PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT
MEMORANDUM
To: Patrick Gallagher, Lead Associate, Litigation (General), Calderwood & Harkness LLP
From: Simone Laroche, Associate, Litigation (General), Calderwood & Harkness LLP
Date: May 10, 2023
Re: Analysis of Vantor Holdings Corp.'s Responses to Defendant Stonefield Logistics Group Inc.'s First Set of Requests for Admission
Matter: Vantor Holdings Corp. v. Stonefield Logistics Group Inc., Case No. 22-cv-07841 (S.D.N.Y.)
Matter No.: 1012-00005
I. Purpose and Summary
This memorandum analyzes the responses served by Vantor Holdings Corp. ("Vantor") and its subsidiary Vantor Transport Services LLC ("VTS") to Defendant Stonefield Logistics Group Inc.'s ("Stonefield" or "SLG") First Set of Requests for Admission (the "RFAs"). Stonefield's First Set of Requests for Admission was served on March 6, 2023, pursuant to Federal Rule of Civil Procedure 36, and consists of thirty (30) individually numbered requests spanning six topical areas. Vantor's responses were served on or about April 14, 2023, by Caldwell Royce & Shapiro LLP ("CRS"), counsel for Vantor, through Jason Whitford, Senior Associate at CRS.
This memorandum has been prepared at your request to identify and evaluate the significance of Vantor's responses as they relate to Stonefield's affirmative defenses and its anticipated motion for summary judgment. The analysis below is organized by topical category, consistent with the structure of Stonefield's RFA set, and provides a request-by-request evaluation of each response's evidentiary significance, potential infirmities, and recommended follow-up actions.
Overall Assessment. Vantor's responses follow a discernible pattern of qualified denials, evasive non-responses, and heavily caveated admissions that, in several critical instances, effectively concede key facts favorable to Stonefield's defense while attempting to obscure those concessions within surplus narrative and legal qualifications. This pattern is consistent across all six topical categories and mirrors the evasion identified in our May 8, 2023 analysis of Vantor's responses to Stonefield's First Set of Interrogatories. The qualifications Vantor appends to its admissions—principally, unsupported assertions that VTS's performance shortfalls were caused by Stonefield's own conduct—are legal arguments, not factual denials, and do not diminish the admissions' utility at the summary judgment stage.
Specifically, this memorandum identifies and addresses four categories of responses:
(a) Outright admissions helpful to Stonefield's defense, including admissions confirming the procedural chain of events underlying Stonefield's termination for Cause under the Transportation Services Agreement;
(b) Qualified responses that functionally admit material facts, in which Vantor concedes the underlying factual predicate (e.g., specific performance metrics) but appends causation arguments or legal reservations that do not negate the core admission;
(c) Evasive or non-responsive answers that may warrant a motion to determine sufficiency under FRCP 36(a)(6), particularly where Vantor claims inability to admit or deny without offering a specific alternative factual position; and
(d) Denials that conflict with documentary or deposition evidence already obtained or reasonably anticipated, including Vantor's own internal communications and documents produced in discovery.
Taken together, the admissions and qualified admissions identified herein strongly support Stonefield's position that: (i) VTS committed material breach of the Transportation Services Agreement dated March 15, 2019 (the "TSA," Contract Ref. No. SLG-VTS-2019-0315) by failing to meet all five Service Level Obligation ("SLO") categories during Q4 2021; (ii) Stonefield's Cure Notice dated January 18, 2022 was proper, timely, and compliant with the procedural requirements of TSA Section 13.2; (iii) VTS failed to cure the identified breaches within the thirty (30) calendar day cure period ending February 17, 2022; and (iv) Stonefield's termination for Cause under TSA Section 13.1(a), as communicated in its March 4, 2022 termination letter, was valid. The admissions further support Stonefield's affirmative first-to-breach defense and its force majeure defense against Vantor's volume-shortfall counterclaim.
II. Background
Stonefield served its First Set of Requests for Admission on March 6, 2023, in accordance with the discovery schedule established by the Honorable Margaret B. Calloway in the Scheduling Order dated December 15, 2022 (Dkt. No. 34). The RFAs contain thirty (30) individually numbered requests organized across six topical areas, as follows:
(1) VTS Q4 2021 Performance Metrics (RFAs 1–8): Requests directed at establishing VTS's actual performance against the SLO thresholds specified in the TSA for the fourth quarter of 2021, the quarter immediately preceding issuance of the Cure Notice.
(2) Receipt and Content of the January 18, 2022 Cure Notice (RFAs 9–13): Requests directed at establishing the procedural prerequisites to Stonefield's termination for Cause, including receipt of the Cure Notice, its content, the identity of the recipient, the stated cure period, and VTS's operative response.
(3) Failure to Cure Within the 30-Day Cure Period Ending February 17, 2022 (RFAs 14–17): Requests directed at establishing that VTS did not achieve compliance with the SLO thresholds during the contractually specified cure period, and that VTS's written response to the Cure Notice did not claim cure had been achieved.
