Preview
FILED
9/22/2023 12:41 PM
FELICIA PITRE
DISTRICT CLERK
DALLAS CO., TEXAS
Martin Reyes DEPUTY
CAUSE NO. DC-22-16042
DRIVRZ FINANCIAL, LLC F/K/A IN THE DISTRICT COURT OF
MUSA AUTO FINANCE, LLC
Plaintiff,
v
AUTO WEB EXPO, INC. 160" JUDICAL DISTRICT OF
Defendant.
DALLAS COUNTY, TEXAS
PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY
Plaintiff Drivrz Financial, LLC f/k/a MUSA Auto Finance, LLC (“Drivrz”) files this
Motion to Compel Defendant Auto Web Expo, Inc. (“Auto Web”) production of documents
responsive to Drivrz First set of Requests for Production and to answer Drivrz First set of
Interrogatories (together “the Discovery Requests”).
I. INTRODUCTION
Drivrz served its First Set of Discovery, which included Requests for Admission, on Auto
Web, on June 27, 2023. Auto Web failed to serve responses. To reduce motion practice, counsel
for Drivrz contacted counsel for Auto Web to obtain responses. Thereafter, Auto Web served
responses to Drivrz’ First set of Discovery on August 11, 2023.
Even though any objections had been waived by the failure to timely respond to Drivrz’s
discovery requests, Auto Web asserted the boilerplate objection that Drivrz Requests are overly
broad and unduly burdensome, failing to articulate any basis with respect to how any request was
actually overbroad or burdensome. In addition, Auto Web failed to produce any documents in
response to fifteen requests and simply failed to respond to several requests.
PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 1
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Similarly, Drivrz’ First set of Interrogatories contained fourteen questions relevant to Auto
Web’s claims and defenses. Auto Web failed to provide sufficient factual information for six of
Drivrz fourteen Interrogatories.
Drivrz sent an email and a follow-up letter explaining the deficiencies in Auto Web’s
responses and requested that Auto Web respond by the close of business on September 13, 2023.
Auto Web failed to respond to those meet and confer efforts and has failed to supplement its
discovery requests. As a result, Drivrz asks this Court to compel Auto Web to produce documents
in response to all of Drivrz’ Requests for Production and to fully answer all of Drivrz’
Interrogatories with factual information relevant to this case.
Il. PERTINENT FACTUAL AND PROCEDURAL BACKGROUND
Allegations in the Petition.
1 Auto Web is an automotive vehicle dealership that focuses on marketing vehicles
online. Drivrz provides new and pre-owned vehicle leasing products and service contracts to
dealers and their customers.
2 Auto Web entered into a Dealer Agreement with Drivrz on or around July 29, 2021
(referred to herein as the “Agreement”). Pursuantto the terms of the Agreement, Auto Web offered
to sell, and Drivrz agreed to buy, certain retail or lease installment contracts entered into by Auto
Web and Auto Web’s customers in the course of financing the purchase of automobiles listed for
sale by Auto Web.
3 The Agreement requires Auto Web to verify basic information regarding its
customers, such as credit information, work history, income verification, and to confirm that the
information is both accurate and correct. It is critical that Auto Web verify the foregoing
information, along with the other information identified in the Dealer Agreement, because Auto
PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 2
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Web and its personnel interface with the potential lessees before the lease agreements are signed.
Drivrz relies on Auto Web’s warranty that the information provided to Drivrz is true and correct.
4 Auto Web presented several lease agreements for Drivrz to fund, which it did, in
fact, fund. Drivrz relied on Auto Web’s representations
that Auto Web had verified that the
information in the applications was accurate and complete.
5 However, shortly after Drivrz acquired those leases, several customers went into
default. Upon investigation, Drivrz discovered that Auto Web had either failed to verify or had
exaggerated information on the lease and credit applications, including but not limited to failing
to verify the accuracy of credit information, home address, income information, and customer
identities.
6 The Agreement requires Auto Web to immediately repurchase the leases upon
demand made by Drivrz. Drivrz sent a letter to Auto Web on June 7, 2022, providing notice that
Auto Web was in breach of the Agreement and that Drivrz Financial was exercising its contractual
tight to require Auto Web to repurchase certain Leases. Auto Web failed to respond.
7 Drivrz filed its Amended Petition on April 21, 2023, seeking Auto Web to
repurchase at least twelve motor vehicles whose leases contained fraudulent information (the
“Leases”).
Auto Web Fails to Answer and then Provides Deficient Responses to Drivrz Discovery
Requests.
8 On June 27, 2023, Drivrz served the Discovery Requests to Defendant Auto Web,
attached hereto as Exhibit A. Auto Web failed to timely serve responses to the Requests for
Production, Requests for Admission, and First Set of Discovery. Asa result, counsel for Driviz
notified Auto Web of its failure to respond and gave Auto Web additional time to serve responses
PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 3
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butdid notagree that Auto Web reserved any rightto assert objections to the requests. See Exhibit
B
9 Following the email from Drivrz counsel, Auto Web served its Objections and
Responses to the Discovery Requests on August 11, 2023, attached hereto as Exhibit C.
10. Auto Web’s responses contain improper objections and fail to indicate that Auto
Web intends to produce sufficient documents in response to 15 of Drivrz’ 21 Requests for
Production. Specifically, Auto Web either failed to respond to requests or failed to produce any
documents in response to the majority of Drivrz’ Requests for Production (Requests Nos. 1-4, 6-
9, 12, and 14-20). Further, Auto Web provided evasive and incomplete Responses to
Interrogatories 4-5, 7, 9, 11, and 12.
11. On September 8, 2023, counsel for Drivrz sent a letter to counsel for Auto Web
regarding these deficiencies, requesting updated responses and the production of relevant
documents no later than the close of business on September 13, 2023. See Letter dated September
8, 2023, attached hereto as Exhibit D.
12. To date, counsel for Drivrz has not received any response to its letter, nor has Auto
Web supplemented its original, late-served responses.
i Drivrz, therefore, files this Motion to Compeland asks the Courtto order Auto Web
to amend its Responses and Objections and produce documents and answers responsive to the
Discovery Requests.
TL. ARGUMENT
14. The goal of discovery is to “discover,” via good faith production of information,
whether those presumed facts have evidentiary support or whether other facts exist thatrebut those
presumptions. Steenbergen v. Ford Motor Co., 814S.W.2d 755 (Tex. App.—Dallas 1991) (“The
goal of discovery is to seek truth, to ensure that disputes are decided by the facts revealed, not
PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 4
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those concealed.”). The purpose of the discovery process is to seek the truth so that disputes may
be decided by what the facts reveal. See Axelson, Inc. v. Mcllhaney, 798 S.W.2d 550, 555 (Tex.
1990).
iS A party is entitled to obtain discovery as to any matter that is not privileged and is
relevant to the subject matter of the pending action, whether it relates to the claims or defenses
asserted by the requesting party or the claims and defenses asserted by any other party to the
lawsuit. See Tex. R. Civ. P. 192.3(a). These broad rights are intended to “promote the fair
resolutions of disputes by the judiciary.” State v. Lowry, 802 S.W.2d 669, 671 (Tex. 1991). The
Requests in this case have been narrowly tailored to the material issues in this suit. This Court
should compel Defendants to comply with their discovery obligations under the Texas Rules of
Civil Procedure by fully and adequately responding to Plaintiff’s Requests.
16. Further, relevance is broadly construed during discovery “to provide litigants the
opportunity to ‘obtain the fullest knowledge of the facts and issues prior to trial.’” Ford Motor Co.
v. Castillo, 279 $.W.3d 656, 664 (Tex. 2009) (quoting Axelson, Inc. v. Mcllhany, 798 S.W.2d 550,
553 (Tex. 1990) (orig. proceeding)); see also In re Nat'l Lloyds Ins. Co., 449 S.W.3d 486, 488
(Tex. 2014) (orig. proceeding).
ie Requests for Production 1-4, 6-9, 12, and 14-20 seek documents directly relevant
to Drivrz’s claims in this case that Auto Web failed to verify critical information prior to
submitting credit applications to Drivrz and that Auto Web’s failure to do so breaches the terms
of the Dealer Agreement and is evidence of Auto Web’s active participation in a scheme
unlawfully obtain substantial funds from Drivrz.
PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 5
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Auto Web Failed to Respond to Requests Nos. 10 and 16.
18. First, Auto Web failed to respond to Requests Nos. 10 and 16 even after it failed to
serve any responses in a timely manner. Auto Web should be compelled to respond to those
requests and produce all responsive documents, as Auto Web waived any objections
by failing to
respond to these requests on two occasions.
Auto Web Asserted No Documents Exist to Requests Nos. 12-15, 17, 18-20.
19. Second, Auto Web asserted that no documents exist in response to Requests for
Production Nos. 12-15, 17, 18-20. However, the limited documents Auto Web actually produced
demonstrate that Auto Web’s response is incomplete and evasive. For example, in response to
Request for Production No. 4, Auto Web produced printouts that appear to be summaries of texts
and other communications between Drivrz and the individuals who entered into the leases that are
the subject of Drivrz’ claims in this case.! Those summaries clearly indicate that there were
communications among Auto Web personnel regarding these customers and the cars they were
attempting to lease as well as additional communications between Auto Web and those customers.
However, none of those communications were produced. Auto Web should be compelled to fully
answer these Requests with the documents in its possession.
20. Further, Auto Web stated in response to Request Nos. 12-15, 17, and 18-20 that it
did not have any documents that were provided to the customers in question. The requests seeks
documents relating to leases that Auto Web originated (RFP 12), discussions regarding the leases
Auto Web originated that Drivrz funded (RFPs 13-15), communications between Auto Web and
customers with leases funded by Drivrz (RFP 17), the documents provided to those individuals by
' Drivrz will submit these documents for in camera inspection because they contain personal information of
consumers.
PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 6
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Auto Web, (RFP 18, 19), and documents Auto Web reviewed and verified before submitting credit
files to Drivrz.
21. All of the foregoing documents are directly relevant to Drivrz’ claims in this case.
Further, given that Auto Web was responsible for ensuring thatcredit applications were completed
properly and Auto Web was contractually obligated to verify the information provided by the
customers, Auto Web had a contractual obligation to obtain and verify the accuracy of the
documents Drivrz has requested. Yet, Auto Web is stating that it does not possess the responsive
documents, which demonstrates that Auto Web either failed to perform its contractual obligations
or Auto Web failed to conducta diligent search for relevant documents. Auto Web should be
compelled to conduct a diligent search and produce these documents.
Auto Web’s Objections Violate Tex. R. Civ. P. 193.2.
22. Finally, in response to Requests Nos. 3, 6-9, 12, 13-15, 17-18, and 20, Auto Web
objected to producing responsive documents, asserting that the requests were overly broad and
unduly burdensome. Auto Web’s responses violate Tex. R. Civ. P. 193.2 for two reasons. First,
Auto Web waived any objections to the Requests by failing to respond to the Requests in the
required thirty-day timeframe. Drivrz submitted the discovery Requests on June 27, 2023 — Auto
Web answered the Discovery Requests on August 11, 2023. Auto Web failed to answer the
Discovery Requests within the thirty-day time period as required by the Texas Rules of Civil
Procedure, effectively waiving any objection it had to the Discovery Requests.
23. Second, Auto Web has the burden to demonstrate that the requests are overbroad
or impose an undue burden on Auto Web. See Jn re Mason, No. 12-23-00138-CV, 2023 WL
4680849,at *8 (Tex. App.—Tyler July 21, 2023, no pet. h.)(“Any party who seeks to exclude
matters from discovery on grounds that the requested information is unduly burdensome, costly,
PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 7
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or harassing to produce, has the affirmative duty to plead and prove the work necessary to comply
with discovery.”). Auto Web failed to articulate the facts necessary to demonstrate the alleged
over-breadth or burden that would be imposed on Auto Web if it had to respond to the Requests.
24. Even if Auto Web had carried its burden, which it did not, Auto Web must still
respond to the Requests and produce documents to the extent that responding would not be overly
burdensome. Auto Web failed to do so and failed to produce any documents in response to
Requests Nos. 3 and 6-8.
2D Auto Web has also failed to sufficiently answer Drivrz’ First Set of Interrogatories.
Interrogatory No. 7 requests the factual basis for Auto Web’s denial of Request for Admission No.
2. In turn, Request
for Admission No. 2 asks Auto Web to admit whether Auto Web failed to verify
all information in the Leases was complete and accurate when it presented the Leases to Drivrz.
The response to Interrogatory No. 7 fails to provide any facts demonstrating that Auto Web
verified, or undertook any efforts to verify, that the information provided to Auto Web by the
individuals who ultimately executed Leases was complete and accurate. On the contrary, the
Response to Interrogatory No. 7 simply states that Auto Web verifies information, but it fails to
state what information and what steps were used to verify such information.
26. The same is true with respect to Auto Web’s responses to Interrogatories Nos. 9-
12. Auto Web failed to provide any factual information in response to the Interrogatories to explain
the basis for Auto Web’s denial of the Request for Admission referenced in those Interrogatories.
27. To date, Auto Web has not responded to Drivrz’ request for more information and
supplemental responses. In fact, Auto Web has not made any attempt to confer regarding the
issues raised in Drivrz’ letter.
PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 8
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28. Plaintiff asks the Court to overrule Auto Web’s improper objections, order Auto
Web to amend their written responses and state whether they are withholding responsive
documents and on what basis, and order Auto Web to produce any responsive documents that are
not subject to a legitimate objection.
Iv. REQUEST FOR ATTORNEY’S FEES
29. If a motion to compel discovery responses is granted, the Courtshall require a party
whose conduct necessitated the motion or its attorney or both of them to pay the moving party its
reasonable expenses, including attorney’s fees, unless the Court finds that opposition was
substantially justified. TEX. R. CIV. P. 215.1(d).
30. There is no substantial justification for Defendants’ hindering of the discovery
process by making boilerplate, unfounded objections to Plaintiff’s discovery requests. Further,
Defendants made a hearing on this motion necessary by failing to even respond to Plaintiff's
discovery conference letter. Therefore, the Court is requested to award Plaintiff’s expenses,
including attorney’s fees, for bringing this motion to compel against Defendant.
Vi PRAYER
31. Plaintiff prays that, upon hearing hereof, Defendant be ordered to completely and
fully produce documents, answers, and other information responsive to Plaintiff’s Discovery
Requests without objection as requested herein, that reasonable attorney's fees and expenses be
awarded to Plaintiffs, and for such and further relief that may be awarded at law or in equity.
PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 9
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Dated: September 22, 2023
Respectfully submitted,
/s/ Eliot T. Burriss
Eliot T. Burriss
State Bar No. 24040611
Eliot.Burris@katten.com
KATTEN MUCHIN ROSENMAN LLP
2121 N. PEARL STREET, SUITE 1100
Dallas, Texas 75201
Telephone: (214) 765-3612
Facsimile: (214) 765-3602
ATTORNEY FOR DRIVRZ FINANCIAL
CERTIFICATE OF CONFERENCE
Counsel for plaintiff corresponded with counsel for defendants regarding the matters
covered by the Motion to Compel on August 30, 2023 via email and by letter dated September 7,
2023. Counsel for defendants did not respond to the email or letter. As a result, this motion is
opposed.
/s/Eliot T. Burriss
Eliot T. Burriss
CERTIFICATE OF SERVICE
This will certify that a true and correct copy of the foregoing document has been served
via electronically filed on all counsel of record this 22"! day of September 2023.
/s/Eliot T. Burriss
Eliot T. Burriss
PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 10
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EXHIBIT A
SERVICE
CAUSE NO. DC-22-16042
700486
DRIVRZ FINANCIAL, LLC F/K/A MUSA IN THE DISTRICY CQUR P5403
AUTO FINANCE, LLC, 12:58:47 P
Plaintiff, Life BS, Fer
Vv. 160th JUDICIAL DISTRICT OF
AUTO WEB EXPO, INC
Defendant. DALLAS COUNTY, TEXAS |
PLAINTIFF’S FIRST SET OF INTERROGATORIES
Pursuant to Rule 197 of the Texas Rules of Civil Procedure, Plaintiff Drivrz Financial,
LLC f/k/a MUSA Auto Finance, LLC (hereinafter “Plaintiff” or “Drivrz’”’) propounds the following
Interrogatories to Defendant Auto Web Expo, Inc. (hereinafter “Defendant” or “Auto Web”), and
request the service of written responses to the matters described herein within thirty (30) days at
the offices of Plaintiff's counsel, Katten Muchin Rosenman LLP, 2121 N. Pearl St., Suite 1100,
Dallas, Texas 75201.
DEFINITIONS AND INSTRUCTIONS
1 “Documents” is used in its broadest sense and includes every tangible thing from
which information can be obtained, perceived, reproduced, or communicated, either directly or
with the aid of a machine or device, including any written, typed, printed, or graphic matter; any
written, typed, or printed communication; any drawing, diagram, or chart; any photograph, slide,
movie, or film; any recording; any computer data or other data compilation, however stored or
recorded; and all copies of the foregoing by whatever means made. The term “document” further
includes agreements, contracts, letters, correspondence, communications, memoranda, reports,
records, instructions, specifications, notes, plans, photocopies, graphs, descriptions, drafts,
eSERVICE
CAUSE NO. DC-22-16042
700486
DRIVRZ FINANCIAL, LLC F/K/A MUSA IN THE DISTRI COPRI023
AUTO FINANCE, LLC, 12:58:47, P
Plaintiff, Li we
~ ft Serve
Vv. 160th JUDICIAL DISTRICT oF|
AUTO WEB EXPO, INC
Defendant. DALLAS COUNTY, TEXAS|
PLAINTIFF’S FIRST SET OF REQUESTS FOR ADMISSIONS
Pursuant to Texas Rule of Civil Procedure 198, Plaintiff Drivrz Financial, LLC f/k/a Musa
Auto Finance, LLC (hereinafter “Plaintiff” or “Drivrz”) hereby serves its first set of requests for
admissions on Defendant Auto Web Expo, Inc. (hereinafter “Defendant” or “Auto Web”), and
requests the service of written responses to the matters described herein within thirty (30) days at
the offices of Plaintiff's counsel, Katten Muchin Rosenman LLP, 2121 N. Pearl St., Suite 1100,
Dallas, Texas 75201.
DEFINITIONS
1 “You,” “your,” or “Defendant” shall mean Auto Web Expo, Inc. and any of its
agents, employees, representatives, or attorneys.
2. The term “Drivrz” or “Plaintiff’ shall mean Plaintiff Drivrz Financial and any of
its agents, employees, representatives, or attorneys.
3 The term “Vehicles” shall mean the motor vehicle that was the subject of any
transaction between Drivrz and Defendant identified in Exhibit A.
