Preview
FILED
2/3/2023 2:23 PM
FELICIA PITRE
DISTRICT CLERK
DALLAS CO., TEXAS
Christi Underwood DEPUTY
CAUSE NO. DC-21-11406
MILTON 635 GRAVOIS ROAD LLC, IN THE DISTRICT COURT
635 GRAVOIS ROAD LEASING LLC, and
635 GRAVOIS ROAD REAL ESTATE LLC,
Plaintiffs,
Vv. 44TH JUDICIAL DISTRICT
TRT HOLDINGS, INC.,
RBR REAL ESTATE HOLDINGS, LLC,
BRIAN ZELMAN, and ADAM ZEITSIFF,
Defendants. DALLAS COUNTY, TEXAS
NOTICE OF SUBPOENA DUCES TECUM TO
NON-PARTY WICK, PHILLIPS, GOULD & MARTIN, LLP
TO CHRIS FULLER WITH, WICK, PHILLIPS, GOULD & MARTIN, LLP, 3131
MCKINNEY AVENUE, SUITE 500, DALLAS, TEXAS 75204.
PLEASE TAKE NOTICE that, pursuant to Rules 200 & 205 of the Texas Rules of Civil
Procedure, Plaintiffs, MILTON 635 GRAVOIS ROAD LLC, 635 GRAVOIS ROAD LEASING
LLC, and 635 GRAVOIS ROAD REAL ESTATE LLC, serve this notice of intention to serve a
Subpoena Duces Tecum, attached as E: xhibit 1, on non-party Chris Fuller of Wick, Phillips, Gould
& Martin, LLP.
The Subpoena Duces Tecum commands the production of documents and tangible items
identified in the attached Exhibit A to the Subpoena Duces Tecum twenty (20) days from the
service of the Subpoena Duces Tecum, at 10 a.m., electronically to Robert N. LeMay, Esq.,
tlemay@krcl.com, or, alternatively, at the offices of KANE RUSSELL COLEMAN LOGAN, 901 Main
Street, Suite 5200, Dallas, TX 75202
ISSUED this 3rd day of February, 2023.
NOTICE OF SUBPOENA DUCES TECUM TO NON-PaRTY WICK, PHILLIPS, GOULD & MARTIN, LLP - Page 1 of 3
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Respectfully submitted,
KANE RUSSELL COLEMAN LOGAN PC
By: /s/ Robert N. LeMay
Robert N. LeMay
State Bar No. 12188750
tlemay@krcl.com
Jaime M. De’ es
State Bar No. 24097593
jdewees@krcl.com
901 Main St., Ste. 5200
Dallas, Texas 75202
Telephone: (214) 777-4200
Facsimile: (214) 777-4299
CERTIFICATE OF SERVICE
Thereby certify by my signature above that on February 3, 2023, a true and correct copy of
the foregoing document was served on the following counsel of record as follows:
VIA HAND DELIVERY AND EMAIL cfuller@wickphillips.com
Chris Fuller, Esq.
Wick, Phillips, Gould & Martin, LLP
3131 McKinney Avenue, Suite 500
Dallas, TX 75204
VIA EFILE
E Hiot Strader
EH lliot.stradert akerman.com
Xakema Henderson
Xakema.henderson@akerman.com
AKERMAN LLP
2001 Ross Avenue, Suite 3600
Dallas, TX 75201
Attorneys for Defendants
/s/ Robert N. LeMay
Robert N. LeMay
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EXHIBIT 1
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CAUSE NO. DC-21-11406
MILTON 635 GRAVOIS ROAD LLC, IN THE DISTRICT COURT
635 GRAVOIS ROAD LEASING LLC, and
635 GRAVOIS ROAD REAL ESTATE LLC,
Plaintiffs,
Vv. 44TH JUDICIAL DISTRICT
TRT HOLDINGS, INC.,
RBR REAL ESTATE HOLDINGS, LLC,
BRIAN ZELMAN, and ADAM ZEITSIFF,
Defendants. DALLAS COUNTY, TEXAS
SUBPOENA DUCES TECUM TO NON-PARTY
WICK, PHILLIPS, GOULD & MARTIN, LLP
THE STATE OF TEXAS
ISSUED ON FEBRUARY » 2023
TO CUSTODIAN OF RECORDS FOR: CHRIS FULLER
C/O WICK, PHILLIPS, GOULD &
MARTIN, LLP
3131 MCKINNEY AVENUE, SUITE 500
DALLAS, TEXAS 75204
TO ANY SHERIFF OR CONSTABLE OF THE STAT! OF TEXAS OR OTHER
PERSON AUTHORIZED TO SERVE AND EXECUTE SUBPOENAS AS PROVIDED IN
TEXAS RULE OF CIVIL PROCEDURE 176.
