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Filing # 130200205 E-Filed 07/07/2021 03:33:60 PM
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IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT
IN AND FOR PALM BEACH COUNTY, FLORIDA
CASE NO. 50 2020 CA 7471
V.C.A. UNITED, LLC,
Plaintiff,
vs
MELISSA L. HANSLER and INTEGRATED
VASCULAR IMAGING, LLC.,
Defendant.
SS
DEPOSITION OF MELISSA HANSLER
TAKEN AT THE INSTANCE OF THE PLAINTIFF
Palm Beach Gardens, Florida
Friday, June 18, 2021
9:51 a.m. - 12:57 p.m.
Stenograpnicaily Reported by
Mary Ann Hengstler, RPR
Notary Public, State of Florida
Florida Court Reporting
561-689-0999
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Pm. PAL DLA VUUINE TT, PL, JUOL IE mDnNueey, ULUIAN, UlruriZue! Ul.9u.uu Fit
6/18/2021
1V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING
Melissa Hansler
6/18/2021
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APPEARANCES:
COHEN, NORRIS, WOLMER, RAY, TELEPMAN & COHEN
712 U.S. Highway One, Suite 400
North Palm Beach, Florida 33408
Counsel for the Plaintiff
jst@fcohenlaw.com
561.844.3600
BY: JAMES S. TELEPMAN, ESQUIRE
THE MARKARIAN GROUP
2925 PGA Boulevard, Suite 400
Palm Beach Gardens, Florida 33410
Counsel for the Defendant
jglickman@businessmindedlawfirm.com
561.626.4700
BY: JESSICA GLICKMAN, ESQUIRE
ALSO PRESENT: James Hansler
John Meunier
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1 INDEX
2 WITNESS PAGE
3 MELISSA HANSLER
4 Direct Examination by Mr. Telepman 5
5 Cross-Examination by Ms. Glickman 124
6 Redirect Examination by Mr. Telepman 128
7
8
9 EXHIBITS FOR IDENTIFICATION PAGE
10} Plaintiff's Exhibit No. 1 16
(Division of Corporations
11 V.C.A. formed 3/20/18)
12) Plaintiff's Exhibit No. 2 46
13 (Documents filed with IRS on
3/13/18 re: V.C.A.)
14
Plaintiff's Exhibit No. 3 68
15 (Complaint)
16 Plaintiff's Exhibit No. 4 85
(Sunbiz page for IVI)
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Plaintiff's Exhibit No. 5 108
18 (E-mail from Ms. Hansler to Cohen
Norris dated March 31)
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Plaintiff's Exhibit No. 6 110
20 (List of four checks)
21 | Plaintiff's Exhibit No. 7 111
(E-mail from Ms. Hansler to Channing,
22 et al re: Form W9)
23 Plaintiff’ s Exhibit No. 8 114
Aateead DT/IANIVN £4 Ian aT aw
(E- iiail UaALeU 1/4/17 Lrom MS. NalsLeL
24 to IVI re: Outstanding invoices VCA)
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Plaintiff's Exhibit No. 9 114
(E-mail dated 7/3/19 from Ms. Hansler
to IVI re: Invoices VCA)
Plaintiff's Exhibit No. 10 115
(E-mail dated 9/16/19 from Ms Hansler
to Jim Campbell re: VCA United
website)
Plaintiff's Exhibit No. 11 118
(Joint account bank statement for
James Nad Melissa Hansler for May
of 2019)
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The deposition of MELISSA HANSLER was taken
before me, MARY ANN HENGSTLER, Registered Professional
Reporter, RPR-CP, Notary Public, State of Florida at
Large, at 2925 PGA Boulevard, in the City of Palm Beach
Gardens, County of Palm Beach, State of Florida,
beginning at the hour of 9:51 a.m., on Friday,
June 18, 2021, pursuant to Notice filed herein, at the
instance of the Plaintiff in the above-entitled cause
pending before the above-named Court.
THEREUPON,
MELISSA HANSLER,
being by me first duly sworn to testify the whole
truth, as hereinunder certified, testified as follows:
DIRECT EXAMINATION
BY MR. TELEPMAN:
Q. State your name and home address, please.
A. Melissa Hansler, 8103 Bautista Way, Palm
Beach Gardens 33418.
a. Have you ever had your deposition taken
before?
A. No.
Q. All right. Your attorneys have probably
explained this to you, but I'm going to go through some
ground rules anyhow.
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I'm going to be asking you some questions
regarding the litigation that brings us here today.
Listen carefully to my questions. Answer questions out
loud, in English. No shaking your head or waving of
your hands so the court reporter can accurately
transcribe your responses. Right out of the gate it
sounds like you're talking fast. So if you do that, I
may ask you to slow down. Again, the purpose of that
is just to make sure that the record is clear and your
answers are accurately transcribed.
If you don't understand a question or need me
to repeat it, all you have to do is ask. You're not
required to guess or speculate as to anything. If you
don't know or can't remember the answer to a question,
I may ask a couple other follow-up questions to help
you remember; but ultimately if you can't remember or
you don't know, that's fine, we'll move on.
It's not a marathon. If you need a break,
just ask. I don't think we'll be here too long. And
I'm just going to say at the beginning that as you
probably know, and as Jessica certainly knows, you
know, there's this big issue about documents that we're
having, and we have a hearing coming up regarding
whether or not, you know, those documents are going to
have to be produced, not produced, produced in some
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limited fashion or whatever. Since that's unresolved
as of today, when this deposition today is concluded
I'm going to suspend the deposition just in case. So
you may have to come back. And we'll just have to see
what happens.
Do you have any questions before we begin?
A. What do you mean come back?
Q. Well, I don't have all of the documents that
I wanted to have to take your deposition, which is why
I think it's going to be much shorter. I mean, we
wouldn't be here at 9:30 in the morning otherwise. I
thought this was a deposition that could possibly take
all day, but I expected to have a stack of documents
like this (Indicating) to talk to you about. But I
don't because -- and it's nothing to do with you -- it
has to do with your attorneys doing their job and that
issue regarding whether or not you have to produce, you
know, certain business records, certain communications
is unresolved, but because there's a summary judgment
hearing that's been set by your attorneys -- again,
nothing wrong with that -- I have to take your
deposition to get what I can get before the summary
judgment hearing.
So it's just this, sort of, convergence of
things that has created a rather unusual circumstance
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where I'm taking your deposition without having all the
documents I wanted to have. And I may never get them;
in which case I can't call you back. But if the court
orders that certain documents be produced that I
haven't been given access to yet, then I may have to
bring you back to ask about those documents. Not to
redo the whole thing, but just to ask you questions
about things that I don't have access to today.
Do you have any other questions?
A. No.
Q. Okay. How long have you lived in this house
that you just mentioned?
A. Since January.
Q. Do you own or rent?
A. Rent.
Q. Is anyone on the lease besides yourself?
A. Yes.
Q. Who's that?
A. John.
a. Sorry. i'm going to brutalize his name.
Meunier?
A. Meunier.
MR. MEUNIER: Very good.
BY MR. TELEPMAN:
Q. All right. Great. Where are you currently
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1] working?
2 A. Integrated Vascular Imagina.
3 Q. All right. Let's just go back in time a
4 little bit. So you and James are former spouses,
5 | correct?
6 A. Yes.
7 Q. When did the two of you get married? I don't
8| need the date. Give me a year.
9 A. 2012.
10 Q. All right. And if I remember right -- I
11} don't remember who initiated the divorce proceeding; do
12 | you?
13 A. James.
14 Q. Okay. That happened in 2017? Does that
15} sound right?
16 A. I don't know.
17 Q. Okay. It happened before V.C.A. was formed,
18 | correct?
19 A. Yes.
20 a. Which was in March of 2018?
21 A. Correct.
22 Q. Okay. So maybe early 2018, maybe sometime in
23) 2017; is that fair?
24 A. Yes.
25 Q. All right. So when you and James got
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1 | married, were you working?
2 A. I don't recall.
3 Q. Okay. Just describe for me the industry that
4 you're working in now. How would you describe it?
5) Like I'm a doctor. I'ma lawyer. You are a?
6 A. Sonographer.
7 Q. Okay. And what does a sonographer do?
8 A. Images, doctor's orders for ultrasounds.
9 Q Okay. All parts of the body? Particular
10} parts of the body?
11 A. Yes.
12 Q. Which one?
13 A. It depends on the modality. There's
14) multiple.
15 Q. All right. But you could do a sonogram of a
16/ heart? A liver?
17 A. Yes.
18 Q. A kidney? Whatever the doctor wants, you can
19) do?
20 A. Set aside babies.
21 Q. Okay. Okay. How long have you been a
22 sonographer?
23 A. 13 years.
24 Q. Okay. So that predates your marriage to
25) James?
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A. Yes.
QO. So when you met James, were you working as a
sonographer, or you don't remember?
A. Yes, I was working as a sonographer.
Q. Okay. Who were you employed by at the time;
if you recall?
A. I don't recall.
Q. How many employers would you say you had
between 2012 when you married James and 20 -- March of
2018 when V.C.A. was formed?
A. Two.
Q. Who were they? Your employers.
A. Hector Portuondo is one.
Q. Right.
A. I'd say GNC.
Q. GNC. You did sonograms for GNC?
A. No, worked for his company.
Q. Oh, okay.
A. Employer.
d. So you worked at the store?
A. Yes.
Q. Was there another employer called NYU
something?
A. Yes.
Q. Okay. Do you remember the full name, NYU?
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1 A. I'm not sure. I only know the location. It
2| was in Delray.
3 Q. All right. And is that short for New York
4) University?
5 A. Yeah.
6 Q. All right. So they had some company in
7| Delray that did sonogram work?
8 A. Yes.
9 Q Do you remember how long you worked for them?
10 A I would say close to five months.
11 Q. And how long did you work for Hector?
12 A That was off and on. There's no specific
13 | timeframe.
14 Q. Okay. Do you recall the time period during
15 | which you were employed by NYU?
16 A. Yes.
17 Q. Tell me.
18 A. After he filed for divorce in '17, before he
19| got very sick.
20 a. Okay.
21 A. So I was employed there up until he got very
22 sick. I left my employment to run his store, in which
23| I had no entitlement to, because that was the right
24) thing to do for the kids.
25 Q. Okay. So let's parse that out a little bit.
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So the divorce was filed in 2017; you
remember that more clearly now?
A. Mm-hmm.
Q. Yes?
A. Yes.
All right. James got sick when in 2017?
