LACV019503 - Contract Dispute For Movie Script Dismissed PDF

E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT
E-FILED 2014 APR 08 2:18 PM SAC - CLERK OF DISTRICT COURT
IN THE IOWA DISTRICT COURT FOR SAC COUNTY
BRYAN MOORE,
CASE NO. LACV 019503
Plaintiff,
v.
MOTION TO DISMISS
SULTAN SAEED AL DARMAKI, DARK
DUNES PRODUCTIONS a/k/a DARK
DUNES CINEMA PRODUCTIONS,
Defendants.
COME NOW the Defendants, Sultan Saeed al Darmaki and Dark Dunes Productions,
pursuant to Iowa R. Civ. P. 1.421, and hereby moves that the court dismiss this action in its
entirety. Pursuant to Iowa Rule of Civil Procedure 1.431(3), defendants have filed a Brief in
Support of their Motion to Dismiss and a Declaration by Sultan Saeed Al Darmaki, and by this
reference incorporate said documents herein.
WHEREFORE, defendants respectfully requests the Court grant their Motion to Dismiss
regarding all claims against them in this case and that the costs of this action be assessed against
Plaintiff.
Certificate of Service
The undersigned certifies that the foregoing instrument was
served upon the parties to this action by serving a copy
upon each of the attorneys listed as receiving notice on
April 24, 2014.
/s/ Laura N. Martino
GREFE & SIDNEY, P.L.C.

By: /s/ Guy R. Cook
Guy R. Cook, AT0001623
By: /s/ Laura N. Martino
Laura N. Martino, AT0005043
Copy to:
Jonathan C. Wilson
Tara Z. Hall
Davis, Brown, Koehn, Shorts & Roberts, P.C.
215 10th Street, Suite 1300
Des Moines, IA 50309
500 E. Court Ave., Ste. 200

Phone: 515/245-4300
Fax: 515/245-4452
gcook@grefesidney.com
lmartino@grefesidney.com
ATTORNEYS FOR DEFENDANT DARK
DUNES PRODUCTIONS
BRYAN MOORE,
Plaintiff,
v.
BRIEF IN SUPPORT OF MOTION TO

DISMISS
Defendants.
COME NOW the defendants, Sultan Saeed Al Darmaki (hereinafter Al Darmaki) and
Dark Dunes Cinema Productions (hereinafter Dark Dunes), pursuant to Iowa Rules of Civil
Procedure 1.421(1)(b) and 1.431(3), and hereby submit their brief in support of their Motion to
Dismiss.
I. BACKGROUND
Plaintiffs claims against defendants arise from a Production Agreement for the
production of a film entitled The Shadow over Innsmouth. (Petition 5, 10, 11, 16.)
However, as set forth in more detail herein, Defendant moves the Court to dismiss this action for
lack of personal jurisdiction over the Defendants as there are insufficient contacts between the
Defendants, Plaintiffs claim and the state of Iowa to allow the court to exercise jurisdiction over
the Defendants. Further, as demonstrated below, the Petition is completely devoid of any
specific allegations against Al Darmaki personally and instead attempts to impute liability to Al
Darmaki based solely upon his status as a partner of Dark Dunes Cinema Productions. Except for
merely reciting the legal elements of alter ego liability, however, Plaintiff alleges nothing that
would warrant piercing the corporate veil between Dark Dunes and its member Al Darmaki.
Accordingly, as set forth in greater detail below, the Petition must be dismissed for the
following three independent reasons:
1.
The Complaint must be dismissed pursuant to Rule 1.421(1)(b) because the Court
lacks jurisdiction over Dark Dunes Productions. Dark Dunes Productions is a limited liability
company organized and existing under the laws of United Arab Emirates, with its principal place
of business in Abu Dhabi, United Arab Emirates, and does not, and did not during the relevant
time period, engage in business in Iowa or have any other connection or contact with Iowa
sufficient to establish personal jurisdiction over it;
2.
The Complaint must be dismissed pursuant to Rule 1.421(1)(b) because the Court
lacks jurisdiction over Al Darmaki. Al Darmaki is an individual who is a resident of Abu Dhabi,
United Arab Emirates. During the relevant time period, he did not conduct business in Iowa or
have any other connection or contact with Iowa sufficient to establish personal jurisdiction over
him; and
3.
Plaintiff fails to allege facts sufficient to pierce the corporate veil between Dark
Dunes and Al Darmaki, and therefore Dark Dunes contacts with Iowa cannot be imputed to Al
Darmaki. Al Darmakis status as a partner of Dark Dunes is simply not enough.
II. STATEMENT OF FACTS ALLEGED
Plaintiff concedes that Dark Dunes Productions is a foreign corporation with its corporate
offices in Abu Dhabi, United Arab Emirates. (Petition 3.) Plaintiff further concedes that
defendant Al Darmaki is a resident of Abu Dhabi, United Arab Emirates. (Petition 2). During
the relevant time period, Al Darmaki was a manager and partner of Dark Dunes Productions.
(Declaration of Al Darmaki 1; Attached as Exhibit 1). In August of 2013, Al Darmaki met
Plaintiff in Providence, Rhode Island for the first time. (Declaration 7). Al Darmaki had
previously funded a Kickstarter project that Moore was involved in, and they decided to meet in
Rhode Island to discuss a new project that Moore was proposing to make. (Declaration 8).
During this meeting, Al Darmaki and Moore agreed to make a film entitled Shadow Over
Innsmouth (hereinafter the Film) (Declaration 9). The parties executed three contracts as
follows 1:
1.
2.
3.
A contract for the preparation of an outline, first draft and breakdown motion
picture script (Exhibit A to Moores Petition; hereinafter Script Agreement);
A contract for the directing and production of the film (Exhibit B to Moores
Petition; hereinafter the Production Agreement); and
A non-disclosure agreement.
(Declaration 10).
Pursuant to the Script Agreement, dated September 10, 2013, upon Moores
commencement of preparation of the script for the Film, Dark Dunes agreed to pay Moore
$10,000, which payment was made. (Declaration 13). The contract further required Moore to
deliver the outline and script to Dark Dunes no later than October 15, 2013 in manner and form
satisfactory to Dark Dunes Productions. (Exhibit A to Moores Petition).
A fourth contract, that was never written or executed, was contemplated for the funding
to shoot the Film.
The Production Agreement, dated September 30, 2013 provided that Moore was to render
services including film direction, production (including pre-production, shooting, and postproduction), marketing and development and execution of distribution strategy. (Exhibit B to
Moores Petition). In exchange Dark Dunes would make eight (8) quarterly payments as the
activities progressed. Each payment was in the amount of $18,750. Work on the production
agreement was to be started September 30, 2013 in a manner and form satisfactory to Dark
Dunes Productions. (Exhibit B to Moores Petition). The contract further provided that in the
instance of Moores intentional, knowing, or deliberate failure to perform properly, wilful
negligence or dereliction of duty, Dark Dunes Productions reserved the right to terminate the
terms of the contract. Two quarterly payments were made pursuant to the contract. (Declaration
13).
During the week of October 7, 2013, just prior to the due date for Moore to produce the
outline and script, Dark Dunes producers Mallory OMeara and Frank Woodward, visited Moore
in Iowa to discuss the script. (Declaration 14). No production activities took place on the trip.
(Declaration 14). On October 15, 2013, Moore failed to deliver an outline and script to Dark
Dunes Productions in a manner and form that was satisfactory to Dark Dunes Productions.
(Declaration 15). The script was not in the appropriate format for a script (the industry
standard is to prepare scripts using Final Draft but Moore delivered the scrip in Microsoft
Word format). (Declaration 16). In addition, the script was short, had grammatical mistakes
throughout and otherwise failed to meet the expectations of Dark Dunes. (Declaration 17).
Moore was told that the material was not satisfactory, was provided specific revisions to be
incorporated into the script, and was allowed until December 15, 2013 to complete the script.
(Declaration 18). On December 15, 2013, Moore delivered substantially the same quality of
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work as he had on October 15, 2013. (Declaration 19). Dark Dunes producer, Mallory,
conveyed that the script was not satisfactory to Dark Dunes Productions. (Declaration 19).
During the week of January 2, 2014, Al Darmaki, Mallory, Woodward and Moore met in
Los Angeles, CA. During this meeting, Moore was advised that he had to create a satisfactory
script within three weeks or the contract would be terminated as there is not film to produce if an
adequate script is not created. (Declaration 20). Moore ultimately delivered a similar, lacking
draft and Dark Dunes Productions exercised its right to terminate the contract. (Declaration
21).
Communication between Sultan, Mallory and Moore occurred generally over the
telephone or by e-mail. (Declaration 15, 18, 19, 21). No production activities actually
occurred in Iowa. (Declaration 25). No staff was hired to create the film in Iowa. (Declaration
25). No locations were secured for filing and no sets were built in Iowa. (Declaration 25).
No shooting, editing, or marketing of the film ever occurred in Iowa. (Declaration 25). Further,
Al Darmaki has never visited the state of Iowa. (Declaration 23).
III. ARGUMENT
A.
THE COMPLAINT SHOULD BE DISMISSED FOR LACK OF PERSONAL

JURISDICTION OVER DARK DUNES PRODUCTIONS
The Complaint must be dismissed as against Dark Dunes productions pursuant to Rule
1.421(1)(b) because Plaintiff has not pled any facts that would establish a basis for this Court to
assert personal jurisdiction over Dark Dunes Productions, and Dark Dunes Productions has
affirmatively established that it has no jurisdictional contacts with Iowa.
Iowa Rule of Civil Procedure 1.306 provides in pertinent part as follows:
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Every corporation, individual, personal representative, partnership or association that

shall have the necessary minimum contact with the state of Iowa shall be subject to the
jurisdiction of the courts of this state.
Iowa R. Civ. P. 1.306. Rule 1.306 expands Iowa's jurisdictional reach to the widest due process
parameters allowed by the United States Constitution. Hammond v. Fla. Asset Fin. Corp., 695
N.W.2d 1, 5 (Iowa 2005).
For Iowa to assert personal jurisdiction over Dark Dunes, Dark Dunes must have had
certain minimum contacts with [Iowa] such that maintenance of the suit [in Iowa] does not
offend traditional notions of fair play and substantial justice. Twaddle v. Twaddle, 582 N.W.2d
518, 520 (Iowa App. 1998) (citing International Shoe Co. v Washington, 326 U.S. 310, 316 66
S.Ct. 154, 158, 90 L.Ed.2d 95, 102 (1945)); see also Ross v. First Savings Bank of Arlington,
675 N.W.2d 812, 815 (Iowa 2004); Hodges v. Hodges, 572 N.W.2d 549, 551 (Iowa 1997).
In order to determine whether a court possesses personal jurisdiction over a nonresident
defendant, Iowa courts consider the following five factors:
(1) the quantity of the contacts the party has with Iowa;
(2) the nature and quality of those contacts;
(3) the source and connection of the cause of action with the contacts;
(4) the interest of the forum state; and
(5) the convenience of the parties.
Ross, 675 N.W.2d at 816; Al-Jon, Inc. v. Garden Street Iron & Metal, Inc., 301 N.W.2d 709, 711
(Iowa 1981); Twaddle, 582 N.W.2d at 520. The first three factors are the most important. Id.
The constitutional touchstone in determining jurisdiction is whether defendant has