4 The term “Leases” or “Lease Agreements” shall mean the motor vehicle lease sold
by Defendant to Drivrz with respect to the Vehicles.
eSERVICE
CAUSE NO. DC-22-16042
700486
DRIVRZ FINANCIAL, LLC F/K/A MUSA IN THE DISTRICT €OWRE/97/2923
AUTO FINANCE, LLC, 12:58:47 P
Plaintiff, Lie
Renee
Vv. 160th JUDICIAL DISTRICT OF
AUTO WEB EXPO, INC
Defendant. DALLAS COUNTY, TEXAS
PLAINTIFF’S FIRST SET OF REQUESTS FOR PRODUCTION
Pursuant to Rule 196 of the Texas Rules of Civil Procedure, Plaintiff Drivrz Financial,
LLC f/k/a MUSA Auto Finance, LLC (hereinafter “Plaintiff” or "Drivrz") propounds the following
Request for Production to Defendant Auto Web Expo, Inc. (hereinafter “Defendant” or “Auto
Web”), and request the service of written responses to the matters described herein within thirty
(30) days at the offices of Plaintiff's counsel, Katten Muchin Rosenman LLP, 2121 N. Pearl St.,
Suite 1100, Dallas, Texas 75201.
DEFINITIONS AND INSTRUCTIONS
1 “Documents” is used in its broadest sense and includes every tangible thing from
which information can be obtained, perceived, reproduced, or communicated, either directly or
with the aid of a machine or device, including any written, typed, printed, or graphic matter; any
written, typed, or printed communication; any drawing, diagram, or chart; any photograph, slide,
movie, or film; any recording; any computer data or other data compilation, however stored or
recorded; and all copies of the foregoing by whatever means made. The term “document” further
includes agreements, contracts, letters, correspondence, communications, memoranda, reports,
records, instructions, specifications, notes, plans, photocopies, graphs, descriptions, drafts,
EXHIBIT B
From: Burriss, Eli
Sent: Thursday, August 3, 2023 2:45 PM
To: Shayan Elahi
Cc: Gordon, Reid R.; Rhea, Shikendra B.
Subject: RE: FW: Drivrz - Auto Web
That time works.
Eli Burriss
Partner
Katten
Katten Muchin Rosenman LLP
2121 North Pearl Street, Suite 1100 | Dallas, TX 75201-2591
direct +1.214.765.3659
eli.burriss@katten.com | katten.com
From: Shayan Elahi
Sent: Thursday, August 3, 2023 2:09 PM
To: Burriss, Eli
Cc: Gordon, Reid R. ; Rhea, Shikendra B.
Subject: Re: FW: Drivrz - Auto Web
EXTERNAL EMAIL — EXERCISE CAUTION
Eli - Let's talk at 4 PM. Will that work?
On Thu, Aug 3, 2023 at 2:05 PM Burriss, Eli wrote:
Sure, let me know what works for you for a call. You may have seen we filed an amended petition this morning. We
identified additional deals that fall within the buyback clause in the dealer agreement that brought just the buyback
amount to over $1.2 million and my client has other damages on top of that. | know the clients are having direct
conversations and it is positive that those are taking place but it’s going to take a real number from Auto Web to get
this done. | think we have a narrow window to do it before the litigation gets really ramped up.
Eli Burriss
Partner
Katten
Katten Muchin Rosenman LLP
2121 North Pearl Street, Suite 1100 | Dallas, TX 75201-2591
direct +1.214.765.3659
eli.burriss@katten.com | katten.com
From: Shayan Elahi
Sent: Thursday, August 3, 2023 1:25 PM
To: Burriss, Eli
Cc: Gordon, Reid R. ; Rhea, Shikendra B.
Subject: Re: FW: Drivrz - Auto Web
EXTERNAL EMAIL — EXERCISE CAUTION
Hi Eli - I appreciate your email and offer. Sorry I have been in a week-long trial. Why don;t we get on the
phone later today or tomorrow? I think both clients wish to resolve this sooner than later. Please let me know
when you are available.
Best regards,
Shayan
On Thu, Aug 3, 2023 at 10:18 AM Burriss, Eli wrote:
Shayan,
We did not receive responses to the discovery requests that we served on June 27 and the responses are past
due. I have attached a copy of the requests that were served via File & Serve. The requests included requests
for admission. In the spirit of cooperation, we will not oppose any relief you need to seek with regard to the
requests for admission to address the deemed admissions provided that we have a firm commitment regarding
the date we will receive responses to the requests with documents. Of particular importance are the identity
of and communications to/from sales persons and managers who were involved in leases with Drivrz.
Let us know if you need to discuss.
Regards,
Eli
Eli Burriss
Partner
Katten
Katten Muchin Rosenman LLP
2121 North Pearl Street, Suite 1100 | Dallas, TX 75201-2591
direct +1.214.765.3659
eli.burriss@katten.com | katten.com
CONFIDENTIALITY NOTICE:
This electronic mail message and any attached files contain information intended for the
exclusive
use of the individual or entity to whom it is addressed and may contain information that
is
proprietary, privileged, confidential and/or exempt from disclosure under applicable
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are not the intended recipient, you are hereby notified that any viewing, copying,
disclosure or
distribution of this information may be subject to legal restriction or sanction. Please
notify
the sender, by electronic mail or telephone, of any unintended recipients and delete the
original
message without making any copies.
=
NOTIFICATIO Katten Muchin Rosenman LLP is an Illinois limited liability partnership
that has
elected to be governed by the Illinois Uniform Partnership Act (1997).
=
=
Shayan Elahi, Esq.
8111 LBJ Fwy, Suite 790
Dallas, TX 75251
Ph: 972-765-6715
Fax: 214-602-8911
Admitted in Florida & Texas
www.elahilaw.com
--
Shayan Elahi, Esq.
8111 LBJ Fwy, Suite 790
Dallas, TX 75251
Ph: 972-765-6715
Fax: 214-602-8911
Admitted in Florida & Texas
www.elahilaw.com
EXHIBIT C
CAUSE NO. DC-22-16042
DRIVRZ FINANCIAL, LLC F/K/A MUSA) § IN THE DISTRICT COURT6/27/202
AUTO FINANCE, LLC,
12:58:47,
Plaintiff,
Vv.
160th JUDICIAL DISTRICT OF
AUTO WEB EXPO, INC
Defendant.
DALLAS COUNTY, TEXAS
DEFENDANT’S RESPONSE TO PLAINTIFF’S FIRST SET OF REQUESTS FOR
ADMISSIONS
Pursuant to Rule 198 of the Texas Rules of Civil Procedure, Defendant Auto Web Expo, Inc.
(hereinafter “Defendant” or “Auto Web” is responding to Plaintiff Drivrz Financial, LLC f/k/a
MUSA Auto Finance, LLC’s (hereinafter “Plaintiff” or "Drivrz") request for admissions to the
matters described herein within the required thirty (30) days.
REQUEST NO. 1: Admit the Dealer Agreement between Drivrz and Defendant is a valid and
enforceable agreement.
ANSWER: DENIED. DRIVRZ is relying on an agreement between AUTO WEB & MUSA
DEALER AGREEMENT; that is not a valid agreement between DRIVRZ and AUTO WEB.
REQUEST NO. 2: Admit that Defendant failed to verify all information in the Leases was
complete and accurate when it presented the Leases to Drivrz.
ANSWER DENIED.
REQUEST NO. 3: Admit that Your conduct breached Section 5 of the Representations and
Warranties of the Dealer Agreement.
ANSWER: DENIED
REQUEST NO. 4: Admit that You were responsible for verifying the creditworthiness of
Customers before they entered into Lease Agreements.
ANSWER: DENIED
REQUEST NO. 5: Admit that there were specific employees at Auto Web responsible for
verifying Customer credit information before selling Leases to Drivrz.
ANSWER: DENIED
REQUEST NO. 6: Admit that Auto Web failed to properly verify Customer credit information
for some or all of the Leases sold to Drivrz.
ANSWER: DENIED
REQUEST NO. 7: Admit that Auto Web failed to ensure that all Leases or contracts sold to Drivrz
were free from trickery, fraud, or other artifice.
ANSWER: DENIED
REQUEST NO. 8: Admit that Auto Web personnel instructed or coaches prospective lessees how
to complete information to cause the Leases sold to Drivrz to be approved.
ANSWER: DENIED
REQUEST NO. 9: Admit that Auto Web’s employees instructed Customers how to complete
applications to meet underwriting criteria in order to be approved for credit for the Leases.
ANSWER: DENIED
REQUEST NO. 10: Admit that customer first-payment-defaults are evidence of fraud in the auto
industry.
ANSWER: DENIED
DATED: August 11, 2023
Respectfully Submitted,
ELAHI LAW AND MEDIATION FIRM, PLLC
/s/ Shavan Elahi
Shayan Elahi, Esq.
State Bar No. 24080485
8111 LBJ Freeway, Suite 790
Dallas, TX 75251
Telephone (972) 765-6715
Shayan@ElahiLawFirm.com
ATTORNEYS FOR AUTO WEB
CERTIFICATE OF SERVICE
Thereby certify that on August 11, 2023 a true and correct copy of the foregoing was
served in accordance with the Texas Rules of Civil Procedure to Counsel for each party who has
answered or otherwise entered an appearance in this cause.
sf Shayan Elahi
SHAYAN ELAHI
CAUSE NO. DC-22-16042
]
DRIVRZ FINANCIAL, LLC F/K/A MUSA! § IN THE DISTRICT COURT
AUTO FINANCE, LLC,
Plaintiff,
Vv. 160th JUDICIAL DISTRICT OF}
AUTO WEB EXPO, INC §
DALLAS COUNTY, TEXAS)
Defendant.
DEFENDANT’S RESPONSE TO PLAINTIFE’S FIRST SET OF REQUESTS FOR
PRODUCTION
Pursuant to Rule 196 of the Texas Rules of Civil Procedure, Defendant Auto Web Expo, Inc.