A. Maybe November, December. Not positive.
Q. Okay. So prior to November, December of
2017, you were working as a sonographer with NYU?
A. Yes.
Q. For how long? Just for 2017. Was it for the
whole --
A. Four and a half, five months roughly.
Q. Okay. So from late spring, early summer to
the time you left?
A. Correct.
Q. Okay. And, then, in 2018 did you go back to
work for Hector?
A. Briefly after he got well enough to run his
store. Because I was unemployed at that point.
Q. Right. Okay. Are you living apart at this
time?
A. Yes.
Q. All right. So when did -- did you move out
or did he move out?
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1 A. I moved out.
2 QO. All right. So when did vou move out?
3 A. In '17.
4 Q. Mid 2017?
5 A. I would say.
6 Q. Okay. So between January and March of 2018,
7| describe for me your employment situation.
8 A. Well, I'm still working the store some days,
9 unpaid. And then I went back to work for Hector.
10 Q. Paid?
il A. At times.
12 Q. Okay. Tell me what you mean.
13 A. I worked, and then he just wouldn't make
14) payroll.
15 Q. Did he ever make right with you --
16 A. No.
17 Q. -- relative to unpaid payroll?
18 A. No.
19 Q. Okay. Another thing, my fault, I didn't
20) mention it. Again, for the court reporter's sake, try
21} to let me finish my question.
22 A. Okay.
23 Q. Perfectly natural to jump in, but for the
24) record's sake try to wait until I'm finished. And if
25} you don't do that, I'll remind you. Please don't take
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offense. It's just easier for the court reporter if we
separate our speakind.
All right. So he never made right with you,
Hector?
A. No.
Q. So did there come a time between January,
March of 2018 where you basically had enough and you
quit?
A. Not exactly, no.
Q. Tell me what happened.
A. James offered to -- after him getting better,
and in lieu of me quitting a very good paid salary job
that I had at NYU, he offered to start for me to go on
my own to run a local company.
Q. All right. So the fact that you were
employed by Hector but not getting paid was not part of
the genesis of the whole V.C.A. idea?
A. It could have been.
Q. Is that anything you remember discussing with
him at the time?
A. With who?
Q. James.
A. Yes. I let him know that I wasn't getting
paid in, you know, like a bi-weekly, steady checks.
Q. What were you getting paid? Or better yet,
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what were you supposed to be getting paid by Hector?
What was your salary structure?
A. It was per procedure.
Q. Okay. And was there a fixed sum per
procedure or was it -- did it depend on the procedure?
A. Depending on the procedure.
Q. What was the range of compensation that you
could expect or wanted to get paid by Hector per
procedure?
A. I don't recall.
Q. Okay. All right. So some time -- well, when
did -- let's just go ahead and be more specific.
MR. TELEPMAN: All right. We'll mark as
Exhibit 1 to your deposition the paperwork filed
with the Department of State showing that, at least
formally, V.C.A. was formed around March 20th of
2018.
MS. GLICKMAN: Let me take a look at this.
Okay. Just take your time. Read through it. When
you're ready, iook up.
(Plaintiff's Exhibit No. 1.)
BY MR. TELEPMAN:
Q. Does that look like what I just described it
to be?
MS. GLICKMAN: Sorry. Just give her a chance
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to read through it if you don't mind.
MR. TELEPMAN: Give her as much time as she
needs.
BY MR. TELEPMAN:
Q. Is that what I said it was?
A. Yes.
Q. All right. So to your recollection, how long
were you and James discussing this new venture leading
up to March 2018?
I don't remember.
Was it days? Weeks? Months?
I don't know.
Oo PP OO Pp
And you don't recall when you finally --
well, did you quit Hector's thing or did he just go out
of business? Or how did that separation occur?
A. I don't recall exactly. I know that -- I
don't know to be honest with you. I don't recall. It
was so long ago. I couldn't tell you how exactly that
went.
a. Okay. That's fine.
And so you and James were on speaking terms
at the time?
A. Yes.
Q. And you brought up during the course of a
normal conversation that, you know, issues were arising
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with Hector and he wasn't paying you?
A. Yes.
Q. And, then, sometime after that was it James
that came to you and said, "How about if we put a
company together and you can, you know, be your own
boss?" or something like that?
A. From what I recall.
Q. So it was his idea, not yours? That's really
what I'm getting at. Is that your recollection? Or
did you go to James and say, "James, how about
bankrolling a new company where I can just do my own
thing?" or something like that?
A. I don't think it was one or the other.
Q. Well, then, you tell me. What was the
genesis of this idea?
A. The genesis of the idea is he got sick, which
left me unemployed, which left me without money or a
job. And I had to feed my children so...
Q. Well, you got a job and you had a job for
montns --
A. Because I had to find something immediately.
MS. GLICKMAN: Just make sure you let him
finish the question. Sorry.
THE WITNESS: Okay.
BY MR. TELEPMAN:
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1 Q. Yeah. And there's no need to become
2/| argumentative with me. I'm just asking you questions.
3] And it's natural to be defensive, but try not to be.
4 It's just going to make this thing last a lot longer.
5) I'm just looking for facts, okay?
6 You had a job. Your testimony is you left
7| the job to take care of James. James got better. You
8| took a new job. The new job wasn't paying so you were
9 in a financial bind personally.
10 MS. GLICKMAN: Form.
il BY MR. TELEPMAN:
12 Q. True? In summary terms, that's the timeline?
13 A. Can you ask that question again?
14 Q. Yes. To summarize the testimony you've given
15 | so far about this nine- or ten-month period of time.
16| You're employed by NYU in the late spring, early summer
17 | of 2017, right?
18 A. Yes.
19 Q. You work for them for five months or so and
ZO) then James gets sick, rignt?
21 A. Yes.
22 Q. Okay. So it's your testimony that you left
23) NYU to take care of James for a month or so?
24 A. Longer.
25 Q. Two months?
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A. I would say.
QO. Okay. Two months. So November, December to
end of January of 2018, more or less?
A. Yes.
Q. All right. Then you take a job with Hector,
right?
A. Yes.
Q. All right. So for the end of January you
work for him for maybe five or six weeks at the most,
and then whatever happened happened and you no longer
were working with Hector because he wasn't paying you,
right?
MS. GLICKMAN: Form.
THE WITNESS: I worked with Hector years
prior to even meeting James.
BY MR. TELEPMAN:
Q. Okay. But I'm just talking about this one --
A. But it goes hand in hand.
Q. Why?
Because he nad a hard time paying back then.
aa
The only job I can immediately get, because there was
no financial support because I left NYU, I knew he
would take me back on, in hopes that years later he
would be meeting payroll, and which unfortunately that
didn't happen. But I was in a situation where there
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was no financial support from leaving my initial job to
run his store. So that was the first thing that became
available that I know I could start hopefully making
money again.
Q. All right. And I have no knowledge of your
business now or at that time, but there weren't any
other options in your business in this area at that
time? Or that was just the one that you knew that you
could hit quickly?
A. That was the one I knew I could get back
immediately --
Q. Okay.
A. -- because of the financial circumstances I
was in.
Q. All right. And, then, you're not sure how
the idea came up, but sometime in March you and James
started talking about forming V.C.A.?
A. I don't recall when.
MS. GLICKMAN: Form.
BY MR. TELEPMAN:
Q. Was it before you left Hector?
A. I don't know.
Q. And you don't recall any of the discussions
between you and James that culminated with the
formation of V.C.A.; is that your testimony?
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1 A. I don't recall.
2 QO. Well, you don't recall is your testimony,
3 | right?
4 A. I don't recall the conversations that were
5 | had or how it came about.
6 Q. All right. Well, let's be a little more
7 specific. So at the time that -- well, at the time
8 | that you and James started having the conversations
9 leading up to the formation of V.C.A., you were
10 | either -- because you don't remember exactly when this
11 started -- unemployed or employed with someone who
12 | wasn't paying you; one or the other, right?
13 MS. GLICKMAN: Form.
14 THE WITNESS: He paid only at times. It
15 wasn't consistent.
16 BY MR. TELEPMAN:
17 Q. Either unemployed or someone who was
18 | sporadically paying you; is that correct?
19 A. I don't understand the question.
20 a. i'm trying to understand your mindset at the
21) time that you and James started talking about V.C.A.
22 So you can't remember whether it occurred
23 | before or after you separated from Hector, and that's
24) fine. But you didn't start talking about this when
25 | James was sick; did you?
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MS. GLICKMAN: Form.
THE WITNESS: I don't recall the mindset
going back years ago. So I couldn't tell you what
I was thinking at that time.
BY MR. TELEPMAN:
Q. Did you start talking about V.C.A. while
James was sick?
A. I don't recall discussions. It was years
ago.
Q. So you may have discussed V.C.A. with James
when he was sick is your testimony; that's one of the
possibilities?
MS. GLICKMAN: Form.
THE WITNESS: I wouldn't agree with that.
BY MR. TELEPMAN:
Q. Okay. So, then, you would agree that you did
not discuss V.C.A. or any concept along the lines of
forming V.C.A. with James while he was sick; is that
true?
MS. GLICKMAN: Form. Predicate.
THE WITNESS: I don't know.
BY MR. TELEPMAN:
Q. Okay. Now you're telling me two different
things. So I have to keep asking you. And it doesn't
matter to me what your answer is, but it's got to be
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one way or the other. Okay? And I'm really just
trying to nail down a timeframe here. That's all I'm
trying to do.
So James gets sick end of November, beginning
of December. He gets well a month, month and a half
later; is that right?
A. Roughly.
Q. Roughly. So is it among the possible choices
that during that five- to six-week period, roughly,
while James was sick, you and he started having
conversations about forming a business along the lines
of V.C.A.?
MS. GLICKMAN: Form.
THE WITNESS: I don't recall when those
conversations started. I couldn't tell you.
BY MR. TELEPMAN:
Q. So they could have started a year prior?
MS. GLICKMAN: Form.
BY MR. TELEPMAN:
it's
bs
be
a. Wnen is the earliest tnat you can reca
likely that those conversations commenced?
A. I don't recall.
MS. GLICKMAN: Form.
BY MR. TELEPMAN:
Q. So it could have been in 2015? Possibly?
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MS. GLICKMAN: Form.
BY MR. TELEPMAN:
Q. Is what you're telling me?
A. So I can't recall a mindset of years prior.
Q. Yeah, I know. You keep telling me that.
And like I said at the beginning of this thing, I'm
trying to ask you questions to help you either remember
or simply to narrow it down to a likely beginning and
ending point.
