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UNITED STATES DISTRICT COURT 

SOUTHERN DISTRICT OF FLORIDA 

Case No. 22-cv-62268-BLOOM/Valle 

JESSE IWUJI MOTORSPORTS, LLC, 

 

Plaintiff 

vs. 

EQUITY PRIME MORTGAGE LLC 

Defendant.

______________________________________/ 

DEFENDANT’S ANSWER AND AFFIRMATIVE DEFENSES TO PLAINTIFF’S 

SECOND AMENDED COMPLAINT, AND COUNTERCLAIM 

Defendant, Equity Prime Mortgage, LLC ( “EPM”), by and through undersigned counsel, 

hereby submits this Answer to Plaintiff’s Complaint, and Counterclaim, and states as follows: 

THE PARTIES 

1. Admitted, upon information and belief. 

2. Admitted that EPM is an active Georgia limited liability company licensed 

nationwide and lawfully authorized to offer a variety of loan products to consumers. Denied as 

to the remaining allegations contained in Paragraph 2 of the Complaint. 

 JURISDICTION AND VENUE 

3. The allegations of this paragraph constitute legal conclusions to which no response 

is required and the same are therefore denied. 

4. The allegations of this paragraph constitute legal conclusions to which no response 

is required and the same are therefore denied. 

5. Defendant states that the “Sponsorship Agreement” speaks for itself. Defendant 

denies the allegations contained in Paragraph 5 to the extent that they are inconsistent with the 

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terms of the “Sponsorship Agreement”. 

6. The allegations of this paragraph constitute legal conclusions to which no response 

is required and the same are therefore denied. 

GENERAL ALLEGATIONS 

7. Defendant states that the EPM Agreement and Statement of Work speak for 

themselves. Defendant denies the allegations contained in Paragraph 7 to the extent that they are 

inconsistent with the terms of the EPM Agreement and Statement of Work. 

8. Defendant states that the EPM Agreement and Statement of Work speak for 

themselves. Defendant deny the allegations contained in Paragraph 8 to the extent that they are 

inconsistent with the terms of the EPM Agreement and Statement of Work. 

9. Defendant states that the EPM Agreement and Statement of Work speak for 

themselves. Defendant denies the allegations contained in Paragraph 9 to the extent that they are 

inconsistent with the terms of the EPM Agreement and Statement of Work. 

10. Admitted. 

11. Defendant denies for want of knowledge or information sufficient to form a belief 

as to the truth or accuracy of the allegations of each and every allegation set forth in paragraph 11 

of the Complaint and strict proof is demanded thereof. 

12. Defendant denies for want of knowledge or information sufficient to form a belief 

as to the truth or accuracy of the allegations of each and every allegation set forth in paragraph 12 

of the Complaint and strict proof is demanded thereof. 

13. Defendant admits there is a document attached as Exhibit B. Defendant denies the 

allegations set forth in paragraph 13 of the Complaint and state that it was Plaintiff that breached 

the terms of the Sponsorship Agreement. 

14. Defendant denies the allegations contained in Paragraph 14 of the Complaint and 

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demands strict proof thereof. The document therein referenced speaks for itself. 

15. Defendant denies the allegations contained in Paragraph 15 of the Complaint and 

demands strict proof thereof. The document therein referenced speaks for itself. 

16. Defendant denies the allegations as stated in Paragraph 16 of the Complaint and 

demands strict proof thereof. 

17. The allegations in Paragraph 17 of the Complaint constitute legal conclusions to 

which no response is required and the same are therefore denied. 

18. The allegations in Paragraph 18 of the Complaint constitute legal conclusions to 

which no response is required and the same are therefore denied. 

19. The allegations in Paragraph 19 of the Complaint constitute legal conclusions to 

which no response is required and the same are therefore denied. The document referenced therein 

speaks for itself. 

20. Defendant denies the allegations contained in Paragraph 20 of the Complaint and 

demand strict proof thereof. 

COUNT I – BREACH OF CONTRACT (EPM AGREEMENT) 

21. In response to Paragraph 21, Defendant re-alleges its responses to Paragraphs 1-20 

as if fully set forth herein. 

