Preview
FILED
9/15/2023 11:11 PM
FELICIA PITRE
DISTRICT CLERK
DALLAS CO., TEXAS
Martin Reyes DEPUTY
CAUSE NO. DC-23-03819
CHARLES EDWARD WILSON AND § IN THE DISTRICT COURT
CINDY CASH JACOBS, §
Plaintiffs, §
§
Vv. § 116™ JUDICIAL DISTRICT
LIBERTY PAINT AND DRYWALL,
LLC AND BLACK DIAMOND
FLOORING, LLC,
Defendants. § DALLAS COUNTY, TEXAS
PLAINTIFFS’ MOTION TO COMPEL
TO THE HONORABLE JUDGE OF THIS COURT:
Plaintiffs CHARLES EDWARD WILSON (“Wilson”) and CINDY CASH JACOB
(“Jacob”) hereby file this Motion to Compel Defendants LIBERTY PAINT AND DRYWALL
LLC (“Liberty”) and BLACK DIAMOND LLC (“Black Diamond”) to produce documents
responsive to Plaintiffs’ First Request for Production and Inspection to Defendants and Plaintiffs
First Interrogatories to Defendants. In support of this Motion, Plaintiff respectfully shows the
Court as follows:
I FACTUAL BACKGROUND
1 In January 2019, Plaintiff Wilson co-founded Liberty along with Lars Hardt others.
Liberty was created to perform drywall work for new multifamily and commercial construction
projects. By 2022, Wilson owned 42.5% of the membership interests in Liberty. Over the years,
Wilson made personal loans to Liberty on several occasions to allow Liberty to meet payroll and
other obligations. Liberty had a pattern of repaying Wilson within days or a week.
2. In February 2022, Wilson and Hardt, along with their sons, founded Black
Diamond, created to perform flooring work for new multifamily and commercial construction
projects. By 2022, Wilson owned 40% of Black Diamond.
PLAINTIFFS’ MOTION TO COMPEL PAGE 10F 11
3 In January 2023, Lars Hardt led a movement to oust Wilson from Liberty. Through
an amended company agreement, Wilson was “expelled” or “terminated” from the Company, and
his membership interests were changed to assignee shares. Shortly thereafter, Liberty executed a
consent that purported to do away with Wilson’s membership interest altogether, all without
Wilson’s consent or agreement, and without any buyout of Wilson’s membership interest.
4 At the time that Liberty sought to terminate or expel Wilson from Liberty, it owed
Wilson $150,000 and Plaintiff Jacob $75,000. Wilson obtained the funds to loan to Liberty by
taking a second mortgage against his real estate. As a result of Liberty’s default on the loans,
Wilson was ultimately forced to sell the property for less than market value to avoid the risk of
foreclosure.
5 Following his purported expulsion, Wilson requested access to Liberty’s and Black
Diamond’s books. Wilson expressed that he had suspicions about the way that Lars Hardt and his
family members were “living off of’ the two companies, the companies’ spending habits, and
Liberty’s inability to make payments on his loans. Liberty and Black Diamond refused to respond
to Wilson’s requests or provide access.
6. Prior to filing this suit, the undersigned sent a formal letter of demand to Liberty
and Black Diamond requesting access to certain and books and records. No such access was ever
provided to either Plaintiff.
Il. PROCEDURAL BACKGROUND
7. On March 22, 2023, Plaintiffs filed suit against Defendants for breach of contract.
Plaintiffs have since filed a First Amended Petition adding a suit for declaratory relief.
8 Plaintiffs’ suit arises from Defendants’ improper expulsion or termination of
Wilson’s membership interests in the companies, which is contrary to the Texas Business
PLAINTIFFS’ MOTION TO COMPEL PAGE
2 OF 11
Organizations Code and the companies’ company agreements. The suit also arises from
Defendants’ failure to repay loans to Plaintiffs. Defendants have refused to provide access to both
entities’ books and records despite several demands by Plaintiff.
9 Discovery in the suit is governed by Level 2 of the Texas Rules of Civil Procedure.
10. On May 22, 2023, Plaintiffs served Plaintiff's First Request for Production and
Inspection and Plaintiff's First Interrogatories to Defendants. Prior to this date, Plaintiffs had
timely served their Initial Disclosures.
11. On July 5, 2023, Defendants served their Objections and Responses to Plaintiffs’
Fist Request for Production and Inspection, and Objections and Answers to Plaintiffs’ First
Interrogatories.
12. Defendants failed to provide any responsive documents to Plaintiffs and have
continued to resist granting Plaintiff Wilson access to the companies’ books and records as
required by the companies’ Company Agreements and the Texas Business Organization Code.
13e Instead of providing responsive documents and complete interrogatory answers,
Defendants presented Plaintiff with a host of boilerplate objections without any factual basis or
evidence to support their objections.
Il. ARGUMENT & AUTHORITIES
14. The purpose of discovery is to seek the truth so that disputes may be decided by
what facts are revealed, not by what facts are concealed.' A party may seek discovery of any matter
that is relevant to the subject matter and proportional to the needs of the case.” Discovery can
include evidence that may be inadmissible as long as it “appears reasonably calculated to lead to
! Axelson, Inc. v. Mellhany, 798 S.W.2d 550, 555 (Tex. 1990).
? See Tex. R. Civ. P. 192.3(a), 192.4(b); In re State Farm Lloyds, 520 8.W.3d 595, 607 (Tex. 2017).
PLAINTIFFS’ MOTION TO COMPEL PAGE 3 OF 11
the discovery of admissible evidence. 93
15. A court may compel a party to adequately respond to a discovery request.’
Defendants failed to provide any responsive documents to Plaintiff's First Request for Production,
and to provide complete answers to Plaintiff’s First Interrogatories Nos. 1 through 6, as requested
by Texas Rule of Civil Procedure 196. Therefore, the Court should compel Defendants to provide
documents responsive to Plaintiff's First Request for Production and answer fully Plaintiff's First
Interrogatories to Defendants.
16. Plaintiff's discovery requests are within the scope of discovery permitted by Texas
Rule of Civil Procedure 192.3. Even though Plaintiff's requests were proper, Defendants refused
to comply with the rule and served objections to avoid discovery that is clearly authorized under
the discovery rules.
17. Defendants’ Improper Objections: Defendants’ objections and response begin
with a “General Objections” section that contains blanket objections in violation of Texas Rule of
Civil Procedure 193.2(a), which requires a specific objection for each item a party intends to
exclude from discovery.*
18. Further, Defendants repeatedly used boilerplate objections® of “overly broad, m6, not
99 66
relevant, not reasonably calculated to lead to the discovery of admissible evidence,” and that the
requests are “improper attempt[s] to obtain post-judgment discovery before a judgment has been
entered.”’ For many requests Defendants either do not respond at all or simply state “will
3 Tex. R. Civ. P. 192.3(a).
4 Tex. R. Civ. P. 215.1(b).
5 See In re National Lloyds, 507 S.W.3d 219, 223 (Tex. 2016).
© Simply reciting an objection without indicating with specificity why a party is objecting is improper. See
e.g., In re Alford Chevrolet-Geo, 997 8.W.2d 173, 181 (Tex. 199) (party’s conclusory objections alleging
undue burden and harassment were unsuccessful).
7 This is an invalid objection as nothing in the Rules allow for it, and Plaintiff
has the right to seek discovery
of relevant material at this time.
PLAINTIFFS’ MOTION TO COMPEL PAGE
4 OF 11
supplement” in response to our requests, violating your duty to respond completely per Texas Rule
of Civil Procedure 193.1.
19. Requests for Production Nos. 1-6: In response to these requests, which seek
financial statements including profit/loss statements, balance sheets, statements of cash
flow, federal income tax returns of the businesses, and General Ledgers for 2022 and 2023,
Defendants object that the information is not relevant or reasonably calculated to lead to admissible
evidence, and further, the request is an improper attempt to obtain post-judgment discovery before
a judgment has been entered. This information is relevant because Liberty’s Members have
wrongfully and improperly purported to “terminate” or cancel Plaintiff Charles Wilson’s
membership interest in the Company, refused to repay the amounts the Company borrowed from
him, and yet made distributions to other Members in the meantime. Further, to the extent that
Liberty has presented itself as unable to repay Plaintiffs’ loans, Liberty’s decisions regarding
expenditures are relevant. Lastly, as a Member or Assignee of the Company, Plaintiff has a right
to seek access to these records. Plaintiffs request that Defendants be ordered to withdraw these
improper objections and produce the requested information.
