Case 5:07-cv-00514-C Document 20 Filed 09/07/2007 Page 1 of 8 IN THE UNITED STATES DISTRICT COURT FOR THE WESTERN DISTRICT OF OKLAHOMA VELIE and VELIE, P.L.L.C., ) JONATHAN VELIE ) ) Plaintiff, ) ) vs. ) Case No. CIV-07-514-C ) ) ONNAM ENTERTAINMENT, L.L.C., ) SANDRA MANNO, and TRUE ) NATIVE AMERICAN GAMING, L.L.C. ) ) Defendants. ) PLAINTIFFS FIRST AMENDED COMPLAINT Plaintiffs, VELIE and VELIE, P.L.L.C., and JONATHAN VELIE, submit this first amended complaint against Defendants, ONNAM ENTERTAINMENT, L.L.C., SANDRA MANNO, and TRUE NATIVE AMERICAN GAMING, L.L.C., for breach of contract for nonpayment of legal fees, quantum meruit, fraudulent transfer of assets, and slander per se and state the following: PARTIES AND JURISDICTION 1. Plaintiff, Velie and Velie, P.L.L.C. ( Velie and Velie ), is an Oklahoma professional limited liability company organized under the laws of the State of Oklahoma to provide legal services. 2. Plaintiff, Jonathan Velie, is resident of Oklahoma. Jonathan Velie is licensed to practice law in the State of Oklahoma.
Case 5:07-cv-00514-C Document 20 Filed 09/07/2007 Page 2 of 8 3. Upon information and belief, Defendant, Onnam Entertainment, L.L.C. ( Onnam ), is a Delaware limited liability company with its principal place of business in Atlantic City, New Jersey. 4. Upon information and belief, Defendant, Sandra Manno, is a resident of New Jersey. 5. Upon information and belief, Defendant, True Native American Gaming, L.L.C. ( True Native American Gaming ), is a Delaware limited liability company. 6. This Court has jurisdiction over the case or controversy pursuant to 28 U.S.C. 1331. The actions giving rise to the claim occurred within the jurisdiction of Oklahoma state courts. Based on diversity jurisdiction, Defendant removed the present action to this Court on May 2, 2007. FACTS 7. On November 22, 2005, Onnam formally retained Velie & Velie to perform legal services on behalf on Onnam. Velie and Velie was to perform legal work related to Onnam s core business, casino develop within Indian Country. 8. Prior to the formal contract, Velie and Velie had performed legal services for Onnam Entertainment based on an oral agreement to provide such services. 9. The parties entered into a formal contract on November 22, 2005. 10. Onnam Entertainment also agreed to pay Velie and Velie for introducing Onnam to prospective tribal clients. Onnam agreed to pay Velie and Velie $250,000.00 upon the signing of a Management Contract between Onnam and any tribe introduced to Onnam by Velie and Velie. In addition, Onnam agreed to double Velie and Velie s hourly rate for legal work related to tribes introduced to Onnam by Velie and Velie. Velie and Velie introduced 2
Case 5:07-cv-00514-C Document 20 Filed 09/07/2007 Page 3 of 8 Onnam to the Sac and Fox Nation and conducted numerous duties, including drafting contracts, retaining consultants, and meeting with tribal officials. 11. At the direction of Onnam CEO Sandra Manno, Velie and Velie conducted legal work on behalf of Onnam related to the Kiowa Tribe of Oklahoma, the Caddo Nation of Oklahoma, Creek Nation, Rocky Ford Band, the Western Cherokee Band of Delaware, Kialagee Tribal Town, Te-Moak Tribe of Western Shoshone, and the Seminole Nation of Oklahoma. 12. Velie and Velie performed legal work, including but not limited to, preparation of legal documents such as petitions, motions, and writs, correspondence with federal and tribal governmental agencies, contract review and negotiations, and attending meetings with tribal entities. 13. Onnam paid a $100,000 retainer. As of February 2006, the remaining balance from the retainer was billed out to Onnam. No other payment for legal services has been remitted to Velie and Velie. 14. Between February and August 2006, Velie and Velie continued to perform legal work on behalf of Onnam. Legal fees for services performed during this time totaled in excess of $75,085.83. 15. Velie and Velie sent Onnam a final bill for legal services. Onnam refuses to fulfill its contractual obligations and pay for legal services rendered on its behalf. 16. Upon information and belief, True Native American Gaming was incorporated in the State of Delaware on May 22, 2007. 17. Upon information and belief, the owners of Onnam and True Native American Gaming are the same. Upon information and belief, the owners were aware that Velie and Velie had filed 3