YOU ARE HEREBY COMMANDED to produce and permit inspection and copying of
the original or an exact duplicate of the original of the documents or tangible things described in
Exhibit A, attached hereto, that are in your possession, custody, or control by 10 A.M. on or before
twenty (20) days from the service of this Subpoena Duces Tecum. These documents shall be
provided for inspection and/or produced electronically to Robert N. LeMay, Esq. at
tlemay@krcl.com, or, alternatively, at the offices of KANE RUSSELL COLEMAN LOGAN, 901 Main
Street, Suite 5200, Dallas, TX 75202.
Pursuant to Texas Civil Practice and Remedies Code §22.004, payment in the amount of
$1.00 is also included with this subpoena. Additional payment for the reasonable costs of
reproducing these documents will be paid at the time of production.
FAILURE BY ANY PERSON WITHOUT ADEQUATE EXCUSE TO OBEY A
SUBPOENA SERVED UPON THAT PERSON MAY BE DEEMED IN CONTEMPT
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OF THE COURT FROM WHICH THE SUBPOENA IS ISSUED OR A DISTRICT
COURT IN THE COUNTY IN WHICH THE SUBPOENA IS SERVED, AND MAY BE
PUNISHED BY FINE OR CONFINEMENT, OR BOTH.
This subpoena was issued at the request of Plaintiffs whose attorney of record is:
Robert N. LeMay
State Bar No. 12188750
tlemay@krcl.com
901 Main St., Ste. 5200
Dallas, Texas 75202
Telephone: (214) 777-4200
Facsimile: (214) 777-4299
Robert N. LeMay
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EXHIBIT A
I DEFINITIONS
1 "You", "Your" or "Wick Phillips" means Wick, Phillips, Gould & Martin, LLC, its
present and former employees, attorneys, representatives, patents, subsidiaries and all other persons
or entities controlled by or acting on its behalf.
2. "Defendant" or "TRT Holdings" means Defendant TRT Holdings, Inc., its present
and former employees, attorneys, representatives, parents, subsidiaries and all other persons or
entities controlled by or acting on its behalf.
3 "RSG" means RSG Group USA, Inc., its present and former employees, attorneys,
representatives, parents, subsidiaries and all other persons or entities controlled by or acting on its
behalf.
4. "Gravois LLC" means Plaintiff Milton 635 Gravois Road LLC, its present and
former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities
controlled by or acting on its behalf.
5. "635 Gravois Road Leasing" means Plaintiff 635 Gravois Road Leasing LLC, its
present and former employees, attorneys, representatives, parents, subsidiaries and all other persons
or entities controlled by or acting on its behalf.
6. "635 Gravois Road RE" means 635 Gravois Road Real Estate LLC, its present and
former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities
controlled by or acting on its behalf.
7
"RBR Holdings" means RBR Real Estate Holdings, LLC, its present and former
employees, attorneys, representatives, parents, subsidiaries and all other persons or entities
controlled by or acting on its behalf.
8 "Zelman" means Brian Zelman, his present and former employees, attorneys,
representatives, parents, subsidiaries and all other persons or entities controlled by or acting on his
behalf.
9. "Zeitsiff' means Adam Zeitsiff, his present and former employees, attorneys,
representatives, parents, subsidiaries and all other persons or entities controlled by or acting on his
behalf.
10. "Plaintiffs" means Gravois LLC, 635 Gravois Road Leasing, and 635 Gravois Road
RE, including, but not limited to, their brokers, affiliates, representatives, agents, prinicpals or
attorneys, including but not limited to Leeton Real Estate, Inc., Mark Sher, Michael Shabsels, Mark
Graham or Mark Cohen.
able "Defendants" means TRT Holdings, RBR RE Holdings, Zelman, and Zeitsiff,
including, but not limited to, their brokers, affiliates, representatives, agents or attorneys.
alte "Tenant" means Gold's St. Louis, LLC, its present and former employees, attorneys,
representatives, parents, subsidiaries and all other persons or entities controlled by or acting on its
behalf.
13. "PSA" means the Agreement of Purchase and Sale by and between Leeton Real
Estate, Inc. and RBR RE Holdings.
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14. "Amendment" means any and all amendments to the PSA, as defined herein.
Ds "Lease Agreement" means that lease agreement dated July 31, 2006 by and between
Gold's St. Louis, LLC and Scannell Properties #61, LLC.
16. "Shopping Center Lease" means the Amended and Restated Shopping Center Lease
agreement between RBR RE Holdings and Golds Gym dated August 31, 2018 and amended in
November of 2019.
ite "Premises" means 635 Gravois Road, Fenton, Missouri.
