1006-00005 · Crestline Packaging Solutions LLC · Discovery

first-discovery-requests.docx DOCUMENT Litigation

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CAUSE NO. 342-2021-04871-TX

IN THE 342ND JUDICIAL DISTRICT COURT TARRANT COUNTY, TEXAS

PLAINTIFF'S FIRST SET OF INTERROGATORIES AND REQUESTS FOR PRODUCTION OF DOCUMENTS TO DEFENDANT RIDGEWAY FREIGHT SERVICES INC.

TO: Defendant Ridgeway Freight Services Inc., by and through its attorneys of record, Bartlett, Hogue & Sinclair LLP, 801 Cherry Street, Suite 3400, Fort Worth, Texas 76102 (Marcus T. Hogue, Partner; Reyna Villarreal, Associate):

Plaintiff Crestline Packaging Solutions LLC ("CPS") hereby propounds the following Interrogatories and Requests for Production of Documents to Defendant Ridgeway Freight Services Inc. ("Ridgeway") pursuant to Rules 196 and 197 of the Texas Rules of Civil Procedure. CPS requests that Ridgeway answer each Interrogatory fully and under oath, and produce all responsive documents, within thirty (30) days of the date of service of these discovery requests, as required by the Texas Rules of Civil Procedure.

In answering these Interrogatories and responding to these Requests for Production, Ridgeway is reminded of its continuing duty to supplement and amend its responses as additional or corrective information becomes available, as required by Texas Rule of Civil Procedure 193.5.

DEFINITIONS AND INSTRUCTIONS

A. Definitions. As used in these Interrogatories and Requests for Production, the following terms shall have the meanings set forth below:

1. "MTSA" means the Master Transportation Services Agreement dated April 15, 2019, between CPS and Ridgeway, including all Exhibits thereto, and specifically including Exhibit A (Scope of Services), Exhibit B (Rate Schedule), and Exhibit C (Fuel Surcharge Formula), together with any and all written amendments, addenda, or supplements thereto.

2. "Overcharge Period" means the twenty-six (26) month period from February 1, 2019, through March 31, 2021, inclusive.

3. "Document" or "Documents" shall be given the broadest meaning permitted under Texas Rule of Civil Procedure 192.3(b) and shall include, without limitation, all electronically stored information ("ESI"), papers, writings, correspondence, letters, memoranda, emails, text messages, instant messages, notes, file memoranda, reports, studies, analyses, spreadsheets, databases, invoices, receipts, bills of lading, delivery receipts, proof of delivery, weight tickets, checks, wire transfer confirmations, contracts, agreements, amendments, supplements, addenda, proposals, presentations, charts, graphs, photographs, recordings, voicemails, audio files, video files, and any other recorded information, regardless of format, medium, or manner of storage, whether in paper form, electronic form, or any other form, and including all drafts, copies, and non-identical duplicates thereof.

4. "Communication" or "Communications" means any oral, written, or electronic exchange, transmission, or sharing of information between or among two or more persons, including but not limited to emails, text messages, SMS messages, instant messages (including messages sent via Meridian Solutions, Northgate Data Systems, or similar platforms), letters, memoranda, telephone calls, voicemails, video conferences, virtual meetings, in-person conversations, and any other form of exchange of information, regardless of the medium or manner of the exchange.

5. "You," "Your," and "Ridgeway" mean Defendant Ridgeway Freight Services Inc., and shall include its current and former officers, directors, employees, agents, representatives, subsidiaries, affiliates, parent entities, predecessors, successors, assigns, and any other persons or entities acting on Ridgeway's behalf or at Ridgeway's direction.

6. "CPS Account" means Ridgeway's account, customer file, customer number, customer record, or any other records, files, data, or information maintained by Ridgeway relating to or associated with Crestline Packaging Solutions LLC as a customer of Ridgeway, however denominated or organized in Ridgeway's systems.

7. "Person" means any natural person, corporation, partnership, limited partnership, limited liability company, joint venture, association, trust, estate, governmental entity, agency, or any other legal or business entity.

8. "Identify" when used with respect to a person means to state the person's full legal name, title or job position, job description or responsibilities, employer (including the name and address of the employer), current business address, telephone number, and email address. If any of the foregoing information is unknown, so state, and provide as much identifying information as is known or reasonably available.

9. "Identify" when used with respect to a document means to state the document's title or description, date of creation or execution, author or originator, recipient(s), and the present custodian or location of the document or, if the document is no longer in existence, the last known custodian and the circumstances of the document's loss, destruction, or unavailability.

10. "Relate to," "Relating to," or "Related to" means concerning, referring to, reflecting, evidencing, describing, constituting, containing, mentioning, discussing, analyzing, summarizing, memorializing, recording, or pertaining to the subject matter in question, whether directly or indirectly, in whole or in part.

B. General Instructions

1. Completeness of Response. If any Interrogatory cannot be answered in full, Ridgeway shall answer to the fullest extent possible and shall state with specificity the reasons for its inability to provide a complete answer. If information is not available or not within Ridgeway's possession, custody, or control, Ridgeway shall so state and shall identify any person or entity believed to possess such information.

2. Privilege Log. If any Document or Communication responsive to these requests is withheld in whole or in part on the basis of attorney-client privilege, work product protection, or any other privilege, immunity, or objection, Ridgeway shall provide a privilege log in compliance with Texas Rule of Civil Procedure 193.3. The privilege log shall identify, for each document or communication withheld: (a) the date of the document or communication; (b) the author or originator; (c) each recipient and any persons copied; (d) a general description of the subject matter sufficient to enable CPS to assess the claim of privilege without revealing privileged information; and (e) the specific privilege, immunity, or objection asserted as the basis for withholding the document or communication.

3. Organization of Production. Documents produced in response to these Requests shall be produced as they are kept in the usual course of business, or shall be organized and labeled to correspond with the categories in each Request for Production. To the extent that documents are produced in electronic form, they shall be produced in a format that is reasonably usable and that preserves existing metadata.

4. Lost or Destroyed Documents. If any Document or Communication responsive to these requests has been lost, destroyed, discarded, or is otherwise unavailable, Ridgeway shall identify the document or communication with as much specificity as possible and shall state: (a) the circumstances of its loss, destruction, or unavailability; (b) the date on which the document was lost or destroyed; (c) the identity of the person(s) responsible for or involved in its loss or destruction; and (d) any applicable document retention or destruction policy.

5. Continuing Duty to Supplement. Ridgeway is reminded of its continuing duty under Texas Rule of Civil Procedure 193.5 to supplement and amend its responses to these Interrogatories and Requests for Production as additional or corrective information becomes available.

6. Time Period. Unless otherwise specified, each Interrogatory and Request for Production covers the Overcharge Period (February 1, 2019, through March 31, 2021) and extends through the date of Ridgeway's response to these discovery requests.