purposefully established minimal contacts in the form state, and defendants conduct and
connection is such defendant should have reasonably anticipated being haled into court in a
forum state. [citations omitted] Unilateral activity on behalf of one who claims a relationship
with a nonresident defendant does not satisfy the requirement of contact with the form state. It is
essential there must be some act by which the defendant purposefully avails itself of the privilege
of conducting activities in the forum state, thereby invoking the benefits and protections of its
laws. OnmiLingua, Inc. v. Great Golf Resorts of World, Inc., 500 N.W.2d 721 (Iowa 1993).
The accompanying declaration of Al Darmaki, a Dark Dunes Productions manager,
affirmatively establishes the absence of sufficient contacts of Dark Dunes Productions with
Iowa.
1. Quantity of Contacts
Dark Dunes is, and at all times relevant to this litigation was, a limited liability company
organized and existing under the laws of United Arab Emirates, is headquartered in Abu Dhabi,
United Arab Emirates, and maintains its principal place of business there. (Declaration. 3.)
Dark Dunes does not, and did not during the relevant time period, maintain any office or
employee in the State of Iowa, did not have a registered agent in the State, and did not maintain
any bank accounts in the state. (Declaration 2-4). Communications with Moore generally
occurred in locations other than Iowa (Rhode Island and California) or were by e-mail or phone.
(Declaration 7, 15, 18, 19, 20, 21). Dark Dunes producers Mallory and Woodward visited the
State on only one limited occasion. (Declaration 14.) Although plaintiff lives in the state, and
consequently, did his work in the state, that is simply not enough to assert jurisdiction over Dark
Dunes.
2. Quality of Contacts
A plaintiffs contract with a nonresident party alone does not automatically establish
sufficient minimum contacts in plaintiffs forum state. OmniLingua, Inc., 500 N.W. 2d at 724.
Where jurisdiction is alleged on the basis of a contract, Iowa Courts analyze prior negotiations,
contemplated future consequences, terms of the contract and the parties actual course of dealing.
Id. The contract contemplated the production of a film. However, nothing about the movie
required performance in Iowa and because the project never got past the script writing stage no
production occurred in Iowa. (Declaration 20). Specifically, no employees were hired, no
locations secured, and no sets were built. (Declaration 25). The negotiations leading to the
contract took place outside the state of Iowa, and all but one meeting regarding the project also
occurred outside of the state of Iowa, by email or phone. (Declaration 7, 15, 18, 19, 20, 21).
Outside of the fact that Moore lives in Iowa, and as a consequence, did his work here in the state,
Dark Dunes had no further connections with the state of Iowa.
3. Source And Connection Of The Contacts
This case arises out of the Production Agreement for a project that Moore sought
financing for from Dark Dunes Productions. Moore went to meet Al Darmaki outside of the
state of Iowa to discuss the initial project, and for later meetings regarding the film. (Declaration
9, 20). The only meeting related to the project that occurred in Iowa was only as a result of the
fact that Moore resided in the state. (Declaration 14).
4. Interest of the Forum

Iowa does not have a strong interest in protecting citizens of this state as a result of the
parties agreement. This was a private contractual agreement that has no bearing on the citizens
of the state.
5. Convenience of the Parties
Iowa is an inconvenient forum for defendants. Witnesses for defendants reside in Los
Angeles, CA or in the United Arab Emirates. The parties agreements and other documents
related to the film are maintained in Los Angeles, CA and the United Arab Emirates.
Weighing the factors above it is clear that plaintiff cannot establish that defendants have
sufficient minimum contacts with Iowa. In the absence of such a showing, Iowa court may not
exercise jurisdiction over a non-resident defendant and plaintiffs petition should be dismissed
for lack of personal jurisdiction.
B.
THE COMPLAINT SHOULD BE DISMISSED FOR LACK OF PERSONAL

JURISDICTION OVER SULTAN SAEED AL DARMAKI
The court likewise lacks sufficient minimum contacts with Al Darmaki to confer personal
jurisdiction. Al Darmakis contacts with the state are even more limited than those of Dark
Dunes. Al Darmaki is not a party to the Production Contract. (Declaration 12). He has never
visited the state of Iowa and he does not have any business in the state of Iowa. (Declaration
23). Apparently understanding that Al Darmaki has no contacts with Iowa, Plaintiff attempts to
impute to Al Darmaki the forum contacts of Dark Dunes by alleging that Al Darmaki is the alter
ego of Dark Dunes. (Petition. 25-33.) Except for merely reciting the legal elements of alter
ego liability, however, Plaintiff alleges nothing that would warrant piercing the corporate veil
between Dark Dunes and its partner Al Darmaki.
It is well settled that shareholders and not individually liable for the acts of the
corporation. See Midwest Management Corp. v. Stephens, 291 N.W.2d 896, 902 (Iowa 1980)
(corporations are entities separate from their shareholders). A court may disregard a corporate
structure by piercing the corporate veil only under circumstances where the corporation is a
mere shell, serving no legitimate business purpose, and used primarily as an intermediary to
perpetuate fraud or promote injustice. C. Mac Chambers Co. v. Iowa Tae Kwon Do Academy,
Inc., 412 N.W.2d 593, 597 (Iowa 1987) (quoting Briggs Transp. Co. v. Starr Sales Co., 262
N.W.2d 805, 810 (Iowa 1978)). The burden is on the party seeking to pierce the corporate veil to
show the exceptional circumstances required. C. Mac Chambers, 412 N.W.2d at 598; In re
Marriage of Ballstaedt, 606 N.W.2d 345, 349 (Iowa 2000). The following factors would support
such a finding: (1) the corporation is undercapitalized; (2) without separate books; (3) its
finances are not kept separate; (4) the corporation is used to promote fraud or illegality; (5)
corporate formalities are not followed; or (6) the corporation is merely a sham. See, e.g., In re
Marriage of Ballstaedt, 606 N.W.2d 345, 349 (Iowa 2000).
Dismissal of claims against a shareholder for failure to state a claim is appropriate where,
as in this case, the plaintiff fails to make factual allegations sufficient to satisfy the elements of a
veil piercing claim. See Ashcroft v. Iqbal, 556 U.S. 662, 129 S.Ct. 1937, 1949, 173 L.Ed.2d 868
(2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570, 127 S.Ct. 1955, 167 L.Ed.2d
929 (2007)). A claim has facial plausibility when the plaintiff pleads factual content that allows
the court to draw the reasonable inference that the defendant is liable for the misconduct
alleged. Id.; see also Schaaf v. Residential Funding Corp., 517 F.3d 544, 549 (8th Cir.2008)
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(noting that a complaint must include sufficient factual information to provide the grounds' on
which the claim rests, and to raise a right to relief above a speculative level (quoting Twombly,
550 U.S. at 555, 127 S.Ct. 1955)); Union Ins. Co. v. Hull & Co., Inc., 831 F. Supp. 2d 1060,
1064 (S.D. Iowa 2011)( Without any discernible allegations of any wrongdoing by Brown or
any underlying facts that would provide a basis for finding that Brown should be held liable
under the alter ego doctrine or by piercing the corporate veil, the Motion to Dismiss must be
granted.)
Plaintiff has failed to allege any facts to support a veil piercing claim. Instead, Plaintiffs
mere instrumentality/alter ego claim rests solely on a bare-bones recital of the elements of the
claim that are not supported by sufficient factual allegations (see Petition 25-33) and
Plaintiffs conclusory allegations in no way create a basis to disregard the corporate separation
between Dark Dunes and Al Darmaki. Accordingly, the Petition should be dismissed pursuant to
Rule 1.421(1)(b).
IV. CONCLUSION
For all of the foregoing reasons, as well as those set forth in the accompanying
declaration, Dark Dunes Cinema Productions and Sultan Saeed Al Darmaki respectfully request
that their motion to dismiss the Petition be granted in its entirety.
April 25, 2014.

By: /s/ Guy R. Cook
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Copy to:

Phone: 515/245-4300
Fax: 515/245-4452
Jonathan C. Wilson
Tara Z. Hall

DUNES PRODUCTIONS
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E-FILED 2014 MAY 05 2:20 PM SAC - CLERK OF DISTRICT COURT
BRYAN MOORE,
Plaintiff,
vs.
DUNES CINEMA PRODUCTIONS
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PLAINTIFFS UNRESISTED
MOTION FOR EXTENSION OF
TIME TO FILE RESISTANCE
TO DEFENDANTS MOTION
TO DISMISS
Defendants.
COMES NOW the Plaintiff, Bryan Moore ("Plaintiff"), by and through his attorneys, and
for his Unresisted Motion for Extension of Time to File a Resistance to Defendants Motion to
Dismiss states as follows:
1.
On March 20, 2014, Plaintiff filed its Petition in this matter.
2.
On April 25, 2014, Defendants filed a Motion to Dismiss.
3.
The current deadline for Plaintiff to file a Resistance, taking into account the
3-day mailing rule, pursuant to Iowa Rule of Civil Procedure 1.443(2), is Thursday, May 8,
2014.
4.
Due to professional obligations and travels out of State, the undersigned counsel
respectfully request an extension of time to respond to Defendants Motion.

5.
The undersigned counsel has consulted with Defendants counsel Laura Martino
who has indicated she does not object to counsels request for a seven (7) day extension of time.
6.
This matter has not been set for trial and no hearing has yet been set on the
Motion to Dismiss.
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7.
Plaintiff respectfully requests an additional seven (7) days, up to and including
May 15, 2014, to file its Resistance to Defendants Motion to Dismiss.

WHEREFORE Plaintiff Bryan Moore respectfully prays the Court enter an Order
extending the time for Plaintiff to file a Resistance to Defendants Motion to Dismiss for an
additional seven (7) days, up to and including May 15, 2014 and for any such further relief the
court deems just and appropriate under the circumstances.
/s/ Jonathan C. Wilson

Jonathan C. Wilson, AT0008628
Tara Z. Hall, AT0003152
Davis, Brown, Koehn, Shors & Roberts, P.C.
Des Moines, Iowa 50309
Telephone: (515) 288-2500
Facsimile: (515) 243-0654
E-mail: JonathanWilson@davisbrownlaw.com
TaraHall@davisbrownlaw.com
ATTORNEYS FOR THE PLAINTIFF
Original Filed.
COPY TO:
PROOF OF SERVICE
The undersigned certifies that the foregoing instrument was served upon
all parties to the above cause to each of the attorneys of record herein at
their respective addresses disclosed on the pleadings on May 5, 2014 by:
Guy R. Cook
Laura N. Martino
Phone: 515/245-4300
Fax: 515/245-4452
US Mail
Hand Delivered
Federal Express
Signature: /s/ Tara Z. Hall

DUNES PRODUCTIONS
FAX
Overnight Courier
Other: E-File
E-FILED 2014 MAY 06 9:37 AM SAC - CLERK OF DISTRICT COURT
2RCV01
BRYAN SCOTT MOORE ,

PLAINTIFF(S),
vs.
SULTAN SAEED AL DARMAKI
DARK DUNES CINEMA PRODUCTIONS
,
Case No. 02811 LACV019503
ORDER
DEFENDANT(S).
Plaintiff's Motion for Extension of Time comes before the Court.
IT IS ORDERED that the aforesaid Motion is SUSTAINED.
Plaintiff shall have until the close of business on May 15, 2014, to file any Resistance
to the Motion to Dismiss.
CLERK TO FURNISH COPIES TO:

Counsel of Record
1 of 2
State of Iowa Courts

Case Number
LACV019503
Type:
Case Title
BRYAN MOORE V. SULTAN SAEED AL DARMAKI, DARK
DUNES
OTHER ORDER
So Ordered
Electronically signed on 2014-05-06 09:37:33
2 of 2
BRYAN MOORE,
Plaintiff,
vs.
Defendants.
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PLAINTIFFS MOTION TO
AMEND PETITION
for his Motion to Amend Petition states as follows:
1.
Plaintiff filed its Petition against Defendant Sultan Saeed Al Darmaki, Dark
Dunes Productions a/k/a Dark Dunes Cinema Productions on or about March 20, 2014.
2.
On April 24, 2014 Defendant, Sultan Saeed Al Darmaki (hereinafter Al
Darmaki), Dark Dunes Productions a/k/a Dark Dunes Cinema Productions filed a Motion to
Dismiss Plaintiffs Petition based on lack of personal jurisdiction and failure to state a claim with
respect to the claim against Defendant Al Darmaki individually under a piercing the corporate
veil and alter ego doctrine. Plaintiff is filing a resistance to the motion contemporaneously
herewith.
3.
Trial of this matter has not been scheduled.
4.
Plaintiffs Petition sets forth in paragraph 32 a factual allegation that no separate
entity status was ever asserted or demonstrated [and] all dealings were conducted solely with
Defendant Al Darmaki and/or his designated agent in the United States, Mallory OMeara. This
factual allegation supports Moores assertion that Dark Dunes is a mere instrumentality and alter
#2461195
ego of Defendant Al Darmaki and establishes a prima facie claim. Plaintiff is also filing
contemporaneously herewith a Motion to Amend his Petition to highlight additional facts
relevant to the piercing the corporate veil and alter ego claim.
6.
Under Iowa Rule of Civil Procedure 1.402(4) leave to amend shall be freely
given when justice so requires.

