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RONALD S. GEORGE, P.A. 218 W. Paxton Ave. Salt Lake City, UT 84101 (208) 232-2515 Ronald George #7721 attorney for defendants Atlas Capital, LLC, Atlas Marketing Group, L.C., Wade Sleater, Atlas Communications Group and Atlas Ventures UNITED STATES DISTRICT COURT FOR THE DISTRICT OF UTAH JEFF JOHNS, SHIRLEY JOHNS and KENNETH WILSON Plaintiffs, vs. WADE SLEATER, ATLAS CAPITAL, LLC, a Utah Limited Liability Company, ATLAS MARKETING GROUP, L.C., a Utah Limited Liability Company, ATLAS COMMUNICATIONS GROUP, L.C.,a Utah Limited Liability Company ATLAS VENTURES a Utah Limited Liability Company, Defendants. WADE SLEATER, ATLAS CAPITAL, LLC, a Utah Limited Liability Company, ATLAS MARKETING GROUP, L.C., a Utah Limited Liability Company, ATLAS COMMUNICATIONS GROUP, L.C.,a Utah Limited Liability Company ATLAS VENTURES a Utah Limited Liability Company, Cross claim plaintiffs, vs. JEFF JOHNS Cross claim defendant ANSWER AND CROSS CLAIM

Case No. 2:08-cv-129

Case 2:08-cv-00129-DB

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ANSWER

Comes now defendants, through counsel, and as an answer allege as follows: 1. Defendants deny each and every allegation plaintiff’s complaint not specifically admitted herein. 2. Defendants admit paragraphs 6, 7, 8, 9, 26, 27, 15. 3. Defendants deny paragraphs 1, 2, 10, 11, 12, 13, 14,16, 39, 47, 48, 49, 50, 51, 52, 53, 54, 55, 56, 57, 58, 59, 60, 61, 62, 63, 64, 65, 66, 67, 68, 69, 70, 71, 72, 73, 74, 75, 76, 77, 78, 79, 80, 81, 82, 83, 84, 85, 86, 87, 88, 89, 90, 91, 92, 93, 94, 95, 96, 97, 98, 99, 100, 101, 102, 103, 104, 105, 106, 107 and 108. 4. Defendants, for lack of knowledge, deny paragraphs 3, 4, 5, 17, 18, 19, 20, 21, 22, , 31, 33, 34, 37. 5. Concerning paragraphs 2 and 3 defendants admit the allegations of 23(a)-(e) and admit that Mr. Johns loaned Atlas Capital the sum of $205,000.00, but for lack of knowledge deny the allegation that Mr. Johns loaned money to Atlas Capital based upon representations of Nelson. 6. Concerning paragraph 24 defendants admit the allegations of 24(a)and (b) and admit that Ms. Johns loaned Atlas Capital the sum of $52,000.00, but for lack of knowledge deny the allegation that Mr. Johns loaned money to Atlas Capital based upon representations of Nelson. 7. Concerning paragraph 25 defendants admit the allegations of 2(a) and admit that Mr. Wilson loaned Atlas Capital the sum of $10,000.00, but for lack of knowledge deny the allegation that Mr. Johns loaned money to Atlas Capital based upon representations of Nelson. 8. Concerning paragraph 28 defendants admit that Atlas Marketing agreed to pay any

