# Profoundd archive — Epstein Files # Bates number: EFTA01125010 # Title: JUDICIAL ARBITRATION AND MEDIATION SERVICE # Dataset: 9 # Pages: 7 # Images: 7 detected # Tags: epstein, doj, dataset-9, image-described # Source PDF: https://profoundd.com/epstein-docs/EFTA01125010/download # Doc viewer: https://profoundd.com/epstein-docs/EFTA01125010 # # Text below is what Profoundd has extracted from the source PDF. # 'ocr-enriched' tag means OCR was applied to scan-only pages. # Image descriptions are AI-generated factual captions (llava:13b). #---------------------------------------------------------------------- === SUMMARY === JUDICIAL ARBITRATION AND MEDIATION SERVICE NEW YORK, NEW YORK FORTRESS VRF I LLC and FORTRESS VALUE RECOVERY FUND I LLC, Claimants, v. JEEPERS, INC. Respondents, and FINANCIAL TRUST COMPANY, INC., and JEEPERS, INC., Counter-Claimants and Third-Party Claimants, v. FORTRESS VALUE RECOVERY FUND I LLC, Counter-Respondents, and D.B. ZWIRN PARTNERS, LLC, D.B. ZWIRN & CO, L.P., DBZ GP, LLC, ZWIRN HOLDINGS, LLC, and DANIEL ZWIRN, Third-Party Respondents. • Ref. No.: 1425006537 • THIRD-PARTY RESPONDENTS' === EXTRACTED TEXT === JUDICIAL ARBITRATION AND MEDIATION SERVICE NEW YORK, NEW YORK FORTRESS VRF I LLC and FORTRESS VALUE RECOVERY FUND I LLC, Claimants, v. JEEPERS, INC. Respondents, and FINANCIAL TRUST COMPANY, INC., and JEEPERS, INC., Counter-Claimants and Third-Party Claimants, v. FORTRESS VALUE RECOVERY FUND I LLC, Counter-Respondents, and D.B. ZWIRN PARTNERS, LLC, D.B. ZWIRN & CO, L.P., DBZ GP, LLC, ZWIRN HOLDINGS, LLC, and DANIEL ZWIRN, Third-Party Respondents. • Ref. No.: 1425006537 • THIRD-PARTY RESPONDENTS' RESPONSE TO FINANCIAL TRUST COMPANY, INC.'S AND JEEPERS, INC.'S STATEMENT OF COUNTERCLAIM AND THIRD- PARTY CLAIM 1. D.B. Zwim Partners, LLC (n/k/a Irvington Associates, LLC) ("the Fund GP"), D.B. Zwim & Co, L.P. (n/k/a Irvington Management, L.P.) ("the Investment Manager"), DBZ GP, LLC (n/k/a Irvington GP, LLC) ("the Investment Manager GP"), Zwim Holdings, LLC EFTA01125010 (n/k/a Irvington Holdings, LLC) ("the Holding Company") and Daniel Zwirn ("Zwim") (together, "Third-Party Respondents") generally deny the allegations in Financial Trust Company, Inc.'s ("Financial Trust") and Jeepers Inc.'s ("Jeepers") (together, "Third-Party Claimants") Statement of Counterclaim and Third-Party Claim. 2. Among other things, Zwim never promised Jeffrey Epstein ("Epstein") that the Fund would honor a withdrawal request for $80 million, or any withdrawal request that was not made in accordance with the contractual requirements applicable thereto. The allegation that Zwim so promised is a recent fabrication: Epstein and Third-Party Claimants did not reference such a promise in any subsequent communications concerning their withdrawal requests, and never documented the promise in any of their communications with any Third-Party Respondent. Also, Zwirn's disclosures to investors were neither misrepresentations, misleading nor negligent. FIRST AFFIRMATIVE DEFENSE 3. Epstein communicated to the Fund GP that the November 13, 2006 request for partial withdrawal (the "Partial Withdrawal Request") from the D.B. Zwirn Special Opportunities Fund L.P. n/k/a/ Fortress Value Recovery Fund I LLC ("the Fund") was withdrawn so long as the Fund GP consented to and the Investment Manager assisted with the transfer of Financial Trust's interests in the Fund, and did so prior to the end of 2006. In reliance on that representation, the Fund GP approved the transfer and the Investment Manager undertook substantial efforts to facilitate the transfer, and Financial Trust's interests were transferred to Jeepers before the end of 2006. 4. By reason of the foregoing, Third-Party Claimants are estopped, in whole or in part, from denying that the Partial Withdrawal Request had been withdrawn. 2 EFTA01125011 SECOND AFFIRMATIVE DEFENSE 5. In mid-November, in late January, and on March 27, 2007, Third-Party Claimants were informed that the Partial Withdrawal Request would not be honored; on March 27, 2007, Third-Party Claimants were informed that the withdrawal request made on or about February 14, 2007 would not be honored; and on May 15, 2007, when any withdrawal request effective as of the end of the first quarter of 2007 would have been payable, no payment from the Fund to Third-Party Claimants was made. 6. Third-Party Claimants were informed of all accounting or financial irregularities of which Third-Party Claimants now complain by no later than March 26, 2007. 7. By reason of the foregoing, the claims of Third-Party Claimants against Third- Party Respondents arc barred in \\ hole or in part by the applicable statute of limitations. THIRD AFFIRMATIVE DEFENSE 8. Third-Party Claimants' investments in the Fund were made at live different times, and each investment was subject to successive two-year lock-up periods. In November 2006, those investments would not have been available for withdrawal until substantially into the future, including as late as year-end 2008. Had Third-Party Claimants given effective notice for a complete withdrawal request in November 2006, most of the withdrawals would not have been payable until substantially into the future, if at all. Further, in no circumstances could investments be withdrawn immediately from the Fund. 3 EFTA01125012 9. By reason of the foregoing, an alleged oral contract in November 2006 to permit Third-Party Claimants to make a partial withdrawal of $80 