INTERROGATORIES

INTERROGATORY NO. 1:

Identify by full name, title, job description, department, and dates of employment (including start date and, if applicable, end date) each person at Ridgeway who was involved in setting, adjusting, reviewing, approving, implementing, or overseeing the freight rates, fuel surcharge rates, or accessorial charges applied to CPS invoices during the Overcharge Period, including but not limited to personnel in the pricing department, rate management department, operations department, sales department, account management department, billing department, finance department, and executive management. For each person identified, state the nature and extent of that person's involvement with the CPS Account and the specific rates, charges, or billing practices that were the subject of that person's responsibilities.

INTERROGATORY NO. 2:

Describe in detail the process by which Ridgeway calculated the per-mile full truckload ("FTL") rates applied to CPS invoices during the Overcharge Period, including but not limited to the following:

(a) the specific rate schedule, rate table, rate card, or rate matrix used for each shipping lane, including but not limited to the Ohio-to-Texas ("OH→TX"), Indiana-to-Texas ("IN→TX"), and Texas-to-Ohio ("TX→OH") lanes, and any other lanes on which CPS shipments were tendered during the Overcharge Period;

(b) any deviations from the rates set forth in Exhibit B to the MTSA, which specified per-mile FTL rates of $2.18 per mile for the OH→TX lane, $2.04 per mile for the IN→TX lane, and $2.22 per mile for the TX→OH lane, among other lanes;

(c) the reasons for any such deviations, including whether such deviations were the result of manual rate overrides, system errors, policy changes, market adjustments, or any other cause;

(d) the identity of the person or persons who authorized each deviation, including the date of authorization and the method by which authorization was given or documented; and

(e) whether CPS was notified of or consented to any deviation from the Exhibit B rates, and if so, the date, manner, and substance of any such notification or consent, and the identity of the CPS and Ridgeway personnel involved.

INTERROGATORY NO. 3:

Describe in detail the process by which Ridgeway calculated the fuel surcharges applied to CPS invoices during the Overcharge Period, including but not limited to the following:

(a) the specific U.S. Department of Energy ("DOE") diesel price index used for each fuel surcharge calculation, including the name and publication source of the index, the date of the index data point relative to the date of the shipment or invoice, and whether the index data point used was a same-week index, a one-week lagging index, or some other temporal variant;

(b) the formula applied to calculate the fuel surcharge amount for each CPS invoice, including the base diesel price, the per-gallon surcharge increment, and the method by which the surcharge was converted to a per-mile or per-shipment amount;

(c) any deviations from the fuel surcharge formula set forth in Exhibit C to the MTSA, which specified the use of the DOE Weekly Retail On-Highway Diesel Price for the same week as the shipment pickup date;

(d) the reasons for any such deviations, including whether such deviations were the result of system configuration, manual override, policy changes, or any other cause; and

(e) whether CPS was notified of or consented to any deviation from the Exhibit C fuel surcharge formula, and if so, the date, manner, and substance of any such notification or consent, and the identity of the CPS and Ridgeway personnel involved.

INTERROGATORY NO. 4:

Identify each instance in which Ridgeway applied accessorial charges (including but not limited to liftgate fees, detention charges, waiting time fees, re-delivery fees, residential delivery surcharges, inside delivery fees, limited access fees, and any other charges beyond the base freight rate and fuel surcharge) to CPS invoices during the Overcharge Period, and for each such instance, state the following:

(a) the date of the charge;

(b) the invoice number on which the charge appeared;

(d) the type of accessorial charge assessed;

(e) the dollar amount of the charge;

(f) the factual basis supporting the imposition of the charge, including the specific circumstances giving rise to the charge, the name of the driver or other Ridgeway personnel involved in the event giving rise to the charge, and any contemporaneous documentation created at the time the event occurred (e.g., driver notations, wait-time logs, delivery attempt records); and

(g) the specific provision of the MTSA, Exhibit, or other contractual document authorizing the imposition of the charge.

INTERROGATORY NO. 5:

State whether Ridgeway contends that the MTSA was orally modified, amended, supplemented, or otherwise altered at any time during its term, and if so, identify the following for each alleged oral modification or amendment:

(a) the date or dates on which the alleged oral modification or amendment occurred;

(b) the identity of each participant in the conversation, exchange, or negotiation in which the alleged modification was discussed or agreed upon, including both Ridgeway and CPS personnel, stating each person's full name, title, and employer;

(c) the substance of the modification or amendment allegedly agreed upon, including the specific rates, terms, provisions, or obligations of the MTSA that were allegedly modified, and the new rates, terms, provisions, or obligations that allegedly superseded or supplemented the original MTSA terms;

(d) any written memorialization of the alleged modification, including but not limited to emails, memoranda, meeting minutes, file notes, handwritten notes, calendar entries, or correspondence, and the identity, date, and present custodian of any such memorialization; and

(e) the identity of any other person with knowledge of the alleged oral modification, including the basis for that person's knowledge.

In answering this Interrogatory, Ridgeway shall specifically address whether its position is consistent with Section 15.1 of the MTSA, which provides that the MTSA "may not be modified, amended, or supplemented except by a written instrument executed by authorized representatives of both Parties."

INTERROGATORY NO. 6:

Describe in detail Ridgeway's document retention and destruction policies applicable to invoices, billing records, rate files, rate schedules, rate adjustment records, pricing approvals, account management files, and communications with customers, including but not limited to the following:

(a) the current document retention and destruction policy in effect as of the date of Ridgeway's response to this Interrogatory, including the retention periods applicable to each category of document described above;

(b) any changes to Ridgeway's document retention and destruction policies that were made at any time since February 1, 2021, including the date of each change, the nature of the change, the person who authorized the change, and the reason for the change;

(c) the identity of the person or persons responsible for administering, implementing, and overseeing compliance with the document retention and destruction policy, including the person's name, title, and department; and

(d) whether any documents responsive to these Interrogatories or Requests for Production have been destroyed, lost, discarded, overwritten, or are otherwise unavailable, and if so, for each such document, state: (i) a description of the document, (ii) the date of its destruction, loss, or unavailability, (iii) the identity of the person(s) responsible for or involved in the destruction, loss, or unavailability, and (iv) the circumstances of the destruction, loss, or unavailability, including whether the destruction occurred pursuant to a routine retention policy or was otherwise directed.

In answering this Interrogatory, Ridgeway shall specifically address whether it received and complied with CPS's litigation preservation demand dated June 18, 2021, and whether a litigation hold was implemented in response thereto.

INTERROGATORY NO. 7:

State the total amount of revenue Ridgeway received from CPS during the Overcharge Period (February 1, 2019, through March 31, 2021), broken down on a month-by-month basis, and further broken down within each month by the following categories:

(a) base freight charges (FTL per-mile charges);

(b) fuel surcharges;

(c) accessorial charges (broken down by type, including liftgate fees, detention charges, re-delivery fees, and any other accessorial categories); and

(d) any other amounts billed to or collected from the CPS Account, identifying the nature of each such charge.

