Chris Mills, Esq.

Law Office ofChris Mills PC.

116West 23rd Street 500

New York, NY 10011

212-851-8416 phone 212-504-8229 fax

chrismillsesq@gmail.com

Attorneys for Helmer Toro,The Fourth Toro Family LP,

The Fifth Toro Family LP,The Sixth Toro Family LP,

Garden Operation Corp. Manhattan West Side, LP,

Manhattan Employee Service, Inc.,Westmill LP, Wingate LP,

Citywide Servicing Group, Inc., Jersey Employee Service

Corp.,Hudson Sales and Marketing Inc.,United Production

Service, Inc.,YXZ HI. Inc., QRS II, Inc, TUV V, Inc., SRQ IV, Inc.

UNITED STATES DISTRICT COURT

DISTRICT OF NEW JERSEY

Wilenta Feed, Inc., and Wilenta

Carting Inc.,

Plaintiffs, CIVIL ACTION NO.

2:10-cv-06482-SDW-MCA

Helmer Toro, Amy DukoffToro, The First Toro

Family LP,The Third Toro Family LP,The Fourth

Toro Family LP,The Fifth Toro Family LP,The

Sixth Toro Family LP, 35 Real Estate LP, Garden

OperationRealty LP, Garden Operation Corp.,

Manhattan West Side LP, Manhattan Employee

Service, Inc.,WestmiU LP, Wingate LP, Citywide

Servicing Group, Inc., Jersey Employee Service Corp.,

Hudson Sales and Marketing Inc., United Production

Services, Inc., YXZ III, Inc., QRS II, Inc.,TUVV, Inc.,

SRQ IV, Inc., ABC Entities 1-100,John Does and Jane

Does 1-100

Defendants.

ANSWERAND AFFIRMATIVE

DEFENSES

Defendants, Helmer Toro, The Fourth Toro Family LP, The Fifth Toro Family LP, The Sixth

Toro Family LP, Garden Operation Corp., Manhattan West Side LP, Manhattan Employee Service, Inc.,

WestmiU LP, Wingate LP, Citywide Servicing Group, Inc., Jersey Employee Service Corp., Hudson

Sales and Marketing Inc., United Production Service, Inc., YXZ III, Inc., QRS II, Inc., TUV V, Inc.,

SRQ IV, Inc (collectively, "Defendants"), by their attorney, respectfully allege upon information and

Case 2:10-cv-06482-SDW -MCA Document 11 Filed 04/25/11 Page 1 of 11 PageID: 68
beliefas follows:

THE PARTIES

a. Plaintiffs

1. ADMIT

2. ADMIT.

b. Defendants

3. ADMIT.

4. ADMIT.

5. ADMIT to the extent that The First Toro Family LP ("First Toro") is a New York limited

partnership. The First Toro FamilyLP ("FirstToro") has filed for Chapter 11 Reorganization in

the United States Bankruptcy Court, Southern District ofNew York (Case Number 11-11229

SHL).

6. ADMIT to the extentthat TheThirdToro FamilyLP("ThirdToro") is a New York limited

partnership, but DENY that its principal place ofbusiness isat 1995 Broadway, 18th Floor New

York, New York. The Third Toro Family LP("Third Toro") hasfiled forChapter 11

Reorganization inthe United States Bankruptcy Court, Southern District ofNew York, ( Case

Number 11-11723 SHL).

7. ADMIT totheextent that The Fourth Toro Family LP ("Fourth Toro") isa New York limited

partnership, butDENY thatitsprincipal place ofbusiness isat 1995 Broadway, Suite 1800,

New York, New York.

8. ADMIT.

9. ADMIT.

10. ADMIT.

11. ADMIT.

12. ADMIT.

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13. ADMIT.

14. ADMIT.

15. ADMIT.

16. ADMIT.

17. ADMIT. 35 Real Estate LP has filed for Chapter 11 Reorganization in the United States

Bankruptcy Court, Southern District ofNew York. (Case Number 11-11489 SHL).

18.ADMIT. Garden Operation Realty LP ("Garden LP") has filed for Chapter 11 Reorganization

in the United States Bankruptcy Court, Southern District ofNew York. (Case Number 11-

10668 SHL).

19. ADMIT.

20. ADMIT.

21. ADMIT.

22. ADMIT.

23. ADMIT.

24. ADMIT.

25. DENY having knowledge orinformation sufficient to form a beliefastothetruth orfalsity of

the allegations in ^ 25 ofthe Complaint.

26. DENY having knowledge orinformation sufficient toform a beliefas tothe truth orfalsity of

the allegations in H26 ofthe Complaint.