million in exchange for a promise not to make a complete withdrawal request would fail for lack of consideration. FOURTH AFFIRMATIVE DEFENSE 10. Third-Party Claimants' Statement of Counterclaim and Third-Party Claim fails to state a claim for breach of contract as to the Investment Manager, the Investment Manager GP, Holding Company, and Zwim because they were not parties to the contract. FIFTH AFFIRMATIVE DEFENSE 11. Third-Party Claimants' Statement of Counterclaim and Third-Party Claim fails to state a claim for promissory estoppel as to the Investment Manager, Investment Manager GP, and Holding Company because none of these parties had any obligation to make payment on a withdrawal request made by an investor in the Fund. SIXTH AFFIRMATIVE DEFENSE 12. Third-Party Claimants' Statement of Counterclaim and Third-Party Claim fails to state a claim for fraud as to the Investment Manager, Investment Manager GP, and Holding Company because the Statement of Counterclaim and Third-Party Claim does not allege that these parties made any misrepresentations to the Third-Party Claimants. SEVENTH AFFIRMATIVE DEFENSE 13. Third-Party Claimants' Statement of Counterclaim and Third-Party Claim fails to state a claim for breach of fiduciary duty as to the Investment Manager, Investment Manager GP, or Holding Company because the Statement of Counterclaim and Third-Party Claim does not allege that these parties owed or breached a fiduciary duty to the Third-Party Claimants. 4 EFTA01125013 EIGHTH AFFIRMATIVE DEFENSE 14. Third-Party Claimants' Statement of Counterclaim and Third-Party Claim fails to state a claim for negligent misrepresentation as to the Investment Manager, Investment Manager GP, and Holding Company because the Statement of Counterclaim and Third-Party Claim does not allege that these parties made any misrepresentations to the Third-Party Claimants. 5 EFTA01125014 Dated: New York, New York June 25, 2010 COOLEY LLP By: StX A an Levine William O'Brien Arastu K. Chaudhury 1114 Avenue of the Americas New York, New York 10036 (212) Email: Email: Email: Attorneys for Third-Party Respondents D.B. Zwirn Partners, LLC (Wick Irvington Associates, LLC), D.B. Zwirn & Co., L.P. (n/k/a Irvington Management , L.P.), DBZ GP, LLC (n/k/a Irvington GP, LLC), and Zwirn Holdings, LLC (n/k/a Irvington Holdings, LLC). LANKLER SIFFERT & WOHL LLP By: John S e Daniel E. Reynolds Andrew S. Lee 500 Fifth Avenue New York, New York 10110 (212)9, Email: Email: Email: Attorneys for Third-Party Respondent Daniel Zwirn 6 EFTA01125015 PROOF OF SERVICE This is to certify that a true and correct copy of the foregoing instrument has been served by email and first class mail, this 25t° day of June, 2010, on: Harry P. Susman Susman Godfrey L.L.P. 1000 Louisiana, Suite 5100 Houston, TX 77002 Brad S. Karp Paul, Weiss, Rificind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, NY 10019 Alan Levine Cooley LLP 1114 Avenue of the Americas New York, NY 10036 Daniel E. Reynolds EFTA01125016 === IMAGE DESCRIPTIONS === [Image 1] The image shows a document with text, which appears to be a legal or official document. The text is redacted, with certain phrases and names highlighted in red. The document seems to be a letter or a report, as indicated by the heading and the formal language used. The visible text includes phrases such as "Third Party," "Financial Trust," and "Investment Manager," suggesting that the document is [Image 2] The image shows a document with text, which appears to be a legal or contractual agreement. The document is numbered and contains various clauses and paragraphs, each with a heading. The text is dense and formal, typical of legal or business documents. There are no visible names, dates, places, or logos that can be described without speculation. The document is a textual representation and does no [Image 3] The image is a document scan, specifically a letter or a report. It contains text with numbered points, which appear to be related to legal or financial matters. The document mentions a "Second Attachment" and refers to a "Third Party Claimant." There are also references to "First Party Claimant," "Second Party Claimant," and "Third Party Claimant." The text includes dates such as "March 27, 2006, [Image 4] The image shows a document that appears to be a court filing or legal document. It includes text and a table with various entries. The visible text includes the names of parties involved, such as "FORTRESS VALUE RECOVERY FUND LLC" and "FORTRESS FINANCIAL CORPORATION." There are also references to "Plaintiff" and "Defendant." The document appears to be a formal legal document, possibly related to a [Image 5] The image shows a document, which appears to be a letter or a legal document, with visible text and signatures. The document is dated "June 20, 2001" and is addressed to "Andrew Lee." The visible text includes the names "Lankler Carroll & Llewellyn LLP" and "Lankler Carroll & Llewellyn LLP," suggesting that this is a letter from a law firm to an individual. The signatures at the bottom of the docu [Image 6] The image shows a document titled "Proof of Service." It appears to be a formal legal document, possibly related to a legal case or service of process. The document includes a date, a list of parties involved, and a description of the service performed. There is a signature at the bottom, indicating that the service has been acknowledged. The document is signed by a person whose name is not visibl