Baxter v. Sun Life Assurance Company of Canada

Filing 30

MOTION by Defendant Sun Life Assurance Company of Canada for judgment (cont.) (Attachments: # 1 Exhibit Deposition of O. Robert Goodall, # 2 Supplement Trial Brief, # 3 Supplement Statement of Facts)(Schmidtke, Mark)

Baxter v. Sun Life Assurance Company of Canada

Doc. 30 Att. 1

In The Matter Of: Ted Baxter v. Sun Life Assurance Company of Canada

Otis Robert Goodall August 5, 2010

195 State Street Boston, MA 02109 888.825.3376 - 617.399.0130 www.court-reporting.com

Original File Otis Goodall 8-5-10.txt

Min-U-Script® with Word Index

Dockets.Justia.com

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1 2 3 4 5 6 7 8 9 10 vs.

UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

--------------------------------x TED BAXTER, Plaintiff, Case No. 1:09-cv-03818

SUN LIFE ASSURANCE COMPANY OF CANADA, Defendant.

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DEPOSITION OF OTIS ROBERT GOODALL, a witness called by the Plaintiff, taken pursuant to the applicable provisions of the Federal Rules of Civil Procedure, before James A. Scally, RMR, CRR, a Notary Public in and for the Commonwealth of Massachusetts, at the offices of Ogletree Deakins, One Boston Place, Boston, Massachusetts, on Thursday, August 5, 2010, commencing at 1:59 p.m.

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1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 Also Present:

APPEARANCES

DALEY, DeBOFSKY & BRYANT 55 West Monroe Street Suite 2440 Chicago, Illinois 312-372-5200 By: Mark D. DeBofsky, Esq. Counsel for the Plaintiff (Via Skype) 60603

OGLETREE, DEAKINS, NASH, SMOAK & STEWART PC Two First National Plaza 20 South Clark Street, 25th Floor Chicago, Illinois 312-558-1220 By: Mark E. Schmidtke, Esq. Counsel for the Defendant 60603

Katharine Zupan, Sun Life

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1 2 3 4 5 6 7 8 WITNESS OTIS ROBERT GOODALL (By Mr. DeBofsky)

INDEX EXAMINATION

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EXHIBITS 9 10 11 12 13 14 15 16 5 17 18 19 20 21 22 23 24
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NO. 1 Document headed "Section IV, Benefit Provisions, Long Term Disability Income Benefits" Document headed "Amendment No. 6" Release of all claims in the matter of Ted Baxter and Kelly Baxter v. Evanston Northwestern Healthcare Corporation, et al Document headed "Processing Disability Claims: LTD" 4/18/08 letter to Mark DeBofsky from Robert Goodall 2/27/02 e-mail

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(Exhibits were given to the court reporter to attach to the transcript.)

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MR. SCHMIDTKE:

I just want to

confirm that we're on this deposition via Skype, but the Skype is only for convenience and will not be part of official record. The only official record

will be the court reporter transcript; is that right? MR. DeBOFSKY: If you know the

technology to preserve a Skype transmission like this, I'm not aware of any. MR. SCHMIDTKE: MR. DeBOFSKY: Okay. So the court

reporter's transcript is going to be it. MR. SCHMIDTKE: easy, then. Are you ready to go, swear the witness and we can get going? MR. DeBOFSKY: Yes. That will make it

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1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 Q.

OTIS ROBERT GOODALL, having been satisfactorily identified by the production of his driver's license and duly sworn by the Notary Public, was examined and testified as follows in answer to direct interrogatories:

BY MR. DeBOFSKY: Q. Mr. Goodall, when you were looking at the court

reporter, I couldn't hear you very clearly. A. Q. Okay. If you could look in the direction of the camera,

I just want to do a sound check. A. Q. Can you hear me? I can hear you perfectly. MR. DeBOFSKY: Let the record reflect

this is the deposition of Robert Goodall taken in the case of Baxter versus Sun Life. We're going to try to make this as quick as we can

so that you can get back to work and not inconvenience you too much, but I have a few questions to ask you about your role in relation to Mr. Baxter's claim. Just for a little bit of background first, though,
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can you give me your date of birth? A. Q. A. Q. A. Q. A. Q. April 7th, 1965. And have you ever given a deposition before? Yes. And on approximately how many occasions? Approximately 15. Have they all involved your work with Sun Life? No. And in what other contexts have you given

depositions? A. For previous employers through -- as a result of

other insurance matters. Q. Okay. I'm sure with 15 depositions under your

belt, you're pretty good about the rules, but just to make sure we're on the same page, the court reporter can only take down what we each say out loud. So if you shake your

head and shrug your shoulders, I think I'll probably understand from the video, but we're not going to get a good record. A. Q. Is that understood?

That is understood. If at any time you want to take a break, that's The only consideration that I ask is that if

fine with me.

there is a pending question, that we answer the question before the break is taken; is that okay?
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A. Q.

Yes. And probably the most important rule is if you're

not clear as to either what I've said or the meaning of what I've said, I'll ask you to have me either repeat or rephrase as appropriate. Otherwise, I'm going to assume Is that

that you both heard and understood the question. understood? A. Q. Yes. All right.

Can you give me a little bit of a

sketch of your educational background post high school? A. I earned my BBA in management from Abilene

Christian University in 1988. Q. degree? A. Q. No, I have not. Have you taken any coursework toward a degree Have you received any degrees since your BBA

since you earned your BBA degree? A. Very limited. Just a couple of courses after I

graduated. Q. A. Q. In what field? In hospital administration. And with respect to your current position, did you

receive any kind of specialized education or training at the time that you joined Sun Life?
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A.

I did go through a brief training with Sun Life in

regard to their systems software policies, contract language, things like that. Q. A. Q. I assume that was all in-house? Yes. Do you hold any certifications in the field of

insurance? A. Q. Life? A. Q. A. Q. Yes, it is. How long have you been an employee of Sun Life? Five years, eleven months. Have you been in the same position at Sun Life No, I do not. And am I correct that your current employer is Sun

your entire tenure there? A. Q. A. Q. Yes. And can you tell me what that position is called? Claim consultant. And can you tell me what the duties and

responsibilities are of a claim consultant of Sun Life? A. To administer and adjudicate long-term disability

claims and to mentor more junior analysts, claim analysts. Q. And can you tell me the title of whom you report

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A. Q. A. Q.