20. Requests for Production Nos. 7-8: In response to these requests, which ask for
online access to Liberty and Black Diamond's General Ledgers, Defendants object that it is
duplicative and unduly burdensome, not relevant or reasonably calculated to lead to the discovery
of admissible evidence, as well as an improper attempt to obtain post-judgment discovery before
judgment has been entered. This information is relevant because Liberty’s Members have
wrongfully and improperly purported to “terminate” or cancel Plaintiff Charles Wilson’s
membership interest in the Company, refused to repay the amounts the Company borrowed from
him, and yet made distributions to other Members in the meantime. Further, to the extent that
PLAINTIFFS’ MOTION TO COMPEL PAGES
OF 11
Liberty has presented itself as unable to repay Plaintiffs’ loans, Liberty’s decisions regarding
expenditures are relevant. Plaintiff requests that Defendants be ordered to withdraw their improper
objections and produce the requested information. Further, online access is not duplicative because
given Defendants’ actions in wrongfully “terminating” or canceling Plaintiff's membership
interest in Liberty, refusing to comply with Plaintiff's pre-suit demands to gain access to the
Companies’ books and records, completely evading their obligations to provide discovery
responses, and other post-suit actions, there is no reason for Plaintiff to trust the credibility or
accuracy of financial records produced by Defendants in this case. Plaintiff can only verify such
information through online access and an accounting.
aie Requests for Production Nos. 9-12: These requests seek production of documents
related to distributions the companies have made in recent years. In response to these
requests, Defendants object that the term "distributions" is ambiguous, that the information
requested is privileged and confidential, that the information is not relevant or reasonably
calculated to lead to admissible evidence, and further, the request is an improper attempt to obtain
post-judgment discovery before a judgment has been entered. “Distribution” has a commonly
accepted meaning in both accounting and recordkeeping, two functions that both Liberty and Black
Diamond have a duty to regularly perform. However, in an effort to confer regarding all
outstanding issue prior to resorting to court intervention, Plaintiff's counsel provided Defendants
with a definition of Distribution prior to filing this motion: “Distribution” shall be defined as the
“transfer of property; payment of cash or other cash equivalent liquid assets; or issuance of debt,
by the Company to the named individuals.” This information is relevant to this matter because
Liberty’s Members have wrongfully and improperly purported to “terminate” or cancel Plaintiff
Charles Wilson’s membership interest in the Company, refused to repay the amounts the Company
PLAINTIFFS’ MOTION TO COMPEL PAGE
6 OF 11
borrowed from him, and yet made distributions to other Members in the meantime. Plaintiff is
entitled to receive this information even after January 3, 2023, because Plaintiff continues to be a
Member (or an Assignee) of Liberty and Black Diamond respectively, regardless of any wrongful
unilateral action by either company or their other Members after that date.
22. Requests for Production Nos. 13-16: These requests seek production of
documents relating to loans made by the companies in recent years, as well as payments toward
those loans. In response to these requests, Defendants responded that the information is privileged
and confidential, that it is not relevant or reasonably calculated to lead to admissible evidence with
respect to transactions after January 3, 2023, and that it’s an attempt to obtain post-judgment
discovery before judgment has been entered. As stated above, this information is relevant to this
matter because Liberty owes a debt to Plaintiff which Liberty refuses to acknowledge or make
payments toward. Additionally, as a present Member of the Company, Plaintiff Wilson has a right
to access this information. Further, Plaintiff is entitled to receive this information even after
January 3, 2023, because Plaintiff continues to be a Member or Assignee of both companies,
regardless of any wrongful unilateral action by either company or its other Members after that
date. Additionally, Defendants’ privilege objection is improper because Defendants never
identified any specific documents that would be privileged, explained the type of privilege that
applies to each document, or provided a privilege log as required by the Rules. Plaintiff requests
that Defendants withdraw these improper objections and produce responsive documents.
23. Requests for Production Nos. 17-18: In response to these requests, which seek
minutes, Unanimous Consents, Resolutions, or notes from member/manager meetings, Defendants
responded that the information is privileged and confidential, that it is not relevant or reasonably
calculated to lead to admissible evidence with respect to transactions after January 3, 2023, and
PLAINTIFFS’ MOTION TO COMPEL PAGE
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that it's an attempt to obtain post-judgment discovery before judgment has been entered. These
documents are directly relevant to Plaintiffs’ contention that Defendants improperly attempted to
remove Plaintiff's membership interest. Further, as stated above, Plaintiff is entitled to receive this
information even after January 3, 2023, because Plaintiff continues to be a Member of Assignee
of the Company, regardless of any wrongful unilateral action by either Company or its other
Members after that date. Lastly, Defendants’ privilege objection is improper. Plaintiffs request that
Defendants be ordered to withdraw your objections and produce the requested documents.
24. Interrogatory Nos. 1, 2: In response to these requests, which request information
related to distributions of money or property to specific individuals from May 1, 2022, through the
present, Defendants claimed the word “distribution” is ambiguous, that the information sought is
not relevant or reasonably calculated to lead to admissible evidence with respect to transactions
occurring after January 3, 2023. “Distribution” has a commonly accepted meaning in both
accounting and recordkeeping, two functions that both Liberty and Black Diamond have a duty to
regularly perform. However, in an effort to confer regarding all outstanding issue prior to resorting
to court intervention, Plaintiff's counsel provided Defendants with a definition of Distribution
prior to filing this motion: “Distribution” shall be defined as the “transfer of property; payment of
cash or other cash equivalent liquid assets; or issuance of debt, by the Company to the named
individuals.” This information is relevant to this matter because Liberty’s Members have
wrongfully and improperly purported to “terminate” or cancel Plaintiff Charles Wilson’s
membership interest in the Company, refused to repay the amounts the Company borrowed from
him, and yet made distributions to other Members in the meantime. Plaintiff is entitled to receive
this information even after January 3, 2023, because Plaintiff continues to be a Member (or an
Assignee) of Liberty and Black Diamond respectively, regardless of any wrongful unilateral action
PLAINTIFFS’ MOTION TO COMPEL PAGE
8 OF 11
by either company or their other Members after that date. Plaintiffs request that Defendants be
ordered to withdraw their improper objections and provide complete answers.
25. Interrogatory Nos. 3, 4: In response to these requests, which asks for loan
information obtained or received by Liberty or Black Diamond, Defendants objected that the
information is not relevant or reasonably calculated to lead to admissible evidence with respect to
transactions occurring after January 3, 2023. Defendants did not provide complete answers for the
time period prior to January 3, 2023, either. This information is relevant to this matter because
Liberty owes a debt to Plaintiff which Liberty refuses to acknowledge or make payments toward.
Additionally, Plaintiff is a Member (or an Assignee) of Liberty and Black Diamond respectively.
Therefore, Plaintiff has a right to access this information. Further, Plaintiff is entitled to receive
this information even after January 3, 2023, because Plaintiff continues to be a Member (or an
Assignee) of Liberty and Black Diamond respectively, regardless of any wrongful unilateral action
by either company or its other Members after that date. Lastly, even if Plaintiff were not entitled
to documents after January 2, 2023, (although he is), Defendants still have a duty to comply with
discovery to the extent they do not object.
26. Interrogatory Nos. 5, 6: In response to these requests, which ask for information
regarding Defendants’ employees, Defendants object that the information is not relevant or
reasonably calculated to lead to admissible evidence, and that the requests are overly broad in
scope. This information is relevant because Liberty may have made distributions to other Members
couched in terms of a wage, salary, or other payment for employment, without making a like
distribution to Plaintiff. Furthermore, to the extent that Liberty has presented itself as unable to
repay Plaintiffs’ loans, Liberty’s decisions regarding expenditures are relevant. Lastly, the time
period for each request is sufficiently limited to capture only that information which is related to
PLAINTIFFS’ MOTION TO COMPEL PAGE
9 OF 11
Plaintiff's Membership in the Company. Plaintiffs request that Defendants be ordered to withdraw
their improper objections and provide the requested information.
III. EXPENSES OF MOTION
27. Plaintiff has incurred expenses in preparing and filing this motion to obtain relief.
Under Texas Rule of Civil Procedure 215.1(d), Plaintiff is entitled to reasonable expenses incurred
in obtaining the order, including attorney’s fees. Plaintiff requests that the Court order Defendants
to pay Plaintiff's attorney’s fees incurred in the preparation and filing of this motion, conference
with opposing counsel regarding this motion, and appearance and argument at a hearing on this
Motion.
Iv. CONCLUSION & PRAYER
28. For these reasons, Plaintiff asks the Court to set this motion for hearing and, after
the hearing, to compel Defendants to serve adequate responses to Plaintiff's discovery, and order
Defendants to pay Plaintiffs expenses related to this Motion in the form of attorney’s fees in the
amount of $2500, and for further reliefto which Plaintiff
may be entitled.