(4) VTS's Removal of Tractors from SLG Dedicated Lanes (RFAs 18–22): Requests directed at establishing the factual basis for Stonefield's first-to-breach defense, specifically that VTS unilaterally reassigned tractors from SLG dedicated lanes to service other customers, including Northwind Distribution Co., without notice to Stonefield.
(5) Applicability and Invocation of Force Majeure Under Section 12.1 of the TSA (RFAs 23–26): Requests directed at establishing the factual basis for Stonefield's defense against Vantor's CY2 volume-shortfall counterclaim, including the existence of the force majeure provision, Stonefield's invocation during the COVID-19 period, and Vantor's failure to contemporaneously object.
(6) Miscellaneous — TSA Execution, Governing Law, Forum, and Contract Terms (RFAs 27–30): Requests directed at establishing foundational, non-controversial facts regarding the existence and terms of the TSA.
Vantor responded to all thirty (30) RFAs within the time permitted under FRCP 36(a)(3), with responses prepared by CRS and served on or about April 14, 2023. The responses were signed by Jason Whitford, Senior Associate at CRS, on behalf of Vantor Holdings Corp. and Vantor Transport Services LLC.
For reference, the TSA was executed on March 15, 2019, between Stonefield Logistics Group Inc. (as "Shipper-Broker") and Vantor Transport Services LLC (as "Carrier-Provider"). The TSA was drafted by Ashford Meridian LLP, outside counsel to Stonefield at the time of execution. The TSA governs a five-year term commencing April 1, 2019, and running through March 31, 2024. Pursuant to Section 15.8 of the TSA, the agreement is governed by the laws of the State of New York, without regard to its conflict-of-laws principles. Section 15.9 of the TSA provides for exclusive jurisdiction in the United States District Court for the Southern District of New York or, alternatively, the Supreme Court of the State of New York, New York County.
III. Category-by-Category Analysis
A. VTS Q4 2021 Performance Metrics (RFAs 1–8)
This first group of RFAs targets VTS's performance during the fourth quarter of 2021 across the five SLO categories defined in the TSA. The SLO thresholds are set forth in Exhibit C to the TSA and represent minimum performance levels that VTS was contractually obligated to maintain on a quarterly basis. Failure to meet these thresholds in any quarter—standing alone—constitutes a breach of the TSA. Failure across multiple categories during a single quarter constitutes a material breach entitling the non-breaching party to issue a Cure Notice under Section 13.2 and, if cure is not timely effected, to terminate for Cause under Section 13.1(a).
The Q4 2021 performance data is central to Stonefield's defense because it forms the factual predicate for the January 18, 2022 Cure Notice. Vantor's admissions in this category are among the most significant in the entire set.
RFA 1: On-Time Pickup Rate. Request: Admit that VTS's on-time pickup rate for Q4 2021 was 78.2%.
Vantor's Response: Vantor admitted that "VTS's on-time pickup rate for the fourth quarter of 2021, as reflected in certain internal reporting, was approximately 78.2%," but qualified the admission with the statement that "said rate was attributable in significant part to Stonefield's failure to tender committed freight volumes and resulting operational disruptions."
Analysis: This is a functionally complete admission of the core factual predicate. Vantor concedes that the on-time pickup rate was approximately 78.2% for Q4 2021. The TSA's SLO threshold for on-time pickup, as set forth in Exhibit C, Section 2(a), is ≥ 95%. VTS's admitted performance of 78.2% represents a shortfall of 16.8 percentage points below the contractual minimum—a dramatic miss that, standing alone, constitutes a breach of the TSA.
The qualification Vantor appends regarding causation—attributing the shortfall to Stonefield's alleged failure to tender committed freight volumes—is a legal argument and does not negate the admission of the underlying performance data. Whether Stonefield's tendering behavior caused or contributed to VTS's on-time pickup failures is a separate question of comparative fault and proximate causation, not a defense to the factual proposition that the 78.2% rate is what it is. Vantor's attempt to embed a causation narrative within an RFA response does not convert an admission into a denial; it merely adds argumentative surplusage that the court will disregard when evaluating the factual admission itself.
This admission is directly usable on summary judgment to establish one element of material breach. It should be cited in our Statement of Undisputed Material Facts as Vantor's own concession, confirmed through its sworn RFA response, that VTS's on-time pickup rate fell far below the contractual threshold.
RFA 2: On-Time Delivery Rate. Request: Admit that VTS's on-time delivery rate for Q4 2021 was 81.6%.
Vantor's Response: Vantor admitted that VTS's on-time delivery rate for Q4 2021 was "approximately 81.6%," while appending the same general qualification attributing the rate to Stonefield's volume shortfalls and alleged operational disruptions.