I report to a claims manager. And does anybody report directly to you? No. I'm not going to go back too far, but can you tell

me what your employment was prior to joining Sun Life? A. Q. A. Q. A. Q. I was employed by Swiss Re. In what capacity? As a claims manager. How long were you with Swiss Re? Approximately seven years. Did your work at Swiss Re involve long-term

disability insurance? A. Q. No. What area of insurance did you work in at Swiss

A. Q.

Individual disability coverage. Did you receive any specialized training at the

time, or education, at the time that you joined Swiss Re? A. Q. No. With respect to your tenure at Sun Life, are you

able to give me an estimate as to the number of claims that you've reviewed where the claimant became disabled on account of someone else's or some other party's negligence? A. Yes.
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Q. A. Q. A. Q.

And can you give me that number, please? One. And that would have been Mr. Baxter's claim? Yes. We'll circle back to Mr. Baxter's claim in just a

little bit. I'd like to ask you some questions about your -the structure of your compensation at Sun Life. Does your

compensation include any type of bonuses or incentive compensation? A. Q. It can. And can you tell me what the criteria would be to

receive that bonus or incentive compensation? A. It is based on a decision or determination by the

board of directors, upper management level administrators within the company. Q. Have you ever seen any written criteria for bonus

or incentive compensation that you're eligible for? A. Q. Yes. And what are the factors that might entitle you to

bonus or incentive compensation? A. Factors would include company performance and my

performance. Q. And in what areas is your performance evaluated?
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A.

Based on audit results, if I'm complying with

ERISA guidelines, timelines, appropriate documentation, things of that nature, claim files. Q. A. Q. A. Q. A. You used the term "audit results." Yes, sir. Is your work audited? Yes. And who, or by title, performs the audit? I do not know their title, but it would be staff

within our audit team. Q. What type of information is -- is considered in

performing an audit? A. file. Q. Is part of the audit, part of the audit's purpose, I believe all information contained in a claim

to determine whether you're making accurate claim decisions? A. Q. Yes. And over the course of your tenure at Sun Life,

has there been any criticism as to the accuracy of your claim determinations? A. Q. No, not that I am aware of. Has there been any praise or commendation for the

accuracy of your claim determinations?
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A. Q.

No, not that I'm aware of. And with respect to bonus or incentive

compensation, how large a factor is your individual performance versus company performance? A. Q. I don't recall. Since you've joined Sun Life, have you received

any type of internal promotion within your position classification? A. Q. No. Have you received any commendations or specific

recognition for any work that you've done at Sun Life? A. Q. A. Yes. And can you tell me what that involved? At least twice I've received a notice from my

manager for performing above and beyond, going out of my way to assist others in certain situations. Q. Did you receive any commendation for work you did

with respect to Ted Baxter's claim? A. Q. Sun Life? A. Q. Annually. In any performance appraisal you've received at No. How frequently is your performance evaluated at

Sun Life, has there been any mention within the performance
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appraisal of Ted Baxter's claim and/or your handling of that claim? A. Q. No. Can you tell us when you first became involved

with Ted Baxter's claim? A. Q. A. Q. A. Q. A. Q. A. Q. A. Q. I do not recall the specific date. How did you come to be assigned to that claim? I believe the claim was assigned to me. Was it assigned -- I'm sorry. By Joan Brasier. Is Joan Brasier a claim manager? No. What is her position? She is a senior claim consultant. Does she supervise you in any respect? No. Do you know why Ms. Brasier selected you to work Go ahead.

on Ted Baxter's claim? A. Q. No. At the time you started working on Ted Baxter's

claim, did you have access to the reserves on the claim? A. Q. Yes, I would have had access to the reserves. Do you have a recollection as to what the reserves

were on Ted Baxter's claim at the time you started working
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on it? A. Q. No. Do you have a recollection as to whether the

reserves were in excess of a million dollars? A. Q. No. With respect to the work you did in relation to

Ted Baxter's claim, was there any difference as far as the procedures that you engaged in in handling Mr. Baxter's claim? A. Q. No. In the course of your handling Mr. Baxter's claim,

did you consult with anybody else at Sun Life about the course that you planned to follow with respect to the claim? A. Q. A. time. Q. A. Connor. Q. A. Q. And who took over subsequently? Michael Evans. Both of those individuals would hold the title of
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Yes. Who did you consult with? I would have consulted with my manager at the

Who was that individual? At the start of the claim, it would have been Deb

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claim manager; is that correct? A. I'm not sure of their titles. They are considered

in management. Q.

They are management personnel.

At the time that you were assigned to Mr. Baxter's

claim, approximately how many claims were you handling? A. Q. I don't recall. How many claims do you typically handle at any

given time? A. Q. Between 50 and 60. When you received Mr. Baxter's claim from Ms.

Brasier, what was your specific assignment? A. Q. A. Q. To adjudicate the claim. Was the claim already being paid at the time? No. Were you the individual who ultimately determined

that Mr. Baxter's claim was payable? A. Q. Yes. How long after that did the issue of a potential

offset arise? A. Q. I don't recall. Did you yourself come up with the idea that an

offset might be applicable to Mr. Baxter's claim, or did someone suggest that to you? A. No. I discovered that information.
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MR. DeBOFSKY:

The court reporter If you could

should have some exhibits.

obtain a copy of Exhibit 1 at this time. There should be an extra copy of all the exhibits for you, Mark, if you don't have them. MR. SCHMIDTKE: Thanks. MR. DeBOFSKY: Okay. I've got it, Mark.

(Exhibit 1, document headed "Section IV, Benefit Provisions, Long Term Disability Income Benefits," marked.) BY MR. DeBOFSKY: Q. I'm going to represent to you that Exhibit 1 is --

represents two pages from the group long-term disability policy that insured Mr. Baxter. Do you recognize these two

pages as belonging to that policy? A. I do recognize these two pages. I cannot say with

certainty that it does specifically apply to Mr. Baxter's policy. Q. Would you agree that the specific provision in

question with respect to the offset that was applied to Mr. Baxter's policy was the offset provision that's numbered 9 on page 38, which would be the second page of Exhibit 1?
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A. Q.