18. "Assignment and Assumption" means that Assignment and Assumption of Leases
dated November 26, 2019 by and between RBR RE Holdings and Gravois, LLC.
tO: "Bankruptcy" means the Bankruptcy filed under Case No. 20-31318-hdh in the
United States Bankruptcy Court in the Northern District of Texas by Gold's Gym.
20. "Broker" means Aaton Johnson, including, but not limited to, his affiliates,
representatives, agents, attorneys ot principals, including but not limited to, Holliday Fenoglio
Fowler L.P. or Jones, Lang, LaSalle Incorporated or any of their affiliates.
21. "Gold's Gym" means Gold's Gym International, Inc., its present and former
employees, attorneys, representatives, parents, subsidiaries and all other persons or entities
controlled by or acting in its behalf.
22. "Document" means the originals and each non-identical copy or reproduction of any
written or recorded matter in your possession, custody or control, or the custody or control of your
servants, employees, attorneys or other agents or any other person or entity acting on your behalf --
whether printed, recorded, reproduced by any process, or written or produced by hand. This
definition includes all handwritten, typewritten, printed, photocopied, photographic or recorded
matter, and includes pictures, photographs, diagrams, sound recordings, films, tapes, and
information stored in, or accessible through, computer or other information storage or retrieval
systems, including emails, text messages and instant messages, together with the codes and/or
programming instructions and other materials necessary to understand and use such systems.
23, "Relating to" means embodying, pertaining, concerning, involving, constituting,
commenting upon, comprising, reflecting, discussing, videncing, mentioning, referring to,
consisting of, responding to, supporting or controverting a contention, or having any logical or
factual connection whatsoever with the subject matter in question.
24, "Communications" means any contact or act by which any information is
transmitted or conveyed between two or more persons, and shall include, without limitation, written
contact by such means as letters, memoranda, telegrams, telexes, electronically transmitted messages,
emails, text message, or by any Document, and any oral contact by such means as face to face
meetings or conversations and telephone conversations which are transcribed, notated or in any
other manner memorialized in written, typed or recorded form.
25. "Including" means "including but not limited to", and is not restrictive or limiting.
20. "Identify" or any form of that word as used herein in connection with a document
meanis to state:
(@) the name, date and subject of the document;
) the type of document (¢,g,, letter, memorandum, note, report);
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© the identity of the author and all recipients of the document;
@) the identity of the custodian or possessor of the document or a copy thereof;
and
© the location of the document or a copy thereof.
27, "Identify" or any form of that word as used herein with respect to a person, if the
person is an individual, means to state:
@) the name;
) the present employer, if known; and
© the present address and telephone number or, if unknown, the last known
address and telephone number and last known employer of such person.
28. "Identify" or any form of that word, as used herein with respect to a person, if the
person is a corporation, partnership or other legal entity, means to:
@ state the name;
) identify that state of legal formation and current existence;
© identify all officers, directors, partners and/or principals; and
@) state the address of the entity's principal place of business.
Il. INSTRUCTIONS FOR DOCUMENT REQUESTS
1 Wick Phillip's responses to these Requests must be served, including the production
of documents, within thirty (30) days from the date you are served at the following address, during
normal business hours:
KKANE RUSSELL COLEMAN LOGAN PC
Attn: Robert N. LeMay
901 Main Street, Suite 5200
Dallas, Texas 75202
2. In producing documents, you are to produce all documents in your possession,
custody, or control, regardless of whether such documents are directly in your possession, custody,
or control, or in the possession, custody, or control of your attorneys, agents, representatives, or any
other persons acting or purporting to act on your behalf or under your direction or control. These
Requests shall be treated as seeking any and all information within the care, custody or control of
Wick Phillips.
3 Where you are asked to identify or describe a document and the document is in a
paper format, state the date of the document, identify any persons that authored the document,
identify any recipients of the document, and identify all custodians of any copy of the document.
4. All responsive material and documents should be produced in native format and
converted into single page searchable Tagged Image File Format (TIFF), unless otherwise specified.