7.
This motion should be granted in the interest of justice and judicial economy.
A proposed First Amended Petition is attached hereto as Exhibit A.

WHEREFORE, Plaintiff moves the Court for an Order allowing him to amend his
Petition in the form attached and for any and all other relief the Court deems just, equitable and
appropriate under the circumstances.

Telephone: (515) 288-2500
Facsimile: (515) 243-0654
Original Filed.
COPY TO:
Guy R. Cook
Laura N. Martino
Phone: 515/245-4300
Fax: 515/245-4452
PROOF OF SERVICE
their respective addresses disclosed on the pleadings on May15, 2014
by:
US Mail
Hand Delivered
Federal Express

DUNES PRODUCTIONS
FAX
Overnight Courier
Other: E-File
BRYAN MOORE,
Plaintiff,
vs.
Defendants.
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PLAINTIFFS MEMORANDUM
OF AUTHORITIES IN
SUPPORT OF HIS RESISTANCE
TO DISMISS
COMES NOW the Plaintiff, Bryan Moore (Moore or Plaintiff), by and through his
attorneys, and for his Memorandum of Authorities in Support of his Resistance to Defendants
Motion to Dismiss states as follows:
I.
INTRODUCTION
Moore was hired by Defendant Al Darmaki and alter ego Dark Dunes to write a script for
a film entitled Shadow Over Innsmouth (hereinafter The Film). Moore was also hired by
Defendants to produce the Film. Moore disputes numerous allegations contained in Defendants
Motion to Dismiss and supporting pleadings with respect to the Script, the purported termination
and the Film. Moores Resistance to the Motion to Dismiss, however, will focus on the narrow
issue before the Court which is whether Defendants have sufficient minimum contacts with the
state of Iowa to permit an assertion of jurisdiction over them and whether Moore has stated a
claim upon which relief may be granted.
As set forth in the Affidavits of Bryan Moore and Professor David Grant Walker, filed
contemporaneously herewith and incorporated herein by this reference, 90 percent of the Film
was to be shot in Iowa. Iowa resources were to be utilized for the Film including public and
#2457817
private Iowa locations, Iowa actors and community members, Iowa contractors, and Buena Vista
University resources. It was desirable to shoot the Film in Iowa because it was most costeffective to do so and it was Defendant Sultan Saeed Al Darmakis (hereinafter Al Darmaki)
desire to keep costs down. As set forth herein, Dark Dunes Productions a/k/a Dark Dunes Films
a/k/a Dark Dunes Cinema Productions (hereinafter Dark Dunes) and Defendant Al Darmaki
have sufficient contacts with the state of Iowa and with Sac County to subject them to the
jurisdiction of this Court. Furthermore, Defendants Motion to Dismiss Plaintiffs claim of
piercing the corporate veil must also be denied.
II.
BACKGROUND FACTS
On or about September 10, 2013, for valuable consideration, Plaintiff and Defendant Al
Darmakis alter ego Dark Dunes entered into a contract whereby Plaintiff was hired to outline
and draft a script of the Film and provide this no later than October 15, 2013 (hereinafter the
Script Agreement). See Ex. A. The Script Agreement provided that Plaintiff was to be paid
$10,000 for all rights to the outline and script upon commencement of the work. See Ex. A 2.
The sum of $10,000 was remitted to Plaintiff upon commencement of the work. Moore Aff. 4.
Thereafter, on September 30, 2013, for valuable consideration, Plaintiff and Defendant Al
Darmakis alter ego Dark Dunes entered into a second agreement for film production of the Film
which included directing the film, co-producing the film from pre-production to shooting, postproduction, and working with fellow producers in the marketing, distribution strategy, inclusive
of duties and appearances at any and all film markets and film festivals (hereinafter the
Production Agreement). See Ex. B.
Subsequently, the parties moved forward with coordination and planning for the Film. As
set forth herein, in connection with the production of the Film, Defendants Dark Dunes and
Defendant Al Darmaki had significant contacts with the State of Iowa. Moore Aff. 1.
Approximately 90 percent of the Film was to be filmed in Iowa because it was most costeffective to do so. Moore Aff. 22. Iowa rates and production prices are extremely affordable
compared to rates in other areas of the country and certain Iowa property owners even agreed to
allow their properties to be used free of charge, which Defendant Al Darmaki was pleased to
learn. Moore Aff. 19. Defendant Al Darmaki expressed the fact that he wanted to pay Iowa
prices for the Film. Moore Aff. 20.
In October of 2013, Mallory OMeara, an agent of Al Darmaki and alter ego Dark Dunes,
and Frank Woodward who was also hired by Defendants, traveled to Iowa and spent 7 days in
Iowa. Moore Aff. 21. During this trip the following work was conducted:
At least a dozen location scout videos were shot in Iowa at the following
locations: The historic Park Hotel in Sac City, the American Legion, 5th Street
Bridge in Sac City, countryside in Sac City, Wall Lake, and Lakeview, and the
Marsh Refinery in Sac City.1
Numerous location scout photographs were shot for potential Film

locations;
Met with local building and business owners to secure verbal permission
to shoot at their respective locations;
Met with local business owners about securing office and production
space;
Met with Liz Gilman of the Iowa Film Commission Produce Iowa to become
acquainted with her and learn about the supportive resources that might be
available from/through her office for utilization of local Iowa cast and crew for
the Film;
Conducted several script read-throughs;
Mr. Moore has retained copies of the scout videos and these can be provided to the Court upon request.
Proceeded with production duties with the explicit intent of

shooting the film in Iowa;
Prepared a Film budget;
Commenced possible script re-writes based on the anticipated budget;
Communicated every one to two days with Defendant Al Darmaki via telephone
and email to inform him of our progress to be ready to commence shooting for
the Film in May or June 2014 in and around Sac City, Iowa for approximately 3
weeks.
Moore Aff. 21.

In October of 2013 Al Darmaki authorized and provided funds for the purchase of a 1919
Ford Model T car for use in the Film. Moore Aff. 23; Ex. H. Because the Film was to be shot
in Iowa, the vehicle was delivered to Sac City, Iowa and arrived during the time Mallory
OMeara and Frank Woodward were in Iowa. Moore Aff. 23. Agents of Defendants spent one
full week in Iowa and all of these tasks were completed in Iowa because it was understood that
90 percent of the Film was to be shot in Iowa. Moore Aff. 19, 21.
From October to December of 2013 the following tasks were performed related to the
Film to be shot in Iowa:
Marie Ramstead of Sac City, Iowa was consulted about renting her large dining
room to feed our extras and actors on the big crowd days and potentially for
general craft service for the entire Film shoot if the cost would be inexpensive;
Marissa Crimmins an accountant and bookkeeper in Sac City, Iowa was consulted
about serving as an accountant and bookkeeper to manage production costs for the
Film;
Use of the historic Park Hotel in Sac City, Iowa was confirmed;
Use of the American Legion Hall, in Sac City, Iowa was confirmed;
Use of the Basement of Cedes Bark Bistro located in Sac City, Iowa was
confirmed;
Use of the Sac County Courthouse located in Sac City, Iowa was confirmed;
Use of the Historic Train Station located on Main Street in Breda, Iowa was
confirmed;
Arrangements were made for use of the Fire Station located in Sac City, Iowa.
Moore Aff. 24.

In the course of production activities, utilization of the State of Iowa Law Library, the
Boone Scenic Railroad, as well as other incidental locations in and around Sac City, Lake View,
Wall Lake, Rockwell City, Newell and Storm Lake, Iowa were explored. Moore Aff. 25. All
of the foregoing activities were in furtherance of performing the contracts with Al Darmaki and
his alter ego Dark Dunes and all were conducted in the state of Iowa.
On December 19, 2013 a meeting was held with members of the film and theater
department of Buena Vista College including David Grant Walker, Assistant Professor of
Theater and Director of Technical Productions. Moore Aff. 27; Walker Aff. 5. Mallory
OMeara and Frank Woodward as representatives of Al Darmaki and his alter ego Dark Dunes
attended via video conference call knowing that the other participants were in the state of Iowa.
Moore Aff. 27; Walker Aff. 5 The purpose of the meeting was to discuss obtaining
significant assistance from Buena Vista University in the form of student and faculty actors from
Buena Vista, coordination and organization of actors from the local community, and use of Iowa
students as secondary production assistants, access to Buena Vista facilities to hold casting
auditions, render daily film takes and to provide housing in the dorms during the course of the
shoot, access to props, and media assistance. Moore Aff. 27; Walker Aff. 3, 6. As set forth
in his Affidavit, after the meeting, Professor David Walker understood that the Film was to be
shot in Sac City, Newell, and Storm Lake, Iowa for approximately 3-4 weeks with approximately
a one week shoot at an undetermined East Coast location. Walker Aff. 7. Based on the total
5
pages of the script which Professor Walker had reviewed prior to the meeting, his understanding
was that approximately 90 percent of the Film was to be shot in Iowa. Id. Following this
meeting Moore submitted a cast and crew list to the department members to obtain price quotes
for the Iowa-based cast and crew needed for the Film. Moore Aff. 27.
In December of 2013 Moore was provided with the sum of $350.00. Moore Aff. 29.
He was directed by Defendant Al Darmaki and his agent Mallory OMeara by phone and email
to set up an Iowa limited liability company called Arkham Cinema, LLC for production of the
Film and so that production expenses for the Film did not have to be routed through individual
bank accounts. Moore Aff. 29. Arkham Cinema, LLC was formed on or about December 16,
2013, using those funds. Moore Aff. 29; Ex. I. Moore was also advised by Defendant Al
Darmaki and Mallory OMeara, his agent, that the intention was to set up a bank account in
Iowa. Moore Aff. 31; Ex. D. In December of 2013 Defendant Al Darmaki also advised we
will be sending the fees plus initial capital to keep the minimum balance of the bank. Id.
As demonstrated herein, Defendants intended for 90 percent of the film to be shot in Iowa
and were integrally involved in the decisions related to shooting the Film in Iowa. Defendants
sought to avail themselves of the cost-effective resources the State of Iowa had to offer as well as
the laws of the State of Iowa.
III.
DARK DUNES, THE ALTER EGO OF DEFENDANT AL DARMAKI, HAS