Yes, that would be one of them. Would there be any other provision, any other

offset provision, that you would deem applicable to Mr. Baxter's claim? A. Q. A. Q. Yes. Which one, or ones? 1(f). And what was the basis of you determining that

1(f) would be applicable to Mr. Baxter's claim? A. In reference to the other income benefit he

received through settlement with the medical providers, (f) would apply under potentially any law under the state of Illinois that might allow him compensation through any injuries that he received. Q. Did you -- I'm sorry, did you investigate as to

whether there was any such law that was applicable? A. Q. A. Q. A. state. Q. Did you actually determine whether there was a Yes. And what did you conclude? That there was -- it was applicable. Which law specifically? The medical malpractice tort laws within the

provision in the Illinois Compiled Statutes that
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specifically applied to medical malpractice? A. Q. I personally did not, no. Have you ever seen any provision from the Illinois

Compiled Statutes applicable to medical malpractice that was at issue in determining whether Mr. Baxter's recovery from his medical malpractice suit was an offset? A. Q. No, I did not. Turning your attention back to number 9 on page 2

of Exhibit 1, is that provision still used in Sun Life policies, or are you aware as to whether it's been modified or replaced? A. Yes, it is still being used, and I'm not aware as

to whether or not it has been modified. Q. And at the time that you reviewed Mr. Baxter's

claim with respect to offsets, just to go back, make sure that I captured your testimony correctly, this was the first time you had ever deemed that provision applicable to any claim that you adjudicated? MR. SCHMIDTKE: Well, I'm going to

object to the form of the question because I don't think that was the question. don't think that was the answer. I

I don't

remember any prior questioning referencing paragraph 9 of the contract, Mark.
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MR. DeBOFSKY: question.

Let me rephrase the

At the time that you adjudicated Mr. Baxter's

claim, you deemed paragraph 9 of Exhibit 1 to be applicable to Mr. Baxter's claim as far as an offset; is that correct? A. Q. That is correct. Had you handled any other claims previous to Mr.

Baxter's claim where you applied the same offset provision to any of the -- any other claim that you handled? A. Q. Yes. And how often or how many times in your experience

prior to handling Mr. Baxter's claim had you done that? A. Q. A. Q. I don't recall. Would it be more than five? No. In any other claims that you handled prior to

handling Mr. Baxter's claim, was the determination that paragraph 9 of Exhibit 1 was applicable ever reversed or rescinded by anyone at Sun Life? A. Q. Not that I recall. In any prior claim that you handled prior to Mr.

Baxter's claim, had you applied paragraph 9 to -- to a claim that involved personal injury other than in the context of workers' compensation?
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A. Q.

No. Have you ever had occasion to look at offset

provisions used by other group disability insurance companies? A. Q. A. Q. A. Yes. Which companies? I don't recall. Have you ever looked at UNUM's? I don't recall. (Exhibit 2, document headed "Amendment No. 6," marked.) Q. Could you take a look at Exhibit 2, please. I'm

going to represent to you that Exhibit 2 is taken from a UNUM policy, and I'm going to ask you to look at the third page of Exhibit 2, the paragraph numbered 7. MR. SCHMIDTKE: step in here a minute. Mark, I'm going to Judge Dow's order

gave you leave to proceed with a deposition that was, and I quote, "narrowly tailored to -- or tailored solely to the issue of structural conflict of interest and its effect on the decision in this case." Where are we going with a policy provision from some other company?
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And how

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does that relate to the structural conflict of interest? MR. DeBOFSKY: Because I think it

relates to -- it relates to what -THE WITNESS: MR. DeBOFSKY: MR. SCHMIDTKE: You're cutting out. I know it. I'm sorry, Mark, the Could

reception's cutting a little bit. you try again? MR. DeBOFSKY: Sure.

It relates to

the issue of the offset being taken to a personal injury settlement that did not denominate specific sums for lost wages and other categories of damages. I'm not going to really exhaust this topic. I have maybe two questions on it. MR. SCHMIDTKE: Well, I guess I'm

still not clear on why UNUM's policy would have anything to do with this. Mr. Goodall

was not administering the claim under UNUM's policy, and I'm not sure why it would have anything to do with our lawsuit, period. But, you know, we'll let you go ahead
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a little bit further, but I think we want to keep in mind the limited nature of this deposition. MR. DeBOFSKY: BY MR. DeBOFSKY: Q. Mr. Goodall, do you recall the question that I I understand.

posed before? A. I'm sorry, I do not. MR. DeBOFSKY: Could we have it read

back by the court reporter, please. (Record read.) THE WITNESS: So there's been no

question in reference to this document yet. Have you ever seen a provision comparable to

paragraph 7 of Exhibit 2 previously? A. Q. I do not recall. Are you aware of whether Sun Life uses an offset

provision that is identical or near identical to paragraph 7 of Exhibit 2 in any of its policies? A. Not that I can recall. (Exhibit 3, release of all claims in the matter of Ted Baxter and Kelly Baxter v. Evanston Northwestern Healthcare Corporation, et al, marked.)
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Q.

Can you take a look at Exhibit 3, please.