All metadata associated with the responsive material and documents shall be maintained. For
material documents that cannot be converted into TIFF, notify requesting party of the intended
form of production that is either reasonably usable or as it is ordinarily kept. All Data responsive to
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the requests below shall be provided via CD, DVD, or Floppy Disk in user readable format Ctxt or
similar file types), or as otherwise agreed in a supplemental writing by the parties. For any
electronically stored information produced:
a. Searchable Database Files: Provide document images and database load files that
ate in a format suitable for direct input into Reveal database programs. The
database files shall have the following minimum characteristics:
i Images: Images will be delivered in Group IV Single Page TIFF images,
scanned at 300 dpi or more. Each imaged page will be branded with a
unique sequential number consisting of an alpha prefix and numeric digits
("Bates Number');
il, Document Breaks: Physical document boundaries will be captured during
scanning and the load file will reflect those document boundaries. A
document break will indicate where folders, redwells, binders, clips, rubber
bands, staples, etc. originally appeared;
lil OCR DATA: Document OCR will be performed. OCR will be provided
on a document level. There will be one OCR text file per document,
named the same as that document's beginning bates number. The OCR
text file for a document should reside in the same location (file directory)
as the images for that document. The OCR file associated with any
redacted document may exclude the redacted text.
Document Index: For each document production, you shall provide both a paper
copy index and a matching tab delimited text file containing the following values
for each document:
i Beginning bates number;
il, Ending bates number;
iii. The document's custodian; and
iv. The document's physical location before scanning.
a
When you ate asked to identify or describe a document and the document is in an
electronic or digital format, identify the format of the document, the system or media in which the
document is maintained, and identify all personnel with access to that system or media.
6. If you assert any privilege or protection as trial-preparation material as a ground for
failing to produce documents responsive to any Request, you shall respond to that part of each such
Request that, in your view, does not seek allegedly privileged or otherwise protected information or
communications. For each document, or portion thereof, responsive to a Request for which you
claim a privilege or other protection, you shall describe the factual basis for such claim in sufficient
detail to permit adjudication of the validity of that claim, including without limitation, the following
information:
an identification or description of the document withheld;
the name, title and job description of each person who has received or utilized
the document;
a description of the subject matter of the document; and
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d. the nature of the privilege or other protection claimed
7
If any document is not or cannot be produced in full, you are to produce the
document to the extent possible, indicating which portion of such document is not or cannot be
produced and the reason.
8 In producing documents, you are to produce an exact copy of the original together
with all non-identical copies and drafts of such documents. Each document shall be bound, stapled,
or otherwise organized in the same manner as the original. Documents attached to each other shall
not be separated.
9. If any requested documents have been lost, destroyed, or ate otherwise no longer in
your possession, custody, or control, such documents or material shall be identified as completely as
possible.
10. The Requests ate continuing in nature. If additional information is obtained or
becomes available, you have a duty to supplement any response to the Requests as necessaty.
Il. REQUEST FOR PRODUCTION
REQUEST NO. 1: Any and all documents reflecting communications between You and Gold's
Gym, or its counsel Dykema Gossett, PLLC, concerning debtor in possession financing for Gold's
Gym's bankruptcy filed on May 4, 2020, for the time period of January 1, 2020 through May 4, 2020.
RESPONSE:
REQUEST NO. 2: Any and all unprivileged documents reflecting Your retention by TRT
Holdings, Inc. concerning debtor in possession financing for Gold's Gym's bankruptcy.
RESPONSE:
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Automated Certificate of eService
This automated certificate of service was created by the efiling system.
The filer served this document via email generated by the efiling system
on the date and to the persons listed below. The rules governing
certificates of service have not changed. Filers must still provide a
certificate of service that complies with all applicable rules.
Connie Nims on behalf of Robert LeMay
Bar No. 12188750
cnims@krcl.com
Envelope ID: 72423611
Status as of 2/7/2023 4:23 PM CST
Associated Case Party: TRT HOLDINGS, INC.