Respectfully submitted,
SAFARI LAW FIRM, PLLC
By: /s/ Maryam Safari
Maryam Safari
State Bar No. 24090814
maryam@safarilawfirm.com
17304 Preston Road, Suite 800
Dallas, Texas 75252
Telephone: (214) 918-5828
ATTORNEY FOR PLAINTIFFS
CHARLES EDWARD WILSON AND
CINDY CASH JACOBS
PLAINTIFFS’ MOTION TO COMPEL PAGE 10 0F 11
Certificate of Conference
On September 9, 2023, I conferred with Bryan Haynes and Leoncio Gil, attorneys for
Defendants, by letter outlining the substance of Plaintiffs’ Motion to Compel and requesting that
Defendants withdraw their improper objections and comply with their obligations to respond to
discovery. On September 15, 2023, | conferred with Bryan Haynes by telephone and Mr. Haynes
stated that Defendants are opposed to the relief sought in Plaintiff's Motion to Compel.
/s/ Maryam Safari
Certificate of Service
I hereby certify that on the 15" day of September, 2023, a true and correct copy of the
foregoing was served on all attorneys of record via electronic service in accordance with Texas
Rule of Civil Procedure 21a.
Via Electronic Service
Bryan Haynes
bryan.haynes@solidcounsel.com
Leoncio A. Gil, III
leon.gil solidcounsel.com
Scheef& Stone, LLP
2600 Network Blvd, Suite 400
Frisco, Texas 75034
Telephone: (214) 472-2100
Facsimile: (214) 472-2150
ATTORNEY FOR DEFENDANTS
LIBERTY PAINT AND DRYWALL LLC
AND BLACK DIAMOND FLOORING LLC
/s/ Maryam Safari
Maryam Safari
PLAINTIFFS’ MOTION TO COMPEL PAGE 11 0F 11
CAUSE NO. DC-23-03819
CHARLES EDWARD WILSON AND IN THE DISTRICT COURT
CINDY CASH JACOBS,
Plaintiffs,
Vv. 116TH JUDICIAL DISTRICT
LIBERTY PAINT AND DRYWALL,
LLC AND BLACK DIAMOND
FLOORING, LLC,
Defendants. DALLAS COUNTY, TEXAS
DEFENDANTS’ OBJECTIONS AND ANSWERS TO
PLAINTIFFS’ FIRST INTERROGATORIES
TO: Plaintiffs, Charles Edward Wilson and Cindy Cash Jacobs, by and through their attorney of
record, Maryam Safari, Safari Law Firm, PLLC, 17304 Preston Road, Suite 800, Dallas, Texas
75252.
Pursuant to Rule 197 of the TEXAS RULES OF CIVIL PROCEDURE, Defendants, Liberty Paint
and Drywall, LLC and Black Diamond Flooring, LLC, serve their Objections and Answers to
Plaintiffs’ First Interrogatories.
Respectfully submitted,
SCHEEF & STONE, L.L.P.
By:/s/ Bryan Haynes
Bryan Haynes
State Bar No. 09283520
bryan. haynes@solidcounsel.com
Leoncio A. Gil, TIT
State Bar No. 24094204
leon.gil@solidcounsel.com
2600 Network Blvd. Suite 400
Frisco, Texas 75034
214.472.2100 — telephone
214.472.2150 — facsimile
ATTORNEYS FOR DEFENDANTS
LIBERTY PAINT AND DRYWALL, LLC AND
BLACK DIAMOND FLOORING, LLC
DEFENDANTS’ OBJECTIONS AND ANSWERS TO
PLAINTIFFS’ FIRST INTERROGATORIES
CERTIFICATE OF SERVICE
This is to certify that on July 5, 2023, a true and correct copy of the foregoing document was
served on all known parties and/or counsel of record.
s/ Bryan Haynes
Bryan Haynes
DEFENDANTS’ OBJECTIONS AND ANSWERS TO
PLAINTIFFS’ FIRST INTERROGATORIES
GENERAL OBJECTIONS
Defendants generally object to Plaintiffs’ instructions and definitions in which Plaintiffs
purport to require Defendants to apply and follow such instructions and definitions in providing
answers. Defendants object to such instructions and definitions in their entirety and hereby place
Plaintiffs on notice that Defendants’ answers will be made by applying the usual and customary
meaning of the words and phrases in accordance with instructions set forth in the Texas Rules of Civil
Procedure. Defendants expressly reject any attempt by Plaintiffs to place upon Defendants any duty
or obligation not imposed by the Texas Rules of Civil Procedure, as Plaintiffs lack authority to impose
such duties.
DEFENDANTS’ OBJECTIONS AND ANSWERS TO
PLAINTIFFS’ FIRST INTERROGATORIES
INTERROGATORY NO. 1: Identify by date, description and amount each distribution of money
of property from Liberty to the individuals named below for the petiod beginning on May 1, 2022
through the present:
a) Lars Hardt;
b) Misha Hardt;
°) Tan Hardt;
d) Gerhard Hardt;
°) Charles Edward Wilson;
Cindy Cash Jacobs,
Kartie Kramer; and/or
h) Elizabeth Francisco.
OBJECTION: Defendants object that this Interrogatory is ambiguous with respect to the undefined
term “distribution.” Defendants further object to this Interrogatory as it seeks information neither
relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at
trial with respect to any such transaction(s) occurring after January 3, 2023.
ANSWER: Subject to, without waiving and in accordance with the foregoing general and specific
objections, will supplement.
Defendants reserve the right to amend this Answer if and when additional information becomes
available.
DEFENDANTS’ OBJECTIONS AND ANSWERS TO
PLAINTIFFS’ FIRST INTERROGATORIES
INTERROGATORY NO. 2: Identify by date, description and amount each distribution of money
or property from Black Diamond to the individuals named below for the period beginning on May 1,
2022 through the present:
a) Lars Hardt;
b) Misha Hardt;
°) Tan Hardt;
d) Gerhard Hardt;
©) Charles Edward Wilson;
Cindy Cash Jacobs, and/or
Kartie Kramer.
OBJECTION: Defendants object that this Interrogatory is ambiguous with respect to the undefined
term “distribution.” Defendants further object to this Interrogatory as it seeks information neither
relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at
trial with respect to any such transaction(s) occurring after January 3, 2023.
ANSWER: Subject to, without waiving and in accordance with the foregoing general and specific
objections, will supplement.
Defendants reserve the right to amend this Answer if and when additional information becomes
available.
INTERROGATORY NO. 3: Identify by date, amount, name of lender, and amount of interest (if
any) or (sic) each loan obtained or received by Liberty from Januaty 14, 2019 through the present.
OBJECTION: Defendants object to this Interrogatory as it seeks information neither relevant to
this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial with
respect to any such transaction(s) occurring after January 3, 2023.
ANSWER: Subject to, without waiving and in accordance with the foregoing general and specific
objections, will supplement.
Defendants reserve the right to amend this Answer if and when additional information becomes
available.
INTERROGATORY NO. 4: Identify by date, amount, name of lender, and amount of interest (if
any) or each loan obtained or received by Black Diamond from February 7, 2022 through the present.
OBJECTION: Defendants object to this Interrogatory as it seeks information neither relevant to
this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial with
respect to any such transaction(s) occurring after January 3, 2023.
ANSWER: Subject to, without waiving and in accordance with the foregoing general and specific
objections, will supplement.
DEFENDANTS’ OBJECTIONS AND ANSWERS TO
PLAINTIFFS’ FIRST INTERROGATORIES
Defendants reserve the right to amend this Answer if and when additional information becomes
available.
INTERROGATORY NO. 5: Identify by full name, hire date, termination or resignation date (if
any), pay rate (including any changes in the rate of pay), and position each employee (whether full-
time or part-time) of Liberty between January 14, 2019 through the present.
OBJECTION: Defendants object to this Interrogatory as it seeks information neither relevant to
this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial.
Defendants further object that this Interrogatory is overly broad in scope.
Defendants reserve the right to amend this Answer.
INTERROGATORY NO. 6: Identify by full name, hire date, termination or resignation date (if
any), pay rate (including any changes in the rate of pay), and position each employee (whether full-
time or part-time) of Black Diamond between February 7, 2022 through the present.
OBJECTION: Defendants object to this Interrogatory as it seeks information neither relevant to
this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial.
Defendants further object that this Interrogatory is overly broad in scope.
Defendants reserve the right to amend this Answer.
INTERROGATORY NO. 7: If You contend that Plaintiffs should have mitigated its (sic) damages
but did not, state the factual basis for your contention.
ANSWER: Defendants contend that the purported loans described in Plaintiffs’ Original Petition
were instead capital contributions made by Plaintiffs to purchase Plaintiff Wilson’s membership
interest in Liberty and/or Black Diamond. As such, damages sustained by Liberty and/or Black
Diamond on account of Plaintiffs’ actions that ultimately led to Plaintiff Wilson’s expulsion were a
direct and/or indirect cause of their failure to receive certain distributions from Liberty and Black
Diamond prior to or upon his expulsion as a member. Plaintiffs should have mitigated their damages,
if any, by refraining from engaging in all defamatory and/or tortious activity that directly and/or
indirectly harmed Liberty and/or Black Diamond’s operations and profitability. Investigation is
continuing into the scope and gravity of Plaintiffs’ misdeeds to date.