Have

you seen Exhibit 3 prior to today? A. Q. Yes. Did you have a copy of Exhibit 3 at the time that

you were adjudicating a potential offset as to Ted Baxter's claim? A. Q. Yes. Is there any statement in Exhibit 3 that

specifically denominates any of the payment identified in the release as being attributable to lost wages? MR. SCHMIDTKE: Well, I'm going to

interpose an objection to the form of the question. The document is a written

document that speaks for itself. You can answer it if you can answer the question. A. No. This document in and of itself does not

identify or discuss any lost wages that Mr. Baxter may have received as a result of or in conclusion of this settlement. (Exhibit 4, document headed "Processing Disability Claims: LTD," marked.) Q. Can you turn your attention, please, to Exhibit 4.
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Do you have that in front of you? A. Q. A. Yes. And can you tell me what this document represents? This document is an excerpt from the Business

Process & Procedures Reference Guide through Sun Life Financial. Q. Was this document in existence at the time that

you were adjudicating an offset to Mr. Baxter's claim? A. Q. I do not recall. Is there any way to discern the date of the

document from the document itself? A. Q. I do not see a date reflected on the document. At the time that you were adjudicating a potential

offset as to Mr. Baxter's claim, did you consult with any external document other than the policy and the release documents in determining whether there was potentially an offset against Mr. Baxter's benefits? A. Q. No. Did you give any consideration to -- strike that. Did you participate in the drafting of Exhibit 4? A. Q. A. Q. No. Do you know who drafted Exhibit 4? No. You were aware that Mr. Baxter's case settled and
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that there was no judgment; is that correct? A. Yes, that is my understanding. (Exhibit 5, 4/18/08 letter to Mark DeBofsky from Robert Goodall, marked.) Q. Can you turn your attention, please, to Exhibit 5.

Is Exhibit 5 a letter that you drafted? A. Q. Yes, it is. Other than yourself, did anyone else participate

in the drafting of Exhibit 5? A. Q. I do not recall. Did you consult with anyone with respect to the

contents of Exhibit 5 before it was prepared and finalized? A. Q. A. the time. Yes. Who did you consult with? I would have consulted with my in-house counsel at That would have been Jay Symonds. And that name

is spelled S-y-m-o-n-d-s. Q. I'm not going to ask you for the content of that,

but did you consult with anybody else besides Mr. Symonds? A. Q. Not that I recall. Did you receive any input from any outside expert

prior to drafting Exhibit 5? A. Q. No, I did not. If I understand the contents of Exhibit 5, is it
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correct that you attributed one-third of Mr. Baxter's settlement to lost wages? A. Q. That is correct. How did you happen to choose one-third as the

amount attributable to lost wages? A. I can't recall specifically how one-third was

determined other than to say that I felt it was a conservative estimate based on my review of the complaint documents that were provided. Q. And those documents consisted of the complaint,

and you also saw a mediation statement, didn't you? A. I don't recall the title of the documents. It

would have included wage statements, wage loss statements. Q. Did you make any consideration of what, if any,

legal fees Mr. Baxter paid? A. Q. A. Q. I do not recall. Do you know what Mr. Baxter paid in legal fees? I don't recall the amount at this time. Did you ever do a calculation as to what the

benefit savings were as a result of offsetting Mr. Baxter's medical malpractice settlement recovery? A. Q. No, I did -- I have not. Would it be fair to say the savings would have

been $13,500 per month?
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A.

I don't believe that is correct based on page 3 of

this exhibit in front of me. Q. Well, you determined the net benefit payable to

Mr. Baxter after the offset would have been $1500 per month; correct? A. Q. That is correct. And prior to the offset, he was receiving $15,000

per month in benefits; is that correct? A. Q. right? A. Q. Yes, sir. So it would have been about $13,000 a month that No, that is not correct. It was 15,000 less the Social Security offset;

was reduced to $1500 a month; right? A. Q. Correct. And you asserted that Mr. Baxter should pay back

Sun Life $375,480 that he had already received; is that correct? A. Q. That is correct. And with respect to future savings, benefits would

be payable until Mr. Baxter reached the age of 65; is that correct? A. Q. I don't recall the expiry date on this claim. I'm sorry. Go ahead.
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MR. SCHMIDTKE: your answer.

Go ahead and finish

It depends on the provisions of the policy, either

age 65 or Social Security, SSA retirement eligibility. Q. So Mr. Baxter would have had at least 20 more

years of payments after April 1st, 2008; is that correct? A. Q. Yes. And there would have been a savings of over

$11,000 per month for each of those monthly payments that would have been paid into the future; correct? A. Q. Yes. Now, after you issued your letter, at some point

you retained an attorney in Indiana for an expert opinion; is that right? A. I don't -- I don't know. My involvement -- I was

not involved in the appeal process on this claim. Q. Did you have any discussion with anybody involved

in the appeal process? A. Q. No. You were completely isolated from the appeal

process; is that right? A. Q. Yes. So you never had an opportunity to review the

appeal submission that my office made on behalf of Mr.
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Baxter; is that right? A. I did have an opportunity. I would have had an

opportunity to review your appeal submission, and upon receipt of that request for appeal, I would have forwarded the appeal request on to our appeal staff to process the request. Q. A. please? Q. Sure. You didn't have any input once the appeal You felt that you yourself put into that? You cut out. Could you repeat the question,

request was made; is that correct? A. Q. I had no input on the appeal. At any time while you were involved with Mr.

Baxter's claim, did anyone else at Sun Life tell you how to handle the claim or offer you any guidance as to how to handle the offset issues with respect to the claim? A. Q. No. After you made the claim determination with

respect to the offset for the medical malpractice recovery, did anyone at Sun Life make any alterations or changes in the determination that you had reached? A. Q. Not that I am aware of. Does Sun Life have any -- strike that. During the time you've been employed by Sun Life,
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have you ever learned of any quotas or requirements with respect to the amount of benefits that were expected to be paid in long-term disability claims? A. Q. No. Now, you've been at Sun Life since approximately

2005, 2006? A. Q. screen. A. September of 2004. I'm sorry. Something flashed up on my computer

Could you repeat that? September of 2004. (Exhibit 11, 2/27/02 e-mail, marked.)

Q. 11.

Can you turn your attention, please, to Exhibit

Have you ever seen Exhibit 11 before? A. Q. Not that I can recall. I recognize that it was created before you became

an employee of Sun Life. A. Q. That is correct. But if you look right after the list of

recipients, there's some writing that starts, "Good morning. board." Have you ever seen a white board or a blackboard at Sun Life as to -- that provides information with respect to claim terminations or claim savings?
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Right now, as you may be able to tell from the

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A. Q.