Case 5:07-cv-00514-C Document 20 Filed 09/07/2007 Page 4 of 8 suit against Onnam to collect unpaid legal fees before they incorporated True Native American Gaming. 18. Upon information and belief, True Native American Gaming is engaged in same business as Onnam. True Native American Gaming engages in the development, financing, management, and consulting on Native American casinos. 19. Upon information and belief, True Native American Gaming fraudulently transferred assets from Onnam to True Native American Gaming. Upon information and belief, True Native Americn Gaming has assumed the benefit of the contract Jon Velie helped negotiate between Onnam and the Caddo Nation. The contract between the Caddo Nation and Onnam was for the purpose of conducting gaming for the Caddo Nation. 20. Jon Velie personally introduced Sandra Manno to the Sac and Fox Nation. The Sac and Fox Nation was considering options regarding its gaming operations, including expanding existing operations and developing new operations. 21. After the initial meeting between Onnam Entertainment and the Sac and Fox Nation, Mr. Velie continued to perform work on behalf of Onnam Entertainment to complete a management contract for gaming operations between Onnam Entertainment and the Sac and Fox Nation. 22. Mr. Velie arranged for representatives from the Sac and Fox Nation to meet with Ms. Manno to determine if a deal could be reached on the remaining issues concerning a management contract between Onnam Entertainment and the Sac and Fox Nation. Ms. Manno refused to attend the meeting. 4
Case 5:07-cv-00514-C Document 20 Filed 09/07/2007 Page 5 of 8 23. As a result of Ms. Manno s refusal to attend the meeting and continued non-payment of legal fees, Jon Velie terminated services of Velie and Velie with Sandra Manno and Onnam Entertainment. 24. Ms. Manno publicly stated to Principal Chief Kay Rhoads of the Sac and Fox Nation, and a client of Velie and Velie, that Jon Velie was a sexist and would not work for women. FIRST CAUSE OF ACTION 25. Plaintiff hereby incorporates paragraphs one through 24 of the petition as if fully set forth herein. 26. Plaintiff and Defendants have entered into a binding contract, which calls for payment of legal fees at an hourly rate of $250/hr for partners and $125/hr for associates. 27. Defendants have breached their contractual obligation to pay for legal services performed by Velie and Velie, P.L.L.C. 28. Plaintiffs attempts to collect the debt have failed as Defendants refuse to pay the amount owed. 29. True Native American Gaming is liable for the debt owed by Onnam as there is continuity of business from Onnam to True Native American Gaming. Therefore, True Native American Gaming is in breach of contract and liable to Velie and Velie for such breach. 30. As a result of said breach and non-payment for legal services, Velie and Velie is owed $75,085.83. SECOND CAUSE OF ACTION 31. Plaintiff hereby incorporates paragraphs one through 30 of the petition as if fully set forth herein. 5
Case 5:07-cv-00514-C Document 20 Filed 09/07/2007 Page 6 of 8 32. At all times that Velie and Velie performed work on behalf of Defendants, Defendants knew that Velie and Velie expected to be paid for such services. 33. Defendants have retained a benefit from the work performed by Velie and Velie. Defendants have not paid for the benefit they received from the services provided by Velie and Velie. 34. Plaintiffs request relief on the basis of quantum meruit for work performed on behalf of Defendants and for such work as the Defendants are presently enjoying the benefit. THIRD CAUSE OF ACTION 35. Plaintiff hereby incorporates paragraphs one through 33 of the petition as if fully set forth herein. 36. Sandra Manno made a false and defamatory statement concerning Jon Velie. 37. Ms. Manno made the false and defamatory comment to a third party. 38. Ms. Manno was negligent in making the false and defamatory comment about Jon Velie. 39. Jon Velie has been injured in respect to his office, profession, trade, or business as a result of the false and defamatory statement made by Ms. Manno to a third party. PRAYER FOR RELIEF 40. For these reasons, Plaintiff respectfully requests that Plaintiff have judgment against Defendant for: a. Damages for breach of contract for non-payment of legal fees in excess of $75,085.83; b. Damages for slander per se in excess of $10,000; c. Pre-judgment and post-judgment interest; d. Costs of suit; and 6
Case 5:07-cv-00514-C Document 20 Filed 09/07/2007 Page 7 of 8 e. Any and all other relief, including attorneys fees, as this Court deems just and appropriate. DATED: September 7, 2007 Respectfully Submitted, /s/ Jon Velie Jon Velie (OBA # 15106) VELIE & VELIE P.L.L.C. 210 East Main St. Ste 222 Norman, OK 73069 Phone: (405) 364-2525 Facsimile: (405) 364-2587 Email: jon@velielaw.com 7
Case 5:07-cv-00514-C Document 20 Filed 09/07/2007 Page 8 of 8 I hereby certify that on September 7, 2007, I electronically transmitted Plaintiffs First Amended Complaint to the Clerk of Court using the ECF System for filing, thereby serving the document on all ECF registrants for this case: William H. Hoch, III CROWE & DUNLEVY A Professional Corporation 20 North Broadway Suite 1800 Oklahoma City, OK 73102-8273 /s/ Jon Velie Jon Velie 8
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