Defendants reserve the right to amend this Answer if and when additional information becomes
available.
INTERROGATORY NO. 8: If you contend that Defendants are entitled to the defense of offset,
state the factual basis for your contention.
ANSWER: Defendants state that Plaintiffs and each of them have made defamatory statements
regarding certain of Defendants’ officers and/or representatives and engaged in tortious inference
DEFENDANTS’ OBJECTIONS AND ANSWERS TO
PLAINTIFFS’ FIRST INTERROGATORIES
with the business of Liberty and/or Black Diamond. Investigation is continuing into the scope and
gravity of Plaintiffs’ misdeeds to date.
Defendants reserve the right to amend this Answer if and when additional information becomes
available.
DEFENDANTS’ OBJECTIONS AND ANSWERS TO
PLAINTIFFS’ FIRST INTERROGATORIES
CAUSE NO. DC-23-03819
CHARLES EDWARD WILSON AND IN THE DISTRICT COURT
CINDY CASH JACOBS,
Plaintiffs,
Vv. 116TH JUDICIAL DISTRICT
LIBERTY PAINT AND DRYWALL,
LLC AND BLACK DIAMOND
FLOORING, LLC,
Defendants. DALLAS COUNTY, TEXAS
DEFENDANTS’ OBJECTIONS AND RESPONSES TO
PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION
TO: Plaintiffs, Charles Edward Wilson and Cindy Cash Jacobs, by and through their attorney of
record, Maryam Safari, Safari Law Firm, PLLC, 17304 Preston Road, Suite 800, Dallas, Texas
75252.
In accordance with the Texas Rules of Civil Procedure, Defendants, Liberty Paint and Drywall,
LLC and Black Diamond Flooring, LLC, serve its Objections and Responses to Plaintiffs’ First
Request for Production and Inspection.
Respectfully submitted,
SCHEEF & STONE, L.L.P.
By:/s/ Bryan Haynes
Bryan Haynes
State Bar No. 09283520
bryan. haynes@solidcounsel.com
Leoncio A. Gil, TIT
State Bar No. 24094204
leon.gil@solidcounsel.com
2600 Network Blvd. Suite 400
Frisco, Texas 75034
214.472.2100 — telephone
214.472.2150 — facsimile
ATTORNEYS FOR DEFENDANTS
LIBERTY PAINT AND DRYWALL, LLC AND
BLACK DIAMOND FLOORING, LLC
DEFENDANTS’ OBJECTIONS AND RESPONSES TO
PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION
CERTIFICATE OF SERVICE
This is to certify that on July 5, 2023, a true and correct copy of the foregoing document was
served on all known parties and/or counsel of record.
s/ Bryan Haynes
Bryan Haynes
DEFENDANTS’ OBJECTIONS AND RESPONSES TO
PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION
GENERAL OBJECTIONS
Defendants generally object to Plaintiffs’ instructions and definitions in which Plaintiffs
purport to require Defendants to apply and follow such instructions and definitions in providing
answers. Defendants object to such instructions and definitions in their entirety and hereby place
Plaintiffs on notice that Defendants’ answers will be made by applying the usual and customary
meaning of the words and phrases in accordance with instructions set forth in the Texas Rules of Civil
Procedure. Defendants expressly reject any attempt by Plaintiffs to place upon Defendants any duty
or obligation not imposed by the Texas Rules of Civil Procedure, as Plaintiffs lack authority to impose
such duties.
DEFENDANTS’ OBJECTIONS AND RESPONSES TO
PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION
REQUEST FOR PRODUCTION NO. 1: Quarterly financial statements for Liberty for 2019
through the present, including a profit/loss statement for each quarter of 2019 through the present, a
balance sheet for the last day of each quarter of 2019 through the present, and, if available, a statement
of cash flow for each quartet of 2019 through the present.
OBJECTION: Defendants object to this Request as it seeks information neither relevant to this
matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants
further object that this Request is an improper attempt to obtain post-judgment discovery before a
judgment has been entered.
REQUEST FOR PRODUCTION NO. 2: Quarterly financial statements for Black Diamond for
2022 through the present, including a profit/loss statement for each quarter of 2022 through the
present, a balance sheet for the last day of each quarter of 2022 through the present, and, if available,
a statement of cash flow for each quarter of 2022 through the present.
OBJECTION: Defendants object to this Request as it seeks information neither relevant to this
matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants
further object that this Request is an improper attempt to obtain post-judgment discovery before a
judgment has been entered.
REQUEST FOR PRODUCTION NO. 3: Copies of Liberty’s federal income tax returns for 2019
through 2022.
OBJECTION: Defendants object to this Request as it seeks information neither relevant to this
matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants
DEFENDANTS’ OBJECTIONS AND RESPONSES TO
PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION
further object that this Request is an improper attempt to obtain post-judgment discovery before a
judgment has been entered.
REQUEST FOR PRODUCTION NO. 4: Copies of Black Diamond’s federal income tax returns
for 2022.
OBJECTION: Defendants object to this Request as it seeks information neither relevant to this
matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants
further object that this Request is an improper attempt to obtain post-judgment discovery before a
judgment has been entered.
REQUEST FOR PRODUCTION NO. 5: A copy of Liberty’s General Ledger for 2022 and 2023.
OBJECTION: Defendants object to this Request as it seeks information neither relevant to this
matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants
further object that this Request is an improper attempt to obtain post-judgment discovery before a
judgment has been entered.
REQUEST FOR PRODUCTION NO. 6: A copy of Black Diamond’s General Ledger for 2022
and 2023.
OBJECTION: Defendants object to this Request as it seeks information neither relevant to this
matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants
further object that this Request is an improper attempt to obtain post-judgment discovery before a
judgment has been entered.
REQUEST FOR PRODUCTION NO. 7: Online access to Liberty’s General Ledger.
OBJECTION: Defendants object that this Request is duplicative and unduly burdensome.
Defendants further object to this Request as it seeks information neither relevant to this matter, nor
reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object
that this Request is an improper attempt to obtain post-judgment discovery before a judgment has
been entered.
REQUEST FOR PRODUCTION NO. 8: Online access to Black Diamond’s General Ledger.
OBJECTION: Defendants object that this Request is duplicative and unduly burdensome.
Defendants further object to this Request as it seeks information neither relevant to this matter, nor
reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object
that this Request is an improper attempt to obtain post-judgment discovery before a judgment has
been entered.
REQUEST FOR PRODUCTION NO. 9: All Documents evidencing distributions of money or
property from Liberty to the individuals named below:
a. Hardt Enterprises, LLC;
b. Lars Hardt;
ic Gerhard Hardt;
DEFENDANTS’ OBJECTIONS AND RESPONSES TO
PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION
Mischa Hardt;
Tan Hardt;
Charles Edward Wilson;
Cindy Cash Jacobs;
Ethan Wilson;
Kartie Kramer; and/or
Elizabeth Francisco.
OBJECTION: Defendants object that this Request is ambiguous with respect to the undefined
term “distributions.” Defendants further object to this Request to the extent that as written it seeks
privileged and confidential information. Defendants further object to this Request as it seeks
information neither relevant to this matter, nor reasonably calculated to lead to the discovery of
admissible evidence at trial. Defendants further object that this Request is an improper attempt to
obtain post-judgment discovery before a judgment has been entered.
REQUEST FOR PRODUCTION NO. 10: All Documents evidencing distributions of money or
property from Liberty to:
a. Any entity owned or controlled in part or in whole by Lats Hardt, Misha Hardt, Ian
Hardt, and/or Gerhard Hardt;
b. Any entity owned or controlled in part or in whole by Charles Edward Wilson and/or
Cindy Cash Jacobs;
c. Any entity owned or controlled in part or in whole by Kartie Kramer; and/or
d Any entity owned or controlled in part or in whole by Elizabeth Francisco.
OBJECTION: Defendants object that this Request is ambiguous with respect to the undefined
term “distributions.” Defendants further object to this Request to the extent that as written it seeks
privileged and confidential information. Defendants further object to this Request as it seeks
information neither relevant to this matter, nor reasonably calculated to lead to the discovery of
admissible evidence at trial. Defendants further object that this Request is an improper attempt to
obtain post-judgment discovery before a judgment has been entered.
REQUEST FOR PRODUCTION NO. 11: All Documents evidencing distributions of money or
property from Black Diamond to the individuals named below:
Hardt Enterprises, LLC;
Lars Hardt;
Gerhard Hardt;
Mischa Hardt;
Tan Hardt;
Charles Edward Wilson;
Cindy Cash Jacobs;
Ethan Wilson; and/or
Kartie Kramer.