And you're telling me, just in a blanket way,
that you can't remember. And if that's really your
answer that, you know, James and I got married in 2012,
we formed V.C.A. in March of 2018, we could have
started talking about this any time between those two
dates. If that's your testimony, that's fine. I don't
think that's your testimony. So all I'm trying to do
is help you and I narrow it down to where it probably
started becoming a topic of conversation between this
point and that point.
So do you understand at least wnere i'm
going? I'm not trying to trick you or anything. I'm
just trying to nail down a timeframe.
A. No, I understand that. I just think you're
asking me the same question over and over. And if I
don't recall, I don't recall. So your questions aren't
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helping.
QO. Well, okay. And so that's why I just asked
you the broadest question possible. Okay.
Which is from the time you got married to
March 20th of 2018 these conversations could have
started because you can't recall any time within that,
call it a six-year timeframe, because you can't recall
anything more specific than that, you can't tell me,
well, it wouldn't have been before our kids born; it
won't have been while I was working for NYU; or it
couldn't have been while I was working for Hector.
You know, in your own mind you can't help me
narrow it down is what you're telling me?
MS. GLICKMAN: Form.
THE WITNESS: It wasn't discussed before
marriage and it wasn't discussed while I was
staying home with my children.
BY MR. TELEPMAN:
Q. Okay.
A. At any point after that, I honestly don't
know.
Q. What period of time were you staying home
with your children? Or when did that end? Let's just
narrow it down that way.
A. Probably when they were about one and a half.
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But even during that time I was still working at the
store.
Q. I don't know how old your kids are. So give
me a timeframe.
A. The kids are eight.
Please give me a timeframe.
A. I don't have timeframes. I'm explaining to
you --
Q. All right. Well, let's do the math.
MS. GLICKMAN: Okay. Hold on. Everyone's
talking over each other and it's getting
argumentative. So let's just take a minute.
MR. TELEPMAN: It is, isn't it?
BY MR. TELEPMAN:
Q. All right. So your kids are eight. So they
were born in 2013 or 2014?
A. They were born in '13.
Q. '13. And you stayed home with them for a
year and a half?
A. Rougniy.
Q. So now we're into beginning of 2015 maybe,
roughly?
A. Roughly.
Q. All right. So we know that you and James
didn't start talking about V.C.A. or something like it
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1| before the beginning of 2015. We can rule that out,
2 right?
3 A. Correct.
4 Q. Okay. But it's your testimony that, you
5] know, because you can't remember specifically, it's
6| possible that those conversations could have started
7/ any time between the beginning of 2015 to the date of
8) formation March of 2018?
9 MS. GLICKMAN: Form.
10 BY MR. TELEPMAN:
11 Q. As best as you can recall?
12 A. No.
13 Q. Okay. Can you help me narrow it down any
14 further than that?
15 A. So starting a business up until the point
16} that he filed for divorce was not a discussion.
17 Q. Okay. And that was --
18 A. From what I remember.
19 Q. Okay. And that was sometime in 2017?
20 A Correct.
21 Q. We're not sure when?
22 A. No.
23 Q. Okay. Not sure first half, second half of
24 2017?
25 A. What, the filing?
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1 Q. Yeah.
2 A. I think it was, like, midyear, but I'm not
3 | positive.
4 Q. Okay. That's close enough. Let's go even
5) further back. So let's just say maybe the spring of
6 2017.
7 So perhaps these conversations started
8 | between the spring of 2017 and March of 2018?
9 A. Mm-hmm.
10 MS. GLICKMAN: Form. Answer yes or no.
il BY MR. TELEPMAN:
12 Q. Is that a yes?
13 A. I would say so.
14 Q. Okay. Do you recall having any discussions
15 | during that timeframe about forming a business with
16| James where he just said, no, we're not going to do
17 | that?
18 A. I don't recall.
19 Q. Was there ever a time you recall discussing
20) forming a business with James otner than a discussion
21 | leading to the formation of V.C.A.?
22 A. I don't recall.
23 Q. Did you ever form a business with James prior
24) to the formation of V.C.A.?
25 A. No.
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1 Q. Have you ever been, prior to the formation of
2/ V.C.A., involved in the formation of a corporation with
3} anyone or by yourself?
4 A. Briefly, if I recall, something with
5 | eyelashes. But that was just myself solely.
6 Q. All right. Did you form a company, though?
7 A. It was on Sunbiz. I wouldn't say it was --
8 Q. No, that counts. Do you remember the name of
9] the company?
10 A. I don't.
11 Q. Was it before you married James or after?
12 A. After.
13 Q. What was the name of the company?
14 A. I don't recall.
15 Q. Really? Oh, okay.
16 How long was the company in business? Or did
17 | it ever do business?
18 A. Less than a year.
19 Q. All right. Did anyone help you figure out
20) how to formally form a corporation, or you just went
21) online and figured it out yourself?
22 A. No help.
23 Q How did you figure out how to do it?
24 A. Looking it up on Sunbiz.
25 Q So you knew what Sunbiz was at the time?
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1 A. Yes.
2 QO. Not a lot of people know what Sunbiz is.
3| Don't be so surprised. But, okay. Good for you.
4 Besides the eyelash thing and V.C.A. and your
5 current company, have you ever formed or been involved
6| in the formation of another entity?
7 A. Not that I recall.
8 Q. Have you always lived in Florida?
9 A. Yes.
10 Q. Okay. Do you need a license to be a
11 | sonographer?
12 A. Yes.
13 Q. Is that a local license? A state license?
14 | National certification? What is it?
15 A. It varies.
16 Q. Well, what do you have? Let's start with
17|} that. What certifications do you have?
18 A. Certified in cardiac and vascular, on top of
19 | my diploma from ultrasound school.
20 a. All rignt. But if I nave a diploma, wnicn i
21) don't, from a sonograph school, can I go out and work
22) or do I need to be certified by somebody?
23 A. You can go out and work.
24 Q. Okay. So a certification is just sort of
25) another level of qualification, and presumably
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1 | experience, right?
2 A. Correct.
3 Q. All right. And who issues these
4| certifications that you have?
5 A. The state.
6 Q. All right. So if I go on DBPR I will see a
7 list of certified sonographers in the state of Florida?
8 A. I don't know what that is.
9 Q. Oh, okay. Is there a division of the state's
10 | government that issues these certifications to your
11 | knowledge?
12 A. I don't know.
13 Q. And it comes from the state of Florida, not
14 some company?
15 A. It's a -- I just know it's a credentialed --
16} I don't know where it comes from. I just know that
17 | it's some credential. That's all I know.
18 Q. Right. So, like, a personal trainer might
19} get certified by some company --
20 A. Rignt.
21 Q. -- but that doesn't mean they're certified by
22) the state. Do you understand the distinction?
23 A. Yeah.
24 Q. Okay.
25 A. So there's two different possible
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organizations that you can become credentialed within.
QO. And what are they?
A. ARDMS and CCI.
Q. And do you know what they stand for, those
acronyms?
A. Yeah, it's like the American Registry of
Diagnostic Medical sonography. And CCI I'm not sure.
Q. Okay. And they're separate certifying
companies --
A. Yeah.
Q. -- or entities?
A. Yes.
Q. All right. So whenever you started talking
about V.C.A. seriously, such that you actually
culminated those discussions in the formation of the
company, what was your financial condition at the time?
A. I don't recall.
Q. Did you have sufficient funds available to
spend what was necessary to get a business like that
started?
MS. GLICKMAN: Form.
BY MR. TELEPMAN:
Q. I'm sorry. I didn't hear you.
A. Repeat the question.
Q. Once the decision to form V.C.A. was made,
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did you personally have sufficient funds at your
disposal to pay what was necessary to get the business
started?
A. I didn't know what that amount would be.
Q. All right. Well, now, with the full benefit
of hindsight, why don't you tell me what was
necessary -- and you don't have to tell me dollars
yet -- but just in terms of what you had to do to start
the business that you and James discussed, what needed
to be done to get the business started?
A. There was a lot that had to be done, but I
didn't deal with any of the financial aspects. So I
couldn't tell you the answer to those questions.
Q. Well, but you were dealing with the
day-to-day aspects, right?
A. Correct.
Q. And did James have vast knowledge of the
sonogram industry at the time that V.C.A. was formed?
A. No.
d. Okay. So someone nad to tell James, we need
this, we need that, we need this many people working
for us, et cetera; and that person would have been you,
right?
A. Correct.
Q. All right. So take me back in a time machine
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and pretend I'm James and tell me what was needed in
order to get the V.C.A. business started. Not how much
it cost. Just, what did you need to get the business
started?
A. Ultrasound machines.
How many?
A. There's no specific number.
Q. Okay. So do you recall having a discussion
about what the preferred number was at the time? Or
you just said --
A. I don't recall.
Q. -- I need at least one?
A. I don't recall any discussions with him on
what we need. I only know, based upon my knowledge,
what we would need in terms of starting any ultrasound
company.
Q. That's what I'm asking you to tell me. So
tell me, what --
A. Machines.
o. How many?
A. There's no number.
Q. More than one or just would one be
sufficient?
A. One would be sufficient.
Q. Okay. Machines. Next. What else?
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1 A. A laptop.
2 QO. Just one?
3 A. One would be sufficient.
4 Q. Next.
5 A. A PACS system.
6 Q. Is that P-A-C?
7 A. Mm-hmm.
8 Q. Yes?
9 A. Yes.
10 Q. What does that stand for?
il A. I don't know.
12 Q. What does it do, this machine?
13 A. Holds all the imaging for patients that we're
14 scanning.
15 Q. Okay. So sonogram -- the ultrasound machine
16 takes the images and then those images are transferred
17} to this PACS machine where they're stored in some form
18 | that ultimately can be seen visually by somebody?
19 A. Correct.
20 a. Okay. What else did you needa? Did you need
21) people?
22 A. No.
23 Q Did you need a physical place of business?
24 A. No.
25 Q Did you need, like, QuickBooks or some
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accounting software?
A. No.
Q. Did you need billing software?
A. No.
Q. Did you need accounting or billing services?
A. No.
Q. So assuming you have a sonogram machine --
sorry -- an ultrasound machine, a laptop, and a PAC
system and you go out and you take a sonogram for
Dr. Smith, how were you billing Dr. Smith for that
service without billing software?
A. Because you can download invoices and fill
them in.
Q. Is that what you guys decided to do at the
outset; you and James?