Name BarNumber | Email TimestampSubmitted | Status
Elliot Strader elliot.-strader@akerman.com 2/3/2023 2:23:33 PM SENT
Xakema Henderson xakema.henderson@akerman.com | 2/3/2023 2:23:33 PM SENT
Associated Case Party: MILTON 635 GRAVOIS ROAD LLC
Name BarNumber Email TimestampSubmitted | Status
Robert LeMay tlemay@krcl.com 2/3/2023 2:23:33 PM SENT
Jaime DeWees jdewees@krcl.com | 2/3/2023 2:23:33 PM SENT
Case Contacts
Name BarNumber Email TimestampSubmitted Status
Teresa Rowe trowe@krcl.com 2/3/2023 2:23:33 PM SENT
Connie Nims cnims@krcl.com 2/3/2023 2:23:33 PM SENT
Bree Kimball BKimball@krcl.com 2/3/2023 2:23:33 PM SENT
Preview
FILED 2/3/2023 2:23 PM FELICIA PITRE DISTRICT CLERK DALLAS CO., TEXAS Christi Underwood DEPUTY CAUSE NO. DC-21-11406 MILTON 635 GRAVOIS ROAD LLC, IN THE DISTRICT COURT 635 GRAVOIS ROAD LEASING LLC, and 635 GRAVOIS ROAD REAL ESTATE LLC, Plaintiffs, Vv. 44TH JUDICIAL DISTRICT TRT HOLDINGS, INC., RBR REAL ESTATE HOLDINGS, LLC, BRIAN ZELMAN, and ADAM ZEITSIFF, Defendants. DALLAS COUNTY, TEXAS NOTICE OF SUBPOENA DUCES TECUM TO NON-PARTY WICK, PHILLIPS, GOULD & MARTIN, LLP TO CHRIS FULLER WITH, WICK, PHILLIPS, GOULD & MARTIN, LLP, 3131 MCKINNEY AVENUE, SUITE 500, DALLAS, TEXAS 75204. PLEASE TAKE NOTICE that, pursuant to Rules 200 & 205 of the Texas Rules of Civil Procedure, Plaintiffs, MILTON 635 GRAVOIS ROAD LLC, 635 GRAVOIS ROAD LEASING LLC, and 635 GRAVOIS ROAD REAL ESTATE LLC, serve this notice of intention to serve a Subpoena Duces Tecum, attached as E: xhibit 1, on non-party Chris Fuller of Wick, Phillips, Gould & Martin, LLP. The Subpoena Duces Tecum commands the production of documents and tangible items identified in the attached Exhibit A to the Subpoena Duces Tecum twenty (20) days from the service of the Subpoena Duces Tecum, at 10 a.m., electronically to Robert N. LeMay, Esq., tlemay@krcl.com, or, alternatively, at the offices of KANE RUSSELL COLEMAN LOGAN, 901 Main Street, Suite 5200, Dallas, TX 75202 ISSUED this 3rd day of February, 2023. NOTICE OF SUBPOENA DUCES TECUM TO NON-PaRTY WICK, PHILLIPS, GOULD & MARTIN, LLP - Page 1 of 3 9851164 v1 (72208.00006.000) Respectfully submitted, KANE RUSSELL COLEMAN LOGAN PC By: /s/ Robert N. LeMay Robert N. LeMay State Bar No. 12188750 tlemay@krcl.com Jaime M. De’ es State Bar No. 24097593 jdewees@krcl.com 901 Main St., Ste. 5200 Dallas, Texas 75202 Telephone: (214) 777-4200 Facsimile: (214) 777-4299 CERTIFICATE OF SERVICE Thereby certify by my signature above that on February 3, 2023, a true and correct copy of the foregoing document was served on the following counsel of record as follows: VIA HAND DELIVERY AND EMAIL cfuller@wickphillips.com Chris Fuller, Esq. Wick, Phillips, Gould & Martin, LLP 3131 McKinney Avenue, Suite 500 Dallas, TX 75204 VIA EFILE E Hiot Strader EH lliot.stradert akerman.com Xakema Henderson Xakema.henderson@akerman.com AKERMAN LLP 2001 Ross Avenue, Suite 3600 Dallas, TX 75201 Attorneys for Defendants /s/ Robert N. LeMay Robert N. LeMay NOTICE OF SUBPOENA DUCES TECUM TO NON-PaRTY WICK, PHILLIPS, GOULD & MARTIN, LLP - Page 2 of 3 9851164 v1 (72208.00006.000) EXHIBIT 1 NOTICE OF SUBPOENA DUCES TECUM TO NON-PaRTY WICK, PHILLIPS, GOULD & MARTIN, LLP - Page 3 of 3 9851164 v1 (72208.00006.000) CAUSE NO. DC-21-11406 MILTON 635 GRAVOIS ROAD LLC, IN THE DISTRICT COURT 635 GRAVOIS ROAD LEASING LLC, and 635 GRAVOIS ROAD REAL ESTATE LLC, Plaintiffs, Vv. 44TH JUDICIAL DISTRICT TRT HOLDINGS, INC., RBR REAL ESTATE HOLDINGS, LLC, BRIAN ZELMAN, and ADAM ZEITSIFF, Defendants. DALLAS COUNTY, TEXAS SUBPOENA DUCES TECUM TO NON-PARTY WICK, PHILLIPS, GOULD & MARTIN, LLP THE STATE OF TEXAS ISSUED ON FEBRUARY » 2023 TO CUSTODIAN OF RECORDS FOR: CHRIS FULLER C/O WICK, PHILLIPS, GOULD & MARTIN, LLP 3131 MCKINNEY AVENUE, SUITE 500 DALLAS, TEXAS 75204 TO ANY SHERIFF OR CONSTABLE OF THE STAT! OF TEXAS OR OTHER PERSON AUTHORIZED TO SERVE AND EXECUTE SUBPOENAS AS PROVIDED IN TEXAS RULE OF CIVIL PROCEDURE 176. YOU ARE HEREBY COMMANDED to produce and permit inspection and copying of the original or an exact duplicate of the original of the documents or tangible things described in Exhibit A, attached hereto, that are in your possession, custody, or control by 10 A.M. on or before twenty (20) days from the service of this Subpoena Duces Tecum. These documents shall be provided for inspection and/or produced electronically to Robert N. LeMay, Esq. at tlemay@krcl.com, or, alternatively, at the offices of KANE RUSSELL COLEMAN LOGAN, 901 Main Street, Suite 5200, Dallas, TX 75202. Pursuant to Texas Civil Practice and Remedies Code §22.004, payment in the amount of $1.00 is also included with this subpoena. Additional payment for the reasonable costs of reproducing these documents will be paid at the time of production. FAILURE BY ANY PERSON WITHOUT ADEQUATE EXCUSE TO OBEY A SUBPOENA SERVED UPON THAT PERSON MAY BE DEEMED IN CONTEMPT SUBPOENA DUCES TECUM