(hereinafter “Defendant” or “Auto Web” is responding to Plaintiff Drivrz Financial, LLC f/k/a
MUSA Auto Finance, LLC’s (hereinafter “Plaintiff” or "Drivrz") request for the service of
written responses to the matters described herein within the required thirty (30) days.
REQUEST FOR PRODUCTION NO. 1: Produce all documents evidencing, relating to, or
reflecting the formation, ownership, or structure of Auto Web, including but not limited to, articles
of incorporation, bylaws, and shareholder agreements.
RESPONSE:
See attached Exhibits A, G, and H
REQUEST FOR PRODUCTION NO. 2: Produce all documents related to the training,
supervision, and monitoring of the Dealership's sales personnel with respect to the sale, lease, or
financing of Vehicles.
RESPONSE:
See attached Exhibit B
REQUEST FOR PRODUCTION NO. 3: Produce documents and communications relating to
the Leases.
RESPONSE: Objection: We object to this request as it is overly broad and unduly
burdensome.
REQUEST FOR PRODUCTION NO. 4: Produce documents and communications concerning
or relating to the individuals who entered into the Leases for the Vehicles.
RESPONSE: Objection: We object to this request as it is overly broad and unduly
burdensome. Exhibit C is being provided in response.
REQUEST FOR PRODUCTION NO. 5: Produce all documents related to the process employed
by Auto Web to verify Customer credit information for the Leases sold to Drivrz.
RESPONSE:
See attached Exhibit B
REQUEST FOR PRODUCTION NO. 6: Produce all documents and communications regarding
the completion of the applications submitted to Drivrz for the Leases.
RESPONSE:
We object to this request as it is overly broad and unduly burdensome.
REQUEST FOR PRODUCTION NO. 7: Produce communications regarding whether Auto
Web believed or anticipated that Drivrz would approve the Leases.
RESPONSE: Objection: We object to this request as it is overly broad and unduly
burdensome.
REQUEST FOR PRODUCTION NO. 8: All documents evidencing, relating to, or reflecting
any communications between Defendant and any individual in connection with the sale, lease, or
financing of the Vehicles.
RESPONSE: We object to this request as it is overly broad and unduly burdensome.
REQUEST FOR PRODUCTION NO. 9: All documents evidencing or reflecting the source of
funds used to pay the initial payments or down payments for the Vehicles.
RESPONSE:
See attached Exhibits D and E.
REQUEST FOR PRODUCTION NO. 10: All documents and communications relating to any
payments You received from Drivrz as a result of Drivrz approving the Leases.
RESPONSE:
REQUEST FOR PRODUCTION NO. 11: All documents evidencing, relating to, or reflecting
any insurance policies under which Defendant may be entitled to coverage or indemnification for
any liability arising out of this action.
RESPONSE:
See attached Exhibit F.
REQUEST FOR PRODUCTION NO. 12: All documents and communications regarding or
relating to any finance company’s demand that Defendant repurchase any contracts or vehicles that
were financed by such companies.
RESPONSE:
We object to this request as it is overly broad and unduly burdensome. Notwithstanding
this objection there are no documents that match this description.
REQUEST FOR PRODUCTION NO. 13: All documents regarding internal discussions within
Auto Web concerning Drivrz Financial relating to the approval of Contracts or Leases by Drivrz.
RESPONSE:
We object to this request as it is overly broad and unduly burdensome. Notwithstanding
this objection there are no documents that match this description.
REQUEST FOR PRODUCTION NO. 14: All documents and communications with the
individuals who executed the Leases.
RESPONSE:
We object to this request as it is overly broad and unduly burdensome. Notwithstanding
this objection there are no documents that match this description.
REQUEST FOR PRODUCTION NO. 15: Produce all documents evidencing, relating to, or
concerning any communication, guarantees, warranties, or representations made by Defendant to
Customers regarding the approval for the Leases
RESPONSE:
We object to this request as it is overly broad and unduly burdensome. Notwithstanding
this objection there are no documents that match this description.
REQUEST FOR PRODUCTION NO. 16: All documents and communications regarding any
instances in the last 5 years regarding vehicles sold or leased to customers of Auto Web where the
customer failed to make the first payment for the Vehicle.
RESPONSE:
REQUEST FOR PRODUCTION NO. 17: All documents and communications between Auto
Web and a Customer subject to a Lease sold to Drivrz.
RESPONSE:
We object to this request as it is overly broad and unduly burdensome. Notwithstanding
this objection there are no documents that match this description.
REQUEST FOR PRODUCTION NO. 18: Produce all documents reviewed or gathered by Auto
Web during the process of preparing the Lease Agreements and submitting them to Drivrz.
RESPONSE:
We object to this request as it is overly broad and unduly burdensome. Notwithstanding
this objection there are no documents that match this description.
REQUEST FOR PRODUCTION 19: All documents and information provided to Auto Web by
the individuals who executed the Leases.
RESPONSE:
We object to this request as it is overly broad and unduly burdensome. Notwithstanding
this objection there are no documents that match this description.
REQUEST FOR PRODUCTION 20: All documents and communications regarding or reflecting
comments, questions, or doubts about the verification of Customer credit information for Leases
sold to Drivrz.
RESPONSE: We object to this request as it is overly broad and unduly burdensome.
Notwithstanding this objection there are no documents that match this description.
DATED: August 11, 2023
Respectfully Submitted,
ELAHI LAW AND MEDIATION FIRM, PLLC
¢s/ Shayan Elahi
Shayan Elahi, Esq.
State Bar No. 24080485
8111 LBJ Freeway, Suite 790
Dallas, TX 75251
Telephone (972) 765-6715
Shayan@ElahiLawFirm.com
ATTORNEYS FOR AUTO WEB
CERTIFICATE OF SERVICE
Thereby certify that on August 11, 2023 a true and correct copy of the foregoing was
served in accordance with the Texas Rules of Civil Procedure to Counsel for each party who has
answered or otherwise entered an appearance in this cause.
sf Shayan Elahi
SHAYAN ELAHI
CAUSE NO. DC-22-16042
]
DRIVRZ FINANCIAL, LLC F/K/A MUSA! § IN THE DISTRICT COURT
AUTO FINANCE, LLC, §
§
Plaintiff, §
\ 160th JUDICIAL DISTRICT OF
‘Auto WEB EXPO, INC §
| Defendant. § | DALLAS COUNTY, TEXAS
DEFENDANT’S RESPONSE TO PLAINTIFF’S FIRST SET OF INTERROGATORIES
Pursuant to Rule 198 of the Texas Rules of Civil Procedure, Defendant Auto Web Expo, Inc.
(hereinafter “Defendant” or “Auto Web” is responding to Plaintiff Drivrz Financial, LLC f/k/a
MUSA Auto Finance, LLC’s (hereinafter “Plaintiff” or "Drivrz") request for interrogatories to the
matters described herein within the required thirty (30) days.
INTERROGATORIES
INTERROGATORY NO. 1. Please state the full legal name of the Corporation and each other
name by which it has ever been known.
RESPONSE: AUTO WEB EXPO INC.
INTERROGATORY NO. 2. Please state the full name and complete address of each registered
agent for service designated by Defendant in any state.
RESPONSE: Dillon Rohani 2311 Midway rd., Carrollton Texas 75006.
Ardi Fazeli . 2311 Midway rd., Carrollton Texas 75006.
INTERROGATORY NO. 3. To the extent the Corporation holds, owns, or has any right to any
ownership interest in any other business, state:
a) the full name of the business;
b) the complete address of the principal place of business or general office of the
business;
c) the complete address of each place at which it conducts business;
d) the type of business it conducts;
e) the form of business organization (for example, corporation, partnership);
the date the Corporation acquired its interest in the business;
8) the present value of the corporation’s interest in the business and its percentage of
the total value of the business;
h) the Corporation’s duties in the business;
i) the full name and complete address of each partner, officer, and director of the
business; and
i the full name and complete address of each bank at which the business maintains
any type of checking or deposit account or from which the business has borrowed
money.
RESPONSE: None
INTERROGATORY NO. 4. Identify all sales personnel involved in the leasing of the
Vehicles.
RESPONSE: David Reyes. Fatima Nejad , Tyler Harper, Fransisco Contreras
INTERROGATORY NO. 5. Identify the names, contact information, and last known address for
all sales or credit personnel who were employed by Defendant during the time the Leases were
executed but who are no longer employed by Defendant.
RESPONSE:
e David Reyes, 4041 Plano parkway, Plano Texas 75093 (972.999.7909)
e Fatima Nejad, 2311 midway rd, Carrollton Texas 75006 ( 972.247.0003)
° Tyler Harper, 2311 midway rd, Carrollton Texas 75006 (972.247.0006)
e Fransisco Contreras, 4041 Plano parkway, Plano Texas 75093 (469.546.5029)
INTERROGATORY NO. 6. Identify all amounts Auto Web received from Drivrz for each Lease
Agreement that was originated.
RESPONSE: SEE ATTACHED FUNDING RECIEVED.
INTERROGATORY NO. 7. If you denied Request for Admission No. 2, state the factual basis
for the denial.
RESPONSE: We value our relationship with our lenders and leasing companies and we strive to
protect them as well as ourselves. We verify at our end, but no financial lending institution is
bound by our documentation or decision. That is why Drivrz Financial is the one who makes the
final credit decision. They have more resources, tools, and abilities to assess the applicants’
creditworthiness. They can approve or deny the applicants or ask for more information before
making a decision. They can also verify the information before funding the lease.
INTERROGATORY NO. 8. If you denied Request for Admission No. 3, state the factual basis
for the denial.