OBJECTION: Defendants object that this Request is ambiguous with respect to the undefined
term “distributions.” Defendants further object to this Request to the extent that as written it seeks
privileged and confidential information. Defendants further object to this Request as it seeks
DEFENDANTS’ OBJECTIONS AND RESPONSES TO
PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION
information neither relevant to this matter, nor reasonably calculated to lead to the discovery of
admissible evidence at trial. Defendants further object that this Request is an improper attempt to
obtain post-judgment discovery before a judgment has been entered.
REQUEST FOR PRODUCTION NO. 12: All Documents evidencing distributions of money or
property from Black Diamond to:
a. Any entity owned or controlled in part or in whole by Lars Hardt, Misha Hardt, Ian
Hardt, and/or Gerhard Hardt;
b. Any entity owned or controlled in part or in whole by Charles Edward Wilson and/or
Cindy Cash Jacobs; and/or
c. Any entity owned or controlled in part or in whole by Kartie Kramer.
OBJECTION: Defendants object that this Request is ambiguous with respect to the undefined
term “distributions.” Defendants further object to this Request to the extent that as written it seeks
privileged and confidential information. Defendants further object to this Request as it seeks
information neither relevant to this matter, nor reasonably calculated to lead to the discovery of
admissible evidence at trial. Defendants further object that this Request is an improper attempt to
obtain post-judgment discovery before a judgment has been entered.
REQUEST FOR PRODUCTION NO. 13: Copies of any Documents evidencing any loan
transactions between Liberty and:
Hardt Enterprises, LLC;
Lars Hardt;
Gerhard Hardt;
Mischa Hardt;
Tan Hardt;
Charles Edward Wilson;
Cindy Cash Jacobs;
Ethan Wilson;
Kartie Kramer; and/or
Elizabeth Francisco.
OBJECTION: Defendants object to this Request to the extent that as written it seeks privileged and
confidential information. Defendants further object to this Request as it seeks information neither
relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at
trial with respect to any such transaction(s) occurring after January 3, 2023. Defendants further object
that this Request is an improper attempt to obtain post-judgment discovery before a judgment has
been entered.
RESPONSE: Subject to, without waiving and in accordance with the foregoing general and specific
objections, will supplement.
REQUEST FOR PRODUCTION NO
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FILED 9/15/2023 11:11 PM FELICIA PITRE DISTRICT CLERK DALLAS CO., TEXAS Martin Reyes DEPUTY CAUSE NO. DC-23-03819 CHARLES EDWARD WILSON AND § IN THE DISTRICT COURT CINDY CASH JACOBS, § Plaintiffs, § § Vv. § 116™ JUDICIAL DISTRICT LIBERTY PAINT AND DRYWALL, LLC AND BLACK DIAMOND FLOORING, LLC, Defendants. § DALLAS COUNTY, TEXAS PLAINTIFFS’ MOTION TO COMPEL TO THE HONORABLE JUDGE OF THIS COURT: Plaintiffs CHARLES EDWARD WILSON (“Wilson”) and CINDY CASH JACOB (“Jacob”) hereby file this Motion to Compel Defendants LIBERTY PAINT AND DRYWALL LLC (“Liberty”) and BLACK DIAMOND LLC (“Black Diamond”) to produce documents responsive to Plaintiffs’ First Request for Production and Inspection to Defendants and Plaintiffs First Interrogatories to Defendants. In support of this Motion, Plaintiff respectfully shows the Court as follows: I FACTUAL BACKGROUND 1 In January 2019, Plaintiff Wilson co-founded Liberty along with Lars Hardt others. Liberty was created to perform drywall work for new multifamily and commercial construction projects. By 2022, Wilson owned 42.5% of the membership interests in Liberty. Over the years, Wilson made personal loans to Liberty on several occasions to allow Liberty to meet payroll and other obligations. Liberty had a pattern of repaying Wilson within days or a week. 2. In February 2022, Wilson and Hardt, along with their sons, founded Black Diamond, created to perform flooring work for new multifamily and commercial construction projects. By 2022, Wilson owned 40% of Black Diamond. PLAINTIFFS’ MOTION TO COMPEL PAGE 10F 11 3 In January 2023, Lars Hardt led a movement to oust Wilson from Liberty. Through an amended company agreement, Wilson was “expelled” or “terminated” from the Company, and his membership interests were changed to assignee shares. Shortly thereafter, Liberty executed a consent that purported to do away with Wilson’s membership interest altogether, all without Wilson’s consent or agreement, and without any buyout of Wilson’s membership interest. 4 At the time that Liberty sought to terminate or expel Wilson from Liberty, it owed Wilson $150,000 and Plaintiff Jacob $75,000. Wilson obtained the funds to loan to Liberty by taking a second mortgage against his real estate. As a result of Liberty’s default on the loans, Wilson was ultimately forced to sell the property for less than market value to avoid the risk of foreclosure. 5 Following his purported expulsion, Wilson requested access to Liberty’s and Black Diamond’s books. Wilson expressed that he had suspicions about the way that Lars Hardt and his family members were “living off of’ the two companies, the companies’ spending habits, and Liberty’s inability to make payments on his loans. Liberty and Black Diamond refused to respond to Wilson’s requests or provide access. 6. Prior to filing this suit, the undersigned sent a formal letter of demand to Liberty and Black Diamond requesting access to certain and books and records. No such access was ever provided to either Plaintiff. Il. PROCEDURAL BACKGROUND 7. On March 22, 2023, Plaintiffs filed suit against Defendants for breach of contract. Plaintiffs have since filed a First Amended Petition adding a suit for declaratory relief. 8 Plaintiffs’ suit arises from Defendants’ improper expulsion or termination of Wilson’s membership interests in the companies, which is contrary to the Texas Business PLAINTIFFS’ MOTION TO COMPEL PAGE 2 OF 11 Organizations Code and the companies’ company agreements. The suit also arises from Defendants’ failure to repay loans to Plaintiffs. Defendants have refused to provide access to both entities’ books and records despite several demands by Plaintiff. 9 Discovery in the suit is governed by Level 2 of the Texas Rules of Civil Procedure. 10. On May 22, 2023, Plaintiffs served Plaintiff's First Request for Production and Inspection and Plaintiff's First Interrogatories to Defendants. Prior to this date, Plaintiffs had timely served their Initial Disclosures. 11. On July 5, 2023, Defendants served their Objections and Responses to Plaintiffs’ Fist Request for Production and Inspection, and Objections and Answers to Plaintiffs’ First Interrogatories. 12. Defendants failed to provide any responsive documents to Plaintiffs and have continued to resist granting Plaintiff Wilson access to the companies’ books and records as required by the companies’ Company Agreements and the Texas Business Organization Code. 13e Instead of providing responsive documents and complete interrogatory answers, Defendants presented Plaintiff with a host of boilerplate objections without any factual basis or evidence to support their objections. Il. ARGUMENT & AUTHORITIES 14. The purpose of discovery is to seek the truth so that disputes may be decided by what facts are revealed, not by what facts are concealed.' A party may seek discovery of any matter that is relevant to the subject matter and proportional to the needs of the case.” Discovery can include evidence that may be inadmissible as long as it “appears reasonably calculated to lead to ! Axelson, Inc. v. Mellhany, 798 S.W.2d 550, 555 (Tex. 1990). ? See Tex. R. Civ. P. 192.3(a), 192.4(b); In re State Farm Lloyds, 520 8.W.3d 595, 607 (Tex. 2017). PLAINTIFFS’ MOTION TO COMPEL PAGE 3 OF 11 the discovery of admissible evidence. 93 15. A court may compel a party to adequately respond to a discovery request.’ Defendants failed to provide any responsive documents to Plaintiff's First Request for Production, and to provide complete answers to Plaintiff’s First Interrogatories Nos. 1 through 6, as requested by Texas Rule of Civil Procedure 196. Therefore, the Court should compel Defendants to provide documents responsive to Plaintiff's First Request for Production and answer fully Plaintiff's First Interrogatories to Defendants. 16. Plaintiff's discovery requests are within the scope of discovery permitted by Texas Rule of Civil Procedure 192.3. Even though Plaintiff's requests were proper, Defendants refused to comply with the rule and served objections to avoid discovery that is clearly authorized under the discovery rules. 17. Defendants’ Improper Objections: Defendants’ objections and response begin with a “General Objections” section that contains blanket objections in violation of Texas Rule of Civil Procedure 193.2(a), which requires a specific objection for each item a party intends to exclude from discovery.* 18. Further, Defendants repeatedly used boilerplate objections® of “overly broad, m6, not 99 66 relevant, not reasonably calculated to lead to the discovery of admissible evidence,” and that the requests are “improper attempt[s] to obtain post-judgment discovery before a judgment has been entered.”’ For many requests Defendants either do not respond at all or simply state “will 3 Tex. R. Civ. P. 192.3(a). 4 Tex. R. Civ. P. 215.1(b). 5 See In re National Lloyds, 507 S.W.3d 219, 223 (Tex. 2016). © Simply reciting an objection without indicating with specificity why a party is objecting is improper. See e.g., In re Alford Chevrolet-Geo, 997 8.W.2d 173, 181 (Tex. 199) (party’s conclusory objections alleging undue burden and harassment were unsuccessful). 