TO NON-PaRTY WICK, PHILLIPS, GOULD & MARTIN, LLP - Page 1 of 7 9859396 v1 (72208.00006.000) OF THE COURT FROM WHICH THE SUBPOENA IS ISSUED OR A DISTRICT COURT IN THE COUNTY IN WHICH THE SUBPOENA IS SERVED, AND MAY BE PUNISHED BY FINE OR CONFINEMENT, OR BOTH. This subpoena was issued at the request of Plaintiffs whose attorney of record is: Robert N. LeMay State Bar No. 12188750 tlemay@krcl.com 901 Main St., Ste. 5200 Dallas, Texas 75202 Telephone: (214) 777-4200 Facsimile: (214) 777-4299 Robert N. LeMay SUBPOENA DUCES TECUM TO NON-PaRTY WICK, PHILLIPS, GOULD & MARTIN, LLP - Page 2 of 7 9859396 v1 (72208.00006.000) EXHIBIT A I DEFINITIONS 1 "You", "Your" or "Wick Phillips" means Wick, Phillips, Gould & Martin, LLC, its present and former employees, attorneys, representatives, patents, subsidiaries and all other persons or entities controlled by or acting on its behalf. 2. "Defendant" or "TRT Holdings" means Defendant TRT Holdings, Inc., its present and former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities controlled by or acting on its behalf. 3 "RSG" means RSG Group USA, Inc., its present and former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities controlled by or acting on its behalf. 4. "Gravois LLC" means Plaintiff Milton 635 Gravois Road LLC, its present and former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities controlled by or acting on its behalf. 5. "635 Gravois Road Leasing" means Plaintiff 635 Gravois Road Leasing LLC, its present and former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities controlled by or acting on its behalf. 6. "635 Gravois Road RE" means 635 Gravois Road Real Estate LLC, its present and former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities controlled by or acting on its behalf. 7 "RBR Holdings" means RBR Real Estate Holdings, LLC, its present and former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities controlled by or acting on its behalf. 8 "Zelman" means Brian Zelman, his present and former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities controlled by or acting on his behalf. 9. "Zeitsiff' means Adam Zeitsiff, his present and former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities controlled by or acting on his behalf. 10. "Plaintiffs" means Gravois LLC, 635 Gravois Road Leasing, and 635 Gravois Road RE, including, but not limited to, their brokers, affiliates, representatives, agents, prinicpals or attorneys, including but not limited to Leeton Real Estate, Inc., Mark Sher, Michael Shabsels, Mark Graham or Mark Cohen. able "Defendants" means TRT Holdings, RBR RE Holdings, Zelman, and Zeitsiff, including, but not limited to, their brokers, affiliates, representatives, agents or attorneys. alte "Tenant" means Gold's St. Louis, LLC, its present and former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities controlled by or acting on its behalf. 13. "PSA" means the Agreement of Purchase and Sale by and between Leeton Real Estate, Inc. and RBR RE Holdings. SUBPOENA DUCES TECUM TO NON-PaRTY WICK, PHILLIPS, GOULD & MARTIN, LLP - Page 3 of 7 9859396 v1 (72208.00006.000) 14. "Amendment" means any and all amendments to the PSA, as defined herein. Ds "Lease Agreement" means that lease agreement dated July 31, 2006 by and between Gold's St. Louis, LLC and Scannell Properties #61, LLC. 16. "Shopping Center Lease" means the Amended and Restated Shopping Center Lease agreement between RBR RE Holdings and Golds Gym dated August 31, 2018 and amended in November of 2019. ite "Premises" means 635 Gravois Road, Fenton, Missouri. 18. "Assignment and Assumption" means that Assignment and Assumption of Leases dated November 26, 2019 by and between RBR RE Holdings and Gravois, LLC. tO: "Bankruptcy" means the Bankruptcy filed under Case No. 20-31318-hdh in the United States Bankruptcy Court in the Northern District of Texas by Gold's Gym. 20. "Broker" means Aaton Johnson, including, but not limited to, his affiliates, representatives, agents, attorneys ot principals, including but not limited to, Holliday Fenoglio Fowler L.P. or Jones, Lang, LaSalle Incorporated or any of their affiliates. 21. "Gold's Gym" means Gold's Gym International, Inc., its present and former employees, attorneys, representatives, parents, subsidiaries and all other persons or entities controlled by or acting in its behalf. 22. "Document" means the originals and each non-identical copy or reproduction of any written or recorded matter in your possession, custody or control, or the custody or control of your servants, employees, attorneys or other agents or any other person or entity acting on your behalf -- whether printed, recorded, reproduced by any process, or written or produced by hand. This definition includes all handwritten, typewritten, printed, photocopied, photographic or recorded matter, and includes pictures, photographs, diagrams, sound recordings, films, tapes, and information stored in, or accessible through, computer or other information storage or retrieval systems, including emails, text messages and instant messages, together with the codes and/or programming instructions and other materials necessary to understand and use such systems. 