RESPONSE: When we receive the application from the applicant, we review it, and submit that
information to Drivrz Financial as we receive it. The information is certified by the customer and
signed by them, indicating that they are providing correct and accurate information. Then, we
submit the application to Drivrz Financial for a credit decision, which Drivrz Financial has sole
responsibility to approve or deny. We have done everything requested from us by drivrz
financial prior to, during, and after the approval of each applicant and prior to funding the leasing
contracts as stated in the approval stipulation request from drivrz financial.
INTERROGATORY NO. 9. If you denied Request for Admission No. 4, state the factual basis
for the denial.
RESPONSE: Our role is to connect the applicants with Drivrz Financial, who are the ones
responsible for making the credit decision. We do not have any
Preview
FILED 9/22/2023 12:41 PM FELICIA PITRE DISTRICT CLERK DALLAS CO., TEXAS Martin Reyes DEPUTY CAUSE NO. DC-22-16042 DRIVRZ FINANCIAL, LLC F/K/A IN THE DISTRICT COURT OF MUSA AUTO FINANCE, LLC Plaintiff, v AUTO WEB EXPO, INC. 160" JUDICAL DISTRICT OF Defendant. DALLAS COUNTY, TEXAS PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Plaintiff Drivrz Financial, LLC f/k/a MUSA Auto Finance, LLC (“Drivrz”) files this Motion to Compel Defendant Auto Web Expo, Inc. (“Auto Web”) production of documents responsive to Drivrz First set of Requests for Production and to answer Drivrz First set of Interrogatories (together “the Discovery Requests”). I. INTRODUCTION Drivrz served its First Set of Discovery, which included Requests for Admission, on Auto Web, on June 27, 2023. Auto Web failed to serve responses. To reduce motion practice, counsel for Drivrz contacted counsel for Auto Web to obtain responses. Thereafter, Auto Web served responses to Drivrz’ First set of Discovery on August 11, 2023. Even though any objections had been waived by the failure to timely respond to Drivrz’s discovery requests, Auto Web asserted the boilerplate objection that Drivrz Requests are overly broad and unduly burdensome, failing to articulate any basis with respect to how any request was actually overbroad or burdensome. In addition, Auto Web failed to produce any documents in response to fifteen requests and simply failed to respond to several requests. PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 1 US_158795907v1_396617-00001 Similarly, Drivrz’ First set of Interrogatories contained fourteen questions relevant to Auto Web’s claims and defenses. Auto Web failed to provide sufficient factual information for six of Drivrz fourteen Interrogatories. Drivrz sent an email and a follow-up letter explaining the deficiencies in Auto Web’s responses and requested that Auto Web respond by the close of business on September 13, 2023. Auto Web failed to respond to those meet and confer efforts and has failed to supplement its discovery requests. As a result, Drivrz asks this Court to compel Auto Web to produce documents in response to all of Drivrz’ Requests for Production and to fully answer all of Drivrz’ Interrogatories with factual information relevant to this case. Il. PERTINENT FACTUAL AND PROCEDURAL BACKGROUND Allegations in the Petition. 1 Auto Web is an automotive vehicle dealership that focuses on marketing vehicles online. Drivrz provides new and pre-owned vehicle leasing products and service contracts to dealers and their customers. 2 Auto Web entered into a Dealer Agreement with Drivrz on or around July 29, 2021 (referred to herein as the “Agreement”). Pursuantto the terms of the Agreement, Auto Web offered to sell, and Drivrz agreed to buy, certain retail or lease installment contracts entered into by Auto Web and Auto Web’s customers in the course of financing the purchase of automobiles listed for sale by Auto Web. 3 The Agreement requires Auto Web to verify basic information regarding its customers, such as credit information, work history, income verification, and to confirm that the information is both accurate and correct. It is critical that Auto Web verify the foregoing information, along with the other information identified in the Dealer Agreement, because Auto PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 2 US_158795907v1_396617-00001 Web and its personnel interface with the potential lessees before the lease agreements are signed. Drivrz relies on Auto Web’s warranty that the information provided to Drivrz is true and correct. 4 Auto Web presented several lease agreements for Drivrz to fund, which it did, in fact, fund. Drivrz relied on Auto Web’s representations that Auto Web had verified that the information in the applications was accurate and complete. 5 However, shortly after Drivrz acquired those leases, several customers went into default. Upon investigation, Drivrz discovered that Auto Web had either failed to verify or had exaggerated information on the lease and credit applications, including but not limited to failing to verify the accuracy of credit information, home address, income information, and customer identities. 6 The Agreement requires Auto Web to immediately repurchase the leases upon demand made by Drivrz. Drivrz sent a letter to Auto Web on June 7, 2022, providing notice that Auto Web was in breach of the Agreement and that Drivrz Financial was exercising its contractual tight to require Auto Web to repurchase certain Leases. Auto Web failed to respond. 7 Drivrz filed its Amended Petition on April 21, 2023, seeking Auto Web to repurchase at least twelve motor vehicles whose leases contained fraudulent information (the “Leases”). Auto Web Fails to Answer and then Provides Deficient Responses to Drivrz Discovery Requests. 8 On June 27, 2023, Drivrz served the Discovery Requests to Defendant Auto Web, attached hereto as Exhibit A. Auto Web failed to timely serve responses to the Requests for Production, Requests for Admission, and First Set of Discovery. Asa result, counsel for Driviz notified Auto Web of its failure to respond and gave Auto Web additional time to serve responses PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 3 US_158795907v1_396617-00001 butdid notagree that Auto Web reserved any rightto assert objections to the requests. See Exhibit B 9 Following the email from Drivrz counsel, Auto Web served its Objections and Responses to the Discovery Requests on August 11, 2023, attached hereto as Exhibit C. 10. Auto Web’s responses contain improper objections and fail to indicate that Auto Web intends to produce sufficient documents in response to 15 of Drivrz’ 21 Requests for Production. Specifically, Auto Web either failed to respond to requests or failed to produce any documents in response to the majority of Drivrz’ Requests for Production (Requests Nos. 1-4, 6- 9, 12, and 14-20). Further, Auto Web provided evasive and incomplete Responses to Interrogatories 4-5, 7, 9, 11, and 12. 11. On September 8, 2023, counsel for Drivrz sent a letter to counsel for Auto Web regarding these deficiencies, requesting updated responses and the production of relevant documents no later than the close of business on September 13, 2023. See Letter dated September 8, 2023, attached hereto as Exhibit D. 12. To date, counsel for Drivrz has not received any response to its letter, nor has Auto Web supplemented its original, late-served responses. i Drivrz, therefore, files this Motion to Compeland asks the Courtto order Auto Web to amend its Responses and Objections and produce documents and answers responsive to the Discovery Requests. TL. ARGUMENT 14. The goal of discovery is to “discover,” via good faith production of information, whether those presumed facts have evidentiary support or whether other facts exist thatrebut those presumptions. Steenbergen v. Ford Motor Co., 814S.W.2d 755 (Tex. App.—Dallas 1991) (“The goal of discovery is to seek truth, to ensure that disputes are decided by the facts revealed, not PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 4 US_158795907v1_396617-00001 those concealed.”). The purpose of the discovery process is to seek the truth so that disputes may be decided by what the facts reveal. See Axelson, Inc. v. Mcllhaney, 798 S.W.2d 550, 555 (Tex. 1990). iS A party is entitled to obtain discovery as to any matter that is not privileged and is relevant to the subject matter of the pending action, whether it relates to the claims or defenses asserted by the requesting party or the claims and defenses asserted by any other party to the lawsuit. See Tex. R. Civ. P. 192.3(a). These broad rights are intended to “promote the fair resolutions of disputes by the judiciary.” State v. Lowry, 802 S.W.2d 669, 671 (Tex. 1991). The Requests in this case have been narrowly tailored to the material issues in this suit. This Court should compel Defendants to comply with their discovery obligations under the Texas Rules of Civil Procedure by fully and adequately responding to Plaintiff’s Requests. 16. Further, relevance is broadly construed during discovery “to provide litigants the opportunity to ‘obtain the fullest knowledge of the facts and issues prior to trial.’” Ford Motor Co. v. Castillo, 279 $.W.3d 656, 664 (Tex. 2009) (quoting Axelson, Inc. v. Mcllhany, 798 S.W.2d 550, 553 (Tex. 1990) (orig. proceeding)); see also In re Nat'l Lloyds Ins. Co., 449 S.W.3d 486, 488 (Tex. 2014) (orig. proceeding). ie Requests for Production 1-4, 6-9, 12, and 14-20 seek documents directly relevant to Drivrz’s claims in this case that Auto Web failed to verify critical information prior to submitting credit applications to Drivrz and that Auto Web’s failure to do so breaches the terms of the Dealer Agreement and is evidence of Auto Web’s active participation in a scheme unlawfully obtain substantial funds from Drivrz. PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 5 US_158795907v1_396617-00001 Auto Web Failed to Respond to Requests Nos. 10 and 16. 18. First, Auto Web failed to respond to Requests Nos. 10 and 16 even after it failed to serve any responses in a timely manner. Auto Web should be compelled to respond to those requests and produce all responsive documents, as Auto Web waived any objections by failing to respond to these requests on two occasions. Auto Web Asserted No Documents Exist to Requests Nos. 12-15, 17, 18-20. 