SUFFICIENT MINIMUM CONTACTS WITH THE STATE OF IOWA TO
SUBJECT IT TO THE JURISDICTION OF THIS COURT
Iowa Rule of Civil Procedure 1.306 provides that [e]very corporation, individual,
personal representative, partnership or association that shall have the necessary minimum contact
with the state of Iowa shall be subject to the jurisdiction of the courts of this state. Iowa R. Civ.
P. 1.306 (2014). In the past, Iowa courts have considered five factors when determining whether
minimum contacts have been made, with the first three factors carrying the most weight:
1)
the quantity of the contacts;
2)
the nature and quality of the contacts;
3)
the source of and connection of the cause of action with those contacts;
4)
the interest of the forum state; and
5)
the convenience of the parties.
Ross v. First Savings Bank of Arlington, 675 N.W.2d 812, 816 (Iowa 2004); Cascade Lumber
Co. v. Edward Rose Bldg. Co., 596 N.W.2d 90, 92 (Iowa 1999); Al-Jon, Inc. v. Garden St. Iron
& Metal, Inc., 301 N.W.2d 709, 711 (Iowa 1981). Thus, the courts focus on the relationship
among the defendant, the forum, and the litigation. Addison Ins. Co. v. Knight, Hoppe, Kurnik
& Knight, L.L.C., 734 N.W.2d 473, 477 (Iowa 2007) (quoting Rush v. Savchuk, 444 U.S. 320,
327 (1980)).
More recently, however, Iowa courts have adopted a more modern and more succinct
test, evaluating whether the defendant has purposefully directed his activities at residents of the
forum and whether the litigation results from alleged injuries that arise out of or relate to those
activities. Ostrem v. Prideco Secure Loan Fund, LP, 841 N.W.2d 882, 893 (Iowa 2014) (citing
Capital Promotions, L.L.C. v. Don King Productions, Inc., 756 N.W.2d 828, 834 (Iowa 2006))
(internal quotation marks omitted); see also Addison Ins. Co., 734 N.W.2d at 47677 (A
defendants conduct relative to the forum state must be such that the defendant should reasonably
anticipate being haled into court there.); Ross, 675 N.W.2d at 815 (citing Hanson v. Denckla,
357 U.S. 235, 253 (1958)). Minimum contacts, therefore, require a sufficient connection
between the defendant and the forum state so as to make it fair and reasonable to require the
defendant to come to the state and defend the action. Ross, 675 N.W.2d at 815 (citations
omitted).
Thus where the defendant deliberately has engaged in significant
activities within a State, or has created continuing obligations
between himself and residents of the forum, he manifestly has
availed himself of the privilege of conducting business there, and
because his activities are shielded by the benefits and protections
of the forum's laws it is presumptively not unreasonable to require
him to submit to the burdens of litigation in that forum as well.
Addison Ins. Co., 734 N.W.2d at 479 (citing Burger King Corp. v. Rudzewicz, 471 U.S. 462,
480 (1985)).
Furthermore, Iowa courts, specifically in contract cases, will evaluate whether the subject
of the contract substantially impacts the forum State, the forum States interest in protecting
citizens of the state, and will consider that the party initiating the contract is typically the
aggressor and receives not only a profit, but the benefit and protection of the forum States laws.
Cascade Lumber, 596 N.W.2d at 93; Al-Jon, Inc., 301 N.W.2d at 711. In the context of a
contract, the minimum contacts test also looks to the entire transaction between the parties. Ross,
675 N.W.2d at 816. Therefore, courts will consider prior negotiations of the parties,
contemplated future consequences, terms of the contract, and the course of dealings of the
parties. Id.; see also OmniLingua, Inc. v. Great Golf Resorts of World, Inc., 500 N.W.2d 721,
724 (Iowa Ct. App. 1993). Courts also consider whether the relationship involved frequent
contacts by telephone and mail correspondence. Cascade Lumber, 596 N.W.2d at 93; see also
Addison Ins. Co., 734 N.W.2d at 47778.
As demonstrated above and in the affidavits of Bryan Moore and Professor David
Walker, Defendant Dark Dunes as the alter ego of Al Darmaki purposefully directed and
deliberately engaged in significant activities in the State of Iowa. This included a 7 day visit to
8
Iowa by its agents Mallory OMeara and Frank Woodward to engage in production activities as
set forth supra at pages 3 -4 and in the Affidavit of Bryan Moore at 21. This also included
attending a meeting via video conference with faculty members of Buena Vista University in
Storm Lake Iowa to discuss specific filming activities and opportunities in the State of Iowa.
See Walker Aff. at 5. Dark Dunes as the alter ego of Al Darmaki also created continuing
obligations with Plaintiff by virtue of two contracts and the agreement to produce the Film with
Plaintiff. See Exs. A, B. This relationship would have continued until at least July of 2015. See
Ex. B. Subsequently, significant contacts and arrangements were made with Iowa residents to
assist with shooting and production of the Film in Iowa. Moore Aff. 21, 24.
Defendant also sought to avail itself of the laws of the State of Iowa by directing that a
limited liability company be formed for production of the Film. Moore Aff. 29. The litigation
specifically arises out of Defendants conduct in the State relating to production of the Film.
Accordingly, it is not unreasonable to find this Court has jurisdiction over Defendant Dark
Dunes as the alter ego of Al Darmaki.
The five factor test previously utilized by Iowa courts and cited by Defendant also
supports a finding that this Court has jurisdiction over Defendant Dark Dunes as the alter ego of
Al Darmaki. The significant quantity of the contacts and the quality of the contacts are set forth
in the affidavits of Bryan Moore and Professor David Walker. Mallory OMeara and Frank
Woodward traveled and spent 7 days conducting extensive production work on the Film in Iowa
at that time. See Supra at pages 3-4. Contrary to Defendants assertion, it cannot be said the
nature and quality of these contacts constituted a limited occasion. See Defendants Brief at p.
7. Payments were also remitted to Moore in Iowa and it was contemplated the relationship
between Moore and Defendant would have continued until at least July of 2015. See Moore Aff.
15, 18 ; Exs. B, E-G.
Notably, Iowa courts have ruled the number of personal visits to the forum state is not
significant. In Addison Ins. Co., the Iowa Supreme Court recognized that [i]n this modern era,
business is typically conducted by telephone, facsimile, mail, and electronic mail. 734 N.W.2d
at 47778; see also Cascade Lumber, 596 N.W.2d at 93; Hager v. Doubletree, 440 N.W.2d 603,
607 (Iowa 1989) (stating it is an inescapable fact of modern commercial life that a substantial
amount of business is transacted solely by mail and wire communications across state lines, thus
obviating the need for physical presence within a State in which business is conducted. (quoting
Burger King, 471 U.S. at 476)); OmniLingua, Inc., 500 N.W.2d at 724.
The court in Cascade Lumber held that personal jurisdiction could be obtained over
Defendants because the initial contact between the parties had developed into much more and
involved multiple telephone conversations and frequent mail correspondence. Cascade Lumber,
596 N.W.2d at 9293. There had been four months consisting of the parties making
arrangements over the phone for construction. Id. at 93. In Addison Ins. Co., the appellate court
also affirmed the district courts holding that it had personal jurisdiction over defendants, finding
that although the defendant had made a relatively small number of personal visits to Iowa, the
defendants contacts with Iowa were high quality communications which assisted Addison in
making critical decisions. Id. at 478. Addison Ins. Co., 734 N.W.2d at 477-78. The court found
the contacts were not random, fortuitous, or attenuated. Id. at 47879 (citing Burger King,
471 U.S. at 480 (Jurisdiction is proper . . . where the contacts proximately result from actions by
the defendant himself that create a substantial connection with the forum State.)).
10
Similarly, in the instant case, there was a 7 day in-person visit during which time
significant activities related to the Film were undertaken. Moore Aff. 21. Subsequently, a
meeting was attended with representatives of Buena Vista University via video conference. See
Moore Aff. 27; Walker Aff 5. There were also telephone calls and emails regarding
production and shooting the Film in Iowa up to several times every day. Moore Aff. 32, 34.
Because the relationship between Moore and the Defendants involved production of a Film to be
shot in Iowa, the quality and nature of the relationship between the parties was anything but
random, fortuitous, or attenuated. See id. Defendants here engaged in high quality
communications with Moore which assisted in the production of the Film. See id. All of the
contacts between Defendants and Defendants agents and Moore were also specifically related to
the cause of action before the Court, namely, preparation for, production and shooting of the
Film and Defendants failure to fulfill their obligations to Moore.
The State of Iowa also has a significant interest in this case. As set forth in the Affidavits
of Bryan Moore and Professor David Walker, in furtherance of the Production Agreement for the
Film, Iowa residents were consulted and agreements were sought for use of Iowa locations for
the Film. Moore Aff. 21, 24, 27; Walker Aff. 3-8. Buena Vista University faculty members
were also consulted and were to provide resources for the Film. Id. Defendants also directed
Moore to form a limited liability company in the State of Iowa for the production of the Film.
Moore Aff. 29. Arkham Cinema, LLC was formed on or about December 16, 2013, and
constitutes further evidence of Defendants seeking to avail themselves of the law of the State of
Iowa. Ex. I.
Finally, the convenience of the parties also militates in favor of a finding that this Court
has jurisdiction because the parties have also developed significant connections to the State of
11
Iowa as set forth in the Affidavit of Bryan Moore. Additional witnesses are present in the State
of Iowa including local residents who agreed to permit use of their property for the Film and
faculty members of Buena Vista University who met with Plaintiff and Defendants agents. See
Moore Aff. 24. The original script that is the subject of this litigation is also located in Iowa.
Neither Defendant Al Darmaki nor Plaintiff reside in Los Angeles. Accordingly, Los Angeles
would not be a convenient venue for the parties.
Based on the foregoing, it is fair and reasonable to require Defendant Dark Dunes to
come to Iowa and defend this action as sufficient minimum contacts with the State of Iowa have
been established.
IV.
DEFENDANT AL DARMAKI HAS SUFFICIENT MINIMUM CONTACTS

WITH THE STATE OF IOWA TO SUBJECT IT TO THE JURISDICTION OF
THIS COURT
Defendant Al Darmaki individually also has sufficient minimum contacts with Iowa to
confer jurisdiction on this Court. Because Defendant Dark Dunes is the alter ego of Defendant
Al Darmaki, any conduct alleged to have been undertaken on behalf of Dark Dunes, including by
and through his agents, must be imputed to Defendant Al Darmaki.
Accordingly, Moore
incorporates by reference, as if fully set forth herein, the facts, arguments and authority set forth
in Sections III and V.
As recognized by the Iowa Supreme Court in Addison Ins. Co., [i]n this modern era,
business is typically conducted by telephone, facsimile, mail, and electronic mail. 734 N.W.2d
at 47778; see also Cascade Lumber, 596 N.W.2d at 93; Hager v. Doubletree, 440 N.W.2d 603,
607 (Iowa 1989) (stating it is an inescapable fact of modern commercial life that a substantial
amount of business is transacted solely by mail and wire communications across state lines, thus
obviating the need for physical presence within a State in which business is conducted. (quoting
12
Burger King, 471 U.S. at 476)). Accordingly, while Defendant Al Darmaki never personally
came to Iowa, he engaged in significant and substantive email and telephone communication
with Moore, an Iowa resident located in Iowa, regarding the Film. Moore Aff. 32, 33. As set
forth in the Affidavit of Bryan Moore, Defendant Al Darmaki had personal input into the Script,
budget for the Film and paying Iowa prices for the film, selecting Iowa as the location of the
Film, the forming of the Iowa limited liability company, the purchase of the Model T car,
whether to use the Screen Actors Guild, specific actors, and specific special effects among other
items. Moore Aff. 33. Defendant Al Darmaki purposefully directed his activities related to the
Film at Moore who is a resident of Iowa and this litigation arises out of these activities related to
the Film. Defendant Al Darmaki also sought to avail himself of the laws of the State of Iowa by
directing Moore to form an Iowa limited liability company in Iowa for production of the Film.
Moore Aff. 29. For the reasons set forth above in Section III, no other forum is more
convenient for the parties.
Based on the foregoing, it is fair and reasonable to require Defendant Al Darmaki to
come to Iowa and defend this action as sufficient minimum contacts with the State of Iowa have
been established.
V.
PLAINTIFFS PETITION ASSERTS A PRIMA FACIA CLAIM FOR PIERCING