No, not that I can recall. Have you ever heard any talk at Sun Life about

there being such a board at some time in the past? A. Q. No. Have you ever been given any guidelines at Sun

Life with respect to numbers of terminations that you were expected to achieve? A. Q. No. Have you ever been given any guidelines at Sun

Life with respect to the amount of claim savings that you were expected to achieve in any calendar period? A. Q. No. Have you ever received any commendation or mention

with respect to any amount of savings in claims payments that your work has achieved at Sun Life? A. Q. No. Are you ever provided any information at Sun Life

as to the claims department's financial goals? A. Q. No. Are you ever provided any information with respect

to the company's financial performance? A. Q. A. Yes. How is that information conveyed? Through company meetings.
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Q. A. Q.

How frequently are those meetings held? At least annually. And can you tell me what kind of information is

conveyed at those meetings? A. Company performance, industry performance,

comparison to the industry. Q. A. Do you own any stock in Sun Life? I believe some of my 401(k) portfolio is -- a

percentage of it is in Sun Life Financial. Q. Outside of your 401(k), do you have any

investments in Sun Life Financial? A. Q. No. Do you ever receive any stock options in Sun Life

Financial? A. Q. No. Are you ever given any departmental goals with

respect to financial performance? A. Q. No. Is your claims unit ever compared to other

comparable claims units within Sun Life as far as your financial performance? A. Q. No. Are you aware of any other claims consultants such

as yourself who have been terminated on account of making
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inaccurate claims decisions? A. Q. No. Are you aware of -- strike that. Is there any type of a mechanism in place at Sun Life to either reward your accuracy in making claim determinations or to punish inaccuracy? A. Q. Could you rephrase the question? I'll try. Is there any type of policy that you're subject to that would either reward you for your claim accuracy or punish you in some respect if you were found to have been inaccurate in making claim decisions? A. Q. A. Life. Yes. And can you tell me what that policy consists of? I don't know of a policy as a document within Sun However, what I understand that you're referencing

would be applicable to our audit system, and if we are not accurate in our claim administration, it would reflect in our audits. As such, we may not be rated as high on our

annual performance. Q. Do you receive copies of -- we had that break-up. Do you have copies of the audit reports that are done with respect to your work? A. Yes.
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Q. A. Q.

With what frequency? Once a quarter. Do the audit reports discuss individual claims or

do they look at your performance in the aggregate? A. Q. Individual claims. Do the audit reports reflect the value of the

claims as far as the monthly benefits? A. Q. A. Q. No. Do the audit reports reflect claim reserves? No. Sure. Can I strike that last? I don't recall.

Have you ever received an audit report that

has documented any claim savings that you've achieved? A. Q. No. Have you ever received an audit report that

documents possible claim overpayment as a result of your work? A. Q. No. During your entire tenure at Sun Life, has anyone

ever told you that you needed either to terminate or reduce the payments on any number of claims? A. Q. No. During your entire employment at Sun Life, has

anyone told you that the claims department needs to terminate more claims or reduce the claim payment?
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A. Q.

No. If you were to handle the offset issues with

respect to Mr. Baxter's claim again, as if you had never looked at it before, sitting here today, would you make the same decision? A. Yes. MR. DeBOFSKY: my notes. I just need to check

I think we're done. Thanks, Mark. Hold on a second. I'm

MR. SCHMIDTKE: MR. DeBOFSKY:

just going to put it on mute. MR. SCHMIDTKE: (Recess: Okay.

2:57 p.m. to 2:57 p.m.) I think we're all set.

MR. DeBOFSKY:

I appreciate your time, Mr. Goodall. THE WITNESS: MR. SCHMIDTKE: Thank you, sir. Mark, could you give

me a minute to pow-wow with Katy, and then we'll be right back. MR. DeBOFSKY: (Recess: Sure thing.

2:57 p.m. to 3:00 p.m.) Mark, we don't have

MR. SCHMIDTKE: anything.

I'm going to have Mr. Goodall

read the transcript.
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So, Mr. Court Reporter, when you have it transcribed, you can send me an e-mail and just send it to me, and I'll get it to Mr. Goodall, and he'll review it and then we'll get any changes to you. should be all set. MR. DeBOFSKY: Good. 3:00 p.m.) And we

(Deposition concluded:

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ERRATA SHEET DISTRIBUTION INFORMATION DEPONENT'S ERRATA & SIGNATURE INSTRUCTIONS

ERRATA SHEET DISTRIBUTION INFORMATION

The original of the Errata Sheet has been delivered to Mark E. Schmidtke, Esquire. When the Errata Sheet has been completed by the deponent and signed, a copy thereof should be delivered to each party of record and the ORIGINAL forwarded to Mark D. DeBofsky, Esquire, to whom the original deposition transcript was delivered.

INSTRUCTIONS TO DEPONENT

After reading this volume of your deposition, please indicate any corrections or changes to your testimony and the reasons therefor on the Errata Sheet supplied to you and sign it. DO NOT make marks or notations on the Add additional sheets if

transcript volume itself. necessary.

Please refer to the above instructions for

Errata Sheet distribution information.

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PLEASE ATTACH TO THE DEPOSITION OF OTIS ROBERT GOODALL CASE: TED BAXTER VS. SUN LIFE ASSURANCE COMPANY OF CANADA AUGUST 5, 2010 ERRATA SHEET Please refer to Page 37 for Errata Sheet instructions and distribution instructions. PAGE LINE CHANGE REASON

DATE TAKEN:

___________________________________________________________ ___________________________________________________________ ___________________________________________________________ ___________________________________________________________ ___________________________________________________________ ___________________________________________________________ ___________________________________________________________ I have read the foregoing transcript of my deposition, and except for any corrections or changes noted above, I hereby subscribe to the transcript as an accurate record of the statements made by me.

Executed this _____ day of ____________, 2010.

_____________________ OTIS ROBERT GOODALL

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COMMONWEALTH OF MASSACHUSETTS

SUFFOLK, SS.