For each month, state the total amount invoiced and the total amount actually collected, and identify any invoices that remain unpaid or partially unpaid as of the date of Ridgeway's response.

INTERROGATORY NO. 8:

Identify all persons with knowledge of the facts relevant to Ridgeway's Counterclaim for breach of contract based on CPS's termination of the MTSA, as set forth in Ridgeway's Original Counterclaim filed on August 5, 2021, and state the factual basis for the $340,000.00 in alleged lost profits claimed therein, including but not limited to the following:

(a) the methodology used to calculate the alleged lost profits, including whether the calculation was performed internally by Ridgeway personnel or by an outside expert, consultant, or accountant, and if so, the identity of such person or firm;

(b) the time period over which the alleged lost profits are claimed, including the beginning and ending dates;

(c) the revenue assumptions underlying the calculation, including projected shipment volumes, projected rates, and projected fuel surcharges for the CPS Account during the remaining term of the MTSA;

(d) the margin assumptions underlying the calculation, including the assumed cost of transportation, overhead allocation, and profit margin for the CPS Account;

(e) all documents supporting, reflecting, or used in the lost-profits calculation, identified with sufficient specificity to enable CPS to locate them in any document production; and

(f) whether Ridgeway took any steps to mitigate its alleged damages by soliciting or obtaining replacement business to fill the capacity that had been allocated to the CPS Account, and if so, the identity of any replacement customers, the dates on which such replacement business was obtained, and the revenue generated from such replacement business.

REQUESTS FOR PRODUCTION

REQUEST FOR PRODUCTION NO. 1:

All invoices submitted by Ridgeway to CPS during the Overcharge Period (February 1, 2019, through March 31, 2021), including any and all supporting documentation accompanying or underlying each invoice, such as bills of lading, delivery receipts, proof of delivery, weight tickets, shipment confirmations, freight bills, load confirmations, and any other documentation reflecting the shipment, delivery, or charges associated with each invoice.

REQUEST FOR PRODUCTION NO. 2:

All rate files, rate tables, rate cards, rate schedules, rate matrices, and rate databases maintained by Ridgeway for the CPS Account at any time during the Overcharge Period and through the date of Ridgeway's response to this Request, including but not limited to:

(a) the initial rate schedule established for the CPS Account upon execution of the MTSA;

(b) any and all versions of rate files, rate tables, or rate schedules reflecting changes, adjustments, corrections, overrides, or updates to the rates applied to CPS shipments, regardless of whether such changes were authorized by CPS;

(c) any system-generated exports, printouts, reports, or screenshots from Ridgeway's transportation management system ("TMS"), billing system, or any other software or database used to store, calculate, or apply rates to CPS shipments; and

(d) any backup copies or archived versions of the foregoing rate files, rate tables, or rate schedules.

REQUEST FOR PRODUCTION NO. 3:

All Communications between or among Ridgeway employees, officers, agents, or representatives concerning the rates, pricing, billing, invoicing, account management, or servicing of the CPS Account during the Overcharge Period and through the date of Ridgeway's response to this Request, including but not limited to:

(a) all emails, including attachments, between or among any Ridgeway personnel discussing CPS rates, pricing, billing, rate adjustments, rate overrides, or invoice calculations;

(b) all internal memoranda, reports, summaries, or presentations relating to the CPS Account;

(c) all instant messages, chat messages, or messages sent via collaboration platforms (including but not limited to Meridian Solutions, Northgate Data Systems, or similar platforms) relating to the CPS Account;

(d) all meeting notes, agenda items, minutes, or summaries of meetings at which the CPS Account, CPS rates, CPS billing, or CPS invoices were discussed; and

(e) all handwritten notes, file notes, or margin notations relating to the CPS Account.

REQUEST FOR PRODUCTION NO. 4:

All Communications between Ridgeway (including any officer, director, employee, agent, or representative of Ridgeway) and CPS (including any officer, director, employee, agent, or representative of CPS) concerning rates, pricing, billing, invoices, invoice disputes, the MTSA, or the CPS Account during the Overcharge Period and through the date of Ridgeway's response to this Request, including but not limited to:

(a) all emails and letters between Ridgeway and CPS regarding rates, pricing, or billing;

(b) all correspondence regarding invoice disputes, billing discrepancies, or overcharge claims, including but not limited to CPS's dispute notice dated February 8, 2021, Ridgeway's acknowledgment dated February 10, 2021, and any offer of resolution or goodwill payment;

(c) all telephone call logs, call notes, or summaries of telephone conversations between Ridgeway and CPS personnel regarding the CPS Account; and

(d) all other Communications between Ridgeway and CPS relating to the MTSA or the business relationship between the parties.

REQUEST FOR PRODUCTION NO. 5:

All Documents relating to the fuel surcharge calculations applied to CPS invoices during the Overcharge Period, including but not limited to the following:

(a) the DOE diesel price data (including the DOE Weekly Retail On-Highway Diesel Price reports or any other DOE publications) used for each fuel surcharge calculation applied to CPS invoices;

(b) all spreadsheets, calculation worksheets, work papers, formulas, macros, or system reports showing the computation, derivation, or application of each fuel surcharge to CPS invoices;

(c) all policies, procedures, guidelines, manuals, or training materials governing the calculation and application of fuel surcharges, whether specific to the CPS Account or generally applicable to Ridgeway's customers;

(d) all Documents reflecting any deviations from the fuel surcharge formula set forth in Exhibit C to the MTSA, including the reasons for any such deviations and any authorizations therefor; and

(e) all Communications within Ridgeway or between Ridgeway and any third party regarding the fuel surcharge methodology applied to the CPS Account.

REQUEST FOR PRODUCTION NO. 6:

All Documents relating to accessorial charges applied to CPS invoices during the Overcharge Period, including but not limited to the following:

(a) all delivery receipts, proof of delivery, and signed delivery confirmations for shipments on which accessorial charges were assessed;

(b) all driver logs, trip reports, and driver-generated documentation for shipments on which accessorial charges were assessed;

(c) all detention records, wait-time logs, appointment schedules, check-in and check-out records, and other documentation supporting the imposition of detention charges;

(d) all liftgate usage records, equipment logs, and documentation supporting the imposition of liftgate fees;

(e) all re-delivery authorization forms, re-delivery requests, failed delivery notices, and Communications with CPS regarding re-delivery events;

(f) all internal policies, procedures, or guidelines governing the assessment and documentation of accessorial charges; and

(g) any other documentation created at or near the time of the event giving rise to an accessorial charge, supporting the factual basis for the charge.