THE CORPORATE VEIL AND ALTERNATIVELY, PLAINTIFF HAS SOUGHT
TO AMEND ITS PETITION REGARDING THE PIERCING THE CORPORATE
VEIL CLAIM
Iowa courts have disregarded alleged corporate entities to hold individuals personally
liable for certain obligations. Benson v. Richardson, 537 N.W.2d 748, 761 (Iowa 1995)
(piercing the corporate veil and finding personal liability); Boyd v. Boyd & Boyd, Inc., 386
N.W.2d 540, 544 (Iowa Ct. App. 1986) (disregarding the corporate entity on principles of
equity); Team Central, Inc. v. Teamco, Inc., 271 N.W.2d 914, 923 (Iowa 1978) (finding that the
13
corporation was a mere sham); Briggs Transp. Co. v. Starr Sales Co., 262 N.W.2d 805, 809
(Iowa 1978) (finding that the trial court was justified in piercing the corporate veil to find
officers personally liable). Plaintiffs Petition sets forth in paragraph 32 an allegation that no
separate entity status was ever asserted or demonstrated [and] all dealings were conducted solely
with Defendant Al Darmaki and/or his designated agent in the United States, Mallory OMeara.
This factual allegation supports Moores assertion that Dark Dunes is a mere instrumentality and
alter ego of Defendant Al Darmaki and establishes a prima facie claim.
Iowa is a notice pleading state, and as such, nearly every case will survive a motion to
dismiss for failure to state a claim upon which relief may be granted. U.S. Bank v. Barbour, 770
N.W.2d 350, 353 (Iowa 2009); Rees v. City of Shenandoah, 682 N.W.2d 77, 79 (Iowa 2004);
Rieff v. Evans, 630 N.W.2d 278, 292 (Iowa 2001); Smith v. Smith, 513 N.W.2d 728, 730 (Iowa
1994); American Nat'l Bank v. Sivers, 387 N.W.2d 138, 140 (Iowa 1986); Kleman v. Charles
City Police Dept., 373 N.W.2d 90, 9394 (Iowa 1985); Cunha v. City of Algona, 334 N.W.2d
591, 596 (Iowa 1983); Schmidt v. Wilkinson, 340 N.W.2d 282, 283 (Iowa 1983); Citizens for
Washington Square v. City of Davenport, 277 N.W.2d 882, 883 (Iowa 1979); Nelson v. Case,
786 N.W.2d 268, *2 (Iowa Ct. App. 2010) (unpublished table opinion). The allegations
contained in Plaintiffs Petition satisfy Iowas notice pleading requirements. Plaintiff is also
filing contemporaneously herewith a Motion to Amend his Petition to highlight additional facts
relevant to the piercing the corporate veil claim and which are set forth herein.
As set forth in the Affidavit of Bryan Moore and Plaintiffs Proposed First Amended
Petition, the corporate entity Dark Dunes is alleged to be, is a mere sham and mere shell and
the alter ego of Defendant Al Darmaki because of intermingling of funds, failure to keep funding
sources and uses separate, inconsistency in references to Dark Dunes, undercapitalization and
14
insolvency, funds paid to Plaintiff that originated from several sources, and the failure to observe
corporate formalities.
Defendant Al Darmaki utilized multiple company names that differ from his alleged
incorporated entity, which constitutes a failure to follow corporate formalities. By way of
example, the two contracts entered into with Moore and attached to the Petition identify Dark
Dunes Productions not Dark Dunes Cinema Productions, the entity now claimed by Defendant
Al Darmaki. See Exs. A, B. The official Facebook page also references Dark Dunes Productions
and not Dark Dunes Cinema Productions. Moore Aff. 9. The purported notice of termination
dated March 2, 2014 is on letterhead referencing Dark Dunes Productions. Id.; Pet. Ex. C.
The
Twitter page maintained by Sultan Saeed Al Darmaki states he is the owner of Dark Dunes
Films not Dark Dunes Cinema Productions. See Ex. C.
Despite utilizing different entity names, Defendant Al Darmaki now asserts he is the
manager and partner of Dark Dunes Cinema Productions, a limited liability company organized
under the laws of the United Arab Emirates. No formal records have been produced by
Defendants from the United Arab Emirates establishing that Dark Dunes Cinema Productions is
organized under the laws of that country, when the company was organized, or to establish
corporate formalities have been followed.
During the time Moore worked with Defendant Al Darmaki, he saw no evidence of Dark
Dunes being a formally or legally created limited liability company. Moore Aff. 12. The
source of email communication with Defendant Al Darmaki regarding the Film was his personal
email account at aldarmaki.sultan@gmail.com. Ex. D. There was no reference to Dark Dunes
Cinema Productions or a corporate entity. Ex. D.
15
Defendant Al Darmaki also engaged in intermingling of funds and failed to keep separate
finances. Throughout the time Moore worked with Defendant Al Darmaki and his agent Mallory
OMeara, Mallory OMeara would reference needing to get money from Defendant Al Darmaki
without reference to Dark Dunes. Moore Aff. 15. Moore would also approach Defendant Al
Darmaki directly about obtaining funds for various aspects of the Film. Id.
On August 5, 2013 Moore received a wire payment in the amount of $3,985.00. This
represented funds for a bronze bust of HP Lovecraft that was to be a gift for Guillermo del Toro.
According to the attached bank records to bank records, the Originator Name is listed as Saeed
Sultan Al Darmaki. Ex. E. These funds were remitted by Defendant Al Darmaki individually
and not from Defendant Dark Dunes.
Between September 2013 and December of 2013 Moore received several wire payments.
The Originator of the Wires was Mallory OMeara, agent of Defendant Al Darmaki. The
payments were for the following:
Date
Payment Amount
Description
9/17/13
$10,000
Script writing fee
10/8/13
$4,000
Producing/directing fee
10/11/13
$2,000
Model T purchase
10/23/13
$9,600
11/7/13
$1,257
Location scout reimbursement
12/17/13
$1,200
Location scout reimbursement
12/23/13
$550
Moore Aff. 17; Ex. F.

16
Attorney fees and limited liability

company filing fees, and gas for
LA location scout
In January of 2014 Moore received two wire payments. The Originator of these wires
was Dark Dunes Cinema Productions. The payments were for the following:
Date
Payment Amount
Description
1/2/14
$7,475
1/22/14
$11,235
Moore Aff. 18; See Ex. G. The payment by at least three separate individuals and entities is
also evidence of Defendant Al Darmakis failure to follow corporate formalities and
intermingling of funds and failure to keep separate finances.
Based on the foregoing, this Court should deny Defendants Motion to Dismiss the claim
asserted against Defendant Al Darmaki by virtue of piercing the corporate veil and alter ego
doctrine.
IV.
CONCLUSION
Based on the foregoing, and as set forth in the Affidavits of Bryan Moore and Professor
David Grant Walker, Plaintiff Bryan Moore respectfully requests the Defendants Motion to
Dismiss be denied in its entirety, that Plaintiffs Motion for Leave to Amend his Petition be
granted, and prays for such other relief the Court deems just and equitable under the
circumstances.
17

Telephone: (515) 288-2500
Facsimile: (515) 243-0654
ORIGINAL FILED.
COPY TO:
Guy R. Cook
Laura N. Martino
Phone: 515/245-4300
Fax: 515/245-4452
PROOF OF SERVICE
their respective addresses disclosed on the pleadings on May 15, 2014
by:
US Mail
Hand Delivered
Federal Express

DUNES PRODUCTIONS
18
FAX
Overnight Courier
Other: E-File
BRYAN MOORE,
Plaintiff,
vs.
)
)
)
)
)
)
)
)
)
)
)
PLAINTIFFS RESISTANCE TO
DEFENDANTS MOTION TO
DISMISS
(ORAL ARGUMENT
REQUESTED)
Defendants.
for his Resistance to Defendants Motion to Dismiss states as follows:
1.
On March 20, 2014 Plaintiff filed the above-captioned Petition.
2.
On April 25, 2014 Defendants, by and through counsel, filed a Motion to Dismiss
Plaintiffs Petition.
3.
As set forth more fully in the supporting Memorandum of Authorities and
Affidavits of Bryan Moore and Professor David Grant Walker, Defendants Motion to Dismiss
should be denied in its entirety.
WHEREFORE, the Plaintiff respectfully requests the Defendants Motion to Dismiss be
denied and prays for such other relief the Court deems just and equitable under the
circumstances.
#2457800

Telephone: (515) 288-2500
Facsimile: (515) 243-0654
ORIGINAL FILED.
COPY TO:
Guy R. Cook
Laura N. Martino
Phone: 515/245-4300
Fax: 515/245-4452
PROOF OF SERVICE
their respective addresses disclosed on the pleadings on May 16, 2014
by:
US Mail
Hand Delivered
Federal Express

DUNES PRODUCTIONS
FAX
Overnight Courier
Other: E-File
Notice ID: 2RCV31
BRYAN SCOTT MOORE ,
Case No. 02811 LACV019503
Plaintiff,
vs.
,
ORDER SETTING HEARING
Defendant.
The Defendants have filed a Motion to Dimss and the Plaintiff has filed a Motion to
Amend. A hearing will now be scheduled.
IT IS, THEREFORE, THE ORDER OF THE COURT as follows:

1. A Hearing is scheduled on 06/02/2014 at 11:00 AM at the Sac Co. Courthouse,
100 NW State St., Sac City, Iowa.
If you need assistance to participate in court due to a disability, call the disability coordinator at
641-421-0990. Persons who are hearing or speech impaired may call Relay Iowa TTY (1-800-735-2942).
Disablity coordinators cannot provide legal advice.
1 of 2

Case Number
LACV019503
Type:
Case Title
DUNES
ORDER SETTING HEARING
So Ordered
2 of 2
BRYAN MOORE,
Plaintiff,
v.
DEFENDANTS REPLY TO PLAITNIFFS
RESITSANCE TO MOTION TO DISMISS

Defendants.
COME NOW the defendants, Sultan Saeed Al Darmaki (hereinafter Al Darmaki) and
Dark Dunes Cinema Productions (hereinafter Dark Dunes), pursuant to Iowa Rules of Civil
Procedure 1.421(1)(b) and 1.431(3), and in reply to plaintiffs resistance to their Motion to
Dismiss state:
1.
In an effort to avoid dismissal of his claim, plaintiff attempts to raise additional
facts to support asserting jurisdiction over defendants. However, plaintiffs efforts fall short as
the facts asserted relate only to the activities that the plaintiff himself undertook, and do not
support a finding that defendants have purposefully established minimal contacts in Iowa, and
defendants conduct and connection is such defendants should have reasonably anticipated being
haled into court in Iowa.
2.
When a court considers whether an assertion of personal jurisdiction passes
constitutional muster in the specific jurisdiction context, the critical focus is on the relationship
among the defendant, the forum and the litigation. Meyers v. Kallestead, 476 N.W.2d 65, 67
(Iowa 1991). Due process is concerned with the defendant's connection with the litigation in the
forum state, not the defendant's connection with residents in that state. In re Marriage of Crew,
549 N.W.2d 527, 530 (Iowa 1996). The unilateral activity of those who claim some relationship
with a nonresident defendant cannot satisfy the requirement of contact with the forum State.
Hanson v. Denckla, 357 U.S. 235, 253 (1958). These principles reflect, and are derived from, the
constitutional requirement for the defendants to purposefully avail themselves of the privilege of
conducting activities in the forum state. Shams v. Hassan, 829 N.W.2d 848, 855 (Iowa 2013).
3.
A contract is ordinarily but an intermediate step serving to tie up prior
business negotiations with future consequences which themselves are the real object of the
business transaction. [citation omitted]. It is these factorsprior negotiations and contemplated
future consequences, along with the terms of the contract and the parties' actual course of
dealingthat must be evaluated in determining whether the defendant purposefully established
minimum contacts within the forum. Burger King Corp. v. Rudzewicz, 471 U.S. 462, 479
(1985).
4.
Nothing in the parties production contract identifies Iowa as the place where the
contract is to be carried out. (Exhibit B to Plaintiffs Petition). Instead, the only activities in the
state were conducted by plaintiff himself. Plaintiff took scout videos and photographs, yet no
contracts were entered, no money was exchanged and no locations were secured. (Affidavit of
Mallory OMeara 6). It is undisputed that plaintiff also met with local business owners and
persons at the Iowa Film Commission although again no money was exchanged nor agreements
made. (Affidavit of Mallory OMeara 7). It is also undisputed that plaintiff prepared re-writes
of the script and plaintiff established a limited liability company in the state of Iowa. (Affidavit
of Mallory OMeara 8). However, neither defendant is a named member of the limited liability
company, nor did either defendant sign the document as the limited liability companys
2
organizer. (Affidavit of Mallory OMeara 8; Articles of Organization attached to Plaintiffs