I, JAMES A. SCALLY, RMR, CRR, a Certified Shorthand Reporter and Notary Public duly commissioned and qualified in and for the Commonwealth of Massachusetts, do hereby certify that there came before me on the 5th day of August, 2010, at 1:59 p.m., the person hereinbefore named, OTIS ROBERT GOODALL, who provided satisfactory evidence of identification as prescribed by Executive Order 455 (03-13) issued by the Governor of the Commonwealth of Massachusetts, was by me duly sworn to testify to the truth and nothing but the truth of his knowledge concerning the matters in controversy in this cause; that he was thereupon examined upon his oath, and his examination reduced to typewriting under my direction; and that this is a true record of the testimony given by the witness to the best of my ability. I further certify that I am neither attorney or counsel for, nor related to or employed by, any of the parties to the action in which this deposition is taken, and further, that I am not a relative or employee of any attorney or counsel employed by the parties hereto or financially interested in the action.

My Commission Expires:

April 23, 2015

_________________________ James A. Scally, RMR, CRR CSR/Notary Public

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Ted Baxter v. Sun Life Assurance Company of Canada 16:24

Otis Robert Goodall August 5, 2010 administer (1) 8:21 administering (1) 21:20 administration (2) 7:21;33:18 administrators (1) 10:15 age (2) 27:21;28:4 aggregate (1) 34:4 agree (1) 16:21 ahead (4) 13:9;21:24;27:24;28:1 al (1) 22:24 allow (1) 17:13 alterations (1) 29:20 Amendment (1) 20:11 amount (5) 26:5,18;30:2;31:10,14 analysts (2) 8:22,22 and/or (1) 13:1 annual (1) 33:20 Annually (2) 12:22;32:2 answer (6) 5:5;6:23;18:22;23:15,15; 28:2 anybody (4) 9:2;14:12;25:19;28:17 appeal (10) 28:16,18,20,24;29:3,4,5, 5,10,12 applicable (10) 15:22;17:3,9,16,19;18:4, 17;19:4,18;33:17 applied (4) 16:22;18:1;19:8,22 apply (2) 16:19;17:12 appraisal (2) 12:23;13:1 appreciate (1) 35:15 appropriate (2) 7:5;11:2 approximately (5) 6:5,6;9:10;15:5;30:5 April (2) 6:2;28:6 area (1) 9:14 areas (1) 10:24 asserted (1) 27:16 assigned (4) 13:7,8,9;15:4 assignment (1) 15:11 assist (1) 12:16 assume (2) 7:5;8:4 attention (4) 18:8;23:24;25:5;30:12 attorney (1) 28:13 attributable (2) 23:10;26:5 attributed (1) 26:1 audit (13) 11:1,4,8,10,12,15;33:17, 22;34:3,6,9,11,14 audited (1) 11:6 audits (1) 33:19 audit's (1) 11:15 aware (10) 4:10;11:22;12:1;18:10, 12;22:17;24:24;29:22; 32:23;33:3

$
$11,000 (1) 28:9 $13,000 (1) 27:13 $13,500 (1) 26:24 $15,000 (1) 27:7 $1500 (2) 27:4,14 $375,480 (1) 27:17

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5 (7) 25:3,5,6,9,12,22,24 50 (1) 15:9

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1 (7) 16:3,10,14,24;18:9;19:4, 18 11 (3) 30:11,13,13 15 (2) 6:6,13 15,000 (1) 27:10 1965 (1) 6:2 1988 (1) 7:12 1f (2) 17:7,9 1st (1) 28:6

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Abilene (1) 7:11 able (2) 9:21;30:20 access (2) 13:21,22 account (2) 9:23;32:24 accuracy (4) 11:20,24;33:5,10 accurate (2) 11:16;33:18 achieve (2) 31:7,11 achieved (2) 31:15;34:12 adjudicate (2) 8:21;15:12 adjudicated (2) 18:18;19:3 adjudicating (3) 23:5;24:8,13

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Ted Baxter v. Sun Life Assurance Company of Canada 6:14 Benefit (4) 16:11;17:10;26:20;27:3 Benefits (6) 16:12;24:17;27:8,20; 30:2;34:7 beyond (1) 12:15 birth (1) 6:1 bit (5) 5:24;7:9;10:6;21:8;22:1 blackboard (1) 30:22 board (4) 10:15;30:21,22;31:3 bonus (4) 10:13,17,21;12:2 bonuses (1) 10:9 Brasier (4) 13:10,11,17;15:11 break (2) 6:21,24 break-up (1) 33:21 brief (1) 8:1 Business (1) 24:4 Christian (1) 7:12 circle (1) 10:5 claim (70) 5:23;8:18,20,22;10:3,5; 11:3,13,16,21,24;12:18; 13:1,2,5,7,8,11,14,18,21,21, 24;14:7,9,11,14,20;15:1,5, 10,12,13,16,22;17:4,9; 18:15,18;19:4,5,8,9,12,17, 21,22,23;21:20;23:6;24:8, 14;27:23;28:16;29:14,15, 16,18;30:24,24;31:10;33:5, 10,12,18;34:9,12,15,24; 35:3 claimant (1) 9:22 claims (23) 8:22;9:1,8,21;15:5,7; 19:7,16;22:21;23:22;30:3; 31:14,18;32:19,20,23;33:1; 34:3,5,7,20,23,24 classification (1) 12:8 clear (2) 7:3;21:18 clearly (1) 5:10 come (2) 13:7;15:21 commendation (3) 11:23;12:17;31:13 commendations (1) 12:10 companies (2) 20:4,6 company (6) 10:16,22;12:4;20:24; 31:24;32:5 company's (1) 31:21 comparable (2) 22:14;32:20 compared (1) 32:19 comparison (1) 32:6 compensation (9) 10:8,9,10,13,18,21;12:3; 17:13;19:24 Compiled (2) 17:24;18:4 complaint (2) 26:8,10 completely (1) 28:20 complying (1) 11:1 computer (1) 30:8 conclude (1) 17:18 concluded (1) 36:8 conclusion (1) 23:19 confirm (1) 4:2 conflict (2) 20:21;21:1 Connor (1) 14:21 conservative (1) 26:8 consideration (3) 6:22;24:19;26:14 considered (2) 11:11;15:2 consisted (1) 26:10 consists (1) 33:14 consult (6) 14:12,16;24:14;25:11,14, 19 consultant (3) 8:18,20;13:14 consultants (1) 32:23 consulted (2) 14:17;25:15 contained (1) 11:13 content (1) 25:18 contents (2) 25:12,24 context (1) 19:24 contexts (1) 6:9 contract (2) 8:2;18:24 convenience (1) 4:4 conveyed (2) 31:23;32:4 copies (2) 33:21,22 copy (3) 16:3,4;23:4 Corporation (1) 22:24 correct (20) 8:9;15:1;19:5,6;25:1; 26:1,3;27:1,5,6,8,9,15,18, 19,22;28:6,10;29:11;30:17 correctly (1) 18:16 couldn't (1) 5:10 counsel (1) 25:15 couple (1) 7:18

