Weather Underground, Incorporated v. Navigation Catalyst Systems, Incorporated et al

Filing 212

DECLARATION by David Graff re 211 Reply to Response to Motion filed by Epic Media Group, Incorporated (Delgado, William)

IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF MICHIGAN

THE WEATHER UNDERGROUND, INC.,
a Michigan corporation,
Plaintiff,
Case No. 2:09-CV-10756
Hon. Marianne O. Battani

vs.
NAVIGATION CATALYST SYSTEMS, INC.,
a Delaware corporation; CONNEXUS CORP.,
a Delaware corporation; FIRSTLOOK, INC.,
a Delaware corporation; and EPIC MEDIA
GROUP, INC., a Delaware corporation,

Defendants.
______________________________________________________________________
Enrico Schaefer (P43506)
Brian A. Hall (P70865)
TRAVERSE LEGAL, PLC
810 Cottageview Drive, Unit G-20
Traverse City, MI 49686
231-932-0411
[e-mail]
[e-mail]
Lead Attorneys for Plaintiff

William A. Delgado
WILLENKEN WILSON LOH & LIEB LLP
707 Wilshire Boulevard, Suite 3850
Los Angeles, CA 90017
[phone]
[e-mail]
Lead Counsel for Defendants

Nicholas J. Stasevich (P41896)
Benjamin K. Steffans (P69712)
BUTZEL LONG, P.C.
Anthony P. Patti (P43729)
150 West Jefferson, Suite 100
HOOPER HATHAWAY, PC
Detroit, MI 48226
126 South Main Street
[phone]
Ann Arbor, MI 48104
[e-mail]
734-662-4426
[e-mail]
[e-mail]
Local Counsel for Defendants
Attorneys for Plaintiff
______________________________________________________________________
SECOND DECLARATION OF DAVID GRAFF IN SUPPORT OF
EPIC MEDIA’S MOTION FOR SUMMARY JUDGMENT

I, David Graff, declare as follows:
1.

I am over the age of eighteen and am the General Counsel of The Epic Media

Group, Inc. (“Epic Media”), defendant in this matter. In my role as General Counsel, I am
familiar with the acquisition of Connexus Corporation and its subsidiaries (collectively
“Connexus” unless otherwise indicated) and the overall legal structure and management of Epic
Media and its subsidiaries.
2.

In addition, I was designated as the 30(b)(6) designee for Epic Media on the

following topics requested by Plaintiff: (i) the agreement between Epic Media and Connexus; (ii)
the acquisition of Connexus; (iii) the creation and operation of Emerald Acquisition Group One
(“Emerald”); and (iv) the governance structure of Epic Media and its subsidiaries. To prepare
for that deposition, I reviewed various company documents that pertain to these topics and
consulted with other corporate officers to educate myself as much as possible. I appeared for
deposition on June 24, 2011.
3.

Based on the foregoing, I have personal knowledge of the facts stated herein

except where stated on information and belief, and, as to those matters, I believe them to be true.
4.

As I explained during my deposition, Epic Media and its subsidiary, Connexus

Corporation, transfer cash between the two entities.
5.

The inter-company cash transfers are recorded and treated as legitimate

obligations. Put differently, the company that owes money treats the debt as an “account
payable” and the company that is owed the money treats the debt as an “account receivable.”
6.

Concurrently filed under seal as Exhibit L is a true and correct copy of a

document entitled “Cash-Intercompany Receivable-Payable” which was produced as

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CERTIFICATE OF SERVICE

I hereby certify that on August 30, 2011, I electronically filed the foregoing paper
with the Court using the ECF system which will send notification of such filing to the
following:
Enrico Schaefer (P43506)
Brian A. Hall (P70865)
TRAVERSE LEGAL, PLC
810 Cottageview Drive, Unit G-20
Traverse City, MI 49686
231-932-0411
[e-mail]
[e-mail]
Lead Attorneys for Plaintiff

Nicholas J. Stasevich (P41896)
Benjamin K. Steffans (P69712)
BUTZEL LONG, P.C.
150 West Jefferson, Suite 100
Detroit, MI 48226
[phone]
[e-mail]
[e-mail]
Local Counsel for Defendants

Anthony P. Patti (P43729)
HOOPER HATHAWAY, PC
126 South Main Street
Ann Arbor, MI 48104
734-662-4426
[e-mail]
Attorneys for Plaintiff

William A. Delgado
WILLENKEN WILSON LOH & LIEB LLP
707 Wilshire Boulevard, Suite 3850
Los Angeles, CA 90017
[phone]
[e-mail]
Lead Counsel for Defendants

/s/William A. Delgado
William A. Delgado
WILLENKEN WILSON LOH & LIEB LLP
707 Wilshire Boulevard, Suite 3850
Los Angeles, CA 90017
[phone]
[e-mail]
Lead Counsel for Defendants

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