Resistance). These contacts that plaintiff alleges are relevant for purposes of establishing
personal jurisdiction were made by the plaintiff, not by defendants. Unilateral activity of the
plaintiff cannot satisfy the requirement of contact with the forum State for the defendants.
Hanson v. Denckla, 357 U.S. 235, 253 (1958). Further, the video conference with members of
the film and theater department at Buena Vista College concluded with a determination that the
group was not suitable for purposes of the film and would not be able to be utilized. (Affidavit of
Mallory OMeara 11).
5.
In the present case Defendant, Dark Dunes contacts with the state were limited to
(1) one in person visit by Mallory OMeara and Frank Woodward; (2) one video conference with
Buena Vista College personnel; (3) e-mail and telephone correspondence between Mallory
OMeara and plaintiff; and (4) e-mail and telephone correspondence between Al Darmaki and
plaintiff.
6.
The plaintiffs petition alleges breach of a production agreement. The activities
contemplated by the contract included directing the film, co-producing the film from preproduction to shooting, post-production, participation in marketing distribution strategy and
appearances at film markets and film festivals. Pre-production activities generally include
making preparations for the shoot including but not limited to preparation of a storyboard with
the help of illustrators and concept artists, hiring of cast and film crew, selection of filming
locations, and building of sets. (Affidavit of Mallory OMeara 12). These activities did not in
fact occur on this project. (Affidavit of Mallory OMeara 13). No storyboard was prepared, no
cast or crew were hired, no contracts were signed nor money exchanged for filming locations and
no sets were built. (Affidavit of Mallory OMeara 13). (Affidavit of Al Darmaki 25).
3
7.
Cascade Lumber and Addison Ins.Co., cited in plaintiffs resistance, are
distinguishable from the facts of the present case. In Cascade Lumber Co. the agreement was
performed in Iowa as trusses were in fact built here in the state. Cascade Lumber Co. v. Edward
Rose Bldg. Co., 596 N.W.2d 90, 93 (Iowa 1999). However, in the present case no activities as
contemplated by the parties production agreement, were in fact accomplished and no final
decision was in fact made to proceed with production in the state of Iowa. (Affidavit of Mallory
OMeara 5,14). In Addison the court determined that it had jurisdiction over defendant as
Knight voluntarily entered into a long-term relationship with Addison, which required
substantial, ongoing connections with the company's headquarters in Cedar Rapids. Addison
Ins. Co. v. Knight, Hoppe, Kurnik & Knight, L.L.C., 734 N.W.2d 473, 478 (Iowa 2007). That
relationship involved a contract for services that lasted for ten years and involved frequent
contacts by telephone and mailed correspondence, together with substantial oversight by the
[plaintiff's] home office in Iowa. Id. at 478. In the present case the parties had only recently
entered into the production agreement, the script was never completed for the production
contract to begin and the activities that had occurred were done solely by plaintiff and with
minimal oversight by defendants. (Affidavit of Mallory OMeara 13, 14).
8.
Plaintiff has failed to establish facts sufficient to satisfy the requirement of contact
with the form state and its claims against Dark Dunes should be dismissed.
9.
In addition, plaintiff has sought to amend his petition to assert additional factual
allegations to support his veil piercing claim. Disregarding the entity's corporate form under
either the alter ego doctrine or the remedy of piercing the corporate veil is an extraordinary
measure that should be reserved for exceptional circumstances, see In re Ballstaedt, 606 N.W.2d
345, 349 (Iowa 2000); Grand Lodge of Iowa of the Indep. Order of Odd Fellows v. Osceola
4
Lodge No. 18, 178 N.W.2d 362, 368 (Iowa 1970), and the party seeking to do so bears the
burden of proof, see C. Mac. Chambers Co. v. Iowa Tae Kwon Do Acad., Inc., 412 N.W.2d 593,
598 (Iowa 1987) (en banc); HOK Sport, Inc. v. FC Des Moines, L.C., 495 F.3d 927, 935 (8th
Cir. 2007). A claim has facial plausibility when the plaintiff pleads factual content that allows
the court to draw the reasonable inference that the defendant is liable for the misconduct
alleged. Id.; see also Schaaf v. Residential Funding Corp., 517 F.3d 544, 549 (8th Cir.2008)
(noting that a complaint must include sufficient factual information to provide the grounds' on
which the claim rests, and to raise a right to relief above a speculative level (quoting Twombly,
550 U.S. at 555, 127 S.Ct. 1955)); Union Ins. Co. v. Hull & Co., Inc., 831 F. Supp. 2d 1060,
1064 (S.D. Iowa 2011)( Without any discernible allegations of any wrongdoing by Brown or
any underlying facts that would provide a basis for finding that Brown should be held liable
under the alter ego doctrine or by piercing the corporate veil, the Motion to Dismiss must be
granted.)
10.
Plaintiffs amended petition still fails to set forth facts sufficient to support a
piercing the corporate veil theory. Plaintiffs conclusory allegations in no way create a basis to
disregard the corporate separation between Dark Dunes and Al Darmaki.
11.
As set forth in defendants motion shareholders are not individually liable for the
acts of the corporation. See Midwest Management Corp. v. Stephens, 291 N.W.2d 896, 902
(Iowa 1980) (corporations are entities separate from their shareholders). Dark Dunes
Productions, the party named in the production agreement, is a limited liability company formed
under the laws of the United Arab Emirates. (See Exhibit A Dark Dunes Organizational
documents).
12.
Plaintiff focuses on Al Darmakis use of a shorted corporate name in
various places as evidence of failure to follow corporate formalities. The Revised Uniform
5
Limited Liability Company Act provides that the failure of a limited liability company to
observe any particular formalities relating to the exercise of its powers or management of its
activities is not a ground for imposing liability on the members or managers for the debts,
obligations, or other liabilities of the company. Iowa Code 489.304. Ross v. Playle, 505
N.W.2d 515, 517 (Iowa App.1993) (corporation's failure to follow corporate formalities in
executing purchase orders did not warrant piercing corporate veil); Tannahill v. Aunspach, 538
N.W.2d 871, 874 (Iowa Ct. App. 1995)(Failure to follow corporate formalities in the ordinary
course of business does not necessarily justify piercing the corporate veil.) Ignorance of
corporate details does not itself demonstrate a lack of corporate formalities. Cass v. Sands, 2006
WL 229033 (Iowa Ct. App. 2006). Instead, as seen in the attached Exhibit A, it is clear that
corporate formalities were followed in the formation of the limited liability company under the
laws of the United Arab Emirates and that the party to the contract was the business entity and
not Al Darmaki personally. (Exhibit A; Exhibit B to Plaintiffs Petition).
13.
Further, plaintiffs allegation that he received wire transfers originating from
various individuals is not evidence that the company was not adequately capitalized, it is
evidence that making wire transfers internationally is complicated. The pertinent question in
considering the adequacy of capitalization is whether the corporation's capital is sufficient for the
corporation to carry on its business. Id. Until termination of the parties agreement, plaintiff was
paid by Dark Dunes in full and on time. There is no evidence to support a finding that Dark
Dunes was not adequately capitalized.
14.
The only activities in Iowa related to the film were the result of the fact that
Moore was a resident of the state and was writing the script at his residence. Moore was fully
paid under the script agreement. Instead his claims arise out of a production agreement. As set
6
forth above, the activities that a producer/director would normally take as part of a production
agreement had not yet occurred and any activities that had occurred were performed by Moore
himself. Defendants contacts with the state were so limited that it would not be fair or
reasonable to require the defendants to come to the state and defend the action.
WHEREFORE, defendants respectfully request that the Court grant their Motion to
Dismiss for Lack of Personal Jurisdiction regarding all claims against them in this case and that
the costs of this action be assessed against Plaintiff.
May 30, 2014.

By: /s/ Guy R. Cook
Copy to:

Phone: 515/245-4300
Fax: 515/245-4452
Jonathan C. Wilson
Tara Z. Hall

DUNES PRODUCTIONS
E-FILED 2014 JUN 02 8:51 AM SAC - CLERK OF DISTRICT COURT
BRYAN MOORE,
Plaintiff,
vs.
Defendants.
)
)
)
)
)
)
)
)
)
)
)
)
PLAINTIFFS
(1) MOTION TO STRIKE
DEFENDANTS REPLY TO
PLAINTIFFS RESISTANCE TO
DEFENDANTS MOTION TO
DISMISS AND AFFIDAVIT OF
MALLORY OMEARA
(2) REQUEST TO FILE
SURREPLY TO DEFENDANTS
REPLY
COMES NOW the Plaintiff, Bryan Moore (Plaintiff), by and through his attorneys, and
for his Motion to Strike Defendants Reply to Plaintiffs Resistance to Defendants Motion to
Dismiss and Affidavit of Mallory OMeara and Motion to File Surreply states as follows:
1.
On April 25, 2014 Defendants, by and through counsel, filed a Motion to Dismiss
Plaintiffs Petition.
2.
Pursuant to an obtained extension of time, Plaintiff filed his resistance to
Defendants Motion to Dismiss on May 15, 2014.

3.
Pursuant to Iowa Rules of Civil Procedure 1.431(5) and 1.443(2), Defendants
Reply to Plaintiffs Motion to Dismiss was due within 10 days of the filing of Plaintiffs
Resistance or on or before May 25, 2014. Due to the weekend and the holiday, Defendants
resistance was to be filed by May 27, 2014.
4.
Defendants did not timely file a Reply to Plaintiffs Resistance and accordingly, it
should be stricken. Plaintiff did not receive the Reply until after the close of business on Friday,
#2468818
May 30, 2014 for a hearing scheduled at 11:00 on Monday, June 2, 2014 and two hours from
Des Moines where Plaintiffs and Defendants counsel are located.
5.
Plaintiff would be prejudiced by the late filing of Defendants Reply and Affidavit
of Mallory OMeara and accordingly, it should be stricken.

6.
In the event Defendants Reply is not stricken, Plaintiff requests the opportunity
to file a surreply to respond to Defendants new allegation that no preproduction activities had
been performed on the Film as Plaintiff has additional facts that are relevant to rebut this
assertion.
WHEREFORE, the Plaintiff respectfully requests the Defendants Motion to Dismiss be
denied, that the Reply and Affidavit of Mallory OMeara be stricken, and that if such Reply is
not stricken, that Plaintiff be permitted to file a surreply to address the matters set forth above,
and prays for such other relief the Court deems just and equitable under the circumstances.

