Jarvis v. Taylor et alMOTION to Compel Discovery ResponsesM.D. Ala.October 1, 20184832-7345-8549 IN THE UNITED STATES DISTRICT COURT FOR THE MIDDLE DISTRICT OF ALABAMA NORTHERN DIVISION CHRISTOPHER JARVIS, § § Plaintiff/Counter-Defendant, § § v. § TAYLORCHANDLER, LLC, T. BRITT TAYLOR, NORMAN CHANDLER, and JAMES R. JOHNSON, § § § § § CIVIL ACTION NO. 2:17-CV-396 § Defendants/Counter-Plaintiffs. § PLAINTIFF’S MOTION TO COMPEL DISCOVERY Pursuant to Federal Rule of Civil Procedure 37, Plaintiff/Counter-Defendant Christopher Jarvis files this Motion to Compel Discovery against Defendants/Counter-plaintiffs. I. SUMMARY OF RELIEF SOUGHT Plaintiff Christopher Jarvis brings this motion to compel because Defendants have failed to produce over 500 native files that they have promised for months are “on their way.” Jarvis also brings this motion because Defendants refuse to produce financial documents that are directly relevant to critical issues in this case. Defendants owe Plaintiff upwards of $1 million dollars (including interest) of a deferred purchase price from a 2016 business acquisition where Defendants Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 1 of 21 2 acquired Jarvis’s company, Jade Risk. The payment of the deferred purchase price by Defendants to Jarvis was tied to certain financial benchmarks being met in 2016. In early 2017, Defendants asserted to Jarvis that no such benchmarks were met and thus nothing would be paid; Jarvis alleged that Defendants had manipulated the numbers to avoid paying him the deferred purchase price, and requested the financial documentation from Defendants to support their determination that no benchmarks were met. Jarvis also raised concerns in this time period that his compensation under the employment agreement was being shorted by Defendants. In response to this request for financials and his insistence that their employment agreement be honored, Jarvis was fired “for cause” by Defendants. The backup financial information related to the financial benchmarks was never provided to Jarvis - only self-serving and inaccurate summaries. Defendants have also refused to produce information about clients which relate to origination bonuses owed to Jarvis. Jarvis filed this lawsuit to recover the moneys owed from Defendants related to the deferred purchase price (at least $1 million including interest), and other bonuses that Defendants have failed to pay. In discovery, Defendants continue to stonewall and refuse to produce the financial and client information to demonstrate whether the financial benchmarks were met. This motion is necessary to compel the production of that information. Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 2 of 21 3 Finally, Jarvis seeks to compel answers to interrogatories that relate to Defendants’ counterclaims, which allege that the 2016 acquisition of Jarvis’s business was induced by fraud, and that Jarvis then sought to sabotage Defendants’ business after the acquisition. II. BACKGROUND A. Jarvis Sold His Company, Jade Risk, to Defendants in 2016 for $3 Million. This case arises from a business acquisition in 2016, where Defendants bought a company called Jade Risk from Jarvis for $3 million. Jade Risk was in the business of managing captive insurance companies. A captive insurance company (or “captive”) is a form of self-insurance where the insured-typically, a corporation-wholly owns and controls its own insurer (the captive). Due to the legal requirements governing insurance companies, captives often rely on third parties, like Jade Risk, to manage their business. Because it was already in the captive space, Defendants wanted to acquire Jade Risk to bolster their own captive management business. 1 The purchase price for Jade Risk was $3 million. $2.25 million was paid at the time the acquisition closed, while $750,000 was deferred 1 Defendants folded Jade Risk into a company they own and control, called Arsenal Insurance Management LLC (“Arsenal”). Both Jade Risk and Arsenal are in the business of managing captive insurance companies (“captive(s)”) for their clients. Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 3 of 21 4 and dependent on the financial performance of Defendants (and their captive business, Arsenal) following the acquisition. B. Jarvis Became Employed by Defendant TaylorChandler LLC in Connection with the Jade Risk Acquisition. In connection with the acquisition, Jarvis became an employee of one of the Defendants, TaylorChandler LLC, an accounting firm. Under his employment agreement, Jarvis was owed a $20,000 bonus for each new captive client of Defendants that Jarvis originated following the acquisition of Jade Risk. The idea was to incentivize Jarvis to continue to be involved with the captive business that Defendants had acquired, and be rewarded for originating