19. Second, Auto Web asserted that no documents exist in response to Requests for Production Nos. 12-15, 17, 18-20. However, the limited documents Auto Web actually produced demonstrate that Auto Web’s response is incomplete and evasive. For example, in response to Request for Production No. 4, Auto Web produced printouts that appear to be summaries of texts and other communications between Drivrz and the individuals who entered into the leases that are the subject of Drivrz’ claims in this case.! Those summaries clearly indicate that there were communications among Auto Web personnel regarding these customers and the cars they were attempting to lease as well as additional communications between Auto Web and those customers. However, none of those communications were produced. Auto Web should be compelled to fully answer these Requests with the documents in its possession. 20. Further, Auto Web stated in response to Request Nos. 12-15, 17, and 18-20 that it did not have any documents that were provided to the customers in question. The requests seeks documents relating to leases that Auto Web originated (RFP 12), discussions regarding the leases Auto Web originated that Drivrz funded (RFPs 13-15), communications between Auto Web and customers with leases funded by Drivrz (RFP 17), the documents provided to those individuals by ' Drivrz will submit these documents for in camera inspection because they contain personal information of consumers. PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 6 US_158795907v1_396617-00001 Auto Web, (RFP 18, 19), and documents Auto Web reviewed and verified before submitting credit files to Drivrz. 21. All of the foregoing documents are directly relevant to Drivrz’ claims in this case. Further, given that Auto Web was responsible for ensuring thatcredit applications were completed properly and Auto Web was contractually obligated to verify the information provided by the customers, Auto Web had a contractual obligation to obtain and verify the accuracy of the documents Drivrz has requested. Yet, Auto Web is stating that it does not possess the responsive documents, which demonstrates that Auto Web either failed to perform its contractual obligations or Auto Web failed to conducta diligent search for relevant documents. Auto Web should be compelled to conduct a diligent search and produce these documents. Auto Web’s Objections Violate Tex. R. Civ. P. 193.2. 22. Finally, in response to Requests Nos. 3, 6-9, 12, 13-15, 17-18, and 20, Auto Web objected to producing responsive documents, asserting that the requests were overly broad and unduly burdensome. Auto Web’s responses violate Tex. R. Civ. P. 193.2 for two reasons. First, Auto Web waived any objections to the Requests by failing to respond to the Requests in the required thirty-day timeframe. Drivrz submitted the discovery Requests on June 27, 2023 — Auto Web answered the Discovery Requests on August 11, 2023. Auto Web failed to answer the Discovery Requests within the thirty-day time period as required by the Texas Rules of Civil Procedure, effectively waiving any objection it had to the Discovery Requests. 23. Second, Auto Web has the burden to demonstrate that the requests are overbroad or impose an undue burden on Auto Web. See Jn re Mason, No. 12-23-00138-CV, 2023 WL 4680849,at *8 (Tex. App.—Tyler July 21, 2023, no pet. h.)(“Any party who seeks to exclude matters from discovery on grounds that the requested information is unduly burdensome, costly, PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 7 US_158795907v1_396617-00001 or harassing to produce, has the affirmative duty to plead and prove the work necessary to comply with discovery.”). Auto Web failed to articulate the facts necessary to demonstrate the alleged over-breadth or burden that would be imposed on Auto Web if it had to respond to the Requests. 24. Even if Auto Web had carried its burden, which it did not, Auto Web must still respond to the Requests and produce documents to the extent that responding would not be overly burdensome. Auto Web failed to do so and failed to produce any documents in response to Requests Nos. 3 and 6-8. 2D Auto Web has also failed to sufficiently answer Drivrz’ First Set of Interrogatories. Interrogatory No. 7 requests the factual basis for Auto Web’s denial of Request for Admission No. 2. In turn, Request for Admission No. 2 asks Auto Web to admit whether Auto Web failed to verify all information in the Leases was complete and accurate when it presented the Leases to Drivrz. The response to Interrogatory No. 7 fails to provide any facts demonstrating that Auto Web verified, or undertook any efforts to verify, that the information provided to Auto Web by the individuals who ultimately executed Leases was complete and accurate. On the contrary, the Response to Interrogatory No. 7 simply states that Auto Web verifies information, but it fails to state what information and what steps were used to verify such information. 26. The same is true with respect to Auto Web’s responses to Interrogatories Nos. 9- 12. Auto Web failed to provide any factual information in response to the Interrogatories to explain the basis for Auto Web’s denial of the Request for Admission referenced in those Interrogatories. 27. To date, Auto Web has not responded to Drivrz’ request for more information and supplemental responses. In fact, Auto Web has not made any attempt to confer regarding the issues raised in Drivrz’ letter. PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 8 US_158795907v1_396617-00001 28. Plaintiff asks the Court to overrule Auto Web’s improper objections, order Auto Web to amend their written responses and state whether they are withholding responsive documents and on what basis, and order Auto Web to produce any responsive documents that are not subject to a legitimate objection. Iv. REQUEST FOR ATTORNEY’S FEES 29. If a motion to compel discovery responses is granted, the Courtshall require a party whose conduct necessitated the motion or its attorney or both of them to pay the moving party its reasonable expenses, including attorney’s fees, unless the Court finds that opposition was substantially justified. TEX. R. CIV. P. 215.1(d). 30. There is no substantial justification for Defendants’ hindering of the discovery process by making boilerplate, unfounded objections to Plaintiff’s discovery requests. Further, Defendants made a hearing on this motion necessary by failing to even respond to Plaintiff's discovery conference letter. Therefore, the Court is requested to award Plaintiff’s expenses, including attorney’s fees, for bringing this motion to compel against Defendant. Vi PRAYER 31. Plaintiff prays that, upon hearing hereof, Defendant be ordered to completely and fully produce documents, answers, and other information responsive to Plaintiff’s Discovery Requests without objection as requested herein, that reasonable attorney's fees and expenses be awarded to Plaintiffs, and for such and further relief that may be awarded at law or in equity. PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 9 US_158795907v1_396617-00001 Dated: September 22, 2023 Respectfully submitted, /s/ Eliot T. Burriss Eliot T. Burriss State Bar No. 24040611 Eliot.Burris@katten.com KATTEN MUCHIN ROSENMAN LLP 2121 N. PEARL STREET, SUITE 1100 Dallas, Texas 75201 Telephone: (214) 765-3612 Facsimile: (214) 765-3602 ATTORNEY FOR DRIVRZ FINANCIAL CERTIFICATE OF CONFERENCE Counsel for plaintiff corresponded with counsel for defendants regarding the matters covered by the Motion to Compel on August 30, 2023 via email and by letter dated September 7, 2023. Counsel for defendants did not respond to the email or letter. As a result, this motion is opposed. /s/Eliot T. Burriss Eliot T. Burriss CERTIFICATE OF SERVICE This will certify that a true and correct copy of the foregoing document has been served via electronically filed on all counsel of record this 22"! day of September 2023. /s/Eliot T. Burriss Eliot T. Burriss PLAINTIFF DRIVRZ FINANCIAL LLC’S MOTION TO COMPEL DISCOVERY Page 10 US_158795907v1_396617-00001 EXHIBIT A SERVICE CAUSE NO. DC-22-16042 700486 DRIVRZ FINANCIAL, LLC F/K/A MUSA IN THE DISTRICY CQUR P5403 AUTO FINANCE, LLC, 12:58:47 P Plaintiff, Life BS, Fer Vv. 160th JUDICIAL DISTRICT OF AUTO WEB EXPO, INC Defendant. DALLAS COUNTY, TEXAS | PLAINTIFF’S FIRST SET OF INTERROGATORIES Pursuant to Rule 197 of the Texas Rules of Civil Procedure, Plaintiff Drivrz Financial, LLC f/k/a MUSA Auto Finance, LLC (hereinafter “Plaintiff” or “Drivrz’”’) propounds the following Interrogatories to Defendant Auto Web Expo, Inc. (hereinafter “Defendant” or “Auto Web”), and request the service of written responses to the matters described herein within thirty (30) days at the offices of Plaintiff's counsel, Katten Muchin Rosenman LLP, 2121 N. Pearl St., Suite 1100, Dallas, Texas 75201. DEFINITIONS AND INSTRUCTIONS 1 “Documents” is used in its broadest sense and includes every tangible thing from which information can be obtained, perceived, reproduced, or communicated, either directly or with the aid of a machine or device, including any written, typed, printed, or graphic matter; any written, typed, or printed communication; any drawing, diagram, or chart; any photograph, slide, movie, or film; any recording; any computer data or other data compilation, however stored or recorded; and all copies of the foregoing by whatever means made. The term “document” further includes agreements, contracts, letters, correspondence, communications, memoranda, reports, records, instructions, specifications, notes, plans, photocopies, graphs, descriptions, drafts, eSERVICE CAUSE NO. DC-22-16042 700486 DRIVRZ FINANCIAL, LLC F/K/A MUSA IN THE DISTRI COPRI023 AUTO FINANCE, LLC, 12:58:47, P Plaintiff, Li we ~ ft Serve Vv. 160th JUDICIAL DISTRICT oF| AUTO WEB EXPO, INC Defendant. DALLAS COUNTY, TEXAS| PLAINTIFF’S FIRST SET OF REQUESTS FOR ADMISSIONS Pursuant to Texas Rule of Civil Procedure 198, Plaintiff Drivrz Financial, LLC f/k/a Musa Auto Finance, LLC (hereinafter “Plaintiff” or “Drivrz”) hereby serves its first set of requests for admissions on Defendant Auto Web Expo, Inc. (hereinafter “Defendant” or “Auto Web”), and requests the service of written responses to the matters described herein within thirty (30) days at the offices of Plaintiff's counsel, Katten Muchin Rosenman LLP, 2121 N. Pearl St., Suite 1100, Dallas, Texas 75201. DEFINITIONS 1 “You,” “your,” or “Defendant” shall mean Auto Web Expo, Inc. and any of its agents, employees, representatives, or attorneys. 