23, "Relating to" means embodying, pertaining, concerning, involving, constituting, commenting upon, comprising, reflecting, discussing, videncing, mentioning, referring to, consisting of, responding to, supporting or controverting a contention, or having any logical or factual connection whatsoever with the subject matter in question. 24, "Communications" means any contact or act by which any information is transmitted or conveyed between two or more persons, and shall include, without limitation, written contact by such means as letters, memoranda, telegrams, telexes, electronically transmitted messages, emails, text message, or by any Document, and any oral contact by such means as face to face meetings or conversations and telephone conversations which are transcribed, notated or in any other manner memorialized in written, typed or recorded form. 25. "Including" means "including but not limited to", and is not restrictive or limiting. 20. "Identify" or any form of that word as used herein in connection with a document meanis to state: (@) the name, date and subject of the document; ) the type of document (¢,g,, letter, memorandum, note, report); SUBPOENA DUCES TECUM TO NON-PaRTY WICK, PHILLIPS, GOULD & MARTIN, LLP - Page 4 of 7 9859396 v1 (72208.00006.000) © the identity of the author and all recipients of the document; @) the identity of the custodian or possessor of the document or a copy thereof; and © the location of the document or a copy thereof. 27, "Identify" or any form of that word as used herein with respect to a person, if the person is an individual, means to state: @) the name; ) the present employer, if known; and © the present address and telephone number or, if unknown, the last known address and telephone number and last known employer of such person. 28. "Identify" or any form of that word, as used herein with respect to a person, if the person is a corporation, partnership or other legal entity, means to: @ state the name; ) identify that state of legal formation and current existence; © identify all officers, directors, partners and/or principals; and @) state the address of the entity's principal place of business. Il. INSTRUCTIONS FOR DOCUMENT REQUESTS 1 Wick Phillip's responses to these Requests must be served, including the production of documents, within thirty (30) days from the date you are served at the following address, during normal business hours: KKANE RUSSELL COLEMAN LOGAN PC Attn: Robert N. LeMay 901 Main Street, Suite 5200 Dallas, Texas 75202 2. In producing documents, you are to produce all documents in your possession, custody, or control, regardless of whether such documents are directly in your possession, custody, or control, or in the possession, custody, or control of your attorneys, agents, representatives, or any other persons acting or purporting to act on your behalf or under your direction or control. These Requests shall be treated as seeking any and all information within the care, custody or control of Wick Phillips. 3 Where you are asked to identify or describe a document and the document is in a paper format, state the date of the document, identify any persons that authored the document, identify any recipients of the document, and identify all custodians of any copy of the document. 4. All responsive material and documents should be produced in native format and converted into single page searchable Tagged Image File Format (TIFF), unless otherwise specified. All metadata associated with the responsive material and documents shall be maintained. For material documents that cannot be converted into TIFF, notify requesting party of the intended form of production that is either reasonably usable or as it is ordinarily kept. All Data responsive to SUBPOENA DUCES TECUM TO NON-PaRTY WICK, PHILLIPS, GOULD & MARTIN, LLP - Page 5 of 7 9859396 v1 (72208.00006.000) the requests below shall be provided via CD, DVD, or Floppy Disk in user readable format Ctxt or similar file types), or as otherwise agreed in a supplemental writing by the parties. For any electronically stored information produced: a. Searchable Database Files: Provide document images and database load files that ate in a format suitable for direct input into Reveal database programs. The database files shall have the following minimum characteristics: i Images: Images will be delivered in Group IV Single Page TIFF images, scanned at 300 dpi or more. Each imaged page will be branded with a unique sequential number consisting of an alpha prefix and numeric digits ("Bates