A. Initially.
Q. All right. So is there anything else besides
an ultrasound machine, a PAC system and a laptop that
you obtained at the time that V.C.A. was formed to get
you started?
A. Not that I can think of.
Q. Okay. Now, I'm also utterly unfamiliar with
the ultrasound machine market, whether you can just go
on eBay and pick one up. But is there -- or I should
say, was there at the time a market for used ultrasound
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equipment, to your recollection?
A. I'm sure if vou look on the internet vou can
find used stuff.
Q. At the time, that's your recollection?
A. I -- I couldn't tell you. I don't know.
Q. Well, did you and James discuss getting a
used machine since, you know, maybe money was an issue?
Or did you suggest getting a new machine?
A. I don't recall.
Q. So did you, in fact, at or around March 20th
of 2018 obtain the equipment that you just described,
an ultrasound machine, a laptop and a PACS machine?
A. I don't recall dates.
Q. Do you recall how soon you went into business
after the company was formed?
A. I do not.
Q. Okay. Do you recall what it cost to get a
new or used ultrasound machine in March of 2018?
A. No.
a Laptop?
A I don't know.
Q. Really? You don't know what a --
A. There should be receipts. There should be
documents.
Q. I'm asking your recollection. I hope so.
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A. I don't have a recollection.
MS. GLICKMAN: Form.
MR. TELEPMAN: Form?
MS. GLICKMAN: Sorry.
MR. TELEPMAN: She's not answering my
question.
MS. GLICKMAN: It's getting argumentative.
And you guys are talking over each other.
THE WITNESS: Can we take a break?
MS. GLICKMAN: If you can wait -- yeah.
Maybe can we take a quick break?
MR. TELEPMAN: Sure.
MS. GLICKMAN: Okay.
(Off the record 10:30 - 10:37)
MR. TELEPMAN: Mary, what was my last
question?
(Whereupon, the reporter read
from the record as requested.)
BY MR. TELEPMAN:
a. Okay. So as you sit here today, you don't
know what a new or used ultrasound machine cost three
years ago?
A. No. That's correct.
Q. Do you know what a new or used ultrasound
machine costs today?
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1 A. No. I haven't inquired.
2 QO. Regardless of how much it costs -- well, let
3} me just ask you this. The laptop, is there any kind of
4 special laptop you have to get or you just go to Best
5) Buy and pick up a laptop?
6 A. You can just pick out a laptop.
7 Q. All right. And the PACS machine, any idea
8 | what that costs at the time or today?
9 A. To start, no.
10 Q. The ultrasound machine, is it a simple piece
11 | of equipment?
12 A. I don't know what you would consider simple.
13 Q. I don't know. Like a TV or something like
14) that? Or is it a complicated piece of medical
15 | equipment?
16 A. Depends on the brand.
17 Q. All right. Regardless of what it cost in
18 | March of 2018, did you personally have the money to buy
19| one?
26 A. No.
21 Q. Regardless of what a PACS machine cost in
22) March of 2018, did you personally have the money to buy
23) one?
24 A. I don't know.
25 Q. Same with the laptop, same question?
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1 A. I would say yes.
2 QO. Okay.
3 A. Those aren't expensive.
4 Q. What do you consider not expensive? A
5 | thousand dollars?
6 A. Enough that's affordable at the time for what
7 I had going on.
8 Q. All right. What did you think that a laptop
9] meeting that description would cost? I'm just curious
10 | what you think is not expensive. $500? $1,000?
il 1,500? I mean, that's what I understand the range of
12) normal laptops to be.
13 A. Under a thousand.
14 Q. Okay. Perfect. Just to cut to the chase
15| here. Was it understood at the beginning between you
16} and James that James would financially underwrite the
17 | corporation, at least at the beginning?
18 A. Can you rephrase that?
19 Q. Sure. Was it understood that James was going
20) to pay for everything at the beginning to get the
21) company started; that that would be his contribution to
22) the V.C.A. venture from the outset?
23 A. One of them.
24 Q. All right. But that was one of them?
25 A. Yes.
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1 Q. Okay. And that was not one of the things
2| that you were tasked with at the outset?
3 A. Correct.
4 Q. Okay. And isn't it a fact that you
5] ultimately -- well, I'll just ask you.
6 How many ultrasound machines did V.C.A.
7 |} ultimately obtain in its one and a half years of active
8 | business before everything hit the fan?
9 A. If I recall, seven.
10 Q. Okay. Were any of those purchased outright
11] or were they all purchased with loans?
12 A. I don't know.
13 Q. Do you know if any were purchased with loans?
14 A. I believe so.
15 Q. Do you know how many were purchased with
16} loans?
17 A. No.
18 Q. Isn't it a fact that however many were
19 | purchased with loans, James personally guaranteed
20) repayment of those loans?
21 A. Possibly.
22 Q. Possibly?
23 A. I didn't deal with the finances. I couldn't
24} tell you.
25 Q. All right. Just to be sure. Sitting here
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today, you don't know if James personally guaranteed
repayment of loans for the purchase of ultrasound
machines?
A. I don't know.
Q. Okay. Did you personally guarantee the loans
used to repurchase ultrasound machines?
A. No.
Q. Why not?
A. I don't know.
Q. Were you ever asked to cosign any loans
personally for the purchase of any material or
equipment for V.C.A.?
A. No.
Q. Do you know why not?
A. Control.
Q. Boy, oh, boy... All right.
You don't think it had anything to do with
your credit rating at the time or your financial
condition at the time?
A. No.
MS. GLICKMAN: Form.
BY MR. TELEPMAN:
Q. Control. Okay.
What was your end of the bargain relative to
V.C.A. at the time of its formation?
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1 A. Run day-to-day operations.
2 QO. What did that entail at the outset?
3 A. Scanning patients within an office, obtaining
4 accounts, making sure everything was running from a,
5) you know, standpoint of going out in the field and
6) physically doing the work.
7 Q. All right. And how soon after formation did
8 | you actually start doing work for V.C.A.?
9 A. I don't recall.
10 Q. Do you recall how long it took to get the
11 |} equipment you mentioned before actually in hand and set
12 up so you could physically go out and start doing work?
13 A. I don't know.
14 Q. I mean, was it a matter of days? Weeks? Or
15 | months? To the best of your recollection.
16 MS. GLICKMAN: Form.
17 THE WITNESS: I don't know.
18 BY MR. TELEPMAN:
19 Q. You don't know. Okay. Let's step back a
20) second.
21 Did you and James enter into a formal
22) agreement relative to V.C.A. at the outset in March of
23 2018?
24 A. No.
25 Q. Why not?
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1 A. I don't know.
2 QO. Did you ask for a formal agreement to be
3| drafted up? Did you go to any attorneys on your own
4) and seek that service?
5 A. I don't recall asking.
6 Q. Did you recall seeking out legal help on your
7 | own in that regard to get documents drawn up for this
8 | corporation?
9 A. No.
10 Q. Did you suggest it --
11 A. [TI --
12 Q. -- to James?
13 A. -- don't recall.
14 Q. Did he suggest it to you?
15 A. It was spoke about.
16 Q. Any reason why it wasn't done at the time,
17 | March of 2018?
18 A. He was supposed to take care of it. Like all
19} the other back-end stuff.
20 a. You think that's a back-end thing?
21 A. Yeah.
22 Q. Okay. Were you constantly hounding him to
23| get a document drafted that formalized your
24| understanding of the business?
25 A. No.
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1 Q. What was your understanding as to how the
2! ownership of V.C.A. was to be?
3 A. 50/50.
4 Q. Okay. And the basis of that understanding is
5 | what?
6 A. I don't understand what you're asking me.
7 Q. Is there an e-mail? A text? A note ona
8 | piece of paper? Anything that's the basis of that
9] understanding? Or was it just your recollection of
10 | conversations with James?
11 A. Conversations.
12 Q. Okay.
13 MR. TELEPMAN: I'm going to mark as Exhibit 2
14 to your deposition some documents filed with the
15 Internal Revenue Service. Actually a little bit
16 before that. It looks like on March 13th of 2018
17 regarding V.C.A.
18 (Plaintiff's Exhibit No. 2.)
19 BY MR. TELEPMAN:
20 a. Take a look at it. And iet me know wnen
21) you're finished looking at it, I'll ask you some
22) questions about it.
23 Finished looking at it?
24 A. Mm-hmm.
25 Q. Yes?
Florida Court Reporting
561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021
Melissa Hansler 47
1 A. Yes.
2 QO. Go ahead and turn back to the last page of
3) that document and tell me if that's your signature that
4| appears.
5 A. Yes.
6 Q. All right. Is it still your recollection
7) that you agreed to a 50/50 ownership split with James?
8 A. Yes.
9 Q. Can you tell me why you would have signed a
10 | document submitted to the Internal Revenue Service
11] relative to the formation of V.C.A. that indicates your
12] interest is 49 percent?
13 A. Yes. He said it was for tax purposes and
14| everything was 50/50.
15 Q. All right. At the time that this document
16} was signed in the middle of March of 2018, you and
17 | James were close to a year into your divorce
18 | proceedings, right?
19 A. When was that signed?
20 G. March 13tn, 2018.
21 A. About a year probably.
22 Q. What was your understanding of what was in it
23 | for James to form this company a year into your divorce
24) proceedings?
25 MS. GLICKMAN: Form.
Florida Court Reporting
561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021
Melissa Hansler 48
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THE WITNESS: Helping me after I ran his
company when he got sick and had nobody to run his
store.
BY MR. TELEPMAN:
Q. Was it understood that this company would
only run for a month or two and then be dissolved so
that you can go get another job in this industry? Or
was this intended to be a long-term business
relationship between you and James?
A. Rephrase the question.
Q. I don't know if I can. I'll try to ask it
again.
Was it your understanding when V.C.A. was
formed that it was a temporary help to you after your
experience with Hector or that this was intended to be
a long-term company and a long-term business
relationship between you and James, whether it's 51/49
or 50/50?
A. I would say long-term.
a. And even if James was doing this to neip you
out, based upon what you just said about your helping
him when he was ill, it was certainly intended that
James, at least in your view, would ultimately be
entitled to 50 percent of the profits generated by this
business, correct?
Florida Court Reporting
561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021
Melissa Hansler 49
10
11
12
13
14
15
16
17
23
24
25
A. Correct.
QO. This long-term business?