Analysis: This response follows the same pattern as RFA 1 and constitutes the same type of functionally complete admission. The TSA's SLO threshold for on-time delivery, as set forth in Exhibit C, Section 2(b), is ≥ 93%. VTS's admitted performance of 81.6% represents a shortfall of 11.4 percentage points. As with RFA 1, the causation qualification is a legal argument that does not diminish the admission's evidentiary value. This admission is directly usable at summary judgment to establish a second element of material breach.
RFA 3: Tender Acceptance Rate. Request: Admit that VTS's tender acceptance rate for Q4 2021 was 71.4%.
Vantor's Response: Vantor stated it "admits that VTS's tender acceptance rate for the fourth quarter of 2021 was approximately 71.4%" but attributed the rate to Stonefield's alleged failure to maintain consistent tendering patterns and to "market-wide driver shortages."
Analysis: This is another admission of the core factual data point. The TSA's SLO threshold for tender acceptance, as set forth in Exhibit C, Section 2(c), is ≥ 90%. VTS's admitted tender acceptance rate of 71.4% fell 18.6 percentage points below the contractual minimum. This is the largest percentage-point shortfall of any SLO category for which Vantor has provided a qualified admission, and it represents a failure to accept nearly one in three tenders from Stonefield during Q4 2021.
The causation narrative Vantor appends—citing "market-wide driver shortages" and Stonefield's alleged tendering inconsistencies—does not affect the admission's utility for establishing that the performance failure occurred. Notably, the "market-wide driver shortage" excuse is inconsistent with Vantor's admitted reassignment of 85 tractors from SLG dedicated lanes to other accounts during the same period (see discussion of RFAs 18–22 below). A carrier experiencing a market-wide driver shortage would presumably not voluntarily redeploy scarce assets away from an existing contractual commitment.
RFA 4: Equipment Availability. Request: Admit that VTS's equipment availability in Q4 2021 was approximately 62% of the 400-tractor committed fleet capacity (i.e., approximately 248 tractors available).
Vantor's Response: Vantor provided a qualified denial, stating that "VTS denies that equipment availability was 62% as characterized by Stonefield" and that "VTS maintained a fleet capable of servicing Stonefield's actual tendered volumes, which were substantially below committed levels." Vantor did not provide an alternative figure for fleet availability.
Analysis: This response is evasive. While formally styled as a denial, Vantor does not offer its own equipment availability figure, rendering its denial functionally meaningless. The response neither admits the 62% figure nor provides a specific alternative data point that would allow the parties to identify a genuine factual dispute. Instead, Vantor retreats to the conclusory assertion that its fleet was "capable of servicing Stonefield's actual tendered volumes"—a formulation that avoids the question of whether VTS maintained the contractually committed fleet capacity.
Under FRCP 36(a)(4), a denial must "fairly respond to the substance of the matter," and a responding party that "cannot truthfully admit or deny" a matter must "state in detail why" it cannot do so. Vantor's response does neither—it asserts a denial without factual support and without offering the kind of specific, good-faith alternative that FRCP 36 contemplates. Under FRCP 36(a)(6), a response that fails to comply with the rule's requirements may be deemed an admission on motion to the court to determine the sufficiency of the response.
We recommend flagging this response as a candidate for a potential motion to determine sufficiency under FRCP 36(a)(6). The TSA's SLO threshold for equipment availability, as set forth in Exhibit C, Section 2(d), requires ≥ 85% of committed fleet capacity (i.e., at least 340 tractors of the 400-tractor committed fleet). Even if Vantor disputes the precise figure, Stonefield's data—derived from VTS's own Carrier Performance Portal ("CPP"), as Raymond Hess confirmed in his preparation of the Cure Notice—shows that only approximately 248 tractors were available during Q4 2021, representing 62% of committed capacity.
Moreover, the supplemental production (VHC-029001 through VHC-033218, produced June 22, 2023 pursuant to Judge Calloway's May 30, 2023 order compelling production) and the Sandra Milescu internal email dated November 12, 2021 (VHC-008417), in which Milescu wrote that VTS had "pulled 85 tractors off the SLG dedicated lanes," independently corroborate the 62% figure. Although Vantor's supplemental production occurred after these RFA responses were served on April 14, 2023, the additional evidence now available further undermines this denial and provides a basis for impeachment.
RFA 5: Cargo Claims — Number and Amount. Request: Admit that VTS incurred sixteen (16) cargo claims in November–December 2021 totaling $387,400.
Vantor's Response: Vantor admitted that "VTS received notice of certain cargo claims during November and December 2021" but denied the specific number and dollar amount, stating "VTS's records reflect that several of these claims were disputed, unresolved, or attributable to shipper packing deficiencies rather than carrier negligence."
Analysis: This is a partial admission of the existence of cargo claims during the relevant period but a denial of the specific figures. The sixteen (16) claims totaling $387,400 are documented in Stonefield's Cure Notice dated January 18, 2022, which itemized each claim by date, shipment number, claim