Number'); il, Document Breaks: Physical document boundaries will be captured during scanning and the load file will reflect those document boundaries. A document break will indicate where folders, redwells, binders, clips, rubber bands, staples, etc. originally appeared; lil OCR DATA: Document OCR will be performed. OCR will be provided on a document level. There will be one OCR text file per document, named the same as that document's beginning bates number. The OCR text file for a document should reside in the same location (file directory) as the images for that document. The OCR file associated with any redacted document may exclude the redacted text. Document Index: For each document production, you shall provide both a paper copy index and a matching tab delimited text file containing the following values for each document: i Beginning bates number; il, Ending bates number; iii. The document's custodian; and iv. The document's physical location before scanning. a When you ate asked to identify or describe a document and the document is in an electronic or digital format, identify the format of the document, the system or media in which the document is maintained, and identify all personnel with access to that system or media. 6. If you assert any privilege or protection as trial-preparation material as a ground for failing to produce documents responsive to any Request, you shall respond to that part of each such Request that, in your view, does not seek allegedly privileged or otherwise protected information or communications. For each document, or portion thereof, responsive to a Request for which you claim a privilege or other protection, you shall describe the factual basis for such claim in sufficient detail to permit adjudication of the validity of that claim, including without limitation, the following information: an identification or description of the document withheld; the name, title and job description of each person who has received or utilized the document; a description of the subject matter of the document; and SUBPOENA DUCES TECUM TO NON-PaRTY WICK, PHILLIPS, GOULD & MARTIN, LLP - Page 6 of 7 9859396 v1 (72208.00006.000) d. the nature of the privilege or other protection claimed 7 If any document is not or cannot be produced in full, you are to produce the document to the extent possible, indicating which portion of such document is not or cannot be produced and the reason. 8 In producing documents, you are to produce an exact copy of the original together with all non-identical copies and drafts of such documents. Each document shall be bound, stapled, or otherwise organized in the same manner as the original. Documents attached to each other shall not be separated. 9. If any requested documents have been lost, destroyed, or ate otherwise no longer in your possession, custody, or control, such documents or material shall be identified as completely as possible. 10. The Requests ate continuing in nature. If additional information is obtained or becomes available, you have a duty to supplement any response to the Requests as necessaty. Il. REQUEST FOR PRODUCTION REQUEST NO. 1: Any and all documents reflecting communications between You and Gold's Gym, or its counsel Dykema Gossett, PLLC, concerning debtor in possession financing for Gold's Gym's bankruptcy filed on May 4, 2020, for the time period of January 1, 2020 through May 4, 2020. RESPONSE: REQUEST NO. 2: Any and all unprivileged documents reflecting Your retention by TRT Holdings, Inc. concerning debtor in possession financing for Gold's Gym's bankruptcy. RESPONSE: SUBPOENA DUCES TECUM TO NON-ParTY WICK, PHILLIPS, GOULD & MARTIN, LLP - Page 7 of 7 9859396 v1 (72208.00006.000) Automated Certificate of eService This automated certificate of service was created by the efiling system. The filer served this document via email generated by the efiling system on the date and to the persons listed below. The rules governing certificates of service have not changed. Filers must still provide a certificate of service that complies with all applicable rules. Connie Nims on behalf of Robert LeMay Bar No. 12188750 cnims@krcl.com Envelope ID: 72423611 Status as of 2/7/2023 4:23 PM CST Associated Case Party: TRT HOLDINGS, INC. Name BarNumber | Email TimestampSubmitted | Status Elliot Strader elliot.-strader@akerman.com 2/3/2023 2:23:33 PM SENT Xakema Henderson xakema.henderson@akerman.com | 2/3/2023 2:23:33 PM SENT Associated Case Party: MILTON 635 GRAVOIS ROAD LLC Name BarNumber Email TimestampSubmitted | Status Robert LeMay tlemay@krcl.com 2/3/2023 2:23:33 PM SENT Jaime DeWees jdewees@krcl.com | 2/3/2023 2:23:33 PM SENT Case Contacts Name BarNumber Email TimestampSubmitted Status Teresa Rowe trowe@krcl.com 2/3/2023 2:23:33 PM SENT Connie Nims cnims@krcl.com 2/3/2023 2:23:33 PM SENT Bree Kimball BKimball@krcl.com 2/3/2023 2:23:33 PM SENT