Otis Robert Goodall August 5, 2010 course (3) 11:19;14:11,13 courses (1) 7:18 coursework (1) 7:16 court (7) 4:6,12;5:9;6:15;16:1; 22:10;36:1 coverage (1) 9:16 created (1) 30:15 criteria (2) 10:12,17 criticism (1) 11:20 current (2) 7:22;8:9 cut (1) 29:8 cutting (2) 21:5,8

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Otis Robert Goodall August 5, 2010 form (2) 18:20;23:12 forwarded (1) 29:4 found (1) 33:11 frequency (1) 34:1 frequently (2) 12:20;32:1 front (2) 24:1;27:2 further (1) 22:1 future (2) 27:20;28:10

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Otis Robert Goodall August 5, 2010 long-term (4) 8:21;9:11;16:15;30:3 look (7) 5:12;20:2,12,14;23:1; 30:18;34:4 looked (2) 20:8;35:4 looking (1) 5:9 loss (1) 26:13 lost (5) 21:13;23:10,18;26:2,5 loud (1) 6:16

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Katy (1) 35:18 keep (1) 22:2 Kelly (1) 22:22 kind (2) 7:23;32:3 know (9) 4:8;11:9;13:17;21:6,24; 24:22;26:17;28:15;33:15

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Ted Baxter v. Sun Life Assurance Company of Canada month (6) 26:24;27:5,8,13,14;28:9 monthly (2) 28:9;34:7 months (1) 8:13 morning (1) 30:20 mute (1) 35:11 28:24 official (2) 4:5,5 offset (21) 15:19,22;16:22,23;17:3; 18:6;19:5,8;20:2;21:11; 22:17;23:5;24:8,14,17; 27:4,7,10;29:16,19;35:2 offsets (1) 18:15 offsetting (1) 26:20 Okay (6) 4:11;5:11;6:13,24;16:9; 35:12 once (2) 29:10;34:2 ones (1) 17:6 one-third (3) 26:1,4,6 opinion (1) 28:13 opportunity (3) 28:23;29:2,3 options (1) 32:13 order (1) 20:17 OTIS (1) 5:1 outside (2) 25:21;32:10 overpayment (1) 34:15 pending (1) 6:23 percentage (1) 32:9 perfectly (1) 5:15 performance (15) 10:22,23,24;12:4,4,20,23, 24;31:21;32:5,5,17,21; 33:20;34:4 performing (2) 11:12;12:15 performs (1) 11:8 period (2) 21:23;31:11 personal (2) 19:23;21:12 personally (1) 18:2 personnel (1) 15:3 place (1) 33:4 planned (1) 14:13 please (8) 10:1;20:12;22:10;23:1, 24;25:5;29:9;30:12 pm (5) 35:13,13,21,21;36:8 point (1) 28:12 policies (3) 8:2;18:10;22:19 policy (13) 16:16,17,20,23;20:14,23; 21:18,21;24:15;28:3;33:9, 14,15 portfolio (1) 32:8 posed (1) 22:7 position (5) 7:22;8:14,17;12:7;13:13 possible (1) 34:15 post (1) 7:10 potential (3) 15:18;23:5;24:13 potentially (2) 17:12;24:16 pow-wow (1) 35:18 praise (1) 11:23 prepared (1) 25:12 preserve (1) 4:9 pretty (1) 6:14

Otis Robert Goodall August 5, 2010 previous (2) 6:11;19:7 previously (1) 22:15 prior (9) 9:5;18:23;19:12,16,21, 21;23:2;25:22;27:7 probably (2) 6:17;7:2 procedures (2) 14:8;24:5 proceed (1) 20:18 Process (5) 24:5;28:16,18,21;29:5 Processing (1) 23:22 production (1) 5:2 promotion (1) 12:7 provided (3) 26:9;31:17,20 providers (1) 17:11 provides (1) 30:23 provision (12) 16:21,23;17:2,3,24;18:3, 9,17;19:8;20:24;22:14,18 Provisions (3) 16:11;20:3;28:3 Public (1) 5:4 punish (2) 33:6,11 purpose (1) 11:15 put (2) 29:7;35:11

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name (1) 25:16 narrowly (1) 20:19 nature (2) 11:3;22:2 near (1) 22:18 need (1) 35:7 needed (1) 34:19 needs (1) 34:23 negligence (1) 9:23 net (1) 27:3 never (2) 28:23;35:3 Northwestern (1) 22:23 Notary (1) 5:4 notes (1) 35:8 notice (1) 12:14 number (4) 9:21;10:1;18:8;34:20 numbered (2) 16:23;20:15 numbers (1) 31:6