22. Defendant states that the EPM Agreement and Statement of Work speak for 

themselves, but denies each and every other allegation set forth in Paragraph 22 of the Complaint. 

23. Defendant denies the allegations contained in Paragraph 23 of the Complaint and 

demands strict proof thereof. 

24. Defendant denies the allegations contained in Paragraph 24 of the Complaint and 

demands strict proof thereof. 

25. Defendant denies the allegations contained in Paragraph 25 of the Complaint and 

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demand strict proof thereof. 

26. Denies each and every allegation in the Complaint not admitted, denied, or 

otherwise fully addressed above. 

AFFIRMATIVE DEFENSES 

Affirmative Defense No. 1: 

The Complaint fails to state a claim upon which relief may be granted because there is a 

complete failure to allege sufficient facts to support a legally cognizable claim that is plausible on 

its face. Instead, the Complaint merely offers labels and conclusions with a formal recitation of 

the elements of a cause of action, but fails to show that Plaintiff is entitled to any relief. 

Affirmative Defense No. 2: 

Plaintiff’s claims are barred, in whole or in part, by reason of Plaintiff’s unclean hands. 

Plaintiff engaged in a scheme to deceive Defendant by, inter alia, knowingly concealing violations 

of the Sponsorship Agreement. 

Affirmative Defense No. 3: 

Plaintiff’s claims are barred by their antecedent breach. Specifically, Plaintiff’s claim that 

Defendant breached the Sponsorship Agreement came after Plaintiff had acknowledged same in a 

meeting with Defendant on or about May 11, 2022. 

Affirmative Defense No. 4: 

Plaintiff’s claims are barred by the doctrine of modification. 

Affirmative Defense No. 5: 

 Plaintiff’s claims are barred, in whole or in part, by reason of there not having been a 

meeting of the minds as to certain material terms of the Sponsorship Agreement. 

Affirmative Defense No. 6: 

Plaintiff has breached the implied duty of good faith and fair dealing inherent in every 

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agreement. The Plaintiff not only breached the Sponsorship Agreement thereto in failing to 

provide Deliverables, but Plaintiff also intentionally remained silent as to violating the 

Sponsorship Agreement by withholding key information that went to the heart of the relationship 

between Defendant and Plaintiff. 

Affirmative Defense No. 7: 

The claims are barred by the doctrines of waiver, equitable estoppel, and release. 

Affirmative Defense No. 8: 

To the extent that Plaintiff failed to set forth its claim with sufficient particularity to permit 

Defendant to determine all applicable and available defenses, Defendant reserves the right to 

amend and/or supplement this Answer with additional defenses when and if such information is 

ascertained. 

Affirmative Defense No. 9: 

Plaintiff engaged in conduct that constitutes a waiver of its rights under any agreements 

with the Defendant. By reason of said waiver, the Defendant is excused from further performance 

of the obligations under any alleged agreement. 

Affirmative Defense No. 10: 

Plaintiff’s actions and/or any agreements by and between the parties constituted a full 

release and waiver by Plaintiff of any and all claims which Plaintiff may have against Defendant. 

Affirmative Defense No. 11: 

The Complaint is barred because Plaintiff engaged in acts and courses of conduct which 

rendered it in pari delicto. 

Affirmative Defense No. 12: 

Plaintiff may take no recovery because of the failure to mitigate damages. 

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DEFENDANT PRAYER FOR RELIEF 

Defendant denies that Plaintiff is entitled to any relief on the Complaint. Defendant 

demands judgment dismissing Plaintiff’s Complaint with prejudice, costs of suit, including 

reasonable attorneys’ fees, and all other relief this Court deems just and proper.

COUNTERCLAIM 

Jurisdiction And Venue 

 1. This Court has subject matter jurisdiction over this Counterclaim pursuant to 

28.U.S.C. §1332, as there is complete diversity of citizenship between the parties and the amount 

in controversy exceeds the sum of $75,000.00, exclusive of interest and cost, and pursuant to 28 

U.S.C. §1367 as the claims in the Counterclaim are so related to the claims in Plaintiff’s Complaint 

that they form part of the same case or controversy under Article III of the United States 

Constitution. 