7 This is an invalid objection as nothing in the Rules allow for it, and Plaintiff has the right to seek discovery of relevant material at this time. PLAINTIFFS’ MOTION TO COMPEL PAGE 4 OF 11 supplement” in response to our requests, violating your duty to respond completely per Texas Rule of Civil Procedure 193.1. 19. Requests for Production Nos. 1-6: In response to these requests, which seek financial statements including profit/loss statements, balance sheets, statements of cash flow, federal income tax returns of the businesses, and General Ledgers for 2022 and 2023, Defendants object that the information is not relevant or reasonably calculated to lead to admissible evidence, and further, the request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. This information is relevant because Liberty’s Members have wrongfully and improperly purported to “terminate” or cancel Plaintiff Charles Wilson’s membership interest in the Company, refused to repay the amounts the Company borrowed from him, and yet made distributions to other Members in the meantime. Further, to the extent that Liberty has presented itself as unable to repay Plaintiffs’ loans, Liberty’s decisions regarding expenditures are relevant. Lastly, as a Member or Assignee of the Company, Plaintiff has a right to seek access to these records. Plaintiffs request that Defendants be ordered to withdraw these improper objections and produce the requested information. 20. Requests for Production Nos. 7-8: In response to these requests, which ask for online access to Liberty and Black Diamond's General Ledgers, Defendants object that it is duplicative and unduly burdensome, not relevant or reasonably calculated to lead to the discovery of admissible evidence, as well as an improper attempt to obtain post-judgment discovery before judgment has been entered. This information is relevant because Liberty’s Members have wrongfully and improperly purported to “terminate” or cancel Plaintiff Charles Wilson’s membership interest in the Company, refused to repay the amounts the Company borrowed from him, and yet made distributions to other Members in the meantime. Further, to the extent that PLAINTIFFS’ MOTION TO COMPEL PAGES OF 11 Liberty has presented itself as unable to repay Plaintiffs’ loans, Liberty’s decisions regarding expenditures are relevant. Plaintiff requests that Defendants be ordered to withdraw their improper objections and produce the requested information. Further, online access is not duplicative because given Defendants’ actions in wrongfully “terminating” or canceling Plaintiff's membership interest in Liberty, refusing to comply with Plaintiff's pre-suit demands to gain access to the Companies’ books and records, completely evading their obligations to provide discovery responses, and other post-suit actions, there is no reason for Plaintiff to trust the credibility or accuracy of financial records produced by Defendants in this case. Plaintiff can only verify such information through online access and an accounting. aie Requests for Production Nos. 9-12: These requests seek production of documents related to distributions the companies have made in recent years. In response to these requests, Defendants object that the term "distributions" is ambiguous, that the information requested is privileged and confidential, that the information is not relevant or reasonably calculated to lead to admissible evidence, and further, the request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. “Distribution” has a commonly accepted meaning in both accounting and recordkeeping, two functions that both Liberty and Black Diamond have a duty to regularly perform. However, in an effort to confer regarding all outstanding issue prior to resorting to court intervention, Plaintiff's counsel provided Defendants with a definition of Distribution prior to filing this motion: “Distribution” shall be defined as the “transfer of property; payment of cash or other cash equivalent liquid assets; or issuance of debt, by the Company to the named individuals.” This information is relevant to this matter because Liberty’s Members have wrongfully and improperly purported to “terminate” or cancel Plaintiff Charles Wilson’s membership interest in the Company, refused to repay the amounts the Company PLAINTIFFS’ MOTION TO COMPEL PAGE 6 OF 11 borrowed from him, and yet made distributions to other Members in the meantime. Plaintiff is entitled to receive this information even after January 3, 2023, because Plaintiff continues to be a Member (or an Assignee) of Liberty and Black Diamond respectively, regardless of any wrongful unilateral action by either company or their other Members after that date. 22. Requests for Production Nos. 13-16: These requests seek production of documents relating to loans made by the companies in recent years, as well as payments toward those loans. In response to these requests, Defendants responded that the information is privileged and confidential, that it is not relevant or reasonably calculated to lead to admissible evidence with respect to transactions after January 3, 2023, and that it’s an attempt to obtain post-judgment discovery before judgment has been entered. As stated above, this information is relevant to this matter because Liberty owes a debt to Plaintiff which Liberty refuses to acknowledge or make payments toward. Additionally, as a present Member of the Company, Plaintiff Wilson has a right to access this information. Further, Plaintiff is entitled to receive this information even after January 3, 2023, because Plaintiff continues to be a Member or Assignee of both companies, regardless of any wrongful unilateral action by either company or its other Members after that date. Additionally, Defendants’ privilege objection is improper because Defendants never identified any specific documents that would be privileged, explained the type of privilege that applies to each document, or provided a privilege log as required by the Rules. Plaintiff requests that Defendants withdraw these improper objections and produce responsive documents. 23. Requests for Production Nos. 17-18: In response to these requests, which seek minutes, Unanimous Consents, Resolutions, or notes from member/manager meetings, Defendants responded that the information is privileged and confidential, that it is not relevant or reasonably calculated to lead to admissible evidence with respect to transactions after January 3, 2023, and PLAINTIFFS’ MOTION TO COMPEL PAGE 7 OF 11 that it's an attempt to obtain post-judgment discovery before judgment has been entered. These documents are directly relevant to Plaintiffs’ contention that Defendants improperly attempted to remove Plaintiff's membership interest. Further, as stated above, Plaintiff is entitled to receive this information even after January 3, 2023, because Plaintiff continues to be a Member of Assignee of the Company, regardless of any wrongful unilateral action by either Company or its other Members after that date. Lastly, Defendants’ privilege objection is improper. Plaintiffs request that Defendants be ordered to withdraw your objections and produce the requested documents. 24. Interrogatory Nos. 1, 2: In response to these requests, which request information related to distributions of money or property to specific individuals from May 1, 2022, through the present, Defendants claimed the word “distribution” is ambiguous, that the information sought is not relevant or reasonably calculated to lead to admissible evidence with respect to transactions occurring after January 3, 2023. “Distribution” has a commonly accepted meaning in both accounting and recordkeeping, two functions that both Liberty and Black Diamond have a duty to regularly perform. However, in an effort to confer regarding all outstanding issue prior to resorting to court intervention, Plaintiff's counsel provided Defendants with a definition of Distribution prior to filing this motion: “Distribution” shall be defined as the “transfer of property; payment of cash or other cash equivalent liquid assets; or issuance of debt, by the Company to the named individuals.” This information is relevant to this matter because Liberty’s Members have wrongfully and improperly purported to “terminate” or cancel Plaintiff Charles Wilson’s membership interest in the Company, refused to repay the amounts the Company borrowed from him, and yet made distributions to other Members in the meantime. Plaintiff is entitled to receive this information even after January 3, 2023, because Plaintiff continues to be a Member (or an Assignee) of Liberty and Black Diamond respectively, regardless of any wrongful unilateral action PLAINTIFFS’ MOTION TO COMPEL PAGE 8 OF 11 by either company or their other Members after that date. Plaintiffs request that Defendants be ordered to withdraw their improper objections and provide complete answers. 25. Interrogatory Nos. 3, 4: In response to these requests, which asks for loan information obtained or received by Liberty or Black Diamond, Defendants objected that the information is not relevant or reasonably calculated to lead to admissible evidence with respect to transactions occurring after January 3, 2023. Defendants did not provide complete answers for the time period prior to January 3, 2023, either. This information is relevant to this matter because Liberty owes a debt to Plaintiff which Liberty refuses to acknowledge or make payments toward. Additionally, Plaintiff is a Member (or an Assignee) of Liberty and Black Diamond respectively. Therefore, Plaintiff has a right to access this information. Further, Plaintiff is entitled to receive this information even after January 3, 2023, because Plaintiff continues to be a Member (or an Assignee) of Liberty and Black Diamond respectively, regardless of any wrongful unilateral action by either company or its other Members after that date. Lastly, even if Plaintiff were not entitled to documents after January 2, 2023, (although he is), Defendants still have a duty to comply with discovery to the extent they do not object. 