A. Correct.
Q. Do you know what sort of tax benefit might
have accrued
Preview
Filing # 130200205 E-Filed 07/07/2021 03:33:60 PM 16 17 18 19 20 21 IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA CASE NO. 50 2020 CA 7471 V.C.A. UNITED, LLC, Plaintiff, vs MELISSA L. HANSLER and INTEGRATED VASCULAR IMAGING, LLC., Defendant. SS DEPOSITION OF MELISSA HANSLER TAKEN AT THE INSTANCE OF THE PLAINTIFF Palm Beach Gardens, Florida Friday, June 18, 2021 9:51 a.m. - 12:57 p.m. Stenograpnicaily Reported by Mary Ann Hengstler, RPR Notary Public, State of Florida Florida Court Reporting 561-689-0999 CHEN. DAIAARCACUAAIINTY Cl INGEDU ARDIIV7ZN FL EDI A7IN7INNAA N2.22-NN DMA Pm. PAL DLA VUUINE TT, PL, JUOL IE mDnNueey, ULUIAN, UlruriZue! Ul.9u.uu Fit 6/18/2021 1V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING Melissa Hansler 6/18/2021 2 10 11 12 13 14 15 16 17 23 24 25 APPEARANCES: COHEN, NORRIS, WOLMER, RAY, TELEPMAN & COHEN 712 U.S. Highway One, Suite 400 North Palm Beach, Florida 33408 Counsel for the Plaintiff jst@fcohenlaw.com 561.844.3600 BY: JAMES S. TELEPMAN, ESQUIRE THE MARKARIAN GROUP 2925 PGA Boulevard, Suite 400 Palm Beach Gardens, Florida 33410 Counsel for the Defendant jglickman@businessmindedlawfirm.com 561.626.4700 BY: JESSICA GLICKMAN, ESQUIRE ALSO PRESENT: James Hansler John Meunier Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 3 1 INDEX 2 WITNESS PAGE 3 MELISSA HANSLER 4 Direct Examination by Mr. Telepman 5 5 Cross-Examination by Ms. Glickman 124 6 Redirect Examination by Mr. Telepman 128 7 8 9 EXHIBITS FOR IDENTIFICATION PAGE 10} Plaintiff's Exhibit No. 1 16 (Division of Corporations 11 V.C.A. formed 3/20/18) 12) Plaintiff's Exhibit No. 2 46 13 (Documents filed with IRS on 3/13/18 re: V.C.A.) 14 Plaintiff's Exhibit No. 3 68 15 (Complaint) 16 Plaintiff's Exhibit No. 4 85 (Sunbiz page for IVI) 17 Plaintiff's Exhibit No. 5 108 18 (E-mail from Ms. Hansler to Cohen Norris dated March 31) 19 Plaintiff's Exhibit No. 6 110 20 (List of four checks) 21 | Plaintiff's Exhibit No. 7 111 (E-mail from Ms. Hansler to Channing, 22 et al re: Form W9) 23 Plaintiff’ s Exhibit No. 8 114 Aateead DT/IANIVN £4 Ian aT aw (E- iiail UaALeU 1/4/17 Lrom MS. NalsLeL 24 to IVI re: Outstanding invoices VCA) 25 Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 4 Melissa Hansler 10 11 12 13 14 15 16 17 23 24 25 Plaintiff's Exhibit No. 9 114 (E-mail dated 7/3/19 from Ms. Hansler to IVI re: Invoices VCA) Plaintiff's Exhibit No. 10 115 (E-mail dated 9/16/19 from Ms Hansler to Jim Campbell re: VCA United website) Plaintiff's Exhibit No. 11 118 (Joint account bank statement for James Nad Melissa Hansler for May of 2019) Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 5 10 11 12 13 14 15 16 17 23 24 25 The deposition of MELISSA HANSLER was taken before me, MARY ANN HENGSTLER, Registered Professional Reporter, RPR-CP, Notary Public, State of Florida at Large, at 2925 PGA Boulevard, in the City of Palm Beach Gardens, County of Palm Beach, State of Florida, beginning at the hour of 9:51 a.m., on Friday, June 18, 2021, pursuant to Notice filed herein, at the instance of the Plaintiff in the above-entitled cause pending before the above-named Court. THEREUPON, MELISSA HANSLER, being by me first duly sworn to testify the whole truth, as hereinunder certified, testified as follows: DIRECT EXAMINATION BY MR. TELEPMAN: Q. State your name and home address, please. A. Melissa Hansler, 8103 Bautista Way, Palm Beach Gardens 33418. a. Have you ever had your deposition taken before? A. No. Q. All right. Your attorneys have probably explained this to you, but I'm going to go through some ground rules anyhow. Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 6 10 11 12 13 14 15 16 17 23 24 25 I'm going to be asking you some questions regarding the litigation that brings us here today. Listen carefully to my questions. Answer questions out loud, in English. No shaking your head or waving of your hands so the court reporter can accurately transcribe your responses. Right out of the gate it sounds like you're talking fast. So if you do that, I may ask you to slow down. Again, the purpose of that is just to make sure that the record is clear and your answers are accurately transcribed. If you don't understand a question or need me to repeat it, all you have to do is ask. You're not required to guess or speculate as to anything. If you don't know or can't remember the answer to a question, I may ask a couple other follow-up questions to help you remember; but ultimately if you can't remember or you don't know, that's fine, we'll move on. It's not a marathon. If you need a break, just ask. I don't think we'll be here too long. And I'm just going to say at the beginning that as you probably know, and as Jessica certainly knows, you know, there's this big issue about documents that we're having, and we have a hearing coming up regarding whether or not, you know, those documents are going to have to be produced, not produced, produced in some Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 7 Melissa Hansler 10 11 12 13 14 15 16 17 23 24 25 limited fashion or whatever. Since that's unresolved as of today, when this deposition today is concluded I'm going to suspend the deposition just in case. So you may have to come back. And we'll just have to see what happens. Do you have any questions before we begin? A. What do you mean come back? Q. Well, I don't have all of the documents that I wanted to have to take your deposition, which is why I think it's going to be much shorter. I mean, we wouldn't be here at 9:30 in the morning otherwise. I thought this was a deposition that could possibly take all day, but I expected to have a stack of documents like this (Indicating) to talk to you about. But I don't because -- and it's nothing to do with you -- it has to do with your attorneys doing their job and that issue regarding whether or not you have to produce, you know, certain business records, certain communications is unresolved, but because there's a summary judgment hearing that's been set by your attorneys -- again, nothing wrong with that -- I have to take your deposition to get what I can get before the summary judgment hearing. So it's just this, sort of, convergence of things that has created a rather unusual circumstance Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 8 10 11 12 13 14 15 16 17 23 24 25 where I'm taking your deposition without having all the documents I wanted to have. And I may never get them; in which case I can't call you back. But if the court orders that certain documents be produced that I haven't been given access to yet, then I may have to bring you back to ask about those documents. Not to redo the whole thing, but just to ask you questions about things that I don't have access to today. Do you have any other questions? A. No. Q. Okay. How long have you lived in this house that you just mentioned? A. Since January. Q. Do you own or rent? A. Rent. Q. Is anyone on the lease besides yourself? A. Yes. Q. Who's that? A. John. a. Sorry. i'm going to brutalize his name. Meunier? A. Meunier. MR. MEUNIER: Very good. BY MR. TELEPMAN: Q. All right. Great. Where are you currently Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 9 1] working? 2 A. Integrated Vascular Imagina. 3 Q. All right. Let's just go back in time a 4 little bit. So you and James are former spouses, 5 | correct? 6 A. Yes. 7 Q. When did the two of you get married? I don't 8| need the date. Give me a year. 9 A. 2012. 10 Q. All right. And if I remember right -- I 11} don't remember who initiated the divorce proceeding; do 12 | you? 13 A. James. 14 Q. Okay. That happened in 2017? Does that 15} sound right? 16 A. I don't know. 17 Q. Okay. It happened before V.C.A. was formed, 18 | correct? 19 A. Yes. 20 a. Which was in March of 2018? 21 A. Correct. 22 Q. Okay. So maybe early 2018, maybe sometime in 23) 2017; is that fair? 24 A. Yes. 25 Q. All right. So when you and James got Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 10 1 | married, were you working? 2 A. I don't recall. 3 Q. Okay. Just describe for me the industry that 4 you're working in now. How would you describe it? 5) Like I'm a doctor. I'ma lawyer. You are a? 6 A. Sonographer. 7 Q. Okay. And what does a sonographer do? 8 A. Images, doctor's orders for ultrasounds. 9 Q Okay. All parts of the body? Particular 10} parts of the body? 11 A. Yes. 12 Q. Which one? 13 A. It depends on the modality. There's 14) multiple. 15 Q. All right. But you could do a sonogram of a 16/ heart? A liver? 17 A. Yes. 18 Q. A kidney? Whatever the doctor wants, you can 19) do? 20 A. Set aside babies. 21 Q. Okay. Okay. How long have you been a 22 sonographer? 23 A. 13 years. 24 Q. Okay. So that predates your marriage to 25) James? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 11 10 11 12 13 14 15 16 17 23 24 25 A. Yes. QO. So when you met James, were you working as a sonographer, or you don't remember? A. Yes, I was working as a sonographer. Q. Okay. Who were you employed by at the time; if you recall? A. I don't recall. Q. How many employers would you say you had between 2012 when you married James and 20 -- March of 2018 when V.C.A. was formed? A. Two. Q. Who were they? Your employers. A. Hector Portuondo is one. Q. Right. A. I'd say GNC. Q. GNC. You did sonograms for GNC? A. No, worked for his company. Q. Oh, okay. A. Employer. d. So you worked at the store? A. Yes. Q. Was there another employer called NYU something? A. Yes. Q. Okay. Do you remember the full name, NYU? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 12 1 A. I'm not sure. I only know the location. It 2| was in Delray. 3 Q. All right. And is that short for New York 4) University? 5 A. Yeah. 6 Q. All right. So they had some company in 7| Delray that did sonogram work? 8 A. Yes. 9 Q Do you remember how long you worked for them? 10 A I would say close to five months. 11 Q. And how long did you work for Hector? 12 A That was off and on. There's no specific 13 | timeframe. 14 Q. Okay. Do you recall the time period during 15 | which you were employed by NYU? 16 A. Yes. 17 Q. Tell me. 18 A. After he filed for divorce in '17, before he 19| got very sick. 20 a. Okay. 21 A. So I was employed there up until he got very 22 sick. I left my employment to run his store, in which 23| I had no entitlement to, because that was the right 24) thing to do for the kids. 25 Q. Okay. So let's parse that out a little bit. Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 13 10 11 12 13 14 15 16 17 23 24 25 So the divorce was filed in 2017; you remember that more clearly now? A. Mm-hmm. Q. Yes? A. Yes. All right. James got sick when in 2017? A. Maybe November, December. Not positive. Q. Okay. So prior to November, December of 2017, you were working as a sonographer with NYU? A. Yes. Q. For how long? Just for 2017. Was it for the whole -- A. Four and a half, five months roughly. Q. Okay. So from late spring, early summer to the time you left? A. Correct. Q. Okay. And, then, in 2018 did you go back to work for Hector? A. Briefly after he got well enough to run his store. Because I was unemployed at that point. Q. Right. Okay. Are you living apart at this time? A. Yes. Q. All right. So when did -- did you move out or did he move out? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 14 1 A. I moved out. 2 QO. All right. So when did vou move out? 3 A. In '17. 4 Q. Mid 2017? 5 A. I would say. 6 Q. Okay. So between January and March of 2018, 7| describe for me your employment situation. 8 A. Well, I'm still working the store some days, 9 unpaid. And then I went back to work for Hector. 10 Q. Paid? il A. At times. 12 Q. Okay. Tell me what you mean. 13 A. I worked, and then he just wouldn't make 14) payroll. 15 Q. Did he ever make right with you -- 16 A. No. 17 Q. -- relative to unpaid payroll? 18 A. No. 19 Q. Okay. Another thing, my fault, I didn't 20) mention it. Again, for the court reporter's sake, try 21} to let me finish my question. 22 A. Okay. 23 Q. Perfectly natural to jump in, but for the 24) record's sake try to wait until I'm finished. And if 25} you don't do that, I'll remind you. Please don't take Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 15 10 11 12 13 14 15 16 17 23 24 25 offense. It's just easier for the court reporter if we separate our speakind. All right. So he never made right with you, Hector? A. No. Q. So did there come a time between January, March of 2018 where you basically had enough and you quit? A. Not exactly, no. Q. Tell me what happened. A. James offered to -- after him getting better, and in lieu of me quitting a very good paid salary job that I had at NYU, he offered to start for me to go on my own to run a local company. Q. All right. So the fact that you were employed by Hector but not getting paid was not part of the genesis of the whole V.C.A. idea? A. It could have been. Q. Is that anything you remember discussing with him at the time? A. With who? Q. James. A. Yes. I let him know that I wasn't getting paid in, you know, like a bi-weekly, steady checks. Q. What were you getting paid? Or better yet, Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 16 10 11 12 13 14 15 16 17 23 24 25 what were you supposed to be getting paid by Hector? What was your salary structure? A. It was per procedure. Q. Okay. And was there a fixed sum per procedure or was it -- did it depend on the procedure? A. Depending on the procedure. Q. What was the range of compensation that you could expect or wanted to get paid by Hector per procedure? A. I don't recall. Q. Okay. All right. So some time -- well, when did -- let's just go ahead and be more specific. MR. TELEPMAN: All right. We'll mark as Exhibit 1 to your deposition the paperwork filed with the Department of State showing that, at least formally, V.C.A. was formed around March 20th of 2018. MS. GLICKMAN: Let me take a look at this. Okay. Just take your time. Read through it. When you're ready, iook up. (Plaintiff's Exhibit No. 1.) BY MR. TELEPMAN: Q. Does that look like what I just described it to be? MS. GLICKMAN: Sorry. Just give her a chance Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 17 10 11 12 13 14 15 16 17 23 24 25 to read through it if you don't mind. MR. TELEPMAN: Give her as much time as she needs. BY MR. TELEPMAN: Q. Is that what I said it was? A. Yes. Q. All right. So to your recollection, how long were you and James discussing this new venture leading up to March 2018? I don't remember. Was it days? Weeks? Months? I don't know. Oo PP OO Pp And you don't recall when you finally -- well, did you quit Hector's thing or did he just go out of business? Or how did that separation occur? A. I don't recall exactly. I know that -- I don't know to be honest with you. I don't recall. It was so long ago. I couldn't tell you how exactly that went. a. Okay. That's fine. And so you and James were on speaking terms at the time? A. Yes. Q. And you brought up during the course of a normal conversation that, you know, issues were arising Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 18 10 11 12 13 14 15 16 17 23 24 25 with Hector and he wasn't paying you? A. Yes. Q. And, then, sometime after that was it James that came to you and said, "How about if we put a company together and you can, you know, be your own boss?" or something like that? A. From what I recall. Q. So it was his idea, not yours? That's really what I'm getting at. Is that your recollection? Or did you go to James and say, "James, how about bankrolling a new company where I can just do my own thing?" or something like that? A. I don't think it was one or the other. Q. Well, then, you tell me. What was the genesis of this idea? A. The genesis of the idea is he got sick, which left me unemployed, which left me without money or a job. And I had to feed my children so... Q. Well, you got a job and you had a job for montns -- A. Because I had to find something immediately. MS. GLICKMAN: Just make sure you let him finish the question. Sorry. THE WITNESS: Okay. BY MR. TELEPMAN: Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 19 1 Q. Yeah. And there's no need to become 2/| argumentative with me. I'm just asking you questions. 3] And it's natural to be defensive, but try not to be. 4 It's just going to make this thing last a lot longer. 5) I'm just looking for facts, okay? 6 You had a job. Your testimony is you left 7| the job to take care of James. James got better. You 8| took a new job. The new job wasn't paying so you were 9 in a financial bind personally. 10 MS. GLICKMAN: Form. il BY MR. TELEPMAN: 12 Q. True? In summary terms, that's the timeline? 13 A. Can you ask that question again? 14 Q. Yes. To summarize the testimony you've given 15 | so far about this nine- or ten-month period of time. 16| You're employed by NYU in the late spring, early summer 17 | of 2017, right? 18 A. Yes. 19 Q. You work for them for five months or so and ZO) then James gets sick, rignt? 21 A. Yes. 22 Q. Okay. So it's your testimony that you left 23) NYU to take care of James for a month or so? 24 A. Longer. 25 Q. Two months? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 20 10 11 12 13 14 15 16 17 23 24 25 A. I would say. QO. Okay. Two months. So November, December to end of January of 2018, more or less? A. Yes. Q. All right. Then you take a job with Hector, right? A. Yes. Q. All right. So for the end of January you work for him for maybe five or six weeks at the most, and then whatever happened happened and you no longer were working with Hector because he wasn't paying you, right? MS. GLICKMAN: Form. THE WITNESS: I worked with Hector years prior to even meeting James. BY MR. TELEPMAN: Q. Okay. But I'm just talking about this one -- A. But it goes hand in hand. Q. Why? Because he nad a hard time paying back then. aa The only job I can immediately get, because there was no financial support because I left NYU, I knew he would take me back on, in hopes that years later he would be meeting payroll, and which unfortunately that didn't happen. But I was in a situation where there Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 21 10 11 12 13 14 15 16 17 23 24 25 was no financial support from leaving my initial job to run his store. So that was the first thing that became available that I know I could start hopefully making money again. Q. All right. And I have no knowledge of your business now or at that time, but there weren't any other options in your business in this area at that time? Or that was just the one that you knew that you could hit quickly? A. That was the one I knew I could get back immediately -- Q. Okay. A. -- because of the financial circumstances I was in. Q. All right. And, then, you're not sure how the idea came up, but sometime in March you and James started talking about forming V.C.A.? A. I don't recall when. MS. GLICKMAN: Form. BY MR. TELEPMAN: Q. Was it before you left Hector? A. I don't know. Q. And you don't recall any of the discussions between you and James that culminated with the formation of V.C.A.; is that your testimony? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 22 1 A. I don't recall. 2 QO. Well, you don't recall is your testimony, 3 | right? 4 A. I don't recall the conversations that were 5 | had or how it came about. 6 Q. All right. Well, let's be a little more 7 specific. So at the time that -- well, at the time 8 | that you and James started having the conversations 9 leading up to the formation of V.C.A., you were 10 | either -- because you don't remember exactly when this 11 started -- unemployed or employed with someone who 12 | wasn't paying you; one or the other, right? 13 MS. GLICKMAN: Form. 14 THE WITNESS: He paid only at times. It 15 wasn't consistent. 16 BY MR. TELEPMAN: 17 Q. Either unemployed or someone who was 18 | sporadically paying you; is that correct? 19 A. I don't understand the question. 20 a. i'm trying to understand your mindset at the 21) time that you and James started talking about V.C.A. 22 So you can't remember whether it occurred 23 | before or after you separated from Hector, and that's 24) fine. But you didn't start talking about this when 25 | James was sick; did you? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 23 10 11 12 13 14 15 16 17 23 24 25 MS. GLICKMAN: Form. THE WITNESS: I don't recall the mindset going back years ago. So I couldn't tell you what I was thinking at that time. BY MR. TELEPMAN: Q. Did you start talking about V.C.A. while James was sick? A. I don't recall discussions. It was years ago. Q. So you may have discussed V.C.A. with James when he was sick is your testimony; that's one of the possibilities? MS. GLICKMAN: Form. THE WITNESS: I wouldn't agree with that. BY MR. TELEPMAN: Q. Okay. So, then, you would agree that you did not discuss V.C.A. or any concept along the lines of forming V.C.A. with James while he was sick; is that true? MS. GLICKMAN: Form. Predicate. THE WITNESS: I don't know. BY MR. TELEPMAN: Q. Okay. Now you're telling me two different things. So I have to keep asking you. And it doesn't matter to me what your answer is, but it's got to be Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 24 10 11 12 13 14 15 16 17 23 24 25 one way or the other. Okay? And I'm really just trying to nail down a timeframe here. That's all I'm trying to do. So James gets sick end of November, beginning of December. He gets well a month, month and a half later; is that right? A. Roughly. Q. Roughly. So is it among the possible choices that during that five- to six-week period, roughly, while James was sick, you and he started having conversations about forming a business along the lines of V.C.A.? MS. GLICKMAN: Form. THE WITNESS: I don't recall when those conversations started. I couldn't tell you. BY MR. TELEPMAN: Q. So they could have started a year prior? MS. GLICKMAN: Form. BY MR. TELEPMAN: it's bs be a. Wnen is the earliest tnat you can reca likely that those conversations commenced? A. I don't recall. MS. GLICKMAN: Form. BY MR. TELEPMAN: Q. So it could have been in 2015? Possibly? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 25 10 11 12 13 14 15 16 17 23 24 25 MS. GLICKMAN: Form. BY MR. TELEPMAN: Q. Is what you're telling me? A. So I can't recall a mindset of years prior. Q. Yeah, I know. You keep telling me that. And like I said at the beginning of this thing, I'm trying to ask you questions to help you either remember or simply to narrow it down to a likely beginning and ending point. And you're telling me, just in a blanket way, that you can't remember. And if that's really your answer that, you know, James and I got married in 2012, we formed V.C.A. in March of 2018, we could have started talking about this any time between those two dates. If that's your testimony, that's fine. I don't think that's your testimony. So all I'm trying to do is help you and I narrow it down to where it probably started becoming a topic of conversation between this point and that point. So do you understand at least wnere i'm going? I'm not trying to trick you or anything. I'm just trying to nail down a timeframe. A. No, I understand that. I just think you're asking me the same question over and over. And if I don't recall, I don't recall. So your questions aren't Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 26 10 11 12 13 14 15 16 17 23 24 25 helping. QO. Well, okay. And so that's why I just asked you the broadest question possible. Okay. Which is from the time you got married to March 20th of 2018 these conversations could have started because you can't recall any time within that, call it a six-year timeframe, because you can't recall anything more specific than that, you can't tell me, well, it wouldn't have been before our kids born; it won't have been while I was working for NYU; or it couldn't have been while I was working for Hector. You know, in your own mind you can't help me narrow it down is what you're telling me? MS. GLICKMAN: Form. THE WITNESS: It wasn't discussed before marriage and it wasn't discussed while I was staying home with my children. BY MR. TELEPMAN: Q. Okay. A. At any point after that, I honestly don't know. Q. What period of time were you staying home with your children? Or when did that end? Let's just narrow it down that way. A. Probably when they were about one and a half. Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 27 10 11 12 13 14 15 16 17 23 24 25 But even during that time I was still working at the store. Q. I don't know how old your kids are. So give me a timeframe. A. The kids are eight. Please give me a timeframe. A. I don't have timeframes. I'm explaining to you -- Q. All right. Well, let's do the math. MS. GLICKMAN: Okay. Hold on. Everyone's talking over each other and it's getting argumentative. So let's just take a minute. MR. TELEPMAN: It is, isn't it? BY MR. TELEPMAN: Q. All right. So your kids are eight. So they were born in 2013 or 2014? A. They were born in '13. Q. '13. And you stayed home with them for a year and a half? A. Rougniy. Q. So now we're into beginning of 2015 maybe, roughly? A. Roughly. Q. All right. So we know that you and James didn't start talking about V.C.A. or something like it Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 28 1| before the beginning of 2015. We can rule that out, 2 right? 3 A. Correct. 4 Q. Okay. But it's your testimony that, you 5] know, because you can't remember specifically, it's 6| possible that those conversations could have started 7/ any time between the beginning of 2015 to the date of 8) formation March of 2018? 9 MS. GLICKMAN: Form. 10 BY MR. TELEPMAN: 11 Q. As best as you can recall? 12 A. No. 13 Q. Okay. Can you help me narrow it down any 14 further than that? 15 A. So starting a business up until the point 16} that he filed for divorce was not a discussion. 17 Q. Okay. And that was -- 18 A. From what I remember. 19 Q. Okay. And that was sometime in 2017? 20 A Correct. 21 Q. We're not sure when? 22 A. No. 23 Q. Okay. Not sure first half, second half of 24 2017? 25 A. What, the filing? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 29 1 Q. Yeah. 2 A. I think it was, like, midyear, but I'm not 3 | positive. 4 Q. Okay. That's close enough. Let's go even 5) further back. So let's just say maybe the spring of 6 2017. 7 So perhaps these conversations started 8 | between the spring of 2017 and March of 2018? 9 A. Mm-hmm. 10 MS. GLICKMAN: Form. Answer yes or no. il BY MR. TELEPMAN: 12 Q. Is that a yes? 13 A. I would say so. 14 Q. Okay. Do you recall having any discussions 15 | during that timeframe about forming a business with 16| James where he just said, no, we're not going to do 17 | that? 18 A. I don't recall. 19 Q. Was there ever a time you recall discussing 20) forming a business with James otner than a discussion 21 | leading to the formation of V.C.A.? 22 A. I don't recall. 23 Q. Did you ever form a business with James prior 24) to the formation of V.C.A.? 25 A. No. Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 30 1 Q. Have you ever been, prior to the formation of 2/ V.C.A., involved in the formation of a corporation with 3} anyone or by yourself? 4 A. Briefly, if I recall, something with 5 | eyelashes. But that was just myself solely. 6 Q. All right. Did you form a company, though? 7 A. It was on Sunbiz. I wouldn't say it was -- 8 Q. No, that counts. Do you remember the name of 9] the company? 10 A. I don't. 11 Q. Was it before you married James or after? 12 A. After. 13 Q. What was the name of the company? 14 A. I don't recall. 15 Q. Really? Oh, okay. 16 How long was the company in business? Or did 17 | it ever do business? 18 A. Less than a year. 19 Q. All right. Did anyone help you figure out 20) how to formally form a corporation, or you just went 21) online and figured it out yourself? 22 A. No help. 23 Q How did you figure out how to do it? 24 A. Looking it up on Sunbiz. 25 Q So you knew what Sunbiz was at the time? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 31 1 A. Yes. 2 QO. Not a lot of people know what Sunbiz is. 3| Don't be so surprised. But, okay. Good for you. 4 Besides the eyelash thing and V.C.A. and your 5 current company, have you ever formed or been involved 6| in the formation of another entity? 7 A. Not that I recall. 8 Q. Have you always lived in Florida? 9 A. Yes. 10 Q. Okay. Do you need a license to be a 11 | sonographer? 12 A. Yes. 13 Q. Is that a local license? A state license? 14 | National certification? What is it? 15 A. It varies. 16 Q. Well, what do you have? Let's start with 17|} that. What certifications do you have? 18 A. Certified in cardiac and vascular, on top of 19 | my diploma from ultrasound school. 20 a. All rignt. But if I nave a diploma, wnicn i 21) don't, from a sonograph school, can I go out and work 22) or do I need to be certified by somebody? 23 A. You can go out and work. 24 Q. Okay. So a certification is just sort of 25) another level of qualification, and presumably Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 32 1 | experience, right? 2 A. Correct. 3 Q. All right. And who issues these 4| certifications that you have? 5 A. The state. 6 Q. All right. So if I go on DBPR I will see a 7 list of certified sonographers in the state of Florida? 8 A. I don't know what that is. 9 Q. Oh, okay. Is there a division of the state's 10 | government that issues these certifications to your 11 | knowledge? 12 A. I don't know. 13 Q. And it comes from the state of Florida, not 14 some company? 15 A. It's a -- I just know it's a credentialed -- 16} I don't know where it comes from. I just know that 17 | it's some credential. That's all I know. 18 Q. Right. So, like, a personal trainer might 19} get certified by some company -- 20 A. Rignt. 21 Q. -- but that doesn't mean they're certified by 22) the state. Do you understand the distinction? 23 A. Yeah. 24 Q. Okay. 25 A. So there's two different possible Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 33 10 11 12 13 14 15 16 17 23 24 25 organizations that you can become credentialed within. QO. And what are they? A. ARDMS and CCI. Q. And do you know what they stand for, those acronyms? A. Yeah, it's like the American Registry of Diagnostic Medical sonography. And CCI I'm not sure. Q. Okay. And they're separate certifying companies -- A. Yeah. Q. -- or entities? A. Yes. Q. All right. So whenever you started talking about V.C.A. seriously, such that you actually culminated those discussions in the formation of the company, what was your financial condition at the time? A. I don't recall. Q. Did you have sufficient funds available to spend what was necessary to get a business like that started? MS. GLICKMAN: Form. BY MR. TELEPMAN: Q. I'm sorry. I didn't hear you. A. Repeat the question. Q. Once the decision to form V.C.A. was made, Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 34 10 11 12 13 14 15 16 17 23 24 25 did you personally have sufficient funds at your disposal to pay what was necessary to get the business started? A. I didn't know what that amount would be. Q. All right. Well, now, with the full benefit of hindsight, why don't you tell me what was necessary -- and you don't have to tell me dollars yet -- but just in terms of what you had to do to start the business that you and James discussed, what needed to be done to get the business started? A. There was a lot that had to be done, but I didn't deal with any of the financial aspects. So I couldn't tell you the answer to those questions. Q. Well, but you were dealing with the day-to-day aspects, right? A. Correct. Q. And did James have vast knowledge of the sonogram industry at the time that V.C.A. was formed? A. No. d. Okay. So someone nad to tell James, we need this, we need that, we need this many people working for us, et cetera; and that person would have been you, right? A. Correct. Q. All right. So take me back in a time machine Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 35 10 11 12 13 14 15 16 17 23 24 25 and pretend I'm James and tell me what was needed in order to get the V.C.A. business started. Not how much it cost. Just, what did you need to get the business started? A. Ultrasound machines. How many? A. There's no specific number. Q. Okay. So do you recall having a discussion about what the preferred number was at the time? Or you just said -- A. I don't recall. Q. -- I need at least one? A. I don't recall any discussions with him on what we need. I only know, based upon my knowledge, what we would need in terms of starting any ultrasound company. Q. That's what I'm asking you to tell me. So tell me, what -- A. Machines. o. How many? A. There's no number. Q. More than one or just would one be sufficient? A. One would be sufficient. Q. Okay. Machines. Next. What else? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 36 1 A. A laptop. 2 QO. Just one? 3 A. One would be sufficient. 4 Q. Next. 5 A. A PACS system. 6 Q. Is that P-A-C? 7 A. Mm-hmm. 8 Q. Yes? 9 A. Yes. 10 Q. What does that stand for? il A. I don't know. 12 Q. What does it do, this machine? 13 A. Holds all the imaging for patients that we're 14 scanning. 15 Q. Okay. So sonogram -- the ultrasound machine 16 takes the images and then those images are transferred 17} to this PACS machine where they're stored in some form 18 | that ultimately can be seen visually by somebody? 19 A. Correct. 20 a. Okay. What else did you needa? Did you need 21) people? 22 A. No. 23 Q Did you need a physical place of business? 