2. Venue is proper under 28 U.S.C. §1391(a)(1) in (3) in the United States District 

Court for the Southern District of Florida. 

The Parties 

 3. Equity Prime Mortgage, LLC (“EPM”) is a Georgia-based nationwide limited 

liability mortgage company duly licensed and lawfully authorized to offer a variety of loan 

products to consumers nationwide, including the State of Florida. 

 4. Jesse Iwuji Motorsports, LLC (“JIM”) is upon information and belief a Florida 

limited liability company comprised of several members including, but not limited to both Emmitt 

Smith and Jesse Iwuji for whom JIM is named as he is the sole driver for the American stock car 

racing team. 

Factual allegations 

 5. EPM was founded as a minority owned mortgage company and since its founding 

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in 2008 has become a nationwide lender and leader in the mortgage industry. 

6. EPM’s mission is to “Empower People More”. To effectuate EPM’s mission, the 

majority owner, Eduardo G. Perez, Jr., (“Perez”) is committed to his “vision where everyone of all 

walks of life is given the opportunity for homeownership.” 

 7. Perez, in his continuing pursuit of the American Dream felt a kinship to both 

Emmitt Smith and Jesse Iwuji’s personal journeys to success, which in no small manner mirrored 

aspects of his own personal journey to success and fulfillment of his American Dream. 

 8. Perez admired Jesse Iwuji’s personal story from playing college football to his 

service as an officer in the Navy to finally fulfilling his dream of becoming a racecar driver. 

 9. As a result, when the opportunity presented itself to Perez to participate in the 

sponsorship and the continuing journey of supporting a minority owned and operated race car team 

such opportunity was not something that Perez felt that he could ignore. 

10. Perez believed that EPM’s vision and his idea for Empowering People More was 

in line with the values of sponsoring Jesse Iwuji’s continuing dream of racing in NASCAR. 

11. Therefore, EPM agreed to enter into a “Sponsorship Agreement” in or around 

November 30, 2021 (See “Exhibit A” to Plaintiff’s Complaint) for the specific purpose of 

sponsoring Jesse Iwuji driving in NASCAR and to support a minority owned business. 

12. The implicit intent of the Sponsorship Agreement was to support both Emmitt 

Smith and Jesse Iwuji and all aspects relating to the Statement of Work as to the services that 

would be provided in exchange for the costs associated with sponsoring a racecar team were geared 

for only Jesse Iwuji and Emmitt Smith. 

13. The appearances and use of images and likeness as to the sponsorship for EPM 

were exclusively for Jesse Iwuji and Emmitt Smith. Implicit in the Sponsorship Agreement with 

JIM, named for Jesse Iwuji, was that Jesse Iwuji was always the only racecar driver for JIM. At 

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no time were there discussions of EPM agreeing to enter into a sponsorship agreement that 

provided for someone other than Jesse Iwuji driving the EPM sponsored racecar. 

14. Yet, much to Perez’s surprise, he came to learn in around the beginning of May 

2022 that Jesse Iwuji was no longer the sole and agreed upon driver of the EPM sponsored racecar. 

In fact, JIM knowingly concealed that another racecar driver was now driving the EPM sponsored 

racecar. Thereafter, when JIM was confronted with knowingly concealing that it was not honoring 

the terms of the Sponsorship Agreement; a member of JIM, Matthew Casto (“Casto”), requested 

that he fly to Atlanta to meet with Perez. 

15. Casto flew to Atlanta and met with Perez and an employee of EPM on May 11, 

2022. During that meeting Casto acknowledged that JIM had breached the terms of the 

Sponsorship Agreement, and apparently the breach began several months earlier, and that JIM 

concealed that Jesse Iwuji was no longer driving the EPM sponsored racecar. Casto stated that his 

reason for coming to Atlanta was that “I wanted to make it right by coming face to face so you 

heard everything from the horse’s mouth”. 