REQUEST FOR PRODUCTION NO. 7:

All Documents relating to any oral or written modification, amendment, supplement, or alteration of the MTSA at any time during its term, including but not limited to:

(a) all emails, memoranda, meeting notes, file notes, handwritten notes, or correspondence between or among Ridgeway personnel, or between Ridgeway and CPS personnel, discussing, proposing, negotiating, authorizing, or memorializing any change to the rates, pricing, fuel surcharges, accessorial charges, or any other terms, conditions, or provisions of the MTSA;

(b) all written amendments, addenda, supplements, or side letters executed by the parties, if any;

(c) all calendar entries, meeting invitations, or scheduling communications for any meeting or call at which modifications to the MTSA were allegedly discussed; and

(d) all documents reflecting Ridgeway's internal approval process for any rate changes or contract modifications applicable to the CPS Account.

REQUEST FOR PRODUCTION NO. 8:

All Documents relating to Ridgeway's billing system as applied to the CPS Account during the Overcharge Period and through the date of Ridgeway's response to this Request, including but not limited to:

(a) all system manuals, user guides, technical documentation, and help files for the billing system, transportation management system, or any other software or system used to generate, calculate, or process CPS invoices;

(b) all configuration settings, rate table entries, pricing parameters, surcharge parameters, and account settings for the CPS Account as maintained in the billing system or TMS, including all versions of such settings in effect during the Overcharge Period;

(c) all audit logs, change logs, system logs, event logs, and user activity logs showing any changes to rate settings, billing parameters, surcharge configurations, or account configurations for the CPS Account during the Overcharge Period, including the date, time, user, and nature of each change; and

(d) all screenshots, exports, printouts, reports, or other system-generated output reflecting the rates, surcharges, and charges applied to CPS invoices during the Overcharge Period.

REQUEST FOR PRODUCTION NO. 9:

All Documents relating to any internal audit, review, investigation, quality assurance check, compliance review, spot check, or other examination conducted by Ridgeway (whether by internal personnel, external auditors, or consultants) of Ridgeway's billing practices, pricing accuracy, invoice accuracy, rate compliance, or fuel surcharge accuracy for the CPS Account, whether conducted before, during, or after the Overcharge Period and through the date of Ridgeway's response to this Request, including but not limited to:

(a) audit reports, findings, conclusions, and recommendations;

(b) working papers, data analyses, and supporting documentation;

(d) any corrective actions taken or recommended as a result of the audit, review, or investigation.

REQUEST FOR PRODUCTION NO. 10:

All Documents supporting, relating to, or underlying Ridgeway's Counterclaim for breach of contract and alleged lost profits of $340,000.00, as set forth in Ridgeway's Original Counterclaim filed on August 5, 2021, including but not limited to:

(a) all financial projections, forecasts, budgets, and business plans for the CPS Account, whether prepared before, during, or after the termination of the MTSA;

(b) all profit-and-loss analyses, margin calculations, contribution margin analyses, and profitability reports for the CPS Account;

(c) all spreadsheets, models, calculations, work papers, and supporting documentation underlying the $340,000 lost-profits claim, including all assumptions, inputs, and data sources;

(d) all analyses conducted by Ridgeway or on Ridgeway's behalf of whether Ridgeway obtained or attempted to obtain replacement business following the termination of the MTSA, including the identity of any replacement customers, the dates on which replacement business was obtained, and the revenue and margin associated with such replacement business; and

(e) all Communications with third parties, including accountants, auditors, consultants, financial advisors, or experts, regarding Ridgeway's financial projections, lost-profits calculation, or damages analysis for the CPS Account, to the extent not protected by attorney-client privilege or work product protection (and, if withheld on the basis of privilege, included on the privilege log required by General Instruction B.2 above).

REQUEST FOR PRODUCTION NO. 11:

Ridgeway's document retention and destruction policies in effect at any time during the Overcharge Period and as of the date of Ridgeway's response to this Request, including but not limited to:

(a) all written policies, procedures, guidelines, or directives governing the retention and destruction of business records, billing records, invoices, rate files, customer communications, and electronically stored information;

(b) all litigation hold notices, preservation directives, preservation memoranda, or suspension-of-destruction orders issued by or on behalf of Ridgeway in connection with the dispute with CPS or this litigation, including the date of issuance, the person or persons who issued or authorized the notice, the persons to whom it was directed, and the scope of documents and information covered by the notice; and

(c) all Communications relating to the implementation of, compliance with, or any deviations from any litigation hold or preservation directive issued in connection with this matter.

REQUEST FOR PRODUCTION NO. 12:

All Communications between Ridgeway (including any officer, director, employee, agent, or representative of Ridgeway) and any third party (including but not limited to accountants, auditors, consultants, financial advisors, insurance carriers, insurance brokers, and legal counsel, to the extent not protected by attorney-client privilege or work product protection) concerning the CPS Account, the MTSA, the billing dispute with CPS, CPS's pre-suit demand letter dated June 18, 2021, the termination of the MTSA, or this litigation, including but not limited to:

(a) all Communications with Ridgeway's accountants, auditors, or financial advisors regarding the CPS Account, the billing dispute, or the financial impact of the dispute;

(b) all Communications with Ridgeway's insurance carriers or insurance brokers regarding coverage for claims arising from the CPS billing dispute or this litigation;

(c) all Communications with any consultant, expert, or advisor retained by Ridgeway in connection with the CPS Account, the billing dispute, or this litigation, to the extent such communications are not protected by attorney-client privilege or work product protection; and

(d) to the extent any Communication responsive to this Request is withheld on the basis of attorney-client privilege or work product protection, Ridgeway shall include such Communication on the privilege log required by General Instruction B.2 above.

Respectfully submitted,

CALDERWOOD & HARKNESS LLP

By: ________

Carlos Espinoza Texas Bar No. 24103548 1001 Fannin Street, Suite 4200 Houston, Texas 77002 Telephone: (713) 555-0140 Facsimile: (713) 555-0141

Email: cespinoza@calderwoodharkness.com

ATTORNEYS FOR PLAINTIFF CRESTLINE PACKAGING SOLUTIONS LLC

CERTIFICATE OF SERVICE

I hereby certify that on September 15, 2021, a true and correct copy of the foregoing Plaintiff's First Set of Interrogatories and Requests for Production of Documents to Defendant Ridgeway Freight Services Inc. was served on counsel for Defendant via electronic service through the Court's electronic filing system, addressed to the following:

Marcus T. Hogue Bartlett, Hogue & Sinclair LLP 801 Cherry Street, Suite 3400 Fort Worth, Texas 76102

Email: mhogue@bhs-law.com

Reyna Villarreal Bartlett, Hogue & Sinclair LLP 801 Cherry Street, Suite 3400 Fort Worth, Texas 76102

Email: rvillarreal@bhs-law.com

________________________________________

Carlos Espinoza

CRESTLINE PACKAGING SOLUTIONS LLC,

Plaintiff,

RIDGEWAY FREIGHT SERVICES INC.,

Defendant.