26. Interrogatory Nos. 5, 6: In response to these requests, which ask for information regarding Defendants’ employees, Defendants object that the information is not relevant or reasonably calculated to lead to admissible evidence, and that the requests are overly broad in scope. This information is relevant because Liberty may have made distributions to other Members couched in terms of a wage, salary, or other payment for employment, without making a like distribution to Plaintiff. Furthermore, to the extent that Liberty has presented itself as unable to repay Plaintiffs’ loans, Liberty’s decisions regarding expenditures are relevant. Lastly, the time period for each request is sufficiently limited to capture only that information which is related to PLAINTIFFS’ MOTION TO COMPEL PAGE 9 OF 11 Plaintiff's Membership in the Company. Plaintiffs request that Defendants be ordered to withdraw their improper objections and provide the requested information. III. EXPENSES OF MOTION 27. Plaintiff has incurred expenses in preparing and filing this motion to obtain relief. Under Texas Rule of Civil Procedure 215.1(d), Plaintiff is entitled to reasonable expenses incurred in obtaining the order, including attorney’s fees. Plaintiff requests that the Court order Defendants to pay Plaintiff's attorney’s fees incurred in the preparation and filing of this motion, conference with opposing counsel regarding this motion, and appearance and argument at a hearing on this Motion. Iv. CONCLUSION & PRAYER 28. For these reasons, Plaintiff asks the Court to set this motion for hearing and, after the hearing, to compel Defendants to serve adequate responses to Plaintiff's discovery, and order Defendants to pay Plaintiffs expenses related to this Motion in the form of attorney’s fees in the amount of $2500, and for further reliefto which Plaintiff may be entitled. Respectfully submitted, SAFARI LAW FIRM, PLLC By: /s/ Maryam Safari Maryam Safari State Bar No. 24090814 maryam@safarilawfirm.com 17304 Preston Road, Suite 800 Dallas, Texas 75252 Telephone: (214) 918-5828 ATTORNEY FOR PLAINTIFFS CHARLES EDWARD WILSON AND CINDY CASH JACOBS PLAINTIFFS’ MOTION TO COMPEL PAGE 10 0F 11 Certificate of Conference On September 9, 2023, I conferred with Bryan Haynes and Leoncio Gil, attorneys for Defendants, by letter outlining the substance of Plaintiffs’ Motion to Compel and requesting that Defendants withdraw their improper objections and comply with their obligations to respond to discovery. On September 15, 2023, | conferred with Bryan Haynes by telephone and Mr. Haynes stated that Defendants are opposed to the relief sought in Plaintiff's Motion to Compel. /s/ Maryam Safari Certificate of Service I hereby certify that on the 15" day of September, 2023, a true and correct copy of the foregoing was served on all attorneys of record via electronic service in accordance with Texas Rule of Civil Procedure 21a. Via Electronic Service Bryan Haynes bryan.haynes@solidcounsel.com Leoncio A. Gil, III leon.gil solidcounsel.com Scheef& Stone, LLP 2600 Network Blvd, Suite 400 Frisco, Texas 75034 Telephone: (214) 472-2100 Facsimile: (214) 472-2150 ATTORNEY FOR DEFENDANTS LIBERTY PAINT AND DRYWALL LLC AND BLACK DIAMOND FLOORING LLC /s/ Maryam Safari Maryam Safari PLAINTIFFS’ MOTION TO COMPEL PAGE 11 0F 11 CAUSE NO. DC-23-03819 CHARLES EDWARD WILSON AND IN THE DISTRICT COURT CINDY CASH JACOBS, Plaintiffs, Vv. 116TH JUDICIAL DISTRICT LIBERTY PAINT AND DRYWALL, LLC AND BLACK DIAMOND FLOORING, LLC, Defendants. DALLAS COUNTY, TEXAS DEFENDANTS’ OBJECTIONS AND ANSWERS TO PLAINTIFFS’ FIRST INTERROGATORIES TO: Plaintiffs, Charles Edward Wilson and Cindy Cash Jacobs, by and through their attorney of record, Maryam Safari, Safari Law Firm, PLLC, 17304 Preston Road, Suite 800, Dallas, Texas 75252. Pursuant to Rule 197 of the TEXAS RULES OF CIVIL PROCEDURE, Defendants, Liberty Paint and Drywall, LLC and Black Diamond Flooring, LLC, serve their Objections and Answers to Plaintiffs’ First Interrogatories. Respectfully submitted, SCHEEF & STONE, L.L.P. By:/s/ Bryan Haynes Bryan Haynes State Bar No. 09283520 bryan. haynes@solidcounsel.com Leoncio A. Gil, TIT State Bar No. 24094204 leon.gil@solidcounsel.com 2600 Network Blvd. Suite 400 Frisco, Texas 75034 214.472.2100 — telephone 214.472.2150 — facsimile ATTORNEYS FOR DEFENDANTS LIBERTY PAINT AND DRYWALL, LLC AND BLACK DIAMOND FLOORING, LLC DEFENDANTS’ OBJECTIONS AND ANSWERS TO PLAINTIFFS’ FIRST INTERROGATORIES CERTIFICATE OF SERVICE This is to certify that on July 5, 2023, a true and correct copy of the foregoing document was served on all known parties and/or counsel of record. s/ Bryan Haynes Bryan Haynes DEFENDANTS’ OBJECTIONS AND ANSWERS TO PLAINTIFFS’ FIRST INTERROGATORIES GENERAL OBJECTIONS Defendants generally object to Plaintiffs’ instructions and definitions in which Plaintiffs purport to require Defendants to apply and follow such instructions and definitions in providing answers. Defendants object to such instructions and definitions in their entirety and hereby place Plaintiffs on notice that Defendants’ answers will be made by applying the usual and customary meaning of the words and phrases in accordance with instructions set forth in the Texas Rules of Civil Procedure. Defendants expressly reject any attempt by Plaintiffs to place upon Defendants any duty or obligation not imposed by the Texas Rules of Civil Procedure, as Plaintiffs lack authority to impose such duties. DEFENDANTS’ OBJECTIONS AND ANSWERS TO PLAINTIFFS’ FIRST INTERROGATORIES INTERROGATORY NO. 1: Identify by date, description and amount each distribution of money of property from Liberty to the individuals named below for the petiod beginning on May 1, 2022 through the present: a) Lars Hardt; b) Misha Hardt; °) Tan Hardt; d) Gerhard Hardt; °) Charles Edward Wilson; Cindy Cash Jacobs, Kartie Kramer; and/or h) Elizabeth Francisco. OBJECTION: Defendants object that this Interrogatory is ambiguous with respect to the undefined term “distribution.” Defendants further object to this Interrogatory as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial with respect to any such transaction(s) occurring after January 3, 2023. ANSWER: Subject to, without waiving and in accordance with the foregoing general and specific objections, will supplement. Defendants reserve the right to amend this Answer if and when additional information becomes available. DEFENDANTS’ OBJECTIONS AND ANSWERS TO PLAINTIFFS’ FIRST INTERROGATORIES INTERROGATORY NO. 2: Identify by date, description and amount each distribution of money or property from Black Diamond to the individuals named below for the period beginning on May 1, 2022 through the present: a) Lars Hardt; b) Misha Hardt; °) Tan Hardt; d) Gerhard Hardt; ©) Charles Edward Wilson; Cindy Cash Jacobs, and/or Kartie Kramer. OBJECTION: Defendants object that this Interrogatory is ambiguous with respect to the undefined term “distribution.” Defendants further object to this Interrogatory as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial with respect to any such transaction(s) occurring after January 3, 2023. ANSWER: Subject to, without waiving and in accordance with the foregoing general and specific objections, will supplement. Defendants reserve the right to amend this Answer if and when additional information becomes available. INTERROGATORY NO. 3: Identify by date, amount, name of lender, and amount of interest (if any) or (sic) each loan obtained or received by Liberty from Januaty 14, 2019 through the present. OBJECTION: Defendants object to this Interrogatory as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial with respect to any such transaction(s) occurring after January 3, 2023. ANSWER: Subject to, without waiving and in accordance with the foregoing general and specific objections, will supplement. Defendants reserve the right to amend this Answer if and when additional information becomes available. INTERROGATORY NO. 4: Identify by date, amount, name of lender, and amount of interest (if any) or each loan obtained or received by Black Diamond from February 7, 2022 through the present. OBJECTION: Defendants object to this Interrogatory as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial with respect to any such transaction(s) occurring after January 3, 2023. ANSWER: Subject to, without waiving and in accordance with the foregoing general and specific objections, will supplement. DEFENDANTS’ OBJECTIONS AND ANSWERS TO PLAINTIFFS’ FIRST INTERROGATORIES Defendants reserve the right to amend this Answer if and when additional information becomes available. INTERROGATORY NO. 5: Identify by full name, hire date, termination or resignation date (if any), pay rate (including any changes in the rate of pay), and position each employee (whether full- time or part-time) of Liberty between January 14, 2019 through the present. OBJECTION: Defendants object to this Interrogatory as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Interrogatory is overly broad in scope. Defendants reserve the right to amend this Answer. INTERROGATORY NO. 6: Identify by full name, hire date, termination or resignation date (if any), pay rate (including any changes in the rate of pay), and position each employee (whether full- time or part-time) of Black Diamond between February 7, 2022 through the present. OBJECTION: Defendants object to this Interrogatory as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Interrogatory is overly broad in scope. Defendants reserve the right to amend this Answer. INTERROGATORY NO. 7: If You contend that Plaintiffs should have mitigated its (sic) damages but did