Telephone: (515) 288-2500
Facsimile: (515) 243-0654
ORIGINAL FILED.
COPY TO:
Guy R. Cook
Laura N. Martino
Phone: 515/245-4300
Fax: 515/245-4452
PROOF OF SERVICE
their respective addresses disclosed on the pleadings on June 2, 2014 by:
US Mail
Hand Delivered
Federal Express

DUNES PRODUCTIONS
FAX
Overnight Courier
Other: E-File
Notice Id: 2CA004
BRYAN SCOTT MOORE ,

Plaintiff / Petitioner,
Notice of Trial Setting Conference
vs.
Case No: 02811 LACV019503

,
Defendant / Respondent.
A scheduling conference will be held on 06/19/14 at 09:00 AM with Kellie Orres, as District Court
Designee, pursuant to I.R.C.P 1.602.
This conference shall be conducted by telephone conference call initiated by plaintiff's counsel.
Kellie Orres may be contacted via telephone at: (515) 574-3752.
1. PARTICIPATION: All attorneys appearing in the case shall participate in this conference. A party
who is not represented by counsel shall contact the Court Administrator's office (at the above phone
number) prior to the date and time of the conference call.
2. TRIAL SCHEDULING: A firm trial date shall be established in accordance with the Supreme
Court's time standards as provided by Chapter 23, Iowa Court Rules. NO CONTINUANCES SHALL
BE GRANTED EXCEPT BY COURT ORDER, UPON GOOD CAUSE SHOWN.
3. SANCTIONS: If a party or attorney fails to participate in the scheduling conference or is
substantially unprepared to participate in the conference, the Court may impose appropriate
sanctions, including reasonable expenses and attorney fees. (I.R.C.P 1.602(5)).
/s/ Kellie Orres
--------------------------------------Designee of the Court
Clerk to provide copies or
notice of document to attorneys
of record and parties appearing

pro se.
BRYAN MOORE,
Plaintiff,
vs.
Defendants.
)
)
)
)
)
)
)
)
)
)
)
)
PLAINTIFFS SUR-REPLY IN
SUPPORT OF HIS RESISTANCE
TO DISMISS
COMES NOW the Plaintiff, Bryan Moore (Plaintiff), by and through his attorneys, and
for his Sur-Reply in Support of his Resistance to Defendants Motion to Dismiss states as
follows:
1.
In their Reply, Defendants allege the only activities in the state of Iowa were
conducted by Plaintiff himself. Reply at p. 2. As set forth in the Affidavit of Bryan Moore filed
in support of his Resistance to Defendants Motion to Dismiss that is simply not the case. There
was a seven day visit to the state of Iowa filled with preproduction activities conducted by
Defendant Al Darmakis agents, attendance at a video conference that originated in Iowa and
countless emails and telephone communications with Defendant Al Darmaki and his agents. See
Affidavit of Bryan Moore.
2.
Defendants also allege that no contracts were entered, no money was exchanged
and no locations were secured and for the first time in their Reply even go so far as to assert that
no activities contemplated by the parties production agreement were in fact accomplished.
Reply at p. 2, 4; Declaration of Mallory OMeara. However, as set forth in the original Bryan
Moore Affidavit as well as the Supplemental Affidavit of Bryan Moore, that is simply not the
#2470803
case.
A copy of Moores Supplemental Affidavit is attached hereto as Exhibit 1 and
incorporated herein by this reference.

3.
In support of the Motion to Dismiss, Defendants have provided what Defendants
purport to be organizational documents from the United Arab Emirates. However, Defendants
have provided no translation or authentication of these documents, nor any legal authority to
support an assertion that Dark Dunes was a properly formed legal entity.
Based on the
foregoing, the Court should disregard the corporate documents designated as Exhibit A to
Defendants Reply.
WHEREFORE, as set forth in Plaintiffs Resistance to the Motion to Dismiss, this SurReply and the Affdavits of Bryan Moore and Professor David Grant Walker, Plaintiff Bryan
Moore respectfully requests the Defendants Motion to Dismiss be denied in its entirety, and
prays for such other relief the Court deems just and equitable under the circumstances.

Telephone: (515) 288-2500
Facsimile: (515) 243-0654
ORIGINAL FILED.
COPY TO:
Guy R. Cook
Laura N. Martino
Phone: 515/245-4300
Fax: 515/245-4452
PROOF OF SERVICE
their respective addresses disclosed on the pleadings on June 9, 2014 by:
US Mail
Hand Delivered
Federal Express

DUNES PRODUCTIONS
FAX
Overnight Courier
Other: E-File
E-FILED 2014 JUN 18 1:18 PM SAC - CLERK OF DISTRICT COURT
Notice Id: 2CA010

IOWA DISTRICT COURT FOR SAC COUNTY
Trial Scheduling Order
BRYAN SCOTT MOORE
Case No : 02811 LACV019503
Plaintiff(s),
Date Petition Filed : 03/20/14
vs.
Case Type :
Civil
Trial Type : Jury

Expected Length of Trial : 3 Days
Defendant(s).
The amount in controversy exceeds $10,000 : Yes

Nature of Case : Contract
APPEARANCES:
Plaintiff(s)/Petitioner(s) : Tara Hall
Defendant(s)/Respondent(s) : Laura Martino
IT IS SO ORDERED:
TRIAL : Trial of this case is set for trial on 03/24/15 at 09:00 AM in the District Court in the courthouse
of the above-named county.
PRE-TRIAL CONFERENCE (Check one)
A pre-trial conference shall be held on The conference may be held telephonically with prior
approval of the court.
A pre-trial conference shall be held upon request.
NEW PARTIES. No new parties may be added later than 180 days before trial or .
TRANSCRIPTS AND RECORDS. All required agency records and prior criminal transcipts shall be
filed within 30 days of the date of this order or by .
PLEADINGS. Pleadings shall be closed 60 days before trial or .
DISCOVERY. All written discovery shall be served no later than 90 days before trial. All depositions
shall be completed no later than 60 days before trial. Or, all discovery shall be completed by .
EXPERT WITNESS.
a. A party who intends to call an expert witness, including rebuttal expert witnesses, shall certfiy to
the court and all other parties the expert's name, subject matter of expertise and qualifications, within
the following time period, unless the Iowa Code requires an earlier designation (See, e.g. Iowa Code
668.11):
(1) Plaintiff: 210 days before trial or .
(2) Defendant/Third Party Plaintiff: 150 days before trial or .
(3) Third-Party Defendant/Others/Rebuttal: 90 days before trial or .
b.
This section does not apply to court appointed experts.
(The pleadings, discovery, and expert witness deadlines may be amended, without further leave of court, by
filing a Stipulated Amendment to Scheduling Order with the clerk listing the dates agreed upon and signed by all
counsel and self-represented litigants. Such an Amendment shall not serve as a basis for a continuance of the
trial date or affect the date for pre-trial submissions.)
PRE-TRIAL SUBMISSIONS. At least seven (7) days before trial, counsel for the parties and selfrepresented litigants shall:
a. File a witness and exhibit list with the clerk, serve a copy on opposing counsel and selfrepresented litigants and exchange exhibits. Rules governing exhibits and exhibit lists:
(1) Plaintiff shall use numbers and Defendant shall use letters. Pre-trial exhibit lists shall identify
each exhibit by letter or number and description. Exhibits shall be marked by counsel before trial.
(2) Immediately before commencement of trial, the court shall be provided with a bench copy,
and the reporter with a second copy, of the final exhibit list, for use in recording the admission of
evidence.
(3) In non-jury cases, immediately before commencement of trial, the court shall be provided with
a bench copy of all exhibits identified on the exhibit lists.
(4) Within 5 days after the filing of an exhibit list, counsel and self-represented litigants shall file
with the clerk, and serve on each party, any identification, authentication, and foundation objections to
the exhibits listed; otherwise such objections shall be deem WAIVED for trial purposes.
b. File with the clerk, and deliver to the Trial Judge, Motions in Limine, with supporting legal
authority.
c. File with the clerk, and deliver to the Trial Judge, all proposed jury instructions in a form to be
presented to the jury, including a statement of the case, the stock jury instruction numbers and verdict
forms. (The court shall be provided the instructions in written form and by either E-mail attachment;
USB Thumb drive download; or on a CD-ROM with MS Word compatible format.)
d. Deliver to the Trial Judge and opposing counsel/self-represented litigants a concise trial brief
addressing factual, legal and evidentiary issues, with a citation to legal authorities.
MOTIONS. All motions, including motions for summary judgment and except motions in limine, shall
be filed with the clerk of court's office at least 60 days before trial, with copies to the assigned judge.
SETTLEMENT CONFERENCE. (Check one)
A settlement conference shall be held on . All parties with authority to settle must be present.
A settlement conference may be held upon request.
SETTLEMENTS. The parties shall have the responsibility of immediately notifying the court
administrator of settlement.
LATE SETTLEMENT FEES. Late settlement fees under Iowa Rule of Civil Procedure 1.909 are
applicable.
CONTINUANCES. Continuances are discouraged and shall only be granted for good cause.
Motions to continue are governed by Iowa Rule of Civil Procedure 1.910. In the event the trial date is
continued, all time deadlines in this order and stipulated amendments shall remain in effect relative to
the new trial date unless the court approves new deadlines.
NOTICE. A failure to comply with any of the provisions of this order or an amendment to scheduling order
may result in sanctions being imposed by the court pursuant to Iowa Rule of Civil Procedure 1.602(5) including
limitation and exclusion of evidence and witnesses and payment of costs or attorney fees. The original of
this order shall be filed at the time the trial date is obtained. The court shall resolve disputes regarding oral
agreements on scheduling by reference to this scheduling order or any written amendments to this order.
Dated : 06/18/14
/s/ Kellie Orres
________________________________
Judge of the District Court/Court Designee
Original filed with the Clerk of Court
Copies to: counsel of record/self-represented litigants/assigned judge.
Iowa District Court for Sac County
Bryan Moore,
:
Plaintiff,
:
:
Vs.
LACV 019503
:
:
Sultan Saeed Al Darmaki,
Dark Dunes Productions,
a/k/a Dark Dunes Cinema Productions,
Defendants.
Order
On June 2, 2014, a hearing was held in regard to the defendants motion to dismiss the
plaintiffs petition for lack of jurisdiction. The plaintiff was represented by Ms. Tara Hall. The
defendants were represented by Ms. Laura Martino.
Facts
The plaintiff is a resident of Sac County, Iowa. The defendant Sultan Saeed Al Darmaki
(Al Damarki) is a resident of Abu Dhabi, United Arab Emirates. The defendant Dark Dunes
Productions (Dark Dunes) is a limited liability company organized under the laws of the United
Arab Emirates, with its principal place of business in Abu Dhabi, United Arab Emirates. Al
Darmaki states that he is a manager and partner of Dark Dunes.
Plaintiff alleges that on or about September 10, 2013, he entered into a contract (script
agreement) with Dark Dunes wherein, for valuable consideration, plaintiff would outline and
draft a script for a motion picture entitled The Shadow Over Innsmouth (Film). Drafting of the
contract and work on that script took place in Iowa. On September 30, 2013, plaintiff and Dark
Dunes entered into a second contract (production agreement), again prepared in Iowa, wherein,
for valuable consideration, plaintiff would direct and co-produce the film and assist with
marketing. Plaintiff alleges that the vast majority of the film production was to take place in
Iowa. He further alleges that he and other employees of Dark Dunes spent several days
conducting extensive production work on the film in Iowa. He met with the Director of
Theatre at Buena Vista University and employees of Dark Dunes appeared by video
teleconference to discuss significant contributions by that department to the production of the
film in Iowa. Plaintiff further alleges that Dark Dunes is merely the alter ego of Al Darmaki. He
states that he received payment for some of his work directly from Al Darmaki as opposed to
Dark Dunes. He further alleges that Al Darmaki has used various names for the corporation.
The petition alleges that defendants unilaterally terminated the production agreement without
good cause and that plaintiff has suffered damages as a result. Plaintiff argues that Dark Dunes
is a sham corporation and that Al Darmaki should be held personally liable as well as the
corporation.
Defendants argue that there has been insufficient contact with Iowa to afford jurisdiction
in Iowa for this litigation.
Conclusion
The law in regard to motions to dismiss for lack of personal jurisdiction is well settled
and need not be overly addressed here. A motion to dismiss admits the well-pleaded facts in the
petition, but not the conclusions. Ostrem v. Prideco Secure Loan Fund, LP, 841 N.W.2d 882,
891 (Iowa 2014). The touchstone of the due-process analysis remains whether the defendant
has sufficient minimum contacts with [the forum state] such that maintenance of the suit does not
offend traditional notions of fair play and substantial justice. Id. at 891. The courts now follow
a two criteria test to determine whether a nonresident has sufficient minimum contacts with
Iowa. Those criteria include: (1) whether defendant has purposefully directed his activities at
residents of the forum, and (2) whether the litigation results from alleged injuries that arise out of
or relate to those activities. Id. at 893.
Here, preparation in Iowa of the contract in dispute does not, standing alone, convince
this court that Iowa is the proper forum for this litigation. Other allegations, however, supported
by affidavits, that work on the production progressed in Iowa, that defendant supported
production in Iowa due to lower costs, and that it was anticipated that up to 90% of the films
ultimate production would occur in Iowa, are sufficient to reach the conclusion that minimum
contacts with Iowa existed and that fair play warrants a finding that Iowa is an appropriate
forum. This court further finds the motion to dismiss Al Damarki from this litigation to be
premature given this ruling on jurisdiction. Determining whether the plaintiff can pierce the
corporate veil must be an issue left to another day.
Order
It Is Ordered that defendants motion to dismiss for lack of personal jurisdiction is
denied.
Copies to: Counsel of Record

Type:
OTHER ORDER
Case Number
LACV019503
Case Title
DUNES
So Ordered
page 5 of 5
E-FILED 2014 JUL 21 1:41 PM SAC - CLERK OF DISTRICT COURT
BRYAN MOORE,
Plaintiff,
v.
DEFENDANTS ANSWER TO FIRST

AMENDED PETITION, AFFIRMATIVE
DEFENSES AND JURY DEMAND
Defendants.
COME NOW Defendants, Dark Dunes Productions (hereinafter Dark Dunes) and
Sultan Saeed Al Darmaki (Al Darmaki), by and through the undersigned attorneys, and for
their Answer to Plaintiffs Petition, state as follows:
1.
Defendants admit the allegations of paragraph 1.
2.
Defendants admit that Defendant Al Darmaki is a resident of Abu Dhabi, United
Arab Emirates. The remainder of the allegations in paragraph 2 are denied.