CAUSE NO. 342-2021-04871-TX
IN THE 342ND JUDICIAL DISTRICT COURT TARRANT COUNTY, TEXAS
PLAINTIFF'S FIRST SET OF INTERROGATORIES AND REQUESTS FOR PRODUCTION OF DOCUMENTS TO DEFENDANT RIDGEWAY FREIGHT SERVICES INC.
TO: Defendant Ridgeway Freight Services Inc., by and through its attorneys of record, Bartlett, Hogue & Sinclair LLP, 801 Cherry Street, Suite 3400, Fort Worth, Texas 76102 (Marcus T. Hogue, Partner; Reyna Villarreal, Associate):
Plaintiff Crestline Packaging Solutions LLC ("CPS") hereby propounds the following Interrogatories and Requests for Production of Documents to Defendant Ridgeway Freight Services Inc. ("Ridgeway") pursuant to Rules 196 and 197 of the Texas Rules of Civil Procedure. CPS requests that Ridgeway answer each Interrogatory fully and under oath, and produce all responsive documents, within thirty (30) days of the date of service of these discovery requests, as required by the Texas Rules of Civil Procedure.
In answering these Interrogatories and responding to these Requests for Production, Ridgeway is reminded of its continuing duty to supplement and amend its responses as additional or corrective information becomes available, as required by Texas Rule of Civil Procedure 193.5.
DEFINITIONS AND INSTRUCTIONS
A. Definitions.  As used in these Interrogatories and Requests for Production, the following terms shall have the meanings set forth below:
1.  "MTSA" means the Master Transportation Services Agreement dated April 15, 2019, between CPS and Ridgeway, including all Exhibits thereto, and specifically including Exhibit A (Scope of Services), Exhibit B (Rate Schedule), and Exhibit C (Fuel Surcharge Formula), together with any and all written amendments, addenda, or supplements thereto.
2.  "Overcharge Period" means the twenty-six (26) month period from February 1, 2019, through March 31, 2021, inclusive.
3.  "Document" or "Documents" shall be given the broadest meaning permitted under Texas Rule of Civil Procedure 192.3(b) and shall include, without limitation, all electronically stored information ("ESI"), papers, writings, correspondence, letters, memoranda, emails, text messages, instant messages, notes, file memoranda, reports, studies, analyses, spreadsheets, databases, invoices, receipts, bills of lading, delivery receipts, proof of delivery, weight tickets, checks, wire transfer confirmations, contracts, agreements, amendments, supplements, addenda, proposals, presentations, charts, graphs, photographs, recordings, voicemails, audio files, video files, and any other recorded information, regardless of format, medium, or manner of storage, whether in paper form, electronic form, or any other form, and including all drafts, copies, and non-identical duplicates thereof.
4.  "Communication" or "Communications" means any oral, written, or electronic exchange, transmission, or sharing of information between or among two or more persons, including but not limited to emails, text messages, SMS messages, instant messages (including messages sent via Meridian Solutions, Northgate Data Systems, or similar platforms), letters, memoranda, telephone calls, voicemails, video conferences, virtual meetings, in-person conversations, and any other form of exchange of information, regardless of the medium or manner of the exchange.
5.  "You," "Your," and "Ridgeway" mean Defendant Ridgeway Freight Services Inc., and shall include its current and former officers, directors, employees, agents, representatives, subsidiaries, affiliates, parent entities, predecessors, successors, assigns, and any other persons or entities acting on Ridgeway's behalf or at Ridgeway's direction.
6.  "CPS Account" means Ridgeway's account, customer file, customer number, customer record, or any other records, files, data, or information maintained by Ridgeway relating to or associated with Crestline Packaging Solutions LLC as a customer of Ridgeway, however denominated or organized in Ridgeway's systems.
7.  "Person" means any natural person, corporation, partnership, limited partnership, limited liability company, joint venture, association, trust, estate, governmental entity, agency, or any other legal or business entity.
8.  "Identify" when used with respect to a person means to state the person's full legal name, title or job position, job description or responsibilities, employer (including the name and address of the employer), current business address, telephone number, and email address. If any of the foregoing information is unknown, so state, and provide as much identifying information as is known or reasonably available.
9.  "Identify" when used with respect to a document means to state the document's title or description, date of creation or execution, author or originator, recipient(s), and the present custodian or location of the document or, if the document is no longer in existence, the last known custodian and the circumstances of the document's loss, destruction, or unavailability.
10.  "Relate to," "Relating to," or "Related to" means concerning, referring to, reflecting, evidencing, describing, constituting, containing, mentioning, discussing, analyzing, summarizing, memorializing, recording, or pertaining to the subject matter in question, whether directly or indirectly, in whole or in part.
B. General Instructions
1.  Completeness of Response. If any Interrogatory cannot be answered in full, Ridgeway shall answer to the fullest extent possible and shall state with specificity the reasons for its inability to provide a complete answer. If information is not available or not within Ridgeway's possession, custody, or control, Ridgeway shall so state and shall identify any person or entity believed to possess such information.
2.  Privilege Log. If any Document or Communication responsive to these requests is withheld in whole or in part on the basis of attorney-client privilege, work product protection, or any other privilege, immunity, or objection, Ridgeway shall provide a privilege log in compliance with Texas Rule of Civil Procedure 193.3. The privilege log shall identify, for each document or communication withheld: (a) the date of the document or communication; (b) the author or originator; (c) each recipient and any persons copied; (d) a general description of the subject matter sufficient to enable CPS to assess the claim of privilege without revealing privileged information; and (e) the specific privilege, immunity, or objection asserted as the basis for withholding the document or communication.
3.  Organization of Production. Documents produced in response to these Requests shall be produced as they are kept in the usual course of business, or shall be organized and labeled to correspond with the categories in each Request for Production. To the extent that documents are produced in electronic form, they shall be produced in a format that is reasonably usable and that preserves existing metadata.
4.  Lost or Destroyed Documents. If any Document or Communication responsive to these requests has been lost, destroyed, discarded, or is otherwise unavailable, Ridgeway shall identify the document or communication with as much specificity as possible and shall state: (a) the circumstances of its loss, destruction, or unavailability; (b) the date on which the document was lost or destroyed; (c) the identity of the person(s) responsible for or involved in its loss or destruction; and (d) any applicable document retention or destruction policy.
5.  Continuing Duty to Supplement. Ridgeway is reminded of its continuing duty under Texas Rule of Civil Procedure 193.5 to supplement and amend its responses to these Interrogatories and Requests for Production as additional or corrective information becomes available.
6.  Time Period. Unless otherwise specified, each Interrogatory and Request for Production covers the Overcharge Period (February 1, 2019, through March 31, 2021) and extends through the date of Ridgeway's response to these discovery requests.
INTERROGATORIES
INTERROGATORY NO. 1:
Identify by full name, title, job description, department, and dates of employment (including start date and, if applicable, end date) each person at Ridgeway who was involved in setting, adjusting, reviewing, approving, implementing, or overseeing the freight rates, fuel surcharge rates, or accessorial charges applied to CPS invoices during the Overcharge Period, including but not limited to personnel in the pricing department, rate management department, operations department, sales department, account management department, billing department, finance department, and executive management. For each person identified, state the nature and extent of that person's involvement with the CPS Account and the specific rates, charges, or billing practices that were the subject of that person's responsibilities.
INTERROGATORY NO. 2:
Describe in detail the process by which Ridgeway calculated the per-mile full truckload ("FTL") rates applied to CPS invoices during the Overcharge Period, including but not limited to the following:
(a) the specific rate schedule, rate table, rate card, or rate matrix used for each shipping lane, including but not limited to the Ohio-to-Texas ("OH→TX"), Indiana-to-Texas ("IN→TX"), and Texas-to-Ohio ("TX→OH") lanes, and any other lanes on which CPS shipments were tendered during the Overcharge Period;
(b) any deviations from the rates set forth in Exhibit B to the MTSA, which specified per-mile FTL rates of $2.18 per mile for the OH→TX lane, $2.04 per mile for the IN→TX lane, and $2.22 per mile for the TX→OH lane, among other lanes;
(c) the reasons for any such deviations, including whether such deviations were the result of manual rate overrides, system errors, policy changes, market adjustments, or any other cause;
(d) the identity of the person or persons who authorized each deviation, including the date of authorization and the method by which authorization was given or documented; and
(e) whether CPS was notified of or consented to any deviation from the Exhibit B rates, and if so, the date, manner, and substance of any such notification or consent, and the identity of the CPS and Ridgeway personnel involved.
INTERROGATORY NO. 3:
Describe in detail the process by which Ridgeway calculated the fuel surcharges applied to CPS invoices during the Overcharge Period, including but not limited to the following:
(a) the specific U.S. Department of Energy ("DOE") diesel price index used for each fuel surcharge calculation, including the name and publication source of the index, the date of the index data point relative to the date of the shipment or invoice, and whether the index data point used was a same-week index, a one-week lagging index, or some other temporal variant;
(b) the formula applied to calculate the fuel surcharge amount for each CPS invoice, including the base diesel price, the per-gallon surcharge increment, and the method by which the surcharge was converted to a per-mile or per-shipment amount;
(c) any deviations from the fuel surcharge formula set forth in Exhibit C to the MTSA, which specified the use of the DOE Weekly Retail On-Highway Diesel Price for the same week as the shipment pickup date;
(d) the reasons for any such deviations, including whether such deviations were the result of system configuration, manual override, policy changes, or any other cause; and
(e) whether CPS was notified of or consented to any deviation from the Exhibit C fuel surcharge formula, and if so, the date, manner, and substance of any such notification or consent, and the identity of the CPS and Ridgeway personnel involved.
INTERROGATORY NO. 4:
Identify each instance in which Ridgeway applied accessorial charges (including but not limited to liftgate fees, detention charges, waiting time fees, re-delivery fees, residential delivery surcharges, inside delivery fees, limited access fees, and any other charges beyond the base freight rate and fuel surcharge) to CPS invoices during the Overcharge Period, and for each such instance, state the following:
(a) the date of the charge;
(b) the invoice number on which the charge appeared;
(c) the shipment reference number, bill of lading number, or pro number associated with the charge;
(d) the type of accessorial charge assessed;
(e) the dollar amount of the charge;
(f) the factual basis supporting the imposition of the charge, including the specific circumstances giving rise to the charge, the name of the driver or other Ridgeway personnel involved in the event giving rise to the charge, and any contemporaneous documentation created at the time the event occurred (e.g., driver notations, wait-time logs, delivery attempt records); and
(g) the specific provision of the MTSA, Exhibit, or other contractual document authorizing the imposition of the charge.
INTERROGATORY NO. 5:
State whether Ridgeway contends that the MTSA was orally modified, amended, supplemented, or otherwise altered at any time during its term, and if so, identify the following for each alleged oral modification or amendment:
(a) the date or dates on which the alleged oral modification or amendment occurred;
(b) the identity of each participant in the conversation, exchange, or negotiation in which the alleged modification was discussed or agreed upon, including both Ridgeway and CPS personnel, stating each person's full name, title, and employer;
(c) the substance of the modification or amendment allegedly agreed upon, including the specific rates, terms, provisions, or obligations of the MTSA that were allegedly modified, and the new rates, terms, provisions, or obligations that allegedly superseded or supplemented the original MTSA terms;
(d) any written memorialization of the alleged modification, including but not limited to emails, memoranda, meeting minutes, file notes, handwritten notes, calendar entries, or correspondence, and the identity, date, and present custodian of any such memorialization; and
(e) the identity of any other person with knowledge of the alleged oral modification, including the basis for that person's knowledge.
In answering this Interrogatory, Ridgeway shall specifically address whether its position is consistent with Section 15.1 of the MTSA, which provides that the MTSA "may not be modified, amended, or supplemented except by a written instrument executed by authorized representatives of both Parties."
INTERROGATORY NO. 6:
Describe in detail Ridgeway's document retention and destruction policies applicable to invoices, billing records, rate files, rate schedules, rate adjustment records, pricing approvals, account management files, and communications with customers, including but not limited to the following:
(a) the current document retention and destruction policy in effect as of the date of Ridgeway's response to this Interrogatory, including the retention periods applicable to each category of document described above;
(b) any changes to Ridgeway's document retention and destruction policies that were made at any time since February 1, 2021, including the date of each change, the nature of the change, the person who authorized the change, and the reason for the change;
(c) the identity of the person or persons responsible for administering, implementing, and overseeing compliance with the document retention and destruction policy, including the person's name, title, and department; and
(d) whether any documents responsive to these Interrogatories or Requests for Production have been destroyed, lost, discarded, overwritten, or are otherwise unavailable, and if so, for each such document, state: (i) a description of the document, (ii) the date of its destruction, loss, or unavailability, (iii) the identity of the person(s) responsible for or involved in the destruction, loss, or unavailability, and (iv) the circumstances of the destruction, loss, or unavailability, including whether the destruction occurred pursuant to a routine retention policy or was otherwise directed.
In answering this Interrogatory, Ridgeway shall specifically address whether it received and complied with CPS's litigation preservation demand dated June 18, 2021, and whether a litigation hold was implemented in response thereto.
INTERROGATORY NO. 7:
State the total amount of revenue Ridgeway received from CPS during the Overcharge Period (February 1, 2019, through March 31, 2021), broken down on a month-by-month basis, and further broken down within each month by the following categories:
(a) base freight charges (FTL per-mile charges);
(b) fuel surcharges;
(c) accessorial charges (broken down by type, including liftgate fees, detention charges, re-delivery fees, and any other accessorial categories); and
(d) any other amounts billed to or collected from the CPS Account, identifying the nature of each such charge.
For each month, state the total amount invoiced and the total amount actually collected, and identify any invoices that remain unpaid or partially unpaid as of the date of Ridgeway's response.
INTERROGATORY NO. 8:
Identify all persons with knowledge of the facts relevant to Ridgeway's Counterclaim for breach of contract based on CPS's termination of the MTSA, as set forth in Ridgeway's Original Counterclaim filed on August 5, 2021, and state the factual basis for the $340,000.00 in alleged lost profits claimed therein, including but not limited to the following:
(a) the methodology used to calculate the alleged lost profits, including whether the calculation was performed internally by Ridgeway personnel or by an outside expert, consultant, or accountant, and if so, the identity of such person or firm;
(b) the time period over which the alleged lost profits are claimed, including the beginning and ending dates;
(c) the revenue assumptions underlying the calculation, including projected shipment volumes, projected rates, and projected fuel surcharges for the CPS Account during the remaining term of the MTSA;
(d) the margin assumptions underlying the calculation, including the assumed cost of transportation, overhead allocation, and profit margin for the CPS Account;
(e) all documents supporting, reflecting, or used in the lost-profits calculation, identified with sufficient specificity to enable CPS to locate them in any document production; and
(f) whether Ridgeway took any steps to mitigate its alleged damages by soliciting or obtaining replacement business to fill the capacity that had been allocated to the CPS Account, and if so, the identity of any replacement customers, the dates on which such replacement business was obtained, and the revenue generated from such replacement business.
REQUESTS FOR PRODUCTION
REQUEST FOR PRODUCTION NO. 1:
All invoices submitted by Ridgeway to CPS during the Overcharge Period (February 1, 2019, through March 31, 2021), including any and all supporting documentation accompanying or underlying each invoice, such as bills of lading, delivery receipts, proof of delivery, weight tickets, shipment confirmations, freight bills, load confirmations, and any other documentation reflecting the shipment, delivery, or charges associated with each invoice.
REQUEST FOR PRODUCTION NO. 2:
All rate files, rate tables, rate cards, rate schedules, rate matrices, and rate databases maintained by Ridgeway for the CPS Account at any time during the Overcharge Period and through the date of Ridgeway's response to this Request, including but not limited to:
(a) the initial rate schedule established for the CPS Account upon execution of the MTSA;
(b) any and all versions of rate files, rate tables, or rate schedules reflecting changes, adjustments, corrections, overrides, or updates to the rates applied to CPS shipments, regardless of whether such changes were authorized by CPS;
(c) any system-generated exports, printouts, reports, or screenshots from Ridgeway's transportation management system ("TMS"), billing system, or any other software or database used to store, calculate, or apply rates to CPS shipments; and
(d) any backup copies or archived versions of the foregoing rate files, rate tables, or rate schedules.
REQUEST FOR PRODUCTION NO. 3:
All Communications between or among Ridgeway employees, officers, agents, or representatives concerning the rates, pricing, billing, invoicing, account management, or servicing of the CPS Account during the Overcharge Period and through the date of Ridgeway's response to this Request, including but not limited to:
(a) all emails, including attachments, between or among any Ridgeway personnel discussing CPS rates, pricing, billing, rate adjustments, rate overrides, or invoice calculations;
(b) all internal memoranda, reports, summaries, or presentations relating to the CPS Account;
(c) all instant messages, chat messages, or messages sent via collaboration platforms (including but not limited to Meridian Solutions, Northgate Data Systems, or similar platforms) relating to the CPS Account;
(d) all meeting notes, agenda items, minutes, or summaries of meetings at which the CPS Account, CPS rates, CPS billing, or CPS invoices were discussed; and
(e) all handwritten notes, file notes, or margin notations relating to the CPS Account.
REQUEST FOR PRODUCTION NO. 4:
All Communications between Ridgeway (including any officer, director, employee, agent, or representative of Ridgeway) and CPS (including any officer, director, employee, agent, or representative of CPS) concerning rates, pricing, billing, invoices, invoice disputes, the MTSA, or the CPS Account during the Overcharge Period and through the date of Ridgeway's response to this Request, including but not limited to:
(a) all emails and letters between Ridgeway and CPS regarding rates, pricing, or billing;
(b) all correspondence regarding invoice disputes, billing discrepancies, or overcharge claims, including but not limited to CPS's dispute notice dated February 8, 2021, Ridgeway's acknowledgment dated February 10, 2021, and any offer of resolution or goodwill payment;
(c) all telephone call logs, call notes, or summaries of telephone conversations between Ridgeway and CPS personnel regarding the CPS Account; and
(d) all other Communications between Ridgeway and CPS relating to the MTSA or the business relationship between the parties.
REQUEST FOR PRODUCTION NO. 5:
All Documents relating to the fuel surcharge calculations applied to CPS invoices during the Overcharge Period, including but not limited to the following:
(a) the DOE diesel price data (including the DOE Weekly Retail On-Highway Diesel Price reports or any other DOE publications) used for each fuel surcharge calculation applied to CPS invoices;
(b) all spreadsheets, calculation worksheets, work papers, formulas, macros, or system reports showing the computation, derivation, or application of each fuel surcharge to CPS invoices;
(c) all policies, procedures, guidelines, manuals, or training materials governing the calculation and application of fuel surcharges, whether specific to the CPS Account or generally applicable to Ridgeway's customers;
(d) all Documents reflecting any deviations from the fuel surcharge formula set forth in Exhibit C to the MTSA, including the reasons for any such deviations and any authorizations therefor; and
(e) all Communications within Ridgeway or between Ridgeway and any third party regarding the fuel surcharge methodology applied to the CPS Account.
REQUEST FOR PRODUCTION NO. 6:
All Documents relating to accessorial charges applied to CPS invoices during the Overcharge Period, including but not limited to the following:
(a) all delivery receipts, proof of delivery, and signed delivery confirmations for shipments on which accessorial charges were assessed;
(b) all driver logs, trip reports, and driver-generated documentation for shipments on which accessorial charges were assessed;
(c) all detention records, wait-time logs, appointment schedules, check-in and check-out records, and other documentation supporting the imposition of detention charges;
(d) all liftgate usage records, equipment logs, and documentation supporting the imposition of liftgate fees;
(e) all re-delivery authorization forms, re-delivery requests, failed delivery notices, and Communications with CPS regarding re-delivery events;
(f) all internal policies, procedures, or guidelines governing the assessment and documentation of accessorial charges; and
(g) any other documentation created at or near the time of the event giving rise to an accessorial charge, supporting the factual basis for the charge.
REQUEST FOR PRODUCTION NO. 7:
All Documents relating to any oral or written modification, amendment, supplement, or alteration of the MTSA at any time during its term, including but not limited to:
(a) all emails, memoranda, meeting notes, file notes, handwritten notes, or correspondence between or among Ridgeway personnel, or between Ridgeway and CPS personnel, discussing, proposing, negotiating, authorizing, or memorializing any change to the rates, pricing, fuel surcharges, accessorial charges, or any other terms, conditions, or provisions of the MTSA;
(b) all written amendments, addenda, supplements, or side letters executed by the parties, if any;
(c) all calendar entries, meeting invitations, or scheduling communications for any meeting or call at which modifications to the MTSA were allegedly discussed; and
(d) all documents reflecting Ridgeway's internal approval process for any rate changes or contract modifications applicable to the CPS Account.
REQUEST FOR PRODUCTION NO. 8:
All Documents relating to Ridgeway's billing system as applied to the CPS Account during the Overcharge Period and through the date of Ridgeway's response to this Request, including but not limited to:
(a) all system manuals, user guides, technical documentation, and help files for the billing system, transportation management system, or any other software or system used to generate, calculate, or process CPS invoices;
(b) all configuration settings, rate table entries, pricing parameters, surcharge parameters, and account settings for the CPS Account as maintained in the billing system or TMS, including all versions of such settings in effect during the Overcharge Period;
(c) all audit logs, change logs, system logs, event logs, and user activity logs showing any changes to rate settings, billing parameters, surcharge configurations, or account configurations for the CPS Account during the Overcharge Period, including the date, time, user, and nature of each change; and
(d) all screenshots, exports, printouts, reports, or other system-generated output reflecting the rates, surcharges, and charges applied to CPS invoices during the Overcharge Period.
REQUEST FOR PRODUCTION NO. 9:
All Documents relating to any internal audit, review, investigation, quality assurance check, compliance review, spot check, or other examination conducted by Ridgeway (whether by internal personnel, external auditors, or consultants) of Ridgeway's billing practices, pricing accuracy, invoice accuracy, rate compliance, or fuel surcharge accuracy for the CPS Account, whether conducted before, during, or after the Overcharge Period and through the date of Ridgeway's response to this Request, including but not limited to:
(a) audit reports, findings, conclusions, and recommendations;
(b) working papers, data analyses, and supporting documentation;
(c) Communications regarding the audit, review, or investigation; and
(d) any corrective actions taken or recommended as a result of the audit, review, or investigation.
REQUEST FOR PRODUCTION NO. 10:
All Documents supporting, relating to, or underlying Ridgeway's Counterclaim for breach of contract and alleged lost profits of $340,000.00, as set forth in Ridgeway's Original Counterclaim filed on August 5, 2021, including but not limited to:
(a) all financial projections, forecasts, budgets, and business plans for the CPS Account, whether prepared before, during, or after the termination of the MTSA;
(b) all profit-and-loss analyses, margin calculations, contribution margin analyses, and profitability reports for the CPS Account;
(c) all spreadsheets, models, calculations, work papers, and supporting documentation underlying the $340,000 lost-profits claim, including all assumptions, inputs, and data sources;
(d) all analyses conducted by Ridgeway or on Ridgeway's behalf of whether Ridgeway obtained or attempted to obtain replacement business following the termination of the MTSA, including the identity of any replacement customers, the dates on which replacement business was obtained, and the revenue and margin associated with such replacement business; and
(e) all Communications with third parties, including accountants, auditors, consultants, financial advisors, or experts, regarding Ridgeway's financial projections, lost-profits calculation, or damages analysis for the CPS Account, to the extent not protected by attorney-client privilege or work product protection (and, if withheld on the basis of privilege, included on the privilege log required by General Instruction B.2 above).
REQUEST FOR PRODUCTION NO. 11:
Ridgeway's document retention and destruction policies in effect at any time during the Overcharge Period and as of the date of Ridgeway's response to this Request, including but not limited to:
(a) all written policies, procedures, guidelines, or directives governing the retention and destruction of business records, billing records, invoices, rate files, customer communications, and electronically stored information;
(b) all litigation hold notices, preservation directives, preservation memoranda, or suspension-of-destruction orders issued by or on behalf of Ridgeway in connection with the dispute with CPS or this litigation, including the date of issuance, the person or persons who issued or authorized the notice, the persons to whom it was directed, and the scope of documents and information covered by the notice; and
(c) all Communications relating to the implementation of, compliance with, or any deviations from any litigation hold or preservation directive issued in connection with this matter.
REQUEST FOR PRODUCTION NO. 12:
All Communications between Ridgeway (including any officer, director, employee, agent, or representative of Ridgeway) and any third party (including but not limited to accountants, auditors, consultants, financial advisors, insurance carriers, insurance brokers, and legal counsel, to the extent not protected by attorney-client privilege or work product protection) concerning the CPS Account, the MTSA, the billing dispute with CPS, CPS's pre-suit demand letter dated June 18, 2021, the termination of the MTSA, or this litigation, including but not limited to:
(a) all Communications with Ridgeway's accountants, auditors, or financial advisors regarding the CPS Account, the billing dispute, or the financial impact of the dispute;
(b) all Communications with Ridgeway's insurance carriers or insurance brokers regarding coverage for claims arising from the CPS billing dispute or this litigation;
(c) all Communications with any consultant, expert, or advisor retained by Ridgeway in connection with the CPS Account, the billing dispute, or this litigation, to the extent such communications are not protected by attorney-client privilege or work product protection; and
(d) to the extent any Communication responsive to this Request is withheld on the basis of attorney-client privilege or work product protection, Ridgeway shall include such Communication on the privilege log required by General Instruction B.2 above.
Respectfully submitted,
CALDERWOOD & HARKNESS LLP
By: ________
Carlos Espinoza Texas Bar No. 24103548 1001 Fannin Street, Suite 4200 Houston, Texas 77002 Telephone: (713) 555-0140 Facsimile: (713) 555-0141
Email: cespinoza@calderwoodharkness.com
ATTORNEYS FOR PLAINTIFF CRESTLINE PACKAGING SOLUTIONS LLC
CERTIFICATE OF SERVICE
I hereby certify that on September 15, 2021, a true and correct copy of the foregoing Plaintiff's First Set of Interrogatories and Requests for Production of Documents to Defendant Ridgeway Freight Services Inc. was served on counsel for Defendant via electronic service through the Court's electronic filing system, addressed to the following:
Marcus T. Hogue Bartlett, Hogue & Sinclair LLP 801 Cherry Street, Suite 3400 Fort Worth, Texas 76102
Email: mhogue@bhs-law.com
Reyna Villarreal Bartlett, Hogue & Sinclair LLP 801 Cherry Street, Suite 3400 Fort Worth, Texas 76102
Email: rvillarreal@bhs-law.com
________________________________________
Carlos Espinoza
CRESTLINE PACKAGING SOLUTIONS LLC,
<!-- indent:1 -->Plaintiff,<!-- /indent -->
v.
RIDGEWAY FREIGHT SERVICES INC.,
<!-- indent:1 -->Defendant.<!-- /indent -->