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rated (1) (5) month - rated

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Ted Baxter v. Sun Life Assurance Company of Canada 33:19 reached (2) 27:21;29:21 read (3) 22:9,11;35:24 ready (1) 4:16 really (1) 21:15 recall (22) 12:5;13:6;15:6,20;19:13, 20;20:7,9;22:6,16,20;24:9; 25:10,20;26:6,12,16,18; 27:23;30:14;31:1;34:10 receipt (1) 29:4 receive (7) 7:23;9:17;10:13;12:17; 25:21;32:13;33:21 received (13) 7:13;12:6,10,14,23; 15:10;17:11,14;23:19; 27:17;31:13;34:11,14 receiving (1) 27:7 reception's (1) 21:8 Recess (2) 35:13,21 recipients (1) 30:19 recognition (1) 12:11 recognize (3) 16:16,18;30:15 recollection (2) 13:23;14:3 record (5) 4:5,5;5:16;6:19;22:11 recovery (3) 18:5;26:21;29:19 reduce (2) 34:19,24 reduced (1) 27:14 reference (3) 17:10;22:13;24:5 referencing (2) 18:23;33:16 reflect (4) 5:16;33:18;34:6,9 reflected (1) 24:12 regard (1) 8:2 relate (1) 21:1 relates (3) 21:4,4,10 relation (2) 5:23;14:6 release (3) 22:21;23:10;24:15 Min-U-Script® remember (1) 18:23 repeat (3) 7:4;29:8;30:9 rephrase (3) 7:5;19:1;33:7 replaced (1) 18:11 report (5) 8:23;9:1,2;34:11,14 reporter (6) 4:6;5:10;6:15;16:1; 22:10;36:1 reporter's (1) 4:13 reports (4) 33:22;34:3,6,9 represent (2) 16:14;20:13 represents (2) 16:15;24:3 request (4) 29:4,5,6,11 requirements (1) 30:1 rescinded (1) 19:19 reserves (5) 13:21,22,23;14:4;34:9 respect (23) 7:22;9:20;12:2,18;13:15; 14:6,13;16:22;18:15;25:11; 27:20;29:16,19;30:2,23; 31:6,10,14,20;32:17;33:11, 23;35:3 responsibilities (1) 8:20 result (4) 6:11;23:19;26:20;34:15 results (2) 11:1,4 retained (1) 28:13 retirement (1) 28:4 reversed (1) 19:18 review (4) 26:8;28:23;29:3;36:4 reviewed (2) 9:22;18:14 reward (2) 33:5,10 right (10) 4:7;7:9;27:11,14;28:14, 21;29:1;30:18,20;35:19 ROBERT (3) 5:1,17;25:4 role (1) 5:23 rule (1) 7:2 rules (1) 6:14

Otis Robert Goodall August 5, 2010 Social (2) 27:10;28:4 software (1) 8:2 solely (1) 20:20 sorry (6) 13:9;17:15;21:7;22:8; 27:24;30:8 sound (1) 5:13 speaks (1) 23:14 specialized (2) 7:23;9:17 specific (5) 12:10;13:6;15:11;16:21; 21:13 specifically (5) 16:19;17:20;18:1;23:9; 26:6 spelled (1) 25:17 SSA (1) 28:4 staff (2) 11:9;29:5 start (1) 14:20 started (2) 13:20,24 starts (1) 30:19 state (2) 17:12,22 statement (2) 23:8;26:11 statements (2) 26:13,13 Statutes (2) 17:24;18:4 step (1) 20:17 stock (2) 32:7,13 strike (4) 24:19;29:23;33:3;34:10 structural (2) 20:21;21:1 structure (1) 10:8 subject (1) 33:9 submission (2) 28:24;29:3 subsequently (1) 14:22 suggest (1) 15:23 suit (1) 18:6 sums (1) 21:13 (6) reached - sums

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satisfactorily (1) 5:2 savings (8) 26:20,23;27:20;28:8; 30:24;31:10,14;34:12 saw (1) 26:11 SCHMIDTKE (14) 4:1,11,14;16:7;18:19; 20:16;21:7,17;23:11;28:1; 35:9,12,17,22 school (1) 7:10 screen (1) 30:9 second (2) 16:24;35:10 Section (1) 16:10 Security (2) 27:10;28:4 see (1) 24:12 seen (6) 10:17;18:3;22:14;23:2; 30:13,22 selected (1) 13:17 send (2) 36:2,3 senior (1) 13:14 September (2) 30:7,10 set (2) 35:14;36:6 settled (1) 24:24 settlement (5) 17:11;21:12;23:20;26:2, 21 seven (1) 9:10 shake (1) 6:16 shoulders (1) 6:17 shrug (1) 6:17 sir (3) 11:5;27:12;35:16 sitting (1) 35:4 situations (1) 12:16 sketch (1) 7:10 Skype (3) 4:3,3,9

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Ted Baxter v. Sun Life Assurance Company of Canada Sun (43) 5:18;6:7;7:24;8:1,9,12, 14,20;9:5,20;10:8;11:19; 12:6,11,21,24;14:12;18:9; 19:19;22:17;24:5;27:17; 29:14,20,23,24;30:5,16,23; 31:2,5,9,15,17;32:7,9,11, 13,20;33:4,15;34:18,22 supervise (1) 13:15 sure (9) 6:13,15;15:2;18:15; 21:10,21;29:10;34:11; 35:20 swear (1) 4:16 Swiss (5) 9:6,9,11,14,18 sworn (1) 5:3 Symonds (2) 25:16,19 S-y-m-o-n-d-s (1) 25:17 system (1) 33:17 systems (1) 8:2 testimony (1) 18:16 Thank (1) 35:16 Thanks (2) 16:8;35:9 that's (2) 6:21;16:23 there's (2) 22:12;30:19 thing (1) 35:20 things (2) 8:3;11:3 think (7) 6:17;18:21,22;21:3;22:1; 35:8,14 third (1) 20:14 time (23) 6:21;7:24;9:18,18;13:20, 24;14:18;15:4,8,13;16:3; 18:14,17;19:3;23:4;24:7, 13;25:16;26:18;29:13,24; 31:3;35:15 timelines (1) 11:2 times (1) 19:11 title (5) 8:23;11:8,9;14:24;26:12 titles (1) 15:2 today (2) 23:2;35:4 told (2) 34:19,23 topic (1) 21:16 tort (1) 17:21 training (3) 7:23;8:1;9:17 transcribed (1) 36:2 transcript (3) 4:6,13;35:24 transmission (1) 4:9 try (3) 5:20;21:9;33:8 turn (3) 23:24;25:5;30:12 Turning (1) 18:8 twice (1) 12:14 two (4) 16:15,16,18;21:16 type (5) 10:9;11:11;12:7;33:4,9 typically (1) 15:7

Otis Robert Goodall August 5, 2010

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written (2) 10:17;23:13

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