clients. C. Defendants Terminated Jarvis’s Employment “For Cause” After Jarvis Requested Financial Information from Defendants to Substantiate Their Claim That He Was Not Owed Money for the Deferred Purchase Price. The Jade Risk acquisition closed in July 2016. In early 2017, Jarvis requested detailed financial statements from Defendants to reconcile Defendants’ representation that there was a “2016 revenue shortfall” 2 -meaning Jarvis would 2 The acquisition documents specifically define “2016 Revenue Shortfall” as a dollar-for-dollar equivalent to “revenues of the Company for period between July 1, 2016 and December 31, 2016 [that] do not equal or exceed $1,010,000.” Ex. D to Cleveland Decl., Arsenal 00002. The document likewise defines “2017 Revenue Shortfall”: “For purposes of this Agreement, ‘2017 Revenue Shortfall’ is defined as $3,260,000 minus the cash revenues received by the Company for the period between July 1, 2016 and December 31, 2017 plus the outstanding accounts receivable as of December 31, 2017.” Id. Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 4 of 21 5 not be paid the full amount of the earn-out ($750,000) of the acquisition price, despite evidence to the contrary. Jarvis raised his concern with Defendants that they had failed to account for $500,000 of revenue in 2016 that would all but eliminate any alleged shortfall for the deferred purchase price. While Defendants provided “summary information,” Jarvis asked for the detailed financial information from Defendants to confirm how much of the $750,000 deferred purchase price he was owed. But after Jarvis requested this information from Defendants-and after he had insisted that he be compensated in accordance with the parties’ agreement (as opposed to renegotiating his deal)-he was fired “for cause” in May 2017. Defendants have never provided Jarvis with the necessary financial information to determine what he is owed from the $750,000 deferred purchase price. There is no documentation that supports the “for cause” termination of Jarvis other than the termination letter itself. Jarvis’s termination in May 2017 was immediately prior to a meeting that was set up by Jarvis that, on information and belief, has led to additional captive clients for Defendants. Jarvis has asked for the clients of Defendants (and Arsenal) to be identified to determine the bonuses that are owed to him - pursuant to the $20,000 “per captive” bonus in his agreement - but Defendants have refused to provide that information as well. Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 5 of 21 6 D. Thereafter, Jarvis Filed this Lawsuit; Defendants Have Continued to Refuse to Produce the Financial Information Supporting Their Claim of Revenue Shortfalls. Jarvis filed this lawsuit because he is owed upwards of $750,000 from the deferred purchase price of the Jade Risk acquisition that has not been paid. Jarvis is also owed a $175,000 bonus that is not tied to any performance metrics and that Defendants have refused to pay. Jarvis is also owed a $20,000 bonus for each captive client of Defendants that he originated. These obligations come straight out of the agreements between Jarvis and Defendants. This motion to compel is necessary because Defendants’ stonewalling with respect to the relevant financial and client information has continued in litigation. Jarvis sent requests for production to Defendants in this litigation seeking the financial information necessary to substantiate Defendants’ claims of a revenue shortfall, and also to seek the identity of Defendants’ captive clients to determine the origination bonuses owed to Jarvis. Defendants have not produced any of this information. E. Defendants Have Asserted Counterclaims That Allege That the Entire Jade Risk Acquisition Was a Fraud. In response to Jarvis’s claims seeking his due compensation for the sale of Jade Risk and his employment by TaylorChandler, Defendants have alleged that Jarvis defrauded them into acquiring Jade Risk by making pre-deal Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 6 of 21 7 misrepresentations, including about the number of captive customers (or potential customers) that would be involved in the acquisition. Defendants allege in their counterclaims that Jarvis (1) fabricated 19 captive insurance clients on a spreadsheet that was circulated before the transaction, (2) that Jarvis was encouraging other clients on that spreadsheet to shut down their business to harm Defendants. Jarvis sent interrogatories to Defendants asking them to identify the clients that they allege were fabricated, and the clients that Jarvis was allegedly advising to shut down to harm Defendants. Defendants have failed to directly answer these interrogatories and must be compelled to do so. F. Jarvis Has Sent Requests for Production and Interrogatories Based on the Claims and Attempted to Confer in Good Faith with Defendants Prior to this Motion. Jarvis sent his requests for production and interrogatories to Defendants in February 2018. In March 2018, Defendants asked for and were granted two courtesy extensions for their responses to Jarvis’s discovery. Defendants have made a voluminous rolling production of over 150,000 pages in the past several months. However, much of that production consists of the pre-acquisition files of Jade Risk without any tailoring to any discovery request. These files have little relevance to the case. Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 7 of 21 8 III. DISCOVERY REQUESTS AND ATTEMPTS TO CONFER Jarvis, through counsel, has engaged in extensive efforts to confer with Defendants’ counsel regarding these deficiencies and resolve them prior to seeking the Court’s assistance, to no avail. Attached to this Motion as Exhibit 1 is the Declaration of Timothy Cleveland, Counsel for Plaintiff. Although Defendants have collectively produced tens of thousands of pages of documents, the vast majority of those documents are merely Jarvis’s pre-2016 Jade Risk files being produced back to him; Defendants still have not produced the relevant financial documents or any evidence to corroborate their counter-claims against him. Attached to Exhibit 1 (Declaration of Timothy Cleveland) as Exhibit A are the discovery requests, and as Exhibit B are the discovery responses and objections from Defendants referred to in this motion, and attached as Exhibit C is the correspondence from counsel reflecting the extensive attempts to confer and narrow the issues presented to the court herein. IV. ARGUMENT & AUTHORITIES The purpose of discovery is to allow a party to acquire relevant information from an opposing party, not to facilitate an opposing party’s attempt to hide information or wage a trial-by-surprise via unilateral access to evidence. The oft-quoted Rule 26 note makes this clear: “The purpose of discovery is to allow a broad search for facts, the names of witnesses, or any other matters which may aid Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 8 of 21 9 a party in the preparation or presentation of his case.” Fed. R. Civ. P. 26 advisory committee’s note to 1946 amendment (emphasis added). As a fellow district court in this circuit has noted: The overall purpose of discovery under the Federal Rules is to require the disclosure of all relevant information so that the ultimate resolution of disputed issues in any civil action may be based on a full and accurate understanding of the true facts and, therefore, embody a fair and just result. . . . As the Eleventh Circuit's predecessor court noted: The discovery provisions of the Federal Rules of Civil Procedure allow the parties to develop fully and crystalize concise factual issues for trial. Properly used, they prevent prejudicial surprises and conserve precious judicial energies. The United States Supreme Court has said that they are to be broadly and liberally construed. I.S.E.L., Inc. v. Am. Synthol, Inc., No. 3:08-cv-870-J-25TEM, 2009 U.S. Dist. LEXIS 101126, at *5-7 (M.D. Fla. 2009) (emphasis added) (citations omitted) (quoting Burns v. Thiokol Chem. Corp., 483 F.2d 300, 304 (5th Cir.1973)); accord Lozano v. Md. Cas. Co., 850 F.2d 1470, 1473 (11th Cir. 1988); WM Mobile Bay Envtl. Ctr., Inc. v. City of Mobile Solid Waste Auth., Civ. No. 13-0434-KD-N, 2015 U.S. Dist. LEXIS 152197, at *5 (S.D. Ala. 2015). Specifically, Rule 26 allows for the discovery of “any nonprivileged matter that is relevant to any party’s claim or defense and proportional to the needs of the case.” Fed. R. Civ. P. 26(b)(1) (emphasis added). Rules 33 and 34 allow a party to use interrogatories and document requests, respectively, to seek information within Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 9 of 21 10 the scope of Rule 26. Fed. R. Civ. P. 33(a)(2), 34(a). Finally, Rule 37 allows a party to “move for an order compelling disclosure or discovery” if “the movant has in good faith conferred or attempted to confer with the person or party failing to make disclosure or discovery in an effort to obtain it without court action.” Fed. R. Civ. P. 37(a)(1). Pursuant to Rule 37, the specific relief that Jarvis now seeks is for the Court (1) to order Defendants to produce over 500 native files that they have represented they are producing but have not yet produced; (2) to overrule Defendants’ objections to several of Jarvis’s document requests, and to order Defendants to produce documents pursuant to those requests; and (3) to overrule Defendants’ objections to several of Jarvis’s interrogatories, and order Defendants to answer those requests. A. Defendants Must Be Compelled To Produce Native Files Corresponding to Specific Pages in Their Production. Defendants have produced well over 500 slip sheets in their production thus far which each represent that a native file has been produced in lieu of a PDF document. E.g., Ex. E to Cleveland Decl. (ARSENAL 002306). Defendants have not produced these native files and have no justification for doing so. Defendants must be compelled to produce these native files. Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 10 of 21 11 B. Defendants Must Be Compelled to Produce Documents Relevant to Plaintiff’s Claims and Defendants’ Counterclaims. 1. Financial Statements Documenting Jade Risk Performance Jarvis was terminated for cause in May 2017 after he asked for the financial statements from Defendants that would support their apparent contention that there was a 2016 Revenue Shortfall which would negatively affect the $750,000 owed to Jarvis as part of the deferred purchase price for the sale of Jade Risk. Jarvis has requested the financial statements and bank statements of Defendants (and their company Arsenal) to learn the specific bases of Defendants’ claim that there was a 2016 Revenue Shortfall. See, e.g., Ex. A to Cleveland Decl., RFP Nos. 11, 12, 13. The critical requests for the 2016 and 2017 Revenue Shortfalls that Defendants have refused to comply with are Nos. 12 and 13: Id. Defendants have not produced a single financial statement or bank record in this case. Defendants’ objections to these requests are without basis. In response to RFP Nos. 11, 12, and 13, Defendants contend that the documents “are not relevant to the present litigation,” that “they will [not] lead to relevant Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 11 of 21 12 information,” and that the “information is confidential and proprietary.” Ex. B to Cleveland Decl., Responses to RFPs No. 11, 12, 13. Despite those objections, Defendants have stated that “Defendants will produce all appropriate documents.” Id. Defendants have produced none. The Court should overrule their objections and compel the production of these documents because there is simply no colorable argument that they very documents that would verify or defeat several claims and counterclaims in this dispute have nothing to do with this dispute. 2. Documents Reflecting Revenues from Captive Clients Jarvis has likewise sought specific financial statements, like bank statements, related to calculations of income that he created for Defendants and that would assist him in determining actual revenues related to the alleged 2016 and 2017 Revenue shortfalls. For example, RFP No. 15 requests financial statements specifically for Jarvis’s clients: Ex. A to Cleveland Decl., RFP No. 15. In response, Defendants reiterate their objections to RFPs No. 11, 12, and 13, but again state they “will produce statements which document revenues received from Jade Risk customers for 2015- 2017.” Id. No such documents have been produced and should be compelled. Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 12 of 21 13 Additionally, these documents must be produced not only for Jade Risk customers, but also Arsenal customers, because revenues from both are relevant to the determination of whether there is a Revenue Shortfall for 2016 or 2017. 3. Documents Reflecting Payments by Captive Clients RFP No. 62 seeks captive client invoices and records of payment, which would demonstrate payments received from those clients that could be part of the revenue calculation; Defendants have refused to produce any of those documents on the grounds that they are not “related to any factual allegation in this complaint.” Ex. A to Cleveland Decl., RFP No. 62; Ex. B to Cleveland Decl., Response to RFP No. 62. The Court should overrule Defendants’ objections and compel production of these documents. 4. Documents Related to the Alleged 2016 and 2017 Revenue Shortfalls Jarvis has likewise sought, via RFP Nos. 19 and 20, all documents and communications related to a 2016 Revenue Shortfall and/or a 2017 Revenue Shortfall. Ex. A to Cleveland Decl., RFP Nos. 19 and 20. Defendants responded by saying that they would produce such documents (save for, understandably, privileged and work product documents). Ex. B to Cleveland Decl., Responses to RFP Nos. 19 and 20. However, as of the filing of this Motion, Defendants have not produced the requested documents. The Court should compel production of those documents. Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 13 of 21 14 5. Documents Related to Defendants’ Acquisition of Jade Risk As described above, Defendants have filed counterclaims against Jarvis alleging that he made misrepresentations about the volume of captive clients, potential clients, and prospects of Jade Risk prior to the acquisition of Jade Risk by Defendants. Accordingly, Jarvis has served requests for production seeking the documents and communications that support or relate to Defendants’ counterclaims. For example, Request No. 14 seeks the documents that Defendants provided to its lender to finance the acquisition of Jade Risk. Ex. A to Cleveland Decl., RFP No. 14. Defendants have objected that the information is not relevant and is privileged. Ex. B to Cleveland Decl., Response to RFP No. 14. To the contrary, it is plainly relevant: the documents certainly contain contemporaneous representations by the Individual Defendants to its lender regarding their views of Jade Risk’s actual performance and worth. And, it is not clear what privilege they are asserting: the lender is a bank, not an attorney. Accordingly, the Court should overrule those objections and compel production. Further, a central issue in Defendants’ fraud counterclaim is that Jarvis provided a spreadsheet of Jade Risk clients and prospective clients to Defendants prior to the acquisition that wildly overestimated the number of Jade Risk clients, including the allegation that Jarvis “entirely fabricated” several of those clients. ECF No. 34, at ¶ 17. In response, Jarvis has sought evidence regarding several Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 14 of 21 15 issues related to the acquisition: Jarvis’s pre-deal representations and Defendants’ reliance on those representations, Defendant’s own pre-deal due diligence, the client information in possession of Defendants, and the like. Defendants have not produced documents in response to requests seeking several of those categories of documents: Defendants’ entire diligence file for the Jade Risk acquisition, and anything documenting the risks associated with such an acquisition. Ex. A to Cleveland Decl., RFP Nos. 21-22. Defendants have responded that “such documents will be produced,” but have only produced sporadic emails contemporaneous with their due diligence, and have not produced spreadsheets or other analysis that is clearly discussed in those emails. Ex. B to Cleveland Decl., Responses to RFP Nos. 21-22; see, e.g., Ex. F to Cleveland Decl., ARSENAL 002841-002845. All of the pre-deal spreadsheets that were provided to Defendants by Jarvis, and all of the documents demonstrating that Defendants relied on those spreadsheets. Ex. A to Cleveland Decl., RFP Nos. 24-25. Defendants have responded that “these documents will be produced,” but have only partially produced such documents, especially in response to RFP No. 25. Ex. B to Cleveland Decl., Responses to RFP Nos. 24-25 6. Documents Related to Arsenal Clients Terminating Arsenal as Their Captive Insurance Manager Defendants likewise contend that Jarvis was justifiably terminated because he is directly responsible for several Arsenal or Jade Risk clients leaving Arsenal after the acquisition. Defendants’ theory is that Jarvis was actively working against the company by advising those clients to terminate their agreements with Arsenal and take their business elsewhere. See, e.g., ECF No. 34, ¶¶ 94-107. Accordingly, Jarvis has sought documents regarding the business relationship Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 15 of 21 16 between those clients and Arsenal, including communications between those clients and Defendants regarding those clients’ termination of Arsenal, engagement agreements, internal Arsenal communications and documents regarding its business model and the reason why such clients were leaving, and the like. See, e.g., Ex. A to Cleveland Decl., RFP Nos. 42, 45, 47, 59, 60. Defendants have either promised to produce such documents without doing so, e.g., Ex. B to Cleveland Decl., Response to RFP No. 42 (“these documents will be produced”), or refused to produce any such documents, Ex. B to Cleveland Decl., Response to RFP No. 59. As those documents are relevant to any counterclaims involving the causes for a client’s termination of Arsenal as its captive insurance manager, the Court should compel them to be produced. C. Defendants Must Be Compelled to Answer Jarvis’s Interrogatories that Seek Information at the Heart of Their Counterclaims. Defendants are likewise playing coy with Jarvis’s Interrogatories that seek basic information regarding their contention that Jarvis made material misrepresentations prior to their acquisition of Jade Risk and that he acted against the interests of Arsenal and Defendants. 