24 A. No. 25 Q Did you need, like, QuickBooks or some Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 37 10 11 12 13 14 15 16 17 23 24 25 accounting software? A. No. Q. Did you need billing software? A. No. Q. Did you need accounting or billing services? A. No. Q. So assuming you have a sonogram machine -- sorry -- an ultrasound machine, a laptop, and a PAC system and you go out and you take a sonogram for Dr. Smith, how were you billing Dr. Smith for that service without billing software? A. Because you can download invoices and fill them in. Q. Is that what you guys decided to do at the outset; you and James? A. Initially. Q. All right. So is there anything else besides an ultrasound machine, a PAC system and a laptop that you obtained at the time that V.C.A. was formed to get you started? A. Not that I can think of. Q. Okay. Now, I'm also utterly unfamiliar with the ultrasound machine market, whether you can just go on eBay and pick one up. But is there -- or I should say, was there at the time a market for used ultrasound Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 38 10 11 12 13 14 15 16 17 23 24 25 equipment, to your recollection? A. I'm sure if vou look on the internet vou can find used stuff. Q. At the time, that's your recollection? A. I -- I couldn't tell you. I don't know. Q. Well, did you and James discuss getting a used machine since, you know, maybe money was an issue? Or did you suggest getting a new machine? A. I don't recall. Q. So did you, in fact, at or around March 20th of 2018 obtain the equipment that you just described, an ultrasound machine, a laptop and a PACS machine? A. I don't recall dates. Q. Do you recall how soon you went into business after the company was formed? A. I do not. Q. Okay. Do you recall what it cost to get a new or used ultrasound machine in March of 2018? A. No. a Laptop? A I don't know. Q. Really? You don't know what a -- A. There should be receipts. There should be documents. Q. I'm asking your recollection. I hope so. Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 39 10 11 12 13 14 15 16 17 23 24 25 A. I don't have a recollection. MS. GLICKMAN: Form. MR. TELEPMAN: Form? MS. GLICKMAN: Sorry. MR. TELEPMAN: She's not answering my question. MS. GLICKMAN: It's getting argumentative. And you guys are talking over each other. THE WITNESS: Can we take a break? MS. GLICKMAN: If you can wait -- yeah. Maybe can we take a quick break? MR. TELEPMAN: Sure. MS. GLICKMAN: Okay. (Off the record 10:30 - 10:37) MR. TELEPMAN: Mary, what was my last question? (Whereupon, the reporter read from the record as requested.) BY MR. TELEPMAN: a. Okay. So as you sit here today, you don't know what a new or used ultrasound machine cost three years ago? A. No. That's correct. Q. Do you know what a new or used ultrasound machine costs today? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 40 1 A. No. I haven't inquired. 2 QO. Regardless of how much it costs -- well, let 3} me just ask you this. The laptop, is there any kind of 4 special laptop you have to get or you just go to Best 5) Buy and pick up a laptop? 6 A. You can just pick out a laptop. 7 Q. All right. And the PACS machine, any idea 8 | what that costs at the time or today? 9 A. To start, no. 10 Q. The ultrasound machine, is it a simple piece 11 | of equipment? 12 A. I don't know what you would consider simple. 13 Q. I don't know. Like a TV or something like 14) that? Or is it a complicated piece of medical 15 | equipment? 16 A. Depends on the brand. 17 Q. All right. Regardless of what it cost in 18 | March of 2018, did you personally have the money to buy 19| one? 26 A. No. 21 Q. Regardless of what a PACS machine cost in 22) March of 2018, did you personally have the money to buy 23) one? 24 A. I don't know. 25 Q. Same with the laptop, same question? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 41 1 A. I would say yes. 2 QO. Okay. 3 A. Those aren't expensive. 4 Q. What do you consider not expensive? A 5 | thousand dollars? 6 A. Enough that's affordable at the time for what 7 I had going on. 8 Q. All right. What did you think that a laptop 9] meeting that description would cost? I'm just curious 10 | what you think is not expensive. $500? $1,000? il 1,500? I mean, that's what I understand the range of 12) normal laptops to be. 13 A. Under a thousand. 14 Q. Okay. Perfect. Just to cut to the chase 15| here. Was it understood at the beginning between you 16} and James that James would financially underwrite the 17 | corporation, at least at the beginning? 18 A. Can you rephrase that? 19 Q. Sure. Was it understood that James was going 20) to pay for everything at the beginning to get the 21) company started; that that would be his contribution to 22) the V.C.A. venture from the outset? 23 A. One of them. 24 Q. All right. But that was one of them? 25 A. Yes. Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 42 1 Q. Okay. And that was not one of the things 2| that you were tasked with at the outset? 3 A. Correct. 4 Q. Okay. And isn't it a fact that you 5] ultimately -- well, I'll just ask you. 6 How many ultrasound machines did V.C.A. 7 |} ultimately obtain in its one and a half years of active 8 | business before everything hit the fan? 9 A. If I recall, seven. 10 Q. Okay. Were any of those purchased outright 11] or were they all purchased with loans? 12 A. I don't know. 13 Q. Do you know if any were purchased with loans? 14 A. I believe so. 15 Q. Do you know how many were purchased with 16} loans? 17 A. No. 18 Q. Isn't it a fact that however many were 19 | purchased with loans, James personally guaranteed 20) repayment of those loans? 21 A. Possibly. 22 Q. Possibly? 23 A. I didn't deal with the finances. I couldn't 24} tell you. 25 Q. All right. Just to be sure. Sitting here Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 43 10 11 12 13 14 15 16 17 23 24 25 today, you don't know if James personally guaranteed repayment of loans for the purchase of ultrasound machines? A. I don't know. Q. Okay. Did you personally guarantee the loans used to repurchase ultrasound machines? A. No. Q. Why not? A. I don't know. Q. Were you ever asked to cosign any loans personally for the purchase of any material or equipment for V.C.A.? A. No. Q. Do you know why not? A. Control. Q. Boy, oh, boy... All right. You don't think it had anything to do with your credit rating at the time or your financial condition at the time? A. No. MS. GLICKMAN: Form. BY MR. TELEPMAN: Q. Control. Okay. What was your end of the bargain relative to V.C.A. at the time of its formation? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 44 1 A. Run day-to-day operations. 2 QO. What did that entail at the outset? 3 A. Scanning patients within an office, obtaining 4 accounts, making sure everything was running from a, 5) you know, standpoint of going out in the field and 6) physically doing the work. 7 Q. All right. And how soon after formation did 8 | you actually start doing work for V.C.A.? 9 A. I don't recall. 10 Q. Do you recall how long it took to get the 11 |} equipment you mentioned before actually in hand and set 12 up so you could physically go out and start doing work? 13 A. I don't know. 14 Q. I mean, was it a matter of days? Weeks? Or 15 | months? To the best of your recollection. 16 MS. GLICKMAN: Form. 17 THE WITNESS: I don't know. 18 BY MR. TELEPMAN: 19 Q. You don't know. Okay. Let's step back a 20) second. 21 Did you and James enter into a formal 22) agreement relative to V.C.A. at the outset in March of 23 2018? 24 A. No. 25 Q. Why not? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 45 1 A. I don't know. 2 QO. Did you ask for a formal agreement to be 3| drafted up? Did you go to any attorneys on your own 4) and seek that service? 5 A. I don't recall asking. 6 Q. Did you recall seeking out legal help on your 7 | own in that regard to get documents drawn up for this 8 | corporation? 9 A. No. 10 Q. Did you suggest it -- 11 A. [TI -- 12 Q. -- to James? 13 A. -- don't recall. 14 Q. Did he suggest it to you? 15 A. It was spoke about. 16 Q. Any reason why it wasn't done at the time, 17 | March of 2018? 18 A. He was supposed to take care of it. Like all 19} the other back-end stuff. 20 a. You think that's a back-end thing? 21 A. Yeah. 22 Q. Okay. Were you constantly hounding him to 23| get a document drafted that formalized your 24| understanding of the business? 25 A. No. Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 46 1 Q. What was your understanding as to how the 2! ownership of V.C.A. was to be? 3 A. 50/50. 4 Q. Okay. And the basis of that understanding is 5 | what? 6 A. I don't understand what you're asking me. 7 Q. Is there an e-mail? A text? A note ona 8 | piece of paper? Anything that's the basis of that 9] understanding? Or was it just your recollection of 10 | conversations with James? 11 A. Conversations. 12 Q. Okay. 13 MR. TELEPMAN: I'm going to mark as Exhibit 2 14 to your deposition some documents filed with the 15 Internal Revenue Service. Actually a little bit 16 before that. It looks like on March 13th of 2018 17 regarding V.C.A. 18 (Plaintiff's Exhibit No. 2.) 19 BY MR. TELEPMAN: 20 a. Take a look at it. And iet me know wnen 21) you're finished looking at it, I'll ask you some 22) questions about it. 23 Finished looking at it? 24 A. Mm-hmm. 25 Q. Yes? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 47 1 A. Yes. 2 QO. Go ahead and turn back to the last page of 3) that document and tell me if that's your signature that 4| appears. 5 A. Yes. 6 Q. All right. Is it still your recollection 7) that you agreed to a 50/50 ownership split with James? 8 A. Yes. 9 Q. Can you tell me why you would have signed a 10 | document submitted to the Internal Revenue Service 11] relative to the formation of V.C.A. that indicates your 12] interest is 49 percent? 13 A. Yes. He said it was for tax purposes and 14| everything was 50/50. 15 Q. All right. At the time that this document 16} was signed in the middle of March of 2018, you and 17 | James were close to a year into your divorce 18 | proceedings, right? 19 A. When was that signed? 20 G. March 13tn, 2018. 21 A. About a year probably. 22 Q. What was your understanding of what was in it 23 | for James to form this company a year into your divorce 24) proceedings? 25 MS. GLICKMAN: Form. Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 48 10 11 12 13 14 15 16 17 23 24 25 THE WITNESS: Helping me after I ran his company when he got sick and had nobody to run his store. BY MR. TELEPMAN: Q. Was it understood that this company would only run for a month or two and then be dissolved so that you can go get another job in this industry? Or was this intended to be a long-term business relationship between you and James? A. Rephrase the question. Q. I don't know if I can. I'll try to ask it again. Was it your understanding when V.C.A. was formed that it was a temporary help to you after your experience with Hector or that this was intended to be a long-term company and a long-term business relationship between you and James, whether it's 51/49 or 50/50? A. I would say long-term. a. And even if James was doing this to neip you out, based upon what you just said about your helping him when he was ill, it was certainly intended that James, at least in your view, would ultimately be entitled to 50 percent of the profits generated by this business, correct? Florida Court Reporting 561-689-0999V.C.A, UNITED vs MELISSA HANSLER & INTEGRATED VASCULAR IMAGING 6/18/2021 Melissa Hansler 49 10 11 12 13 14 15 16 17 23 24 25 A. Correct. QO. This long-term business? A. Correct. Q. Do you know what sort of tax benefit might have accrued