VENUE AND JURISDICTION

27.Defendants note that ^ 27 calls for a conclusion oflaw towhich Defendants need not respond.

Defendants DENYhavingknowledge or information sufficient to form a belief as to the truth or

falsity of any factual allegations inK27 of theComplaint.

28. Defendants note that ^28 calls for a conclusion oflaw to which Defendants need not respond.

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Defendants DENY having knowledge or information sufficient to form a beliefas to the truthor

falsity of any factual allegations in H28 ofthe Complaint.

29. Defendants note that ^ 29 calls for a conclusion oflaw to which Defendantsneed not respond.

Defendants DENY having knowledge or information sufficient to form a belief as to the truth or

falsity of any factual allegations in 129 ofthe Complaint.

NON-BINDING ARBITRATION NOT APPLICABLE

30. ADMIT this paragraph to the extent that there exists an arbitration award by the American

Arbitration Association ("AAA") (Case number 18 181 M 00659 09).

31. ADMIT, to the extent the Final Awardofthe Arbitrator was against Defendants Garden

Operation Corporation, Garden Operation Realty LPand HelmerToro but DENYany

obligation or requirements ofany Defendants.

32.ADMIT, to he extent thatJudgment wasentered against Garden Operation Corporation, Garden

Operation Realty LP and Helmer Toro but DENY any obligation orrequirements ofany

Defendants.

33. ADMIT tothe extent that ajudgment was entered against Garden Operation Corporation,

Garden Operation Realty LP and Helmer Toro.

34. ADMIT, only as to Garden Operation Corporation, Garden Operation Realty LP and Helmer

Toro butDENY any obligations orrequirements of any Defendants.

35. ADMIT, only to the extent H35 refers to Garden Operation Corporation, Garden Operation

Realty LP and Helmer Toro but DENY any obligation or requirements ofany Defendants.

36. ADMIT only as to Garden Operation Corporation, Garden Operation Realty LP and Helmer

Toro but DENY any obligations orrequirements of any Defendants.

37. DENY the Plaintiffs' calculation ofa "total amount" noting that there are two Plaintiffs who

received separate awards under the terms ofthe arbitration judgment and that the separate

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nature ofthe awards also present inthe Supplementary Order for Judgment. Therefore there is

not the total amount for judgment cited by the Plaintiffs but rather two separate amounts to

settleas to eachPlaintiff, eachamountbeinglessthat $150,000. Additionally giventhat

liability is "jointandseveral" there areotherpossible settlement amounts thatwould be possible

in mandatory non-binding arbitration.

38. DENY.

39. DENY. The arbitration award and subsequent judgment are against Garden Operation

Corporation, Garden Operation Realty LP and Helmer Toro. The additionally pled Defendants

have no actual involvement in this matter and their inclusion in this action by Plaintiffs is

without foundation in law or fact and should not serve as an impediment to arbitration.

FACTUAL BACKGROUND

40. Defendantsrepeat and incorporate herein the answers contained in ffl[ 1 through 39, above, as if

the same were set forth and repeated at length herein.

41. DENYhaving knowledge orinformation sufficient to form a beliefas to thetruthorfalsity of

the allegations in H41 ofthe Complaint.

42.DENY.

43. ADMIT.

44. DENY.

45. ADMIT.

46. DENY.

47. DENY.

48. DENY.

49. ADMIT to the extent that Helmer Toro is the principal ofeach limited partnership.

50. DENY.

51. ADMIT.

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52. ADMIT.

53. ADMIT.

54. DENY.

55. DENY.

56. DENY.

57. DENY.

58. DENY.

59. ADMIT.

60. DENY.

61. DENY.

62. DENY.

63. DENY.

64. DENY.

65. ADMIT to the extent that thatGarden LPproduces bagels for First Toro and Sixth Toro to sell

at theirretail locations, but otherwise DENY the allegations contained in1) 65 of the Complaint.

66. DENY.

67. ADMIT to the extent that Hank Hoffinan isthe controller for the limited partnerships, but

otherwise DENY the allegations contained inU67 ofthe Complaint.

68. DENY.

69.DENY.

70. DENY.

71. DENY.

72. DENY.

73. DENY.

74. ADMIT to the extent that Dr. DukoffToro is a dentist and authorbut DENY the rest ofthe

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allegations in H74.

75. DENY.

76. DENY.

77. ADMIT asto the quotedtestimony but DENY the contentsofthe paragraph to the extent the out

of context quote is offered in support ofthe characterization contained in ^ 76 which is DENIED.

