARKS, WESTBROOK, AND CEI 91. ATL relies on the above-stated allegations in support of this count and specifically

incorporates by reference the "tort claims" allegations set forth in paragraphs 37 through 67 above. 92. 93. This is an action for damages that exceeds $15,000.00. PRIDE, Parks, Westbrook and CEI knowingly and with criminal intent took and

exercised control over certain of ATL' s equipment, meat, packaging, labels and other meat processing supplies. 94. PRIDE, Parks, Westbrook and CEI knowingly and with criminal intent misappropriated

certain of ATL' s equipment, meat, packaging, labels and other meat processing materials to their own use and/or the use of others not entitled to the property. 95. PRIDE, Parks, Westbrook and CEI knowingly and with criminal intent purchased and

sold property belonging to ATL at prices substantially below fair market value without ATL' s knowledge or authorization. 96. PRIDE, Parks; Westbrook and CEI knowingly and with criminal intent trafficked in

property stolen from ATL. 97. By so doing, PRIDE, Parks, Westbrook and CEI intended to permanently deprive and did

permanently deprive ATL of its stolen equipment, meat, packaging, labels and other meat processing materials. 98. Parks undertook the wrongful acts alleged herein while acting within the course and

scope of his employment with PRIDE or, in the alternative, while acting outside the scope of his employment with PRIDE and/or while acting with malicious purpose or in a manner exhibiting wanton,
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willful disregard of human rights and safety. 99. Westbrook undertook the wrongful acts alleged herein while acting within the course and

scope of his employment as an employee of PRIDE and/or Director of CEI or, in the alternative, while acting outside the scope of his employment as an employee of PRIDE and/or Director ofCE!. 101. ATL, prior to bringing this claim, made a written demand upon PRIDE, Parks, See Ex. H.

Westbrook, and CEI for the return of and/or payment for its stolen parts and equipment. Any further demand would have been futile.

WHEREFORE, ATL requests that this Court enter judgment against PRIDE, Parks, Westbrook, and CEI, for treble damages caused by their unlawful theft of ATL' s property. ATL also requests that the Court award expenses, costs, and such other relief as the Court deems just and proper. COUNT IV CONVERSION 102. AGAINST PRIDE, PARKS, WESTBROOK, AND CEI

ATL relies on the above-stated allegations in support of this count and specifically

incorporates by reference the "tort claims" allegations set forth in paragraphs 37 through 67 above. 103. 104. This is an action for damages that exceeds $15,000.00. As alleged herein, PRIDE, Westbrook, Parks and CEI knowingly and without

authorization deprived A TL of certain of its equipment, raw materials, packaging labels and other necessary meat processing material. 105. As alleged herein Parks undertook the illegal acts alleged while acting within the course

and scope of his employment with PRIDE or, in the alternative, while acting outside the scope of their employment with PRIDE and/or while acting with malicious purpose or in a manner exhibiting wanton, willful disregard of human rights and safety. 106. As alleged herein, Westbrook undertook the wrongful acts alleged herein while acting

within the course and scope of his employment as an employee of PRIDE and/or Director of CEI or, in the alternative, while acting outside the scope of his employment as an employee of PRIDE and/or Director of Cfil, 107. ATL has a right to possession of all of the equipment, raw materials, packaging labels

and other necessary meat processing materials converted by PRIDE, Parks, Westbrook, and eEl.

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108.

ATL, prior to bringing this claim, made a written demand upon PRIDE, Parks. See Ex. H.

Westbrook, and eEl, for the return of andlor payment for its stolen parts and equipment

ATL also demanded the return of its equipment, raw materials, packaging labels and other necessary meat processing materials during litigation with PRIDE. 109. In the alternative, any demand for the return of ATL' s raw materials and other perishable

goods would have been futile since, upon information and belief, all such goods were either sold, processed, contaminated, destroyed or otherwise disposed of WHEREFORE, ATL requests that this Court enter judgment against PRIDE, Parks, Westbrook, and CEI for compensatory damages caused by their conversion of ATL' s property. ATL also requests that the Court award expenses, costs, attorneys' fees and such other relief as the Court deems just. COUNT V TORTIOUS INTERFERENCE WITH TIllRD-PARTY CONTRACTS AGAINST PRIDE, PARKS, WESTBROOK, AND CEI 110. ATL relies on the above-stated allegations in support of this count and specifically