2. The term “Drivrz” or “Plaintiff’ shall mean Plaintiff Drivrz Financial and any of its agents, employees, representatives, or attorneys. 3 The term “Vehicles” shall mean the motor vehicle that was the subject of any transaction between Drivrz and Defendant identified in Exhibit A. 4 The term “Leases” or “Lease Agreements” shall mean the motor vehicle lease sold by Defendant to Drivrz with respect to the Vehicles. eSERVICE CAUSE NO. DC-22-16042 700486 DRIVRZ FINANCIAL, LLC F/K/A MUSA IN THE DISTRICT €OWRE/97/2923 AUTO FINANCE, LLC, 12:58:47 P Plaintiff, Lie Renee Vv. 160th JUDICIAL DISTRICT OF AUTO WEB EXPO, INC Defendant. DALLAS COUNTY, TEXAS PLAINTIFF’S FIRST SET OF REQUESTS FOR PRODUCTION Pursuant to Rule 196 of the Texas Rules of Civil Procedure, Plaintiff Drivrz Financial, LLC f/k/a MUSA Auto Finance, LLC (hereinafter “Plaintiff” or "Drivrz") propounds the following Request for Production to Defendant Auto Web Expo, Inc. (hereinafter “Defendant” or “Auto Web”), and request the service of written responses to the matters described herein within thirty (30) days at the offices of Plaintiff's counsel, Katten Muchin Rosenman LLP, 2121 N. Pearl St., Suite 1100, Dallas, Texas 75201. DEFINITIONS AND INSTRUCTIONS 1 “Documents” is used in its broadest sense and includes every tangible thing from which information can be obtained, perceived, reproduced, or communicated, either directly or with the aid of a machine or device, including any written, typed, printed, or graphic matter; any written, typed, or printed communication; any drawing, diagram, or chart; any photograph, slide, movie, or film; any recording; any computer data or other data compilation, however stored or recorded; and all copies of the foregoing by whatever means made. The term “document” further includes agreements, contracts, letters, correspondence, communications, memoranda, reports, records, instructions, specifications, notes, plans, photocopies, graphs, descriptions, drafts, EXHIBIT B From: Burriss, Eli Sent: Thursday, August 3, 2023 2:45 PM To: Shayan Elahi Cc: Gordon, Reid R.; Rhea, Shikendra B. Subject: RE: FW: Drivrz - Auto Web That time works. Eli Burriss Partner Katten Katten Muchin Rosenman LLP 2121 North Pearl Street, Suite 1100 | Dallas, TX 75201-2591 direct +1.214.765.3659 eli.burriss@katten.com | katten.com From: Shayan Elahi Sent: Thursday, August 3, 2023 2:09 PM To: Burriss, Eli Cc: Gordon, Reid R. ; Rhea, Shikendra B. Subject: Re: FW: Drivrz - Auto Web EXTERNAL EMAIL — EXERCISE CAUTION Eli - Let's talk at 4 PM. Will that work? On Thu, Aug 3, 2023 at 2:05 PM Burriss, Eli wrote: Sure, let me know what works for you for a call. You may have seen we filed an amended petition this morning. We identified additional deals that fall within the buyback clause in the dealer agreement that brought just the buyback amount to over $1.2 million and my client has other damages on top of that. | know the clients are having direct conversations and it is positive that those are taking place but it’s going to take a real number from Auto Web to get this done. | think we have a narrow window to do it before the litigation gets really ramped up. Eli Burriss Partner Katten Katten Muchin Rosenman LLP 2121 North Pearl Street, Suite 1100 | Dallas, TX 75201-2591 direct +1.214.765.3659 eli.burriss@katten.com | katten.com From: Shayan Elahi Sent: Thursday, August 3, 2023 1:25 PM To: Burriss, Eli Cc: Gordon, Reid R. ; Rhea, Shikendra B. Subject: Re: FW: Drivrz - Auto Web EXTERNAL EMAIL — EXERCISE CAUTION Hi Eli - I appreciate your email and offer. Sorry I have been in a week-long trial. Why don;t we get on the phone later today or tomorrow? I think both clients wish to resolve this sooner than later. Please let me know when you are available. Best regards, Shayan On Thu, Aug 3, 2023 at 10:18 AM Burriss, Eli wrote: Shayan, We did not receive responses to the discovery requests that we served on June 27 and the responses are past due. I have attached a copy of the requests that were served via File & Serve. The requests included requests for admission. In the spirit of cooperation, we will not oppose any relief you need to seek with regard to the requests for admission to address the deemed admissions provided that we have a firm commitment regarding the date we will receive responses to the requests with documents. Of particular importance are the identity of and communications to/from sales persons and managers who were involved in leases with Drivrz. Let us know if you need to discuss. Regards, Eli Eli Burriss Partner Katten Katten Muchin Rosenman LLP 2121 North Pearl Street, Suite 1100 | Dallas, TX 75201-2591 direct +1.214.765.3659 eli.burriss@katten.com | katten.com CONFIDENTIALITY NOTICE: This electronic mail message and any attached files contain information intended for the exclusive use of the individual or entity to whom it is addressed and may contain information that is proprietary, privileged, confidential and/or exempt from disclosure under applicable law. If you are not the intended recipient, you are hereby notified that any viewing, copying, disclosure or distribution of this information may be subject to legal restriction or sanction. Please notify the sender, by electronic mail or telephone, of any unintended recipients and delete the original message without making any copies. = NOTIFICATIO Katten Muchin Rosenman LLP is an Illinois limited liability partnership that has elected to be governed by the Illinois Uniform Partnership Act (1997). = = Shayan Elahi, Esq. 8111 LBJ Fwy, Suite 790 Dallas, TX 75251 Ph: 972-765-6715 Fax: 214-602-8911 Admitted in Florida & Texas www.elahilaw.com -- Shayan Elahi, Esq. 8111 LBJ Fwy, Suite 790 Dallas, TX 75251 Ph: 972-765-6715 Fax: 214-602-8911 Admitted in Florida & Texas www.elahilaw.com EXHIBIT C CAUSE NO. DC-22-16042 DRIVRZ FINANCIAL, LLC F/K/A MUSA) § IN THE DISTRICT COURT6/27/202 AUTO FINANCE, LLC, 12:58:47, Plaintiff, Vv. 160th JUDICIAL DISTRICT OF AUTO WEB EXPO, INC Defendant. DALLAS COUNTY, TEXAS DEFENDANT’S RESPONSE TO PLAINTIFF’S FIRST SET OF REQUESTS FOR ADMISSIONS Pursuant to Rule 198 of the Texas Rules of Civil Procedure, Defendant Auto Web Expo, Inc. (hereinafter “Defendant” or “Auto Web” is responding to Plaintiff Drivrz Financial, LLC f/k/a MUSA Auto Finance, LLC’s (hereinafter “Plaintiff” or "Drivrz") request for admissions to the matters described herein within the required thirty (30) days. REQUEST NO. 1: Admit the Dealer Agreement between Drivrz and Defendant is a valid and enforceable agreement. ANSWER: DENIED. DRIVRZ is relying on an agreement between AUTO WEB & MUSA DEALER AGREEMENT; that is not a valid agreement between DRIVRZ and AUTO WEB. REQUEST NO. 2: Admit that Defendant failed to verify all information in the Leases was complete and accurate when it presented the Leases to Drivrz. ANSWER DENIED. REQUEST NO. 3: Admit that Your conduct breached Section 5 of the Representations and Warranties of the Dealer Agreement. ANSWER: DENIED REQUEST NO. 4: Admit that You were responsible for verifying the creditworthiness of Customers before they entered into Lease Agreements. ANSWER: DENIED REQUEST NO. 5: Admit that there were specific employees at Auto Web responsible for verifying Customer credit information before selling Leases to Drivrz. ANSWER: DENIED REQUEST NO. 6: Admit that Auto Web failed to properly verify Customer credit information for some or all of the Leases sold to Drivrz. ANSWER: DENIED REQUEST NO. 7: Admit that Auto Web failed to ensure that all Leases or contracts sold to Drivrz were free from trickery, fraud, or other artifice. ANSWER: DENIED REQUEST NO. 8: Admit that Auto Web personnel instructed or coaches prospective lessees how to complete information to cause the Leases sold to Drivrz to be approved. ANSWER: DENIED REQUEST NO. 9: Admit that Auto Web’s employees instructed Customers how to complete applications to meet underwriting criteria in order to be approved for credit for the Leases. ANSWER: DENIED REQUEST NO. 10: Admit that customer first-payment-defaults are evidence of fraud in the auto industry. ANSWER: DENIED DATED: August 11, 2023 Respectfully Submitted, ELAHI LAW AND MEDIATION FIRM, PLLC /s/ Shavan Elahi Shayan Elahi, Esq. State Bar No. 24080485 8111 LBJ Freeway, Suite 790 Dallas, TX 75251 Telephone (972) 765-6715 Shayan@ElahiLawFirm.com ATTORNEYS FOR AUTO WEB CERTIFICATE OF SERVICE Thereby certify that on August 11, 2023 a true and correct copy of the foregoing was served in accordance with the Texas Rules of Civil Procedure to Counsel for each party who has answered or otherwise entered an appearance in this cause. sf Shayan Elahi SHAYAN ELAHI CAUSE NO. DC-22-16042 ] DRIVRZ FINANCIAL, LLC F/K/A MUSA! § IN THE DISTRICT COURT AUTO FINANCE, LLC, Plaintiff, Vv. 160th JUDICIAL DISTRICT OF} AUTO WEB EXPO, INC § DALLAS COUNTY, TEXAS) Defendant. DEFENDANT’S RESPONSE TO PLAINTIFE’S FIRST SET OF REQUESTS FOR PRODUCTION Pursuant to Rule 196 of the Texas Rules of Civil Procedure, Defendant Auto Web Expo, Inc. (hereinafter “Defendant” or “Auto Web” is responding to Plaintiff Drivrz Financial, LLC f/k/a MUSA Auto Finance, LLC’s (hereinafter “Plaintiff” or "Drivrz") request for the service of written responses to the matters described herein within the required thirty (30) days. REQUEST FOR PRODUCTION NO. 1: Produce all documents evidencing, relating to, or reflecting the formation, ownership, or structure of Auto Web, including but not limited to, articles of incorporation, bylaws, and shareholder agreements. RESPONSE: See attached Exhibits A, G, and H REQUEST FOR PRODUCTION NO. 2: Produce all documents