78. DENY.

79. DENY.

80. DENY

81. DENY.

82. DENY.

83. DENY.

84. DENY.

85. ADMIT asto the quoted testimonybut deny the contents ofthe paragraph to the extent thatthe

out of context quotation is offered in support ofthecharacterization that is contained in H84

which is DENIED.

86. DENY.

87.DENY.

88. DENY.

89. DENY.

90. ADMIT tothe extent that the cash registers are not computerized, butotherwise DENY the

allegations contained inK90oftheComplaint.

91. DENY.

92. DENY.

93. DENY.

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FIRST COUNT

94. Defendants repeatand incorporate herein the answerscontainedin ffl[ 1 through 93, above, as if

the same were set forth and repeated at length herein.

95. DENY.

96. DENY.

97. DENY.

98. DENY.

99. DENY.

100. a. DENY.

b. DENY.

c. DENY.

d. DENY.

e. DENY.

101. DENY.

102. DENY.

103. DENY.

104. DENY.

105. DENY.

106. DENY.

107. DENY.

108. DENY.

SECOND COUNT

109. Defendants repeatand incorporate hereinthe answers containedin ffi[ 1 through 108, above, as if

the same were set forth and repeated at length herein.

110. DENY.

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111. DENY.

112. DENY.

113. DENY.

114. DENY.

115. DENY.

116. DENY.

117. DENY.

118. DENY.

119. DENY.

120. DENY.

121. DENY.

THIRD COUNT

122. Defendants repeat and incorporate herein the answers contained in f^[ 1 through 121, above, as if

the same were set forth and repeated at length herein.

123. DENY.

124. DENY.

125. DENY.

THIRD COUNT

126.Defendants repeat and incorporate herein the answers contained in fl 1through 125, above, asif

the same were set forth and repeated at length herein.

127. DENY.

128. DENY.

129. DENY.

130. DENY.

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AFFIRMATIVE DEFENSES

FIRST AFFIRMATIVE DEFENSE

The Plaintiffs fail to state a cause of action.

SECOND AFFIRMATIVE DEFENSE

The Plaintiffs are barred by arbitration and award.

THIRD AFFIRMATIVE DEFENSE

The Plaintiffs have not mitigated damages.

FOURTH AFFIRMATIVE DEFENSE

The Plaintiffs alleged injuries or damages were not the result of any alleged conduct or failure to act by

Defendants.

FIFTH AFFIRMATIVE DEFENSE

The Plaintiffs are estopped.

SIXTH AFFIRMATIVE DEFENSE

The Plaintiffs have unclean hands.

SEVENTH AFFIRMATIVE DEFENSE

The Plaintiffs are preceded by Federal tax liens.

EIGHTH AFFIRMATIVE DEFENSE

The Plaintiffs have charged entities that werenotpartiesto the underlying judgments.

NINTH AFFIRMATIVE DEFENSE

The Plaintiffs have not pled fraud with particularity.

TENTH AFFIRMATIVE DEFENSE

The Plaintiffs do not have standing.

ELEVENTH AFFIRMATIVE DEFENSE

The Plaintiffs are barredfrom recovery by the doctrineofinparedelicto.

in

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TWELFTH AFFIRMATIVE DEFENSE

Plaintiffshave alleged incidents and damagesthat were caused by or contributed to by negligence of

the Plaintiffs or by those over whom they should have had control.

THIRTEENTH AFFIRMATIVE DEFENSE

The Plaintiffs are barred by the doctrine of resjudicata.

FOURTEENTH AFFIRMATIVE DEFENSE

The Plaintiffs are barred by the doctrine ofwaiver.

RESERVED DEFENSES

Defendants hereby reserve the right to assert such other defenses to the Complaint as further

discovery ofthe facts may warrant.

WHEREFORE, Defendants respectfully demand judgment dismissing the Complaint in its entirety

with prejudice attorneys fees and costs to Defendants and awarding such other and further reliefto

Defendants as the Court may deem just, equitable and proper.

Dated: New York, New York

April 25,2011

By: __/s/ Chris Mills_

Chris Mills, Esq. CM 1300

Attorney for Defendants Helmer Toro, The Fourth Toro

Family LP, The Fifth Toro Family LP, The Sixth Toro

Family LP, Garden Operation Corp., Manhattan West

Side LP, Manhattan Employee Service, Inc.,Westmill LP,

Wingate LP, Citywide Servicing Group, Inc., Jersey

Employee Service Corp., Hudson Sales and Marketing

Inc., United Production Services, Inc., YXZ III Inc., QRS

II Inc., TUV V, Inc., SRQ IV, Inc.,

11

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