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Case 2:08-cv-00129-DB

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balance charged by Atlas Marketing on Mr. John’s American Express card in the ordinary course of business but deny all other allegations. 9. Concerning paragraph 29 defendants admit that Atlas Marketing charged $****to Mr. John’s American Express credit card but deny all other allegations. 10. Concerning paragraph 30 defendants state that only Atlas Marketing had an obligation to repay the debt incurred by Atlas Marketing on Mr. John’s American Express card and state that Atlas Marketing has not repaid the debt but deny all other allegations. 11. Concerning paragraph 32 defendants state that only Atlas Capital had an obligation to repay any debt, other than American Express credit card charges owned to Mr. Johns and admit that Atlas Capital has not repaid the principle investment as set out in paragraphs 23, 24 and 25 of plaintiffs complaint but deny all other allegations. 12. Concerning paragraph 35 defendants state that only Atlas Capital had an obligation to repay any debt, to Ms. Johns and Mr. Wilson, and admit that Atlas Capital has not repaid the principle investment as set out in paragraphs 23, 24 and 25 of plaintiffs complaint but deny all other allegations. 13. Concerning paragraph 36 defendants admit that starting in October 2007, Atlas Capital stopped paying Mr. Johns interest payments, but deny all other allegations. 14. Concerning paragraph 38 defendants admit that a promissory note has not been provided to Mr. Johns, but for lack of knowledge deny all other allegations. 15. Concerning paragraph 40 defendants admit that the principle funds loaned to Atlas Capital by Mr. Johns, Ms. Johns and Mr. Wilson have not been returned by Atlas Capital, but deny all other allegations. 3

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16. Concerning paragraph 41 defendants admit only that Atlas Marketing agreed to pay off the balance of Mr. John’s American Express card and deny all other allegations. 17. Concerning paragraph 42 defendants admit that only Atlas Marketing has failed to pay off the balance on Mr. John’s American Express card and deny all other allegations. 18. Concerning paragraph 43 defendants that only Atlas Capital is liable for any amounts complained of and deny all other allegations. 19. Concerning paragraph 44 defendants that only Atlas Capital is liable for any amounts complained of and deny all other allegations. 20. Concerning paragraph 45 defendants that only Atlas Capital is liable for any amounts complained of and deny all other allegations. 21. Concerning paragraph 46 defendants state that only Atlas Marketing is liable for any amounts complained of and deny all other allegations. 22. Plaintiff’s complaint fails to state a cause of action against Wade Sleater, Atlas Communications Group, L.C. or Atlas Ventures. 23. Atlas Marketing Group, L.C., filed a Chapter 11 bankruptcy on January 15, 2008, Case No. 08-20225, and this action is stayed by the automatic stay of 11 USC §362. 24. Defendants are entitled to an offset against any claim of JEFF JOHNS for any amounts counter claim plaintiffs are awarded against JEFF JOHNS pursuant to their cross claim. Wherefore defendants pray that judgment be entered only against Atlas Capital and only for the amount found owing at trial and that the complaint be dismissed and plaintiff take nothing against Wade Sleater, Atlas Marketing Group, L.C., Atlas Communications Group, L.C. and Atlas Ventures. 4

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CROSS CLAIM Comes now cross claim plaintiffs and as a cross claim against JEFF JOHNS, allege as follows: 24. JEFF JOHNS solicited, obtained the funds, and received a commission on the funds obtained from SHIRLEY JOHNS and KENNETH WILSON complained of in plaintiff’s complaint. 25. JEFF JOHNS is jointly and severally liable with any of the cross claim plaintiffs found to be liable pursuant to any cause of action complained of by plaintiffs SHIRLEY JOHNS or KENNETH WILSON. 26. Cross claim plaintiffs are entitled to judgment against JEFF JOHNS for any amounts for which cross claim plaintiffs are found to be liable to SHIRLEY JOHNS or KENNETH WILSON. Wherefore cross claim plaintiffs pray for judgment against JEFF JOHNS for any amounts for which cross claim plaintiffs are found to be liable to SHIRLEY JOHNS or KENNETH WILSON. DATED: March 25, 2008.

/s/ Ronald George Ronald George, attorney for defendants cross claim plaintiffs

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CERTIFICATE OF SERVICE I certify that on March 26, 2008, the foregoing was served VIA/ECF as follows:

Adam D. Ford Daniel A. Decker 210 N. 1200 East #200 Lehi, UT 84043

/s/ Ronald George

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