incorporates by reference the "tort claims" allegations set forth in paragraphs 37 through 67 above. 111. 112. This is an action for damages that exceeds $15,000.00. As alleged herein, at the time that PRIDE wrongfully terminated the Agreement, ATL

had over 35 contracts with third parties to supply meat products. 113. At all relevant times, Defendants PRIDE, Parks, Westbrook, and CEI, knew about ATL's

contracts with third parties. 114. By appropriating ATL's equipment, raw materials, packaging labels and other necessary meat processing materials to its own use andlor the use of others not entitled to such property, PRIDE, Parks, Westbrook and CEI knowingly and intentionally prevented ATL from fulfilling its third party contracts, thereby procuring the breach of those contracts and allowing themselves and others to begin fulfilling those contracts. 115. Parks undertook the acts alleged while acting within the course and scope of his

employment with PRIDE or, in the alternative, while acting outside the scope of his employment with PRIDE and/or while acting with malicious purpose or in a manner exhibiting wanton, willful disregard 5/20/2009

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of human rights and safety.
116. Westbrook undertook the acts alleged while acting within the course and scope of his

employment as an employee of PRIDE and/or Director ofCEI or, in the alternative, while acting outside the scope of his employment as an employee and/or Director ofCEl. 117. ATL has defaulted on substantially all of its third party contracts as a result of the

unlawful conduct of PRIDE, Parks, Westbrook and CEL 118. Substantially all third-parties with whom ATL had contracts canceled their contracts with

ATL, and ATL's inability to satisfy its federal contracts (which represented 90% of its business) rendered A TL ineligible for bidding on upcoming federal contracts. 119. PRIDE, Parks, Westbrook and CEI were not justified in procuring the breach of ATL's

third-party contracts. Further, PRIDE, Parks, Westbrook and CEI were acting with malice by procuring the breach of ATL' s third party contracts. 120. As a result of these Defendants' interference with ATL's third-party contracts, ATL has

been damaged in an amount and for a duration to be determined by a jury. ATL does not claim as an item of damages its destruction as a company or its overall value, but rather relies upon the contracts and stream of commerce it had at the time of the wrongful conduct alleged. WHEREFORE, ATL requests that this Court enter judgment against PRIDE, Parks, Westbrook and CEI for compensatory contracts. damages caused by their tortious interference with ATL's third-party

A TL also requests that the Court award expenses, costs and such other relief as the Court

deems just and proper. JURy DEMAND Plaintiffs demand a jury trial for all matters triable by jury. Respectfully submitted this __ day of September, 2008.

FRIED & BONDER,

LLC

Scott L. Bonder GA Bar No. 06685 (admitted pro hac vice) 5/20/2009

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Joseph A. White GA Bar No. 754315 (admitted pro hac vice) Promenade II, Suite 3750 1230 Peachtree Street, N.E. Atlanta, GA 30309 (404) 995-8808 Telephone (404) 995-8899 Facsimile Michael Goetz Florida Bar No. 963984 Morgan & Morgan, PA 101 E. Kennedy Blvd., Suite 1790 Tampa, FL 33602 (813) 223-5505 Telephone (813) 223-5402 Facsimile Attorneys for Plaintiffs

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CERTIFICATE OF SERVICE
I HEREBY CERTIFY that a true and correct copy of ATL'S FOURTH CONSOLIDATED AMENDED COMPLAINT, ANSWER, DEFENSES, AND COUNTERCLAIMS TO PRIDE'S

AMENDED COMPLAINT has been furnished via U.S. Mail to: I William Spivey, II Greenberg Traurig, PA 450 South Orange Avenue Suite 650 Orlando, FL 32801

James B. Thompson, Jr. 700 Central Avenue Suite 500 PO Box 90 St. Petersburg, FL 33731

Dated: --------

Michael Goetz Florida Bar No. 963984

[I]

A TL initially sued PRIDE in a separate case filed in this Court, Case No. 05-797CI-IS. this case, resulting in ATL's Complaint becoming, in essence, a counterclaim.

That case was consolidated with

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Description: ATL Complaint against PRIDE Enterprises for theft of intellectual properties, equipment, contaminated food products, false invoicing, extortion.