1. Interrogatory No. 1 Interrogatory No. 1 seeks the identity of the captive clients that Defendants allege Jarvis “advised and/or encouraged to dissolve or wind down, and describe” how Jarvis allegedly did so. Ex. A to Cleveland Decl., Interrogatory No. 1. This Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 16 of 21 17 interrogatory is based on specific allegations in Defendants’ counterclaim that Jarvis advised or encouraged captive clients to dissolve or wind down after the Jade Risk acquisition. See, e.g., ECF No. 34, at ¶ 79. In their answer to Interrogatory No. 1, Defendants provide a chart of 39 captive clients that were part of a spreadsheet provided by Jarvis prior to the acquisition, but Defendants do not identify which of those captive clients Jarvis advised or encouraged to wind down. Buried in the middle of a three-page answer, Defendants say “[a]s described in more detail below, of these thirty-nine (39) captive insurance companies, Mr. Jarvis advised or encouraged many to dissolve or wind down or steered away from Arsenal and instructing them not to pay fees. Others were fabricated in that they could not possible have become clients.” See Ex. B to Cleveland Decl., at 3 (Answer to Interrogatory No. 1). In their answer, Defendants never identify which specific clients Jarvis encouraged or advised to wind down or dissolve, or which clients were fabricated. Instead, Defendants’ answer dances around the specific question that is at the heart of their claims and, allegedly, the impetus for Jarvis’s termination from the company. Defendants have alleged that Jarvis specifically directed some of their clients to leave Arsenal. ECF No. 34, at ¶ 79. At a bare minimum, they must identify which clients were so advised; accordingly, Defendants should be Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 17 of 21 18 compelled to answer Interrogatory No. 1 by identifying which clients were advised or encouraged by Jarvis to dissolve or wind down. 2. Interrogatory No. 5 Defendants stated in their counterclaims that Jarvis also fabricated captives that were on the pre-acquisition spreadsheet. ECF No. 34, ¶¶ 94-107 (claiming that some of the clients were “entirely fabricated”). Jarvis’s Interrogatory No. 5 asks Defendants to identify which captive clients were fabricated, and the basis of the allegation that they were fabricated. Ex. A to Cleveland Decl., Interrogatory No. 5. In response, Defendants do not identify any fabricated clients, or any basis therefore, but simply refer back to their lengthy but nonresponsive answer to Interrogatory No. 1. See Ex. B to Cleveland Decl., Response to Interrogatory No. 5. In other words, Defendants have brought entire claims based on the contention that Jarvis “entirely fabricated” clients but have not even identified which clients they believe are fabricated (or much less explain why they believe so). They must be compelled to answer this request. 3. Interrogatory No. 9 Defendants stated in their counterclaims that Jarvis advised captive owners to shut down their captives with Defendants (and their company Arsenal) so Jarvis could sell them life insurance. ECF No. 34, at ¶ 63. Jarvis’s Interrogatory No. 5 asks Defendants to identify these captive owners, but Defendants fail to properly Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 18 of 21 19 answer. Defendants again refer generally to their narrative, non-responsive answer to Interrogatory No. 1, which does not identify the captives that Defendants allege Jarvis advised to shut down in order to sell more life insurance. See Ex. B to Cleveland Decl. Defendants must be compelled to answer this interrogatory. V. CONCLUSION For the foregoing reasons, Jarvis respectfully requests that the Court compel the production requested above. Dated October 1, 2018 Respectfully submitted, /s/ Marcus M. Maples MARCUS M. MAPLES ATTORNEYS FOR PLAINTIFF/COUNTER-DEFENDANT CHRISTOPHER JARVIS BAKER, DONELSON, BEARMAN, CALDWELL & BERKOWITZ, P.C. Marcus Maples 420 North 20th Street Suite 1400, Wells Fargo Tower Birmingham, Alabama 35203 (205) 328-0480 (205) 322-8007 - facsimile mmaples@bakerdonelson.com Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 19 of 21 20 /s/ Timothy Cleveland TIMOTHY CLEVELAND ATTORNEYS FOR PLAINTIFF/COUNTER-DEFENDANT CHRISTOPHER JARVIS CLEVELAND | TERRAZAS PLLC 4611 Bee Cave Road, Suite 306B Austin, Texas 78746 512-689-8698 Timothy Cleveland (admitted pro hac vice) State Bar No. 24055318 tcleveland@clevelandterrazas.com Kevin J. Terrazas (admitted pro hac vice) State Bar No. 24060708 kterrazas@clevelandterrazas.com CERTIFICATE OF CONFERENCE I certify that I have conferred with opposing counsel regarding this motion and the discovery disputes discussed herein, as evidenced in Exhibit 1 attached to the Declaration of Tim Cleveland. /s/ Marcus M. Maples Marcus M. Maples Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 20 of 21 21 CERTIFICATE OF SERVICE I certify that I served the foregoing document on all counsel of record on October 1, 2018 via ECF at the addresses below: Royal Dumas Gilpin Givhan, P.C. 2660 East Chase Lane, Suite 300 Montgomery, AL 36117 Phone: 334-244-1111 Facsimile: 334-244-1969 rdumas@gilpingivhan.com ATTORNEY FOR DEFENDANTS /s/ Marcus M. Maples Marcus M. Maples Case 2:17-cv-00396-ECM-GMB Document 38 Filed 10/01/18 Page 21 of 21