related to the training, supervision, and monitoring of the Dealership's sales personnel with respect to the sale, lease, or financing of Vehicles. RESPONSE: See attached Exhibit B REQUEST FOR PRODUCTION NO. 3: Produce documents and communications relating to the Leases. RESPONSE: Objection: We object to this request as it is overly broad and unduly burdensome. REQUEST FOR PRODUCTION NO. 4: Produce documents and communications concerning or relating to the individuals who entered into the Leases for the Vehicles. RESPONSE: Objection: We object to this request as it is overly broad and unduly burdensome. Exhibit C is being provided in response. REQUEST FOR PRODUCTION NO. 5: Produce all documents related to the process employed by Auto Web to verify Customer credit information for the Leases sold to Drivrz. RESPONSE: See attached Exhibit B REQUEST FOR PRODUCTION NO. 6: Produce all documents and communications regarding the completion of the applications submitted to Drivrz for the Leases. RESPONSE: We object to this request as it is overly broad and unduly burdensome. REQUEST FOR PRODUCTION NO. 7: Produce communications regarding whether Auto Web believed or anticipated that Drivrz would approve the Leases. RESPONSE: Objection: We object to this request as it is overly broad and unduly burdensome. REQUEST FOR PRODUCTION NO. 8: All documents evidencing, relating to, or reflecting any communications between Defendant and any individual in connection with the sale, lease, or financing of the Vehicles. RESPONSE: We object to this request as it is overly broad and unduly burdensome. REQUEST FOR PRODUCTION NO. 9: All documents evidencing or reflecting the source of funds used to pay the initial payments or down payments for the Vehicles. RESPONSE: See attached Exhibits D and E. REQUEST FOR PRODUCTION NO. 10: All documents and communications relating to any payments You received from Drivrz as a result of Drivrz approving the Leases. RESPONSE: REQUEST FOR PRODUCTION NO. 11: All documents evidencing, relating to, or reflecting any insurance policies under which Defendant may be entitled to coverage or indemnification for any liability arising out of this action. RESPONSE: See attached Exhibit F. REQUEST FOR PRODUCTION NO. 12: All documents and communications regarding or relating to any finance company’s demand that Defendant repurchase any contracts or vehicles that were financed by such companies. RESPONSE: We object to this request as it is overly broad and unduly burdensome. Notwithstanding this objection there are no documents that match this description. REQUEST FOR PRODUCTION NO. 13: All documents regarding internal discussions within Auto Web concerning Drivrz Financial relating to the approval of Contracts or Leases by Drivrz. RESPONSE: We object to this request as it is overly broad and unduly burdensome. Notwithstanding this objection there are no documents that match this description. REQUEST FOR PRODUCTION NO. 14: All documents and communications with the individuals who executed the Leases. RESPONSE: We object to this request as it is overly broad and unduly burdensome. Notwithstanding this objection there are no documents that match this description. REQUEST FOR PRODUCTION NO. 15: Produce all documents evidencing, relating to, or concerning any communication, guarantees, warranties, or representations made by Defendant to Customers regarding the approval for the Leases RESPONSE: We object to this request as it is overly broad and unduly burdensome. Notwithstanding this objection there are no documents that match this description. REQUEST FOR PRODUCTION NO. 16: All documents and communications regarding any instances in the last 5 years regarding vehicles sold or leased to customers of Auto Web where the customer failed to make the first payment for the Vehicle. RESPONSE: REQUEST FOR PRODUCTION NO. 17: All documents and communications between Auto Web and a Customer subject to a Lease sold to Drivrz. RESPONSE: We object to this request as it is overly broad and unduly burdensome. Notwithstanding this objection there are no documents that match this description. REQUEST FOR PRODUCTION NO. 18: Produce all documents reviewed or gathered by Auto Web during the process of preparing the Lease Agreements and submitting them to Drivrz. RESPONSE: We object to this request as it is overly broad and unduly burdensome. Notwithstanding this objection there are no documents that match this description. REQUEST FOR PRODUCTION 19: All documents and information provided to Auto Web by the individuals who executed the Leases. RESPONSE: We object to this request as it is overly broad and unduly burdensome. Notwithstanding this objection there are no documents that match this description. REQUEST FOR PRODUCTION 20: All documents and communications regarding or reflecting comments, questions, or doubts about the verification of Customer credit information for Leases sold to Drivrz. RESPONSE: We object to this request as it is overly broad and unduly burdensome. Notwithstanding this objection there are no documents that match this description. DATED: August 11, 2023 Respectfully Submitted, ELAHI LAW AND MEDIATION FIRM, PLLC ¢s/ Shayan Elahi Shayan Elahi, Esq. State Bar No. 24080485 8111 LBJ Freeway, Suite 790 Dallas, TX 75251 Telephone (972) 765-6715 Shayan@ElahiLawFirm.com ATTORNEYS FOR AUTO WEB CERTIFICATE OF SERVICE Thereby certify that on August 11, 2023 a true and correct copy of the foregoing was served in accordance with the Texas Rules of Civil Procedure to Counsel for each party who has answered or otherwise entered an appearance in this cause. sf Shayan Elahi SHAYAN ELAHI CAUSE NO. DC-22-16042 ] DRIVRZ FINANCIAL, LLC F/K/A MUSA! § IN THE DISTRICT COURT AUTO FINANCE, LLC, § § Plaintiff, § \ 160th JUDICIAL DISTRICT OF ‘Auto WEB EXPO, INC § | Defendant. § | DALLAS COUNTY, TEXAS DEFENDANT’S RESPONSE TO PLAINTIFF’S FIRST SET OF INTERROGATORIES Pursuant to Rule 198 of the Texas Rules of Civil Procedure, Defendant Auto Web Expo, Inc. (hereinafter “Defendant” or “Auto Web” is responding to Plaintiff Drivrz Financial, LLC f/k/a MUSA Auto Finance, LLC’s (hereinafter “Plaintiff” or "Drivrz") request for interrogatories to the matters described herein within the required thirty (30) days. INTERROGATORIES INTERROGATORY NO. 1. Please state the full legal name of the Corporation and each other name by which it has ever been known. RESPONSE: AUTO WEB EXPO INC. INTERROGATORY NO. 2. Please state the full name and complete address of each registered agent for service designated by Defendant in any state. RESPONSE: Dillon Rohani 2311 Midway rd., Carrollton Texas 75006. Ardi Fazeli . 2311 Midway rd., Carrollton Texas 75006. INTERROGATORY NO. 3. To the extent the Corporation holds, owns, or has any right to any ownership interest in any other business, state: a) the full name of the business; b) the complete address of the principal place of business or general office of the business; c) the complete address of each place at which it conducts business; d) the type of business it conducts; e) the form of business organization (for example, corporation, partnership); the date the Corporation acquired its interest in the business; 8) the present value of the corporation’s interest in the business and its percentage of the total value of the business; h) the Corporation’s duties in the business; i) the full name and complete address of each partner, officer, and director of the business; and i the full name and complete address of each bank at which the business maintains any type of checking or deposit account or from which the business has borrowed money. RESPONSE: None INTERROGATORY NO. 4. Identify all sales personnel involved in the leasing of the Vehicles. RESPONSE: David Reyes. Fatima Nejad , Tyler Harper, Fransisco Contreras INTERROGATORY NO. 5. Identify the names, contact information, and last known address for all sales or credit personnel who were employed by Defendant during the time the Leases were executed but who are no longer employed by Defendant. RESPONSE: e David Reyes, 4041 Plano parkway, Plano Texas 75093 (972.999.7909) e Fatima Nejad, 2311 midway rd, Carrollton Texas 75006 ( 972.247.0003) ° Tyler Harper, 2311 midway rd, Carrollton Texas 75006 (972.247.0006) e Fransisco Contreras, 4041 Plano parkway, Plano Texas 75093 (469.546.5029) INTERROGATORY NO. 6. Identify all amounts Auto Web received from Drivrz for each Lease Agreement that was originated. RESPONSE: SEE ATTACHED FUNDING RECIEVED. INTERROGATORY NO. 7. If you denied Request for Admission No. 2, state the factual basis for the denial. RESPONSE: We value our relationship with our lenders and leasing companies and we strive to protect them as well as ourselves. We verify at our end, but no financial lending institution is bound by our documentation or decision. That is why Drivrz Financial is the one who makes the final credit decision. They have more resources, tools, and abilities to assess the applicants’ creditworthiness. They can approve or deny the applicants or ask for more information before making a decision. They can also verify the information before funding the lease. INTERROGATORY NO. 8. If you denied Request for Admission No. 3, state the factual basis for the denial. RESPONSE: When we receive the application from the applicant, we review it, and submit that information to Drivrz Financial as we receive it. The information is certified by the customer and signed by them, indicating that they are providing correct and accurate information. Then, we submit the application to Drivrz Financial for a credit decision, which Drivrz Financial has sole responsibility to approve or deny. We have done everything requested from us by drivrz financial prior to, during, and after the approval of each applicant and prior to funding the leasing contracts as stated in the approval stipulation request from drivrz financial. INTERROGATORY NO. 9. If you denied Request for Admission No. 4, state the factual basis for the denial. RESPONSE: Our role is to connect the applicants with Drivrz Financial, who are the ones responsible for making the credit decision. We do not have any