3.
Defendants admit that Dark Dunes is a limited liability company formed under the
laws of Abu Dhabi, United Arab Emirates with its principal place of business located at the Al
Darmaki Building, Sheikh Rashed Road, P.O. Box 323, Abu Dhabi, United Arab Emirates.
Defendant denies the remaining allegations of paragraph 3.
4.
This is a jurisdictional question for the court to address and to the extent an
answer is required paragraph 4 is denied.

5.
6.
Defendants deny the allegations of paragraph 6.
7.
8.
Defendants state that the contract speaks for itself and deny any allegations
contained in paragraph 7 of the Petition inconsistent with the contract.

9.
10.
Defendants admit the allegations of paragraph 9

Defendants admit that on or about September 30, 2013, plaintiff and Dark Dunes
entered into a contract. Defendants further state that the contract attached as Exhibit B is
incomplete. It is further admitted that the language of the agreement is accurately set forth. Any
remaining allegations in paragraph 10 are denied.
11.
Defendants admit that the language of paragraph 2 of the agreement is accurately
set forth.
12.
set forth. The narrative which follows the actual language of paragraph 5 is denied.
13.
14.
15.
16.
17.
The narrative which precedes the actual language of the termination notice is
denied. It is admitted that the language of the termination notice is accurately set forth.
18.
19.
20.
21.
22.
23.
24.
25.
26.
27.
28.
29.
30.
31.
32.
33.
34.
35.
Defendants deny the allegations of paragraph 35
36.
37.
38.
39.
40.
41.
42.
WHEREFORE, Defendants pray that Plaintiffs Petition be dismissed and costs assessed
to the Plaintiff.
AFFIRMATIVE DEFENSES
1.
Lack of personal jurisdiction.
2.
Failure to Fulfill Conditions Precedent. Plaintiff failed to fulfill conditions
precedent which are contained in the contract existing between the Plaintiff and Defendant.
Consequently, Plaintiffs Petition should be dismissed.
JURY DEMAND
COME NOW Defendants, by and through the undersigned attorneys, and hereby demand
trial by jury of all issues triable.
upon each of the attorneys listed as receiving notice on July
21, 2014, by U. S. Mail.

By: /s/ Guy R. Cook
Copy to:

Phone: 515/245-4300
Fax: 515/245-4452
Jonathan c. Wilson
Tara Z. Hall
ATTORNEYS FOR DEFENDANTS
BRYAN MOORE,
Plaintiff,
v.
DEFENDANTS ANSWER TO FIRST

AMENDED PETITION, AFFIRMATIVE
DEFENSES AND JURY DEMAND
Defendants.
COME NOW Defendants, Dark Dunes Productions (hereinafter Dark Dunes) and
Sultan Saeed Al Darmaki (Al Darmaki), by and through the undersigned attorneys, and for
their Answer to Plaintiffs Petition, state as follows:
1.
2.
Defendants admit that Defendant Al Darmaki is a resident of Abu Dhabi, United
Arab Emirates. The remainder of the allegations in paragraph 2 are denied.

3.
Defendants admit that Dark Dunes is a limited liability company formed under the
laws of Abu Dhabi, United Arab Emirates with its principal place of business located at the Al
Darmaki Building, Sheikh Rashed Road, P.O. Box 323, Abu Dhabi, United Arab Emirates.
Defendant denies the remaining allegations of paragraph 3.
4.
This is a jurisdictional question for the court to address and to the extent an
answer is required paragraph 4 is denied.

5.
6.
7.
8.
Defendants state that the contract speaks for itself and deny any allegations
contained in paragraph 7 of the Petition inconsistent with the contract.

9.
10.
Defendants admit the allegations of paragraph 9

Defendants admit that on or about September 30, 2013, plaintiff and Dark Dunes
entered into a contract. Defendants further state that the contract attached as Exhibit B is
incomplete. It is further admitted that the language of the agreement is accurately set forth. Any
remaining allegations in paragraph 10 are denied.
11.
set forth.
12.
set forth. The narrative which follows the actual language of paragraph 5 is denied.
13.
14.
15.
16.
17.
The narrative which precedes the actual language of the termination notice is
denied. It is admitted that the language of the termination notice is accurately set forth.
18.
19.
20.
21.
22.
23.
24.
25.
26.
27.
28.
29.
30.
31.
32.
33.
34.
35.
Defendants deny the allegations of paragraph 35
36.
37.
38.
39.
40.
41.
42.
WHEREFORE, Defendants pray that Plaintiffs Petition be dismissed and costs assessed
to the Plaintiff.
AFFIRMATIVE DEFENSES
1.
Lack of personal jurisdiction.
2.
Failure to Fulfill Conditions Precedent. Plaintiff failed to fulfill conditions
precedent which are contained in the contract existing between the Plaintiff and Defendant.
Consequently, Plaintiffs Petition should be dismissed.
JURY DEMAND
COME NOW Defendants, by and through the undersigned attorneys, and hereby demand
trial by jury of all issues triable.
upon each of the attorneys listed as receiving notice on July
21, 2014, by U. S. Mail.

By: /s/ Guy R. Cook
Copy to:

Phone: 515/245-4300
Fax: 515/245-4452
Jonathan c. Wilson
Tara Z. Hall
E-FILED 2014 SEP 30 12:51 PM SAC - CLERK OF DISTRICT COURT
BRYAN MOORE,
Plaintiff,
NOTICE OF SERVING DISCOVERY
REQUESTS
v.
Defendants.
COME NOW the defendants, Sultan Saeed Al Darmaki and Dark Dunes Cinema
Productions, and hereby provides notice of service of the following discovery documents:
1. Defendants First Set of Requests for Production to Plaintiff.
2. Defendants First Set of Interrogatories to Plaintiff
September 30, 2014, by U. S. Mail.

By: /s/ Guy R. Cook
Copy to:
Jonathan c. Wilson
Tara Z. Hall

Phone: 515/245-4300
Fax: 515/245-4452
E-FILED 2014 OCT 29 9:10 AM SAC - CLERK OF DISTRICT COURT
E-FILED 2014 OCT 29 9:10 AM SAC - CLERK OF DISTRICT COURT
E-FILED 2014 OCT 30 2:08 PM SAC - CLERK OF DISTRICT COURT
IOWA DISTRICT COURT FOR SAC COUNTY

BRYAN MOORE,
Case No. LACV019503
Plaintiff,
vs.
ORDER
DUNES PRODUCTIONS, a/k/a DARK
Defendants.
Pursuant to an agreement reached by counsel representing the Plaintiff and the
Defendant, the Court amends the June 18, 2014 Trial Scheduling Order as follows:
1. All written discovery shall be served no later than December 29, 2014.
2. All discovery and pleadings shall close on January 28, 2015.
All other deadlines contained in the June 18, 2014 Trial Scheduling Order shall
remain in effect.
Clerk to furnish copies to:
Counsel of Record
Unrepresented Parties
E-FILED 2014 OCT 30 2:08 PM SAC - CLERK OF DISTRICT COURT

Type:
OTHER ORDER
Case Number
LACV019503
Case Title
DUNES
So Ordered
page 2 of 2
E-FILED 2015 JAN 19 9:38 AM SAC - CLERK OF DISTRICT COURT

BRYAN MOORE,
Plaintiff,
vs.
Defendants.
)
)
)
)
)
)
)
)
)
)
)
DISMISSAL WITH
PREJUDICE
COMES NOW the Plaintiff, Bryan Moore, and hereby dismisses with prejudice all
claims asserted against the Defendant, Sultan Saeed Al Darmaki and Dark Dunes Productions
a/k/a Dark Dunes Cinema Productions, in the above-matter.
______/s/ Tara Z. Hall______________________

Telephone: (515) 288-2500
Facsimile: (515) 243-0654
COPY TO:
Guy R. Cook
Laura N. Martino
Phone: 515/245-4300
Fax: 515/245-4452
#2538796
PROOF OF SERVICE
The undersigned certifies that the foregoing instrument
was served upon all parties to the above cause to each of
the attorneys of record herein at their respective addresses
disclosed on the pleadings on January 19, 2015 by:
US Mail
Hand Delivered
Federal Express
FAX
Overnight Courier
Other: EDMS

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E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 MAR 20 10:08 AM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 APR 08 2:18 PM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

IN THE IOWA DISTRICT COURT FOR SAC COUNTY

CASE NO. LACV 019503

GREFE & SIDNEY, P.L.C.

500 E. Court Ave., Ste. 200

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

IN THE IOWA DISTRICT COURT FOR SAC COUNTY

CASE NO. LACV 019503

BRIEF IN SUPPORT OF MOTION TO

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

to shoot the Film.

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

THE COMPLAINT SHOULD BE DISMISSED FOR LACK OF PERSONAL

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

Every corporation, individual, personal representative, partnership or association that

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

The constitutional touchstone in determining jurisdiction is whether defendant has

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

4. Interest of the Forum

THE COMPLAINT SHOULD BE DISMISSED FOR LACK OF PERSONAL

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

GREFE & SIDNEY, P.L.C.

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

500 E. Court Ave., Ste. 200

ATTORNEYS FOR DEFENDANT DARK

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 APR 25 2:56 PM SAC - CLERK OF DISTRICT COURT

E-FILED 2014 MAY 05 2:20 PM SAC - CLERK OF DISTRICT COURT

IN THE IOWA DISTRICT COURT FOR SAC COUNTY

CASE NO. LACV 019503

On March 20, 2014, Plaintiff filed its Petition in this matter.

On April 25, 2014, Defendants filed a Motion to Dismiss.

respectfully request an extension of time to respond to Defendants Motion.

E-FILED 2014 MAY 05 2:20 PM SAC - CLERK OF DISTRICT COURT

Plaintiff respectfully requests an additional seven (7) days, up to and including

May 15, 2014, to file its Resistance to Defendants Motion to Dismiss.

/s/ Jonathan C. Wilson

ATTORNEYS FOR DEFENDANT DARK

E-FILED 2014 MAY 06 9:37 AM SAC - CLERK OF DISTRICT COURT

IN THE IOWA DISTRICT COURT FOR SAC COUNTY

BRYAN SCOTT MOORE ,

Case No. 02811 LACV019503

Plaintiff's Motion for Extension of Time comes before the Court.

IT IS ORDERED that the aforesaid Motion is SUSTAINED.