not, state the factual basis for your contention. ANSWER: Defendants contend that the purported loans described in Plaintiffs’ Original Petition were instead capital contributions made by Plaintiffs to purchase Plaintiff Wilson’s membership interest in Liberty and/or Black Diamond. As such, damages sustained by Liberty and/or Black Diamond on account of Plaintiffs’ actions that ultimately led to Plaintiff Wilson’s expulsion were a direct and/or indirect cause of their failure to receive certain distributions from Liberty and Black Diamond prior to or upon his expulsion as a member. Plaintiffs should have mitigated their damages, if any, by refraining from engaging in all defamatory and/or tortious activity that directly and/or indirectly harmed Liberty and/or Black Diamond’s operations and profitability. Investigation is continuing into the scope and gravity of Plaintiffs’ misdeeds to date. Defendants reserve the right to amend this Answer if and when additional information becomes available. INTERROGATORY NO. 8: If you contend that Defendants are entitled to the defense of offset, state the factual basis for your contention. ANSWER: Defendants state that Plaintiffs and each of them have made defamatory statements regarding certain of Defendants’ officers and/or representatives and engaged in tortious inference DEFENDANTS’ OBJECTIONS AND ANSWERS TO PLAINTIFFS’ FIRST INTERROGATORIES with the business of Liberty and/or Black Diamond. Investigation is continuing into the scope and gravity of Plaintiffs’ misdeeds to date. Defendants reserve the right to amend this Answer if and when additional information becomes available. DEFENDANTS’ OBJECTIONS AND ANSWERS TO PLAINTIFFS’ FIRST INTERROGATORIES CAUSE NO. DC-23-03819 CHARLES EDWARD WILSON AND IN THE DISTRICT COURT CINDY CASH JACOBS, Plaintiffs, Vv. 116TH JUDICIAL DISTRICT LIBERTY PAINT AND DRYWALL, LLC AND BLACK DIAMOND FLOORING, LLC, Defendants. DALLAS COUNTY, TEXAS DEFENDANTS’ OBJECTIONS AND RESPONSES TO PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION TO: Plaintiffs, Charles Edward Wilson and Cindy Cash Jacobs, by and through their attorney of record, Maryam Safari, Safari Law Firm, PLLC, 17304 Preston Road, Suite 800, Dallas, Texas 75252. In accordance with the Texas Rules of Civil Procedure, Defendants, Liberty Paint and Drywall, LLC and Black Diamond Flooring, LLC, serve its Objections and Responses to Plaintiffs’ First Request for Production and Inspection. Respectfully submitted, SCHEEF & STONE, L.L.P. By:/s/ Bryan Haynes Bryan Haynes State Bar No. 09283520 bryan. haynes@solidcounsel.com Leoncio A. Gil, TIT State Bar No. 24094204 leon.gil@solidcounsel.com 2600 Network Blvd. Suite 400 Frisco, Texas 75034 214.472.2100 — telephone 214.472.2150 — facsimile ATTORNEYS FOR DEFENDANTS LIBERTY PAINT AND DRYWALL, LLC AND BLACK DIAMOND FLOORING, LLC DEFENDANTS’ OBJECTIONS AND RESPONSES TO PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION CERTIFICATE OF SERVICE This is to certify that on July 5, 2023, a true and correct copy of the foregoing document was served on all known parties and/or counsel of record. s/ Bryan Haynes Bryan Haynes DEFENDANTS’ OBJECTIONS AND RESPONSES TO PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION GENERAL OBJECTIONS Defendants generally object to Plaintiffs’ instructions and definitions in which Plaintiffs purport to require Defendants to apply and follow such instructions and definitions in providing answers. Defendants object to such instructions and definitions in their entirety and hereby place Plaintiffs on notice that Defendants’ answers will be made by applying the usual and customary meaning of the words and phrases in accordance with instructions set forth in the Texas Rules of Civil Procedure. Defendants expressly reject any attempt by Plaintiffs to place upon Defendants any duty or obligation not imposed by the Texas Rules of Civil Procedure, as Plaintiffs lack authority to impose such duties. DEFENDANTS’ OBJECTIONS AND RESPONSES TO PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION REQUEST FOR PRODUCTION NO. 1: Quarterly financial statements for Liberty for 2019 through the present, including a profit/loss statement for each quarter of 2019 through the present, a balance sheet for the last day of each quarter of 2019 through the present, and, if available, a statement of cash flow for each quartet of 2019 through the present. OBJECTION: Defendants object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 2: Quarterly financial statements for Black Diamond for 2022 through the present, including a profit/loss statement for each quarter of 2022 through the present, a balance sheet for the last day of each quarter of 2022 through the present, and, if available, a statement of cash flow for each quarter of 2022 through the present. OBJECTION: Defendants object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 3: Copies of Liberty’s federal income tax returns for 2019 through 2022. OBJECTION: Defendants object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants DEFENDANTS’ OBJECTIONS AND RESPONSES TO PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 4: Copies of Black Diamond’s federal income tax returns for 2022. OBJECTION: Defendants object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 5: A copy of Liberty’s General Ledger for 2022 and 2023. OBJECTION: Defendants object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 6: A copy of Black Diamond’s General Ledger for 2022 and 2023. OBJECTION: Defendants object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 7: Online access to Liberty’s General Ledger. OBJECTION: Defendants object that this Request is duplicative and unduly burdensome. Defendants further object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 8: Online access to Black Diamond’s General Ledger. OBJECTION: Defendants object that this Request is duplicative and unduly burdensome. Defendants further object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 9: All Documents evidencing distributions of money or property from Liberty to the individuals named below: a. Hardt Enterprises, LLC; b. Lars Hardt; ic Gerhard Hardt; DEFENDANTS’ OBJECTIONS AND RESPONSES TO PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION Mischa Hardt; Tan Hardt; Charles Edward Wilson; Cindy Cash Jacobs; Ethan Wilson; Kartie Kramer; and/or Elizabeth Francisco. OBJECTION: Defendants object that this Request is ambiguous with respect to the undefined term “distributions.” Defendants further object to this Request to the extent that as written it seeks privileged and confidential information. Defendants further object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 10: All Documents evidencing distributions of money or property from Liberty to: a. Any entity owned or controlled in part or in whole by Lats Hardt, Misha Hardt, Ian Hardt, and/or Gerhard Hardt; b. Any entity owned or controlled in part or in whole by Charles Edward Wilson and/or Cindy Cash Jacobs; c. Any entity owned or controlled in part or in whole by Kartie Kramer; and/or d Any entity owned or controlled in part or in whole by Elizabeth Francisco. OBJECTION: Defendants object that this Request is ambiguous with respect to the undefined term “distributions.” Defendants further object to this Request to the extent that as written it seeks privileged and confidential information. Defendants further object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 11: All Documents evidencing distributions of money or property from Black Diamond to the individuals named below: Hardt Enterprises, LLC; Lars Hardt; Gerhard Hardt; Mischa Hardt; Tan Hardt; Charles Edward Wilson; Cindy Cash Jacobs; Ethan Wilson; and/or Kartie Kramer. OBJECTION: Defendants object that this Request is ambiguous with respect to the undefined term “distributions.” Defendants further object to this Request to the extent that as written it seeks privileged and confidential information. Defendants further object to this Request as it seeks DEFENDANTS’ OBJECTIONS AND RESPONSES TO PLAINTIFFS’ FIRST REQUEST FOR PRODUCTION AND INSPECTION information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 12: All Documents evidencing distributions of money or property from Black Diamond to: a. Any entity owned or controlled in part or in whole by Lars Hardt, Misha Hardt, Ian Hardt, and/or Gerhard Hardt; b. Any entity owned or controlled in part or in whole by Charles Edward Wilson and/or Cindy Cash Jacobs; and/or c. Any entity owned or controlled in part or in whole by Kartie Kramer. OBJECTION: Defendants object that this Request is ambiguous with respect to the undefined term “distributions.” Defendants further object to this Request to the extent that as written it seeks privileged and confidential information. Defendants further object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. REQUEST FOR PRODUCTION NO. 13: Copies of any Documents evidencing any loan transactions between Liberty and: Hardt Enterprises, LLC; Lars Hardt; Gerhard Hardt; Mischa Hardt; Tan Hardt; Charles Edward Wilson; Cindy Cash Jacobs; Ethan Wilson; Kartie Kramer; and/or Elizabeth Francisco. OBJECTION: Defendants object to this Request to the extent that as written it seeks privileged and confidential information. Defendants further object to this Request as it seeks information neither relevant to this matter, nor reasonably calculated to lead to the discovery of admissible evidence at trial with respect to any such transaction(s) occurring after January 3, 2023. Defendants further object that this Request is an improper attempt to obtain post-judgment discovery before a judgment has been entered. RESPONSE: Subject to, without waiving and in accordance with the foregoing general and specific objections, will supplement. REQUEST FOR PRODUCTION NO