 16. During the May 11, 2022 meeting, Casto claimed that Jesse Iwuji was being 

“sabotaged” by JIM’s own racing team and being subjected to racism. Casto acknowledged that 

what was transpiring within the race team and to Jesse Iwuji was concealed from EPM. Casto 

stated that NASCAR is based on a point system and he claimed that since Jesse Iwuji was not good 

enough as a driver, as well as having been sabotaged by his own team, that they were therefore 

forced to bring in another driver with more experience to get points. 

 17. Casto went further to explain how much they valued EPM’s sponsorship, and that 

although JIM breached the agreement and knowingly concealed such information that Casto 

assured Perez that JIM would do whatever it could “to make it right” with EPM. In fact, JIM 

was fully cognizant that it received the agreed upon monthly payments of $187,500.00 per month 

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from EPM while simultaneously having already breached the Sponsorship Agreement. 

 18. In the ensuing months after the May 11, 2022 meeting, EPM in good faith attempted 

to work with JIM so that JIM would honor Casto’s representations to “make it right”. Yet, despite 

EPM’s continuing efforts; the value in the sponsorship agreement and the continuing mission of 

EMP were not being achieved. 

 19. JIM had not cured the breach to the acceptance of EPM. Finally, in October 2022, 

as EPM, and the entire mortgage industry continued to suffer due to continued inflation and 

unprecedented interests rate hikes; Perez, after having fully paid and provided JIM multiple 

months to reach a solution to “make it right” advised JIM that EPM could no longer support the 

sponsorship to the same extent. 

 20. In response to Perez, JIM on or around November 3, 2022, sent EPM a notice (See 

Exhibit “B” to Plaintiff’s Complaint) attempting to terminate the Sponsorship Agreement, which 

JIM had already breached. EPM upon receipt of JIM’s “Notice” responded the next day providing 

its own Notice not only rejecting JIM’s contentions as to EPM being the party in breach, but 

importantly reminding JIM that it was the party that had always been in breach of the Sponsorship 

Agreement, and that JIM could not cure its breach of the agreement. 

BREACH OF CONTRACT 

21. EPM re-states and re-alleges the allegations set forth in Paragraphs 1 through 20, 

inclusive, as if fully set forth herein. 

22. EPM entering into a contract (the “Sponsorship Agreement”) that required that JIM 

provide certain services and deliverables that were material elements to the formation of the 

contract and the agreement as reached by and between the parties herein. 

23. JIM failed to participate in certain events in accordance with the Scope of Work as 

incorporated into the Sponsorship Agreement. JIM further knowingly concealed that Jesse Iwuji 

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was no longer the sole driver of the EPM sponsored racecar. Such actions by JIM constituted 

material breaches to the Sponsorship Agreement. 

24. EPM performed all of its contractual obligations to JIM under the Sponsorship 

Agreement, and continued to remit $187,500.00 despite learning that JIM had materially breached 

the Sponsorship Agreement for several months before meeting with EPM on or about May 11. 

2022 in Atlanta. 

25. EPM accepted JIM’s offer to “make it right” to cure its material breach of the 

Sponsorship Agreement. JIM failed to cure or remedy the material breaches, which continues 

through the date of the filing of this Answer and Counterclaim. 

26. EPM has suffered both economic and non-economic damages and continues to 

suffer damages as a result of JIM’s material breaches. 

REQUEST FOR JURY TRIAL/RELIEF 

Plaintiff requests a jury trial on all issues so triable. 

WHEREFORE, EPM demands judgment against JIM for Compensatory Damages, 

Punitive Damages, together with attorney's fees, costs of suit, interest and any further damages 

or relief this court may deem just and appropriate. 

Dated February 9, 2023 Respectfully Submitted, 

 KREINER BURNS 

Attorneys for Defendant Equity Prime 

Mortgage, LLC 

 950 Peninsula Corporate Circle/Suite 3001 

 Boca Raton / Florida / 33487 

 (p)(561)901-8400 (f)(561)666-9700 

 

 BY: /S/ Seth A. Kreiner 

 Seth A. Kreiner, Esq., 

 Florida Bar No.: 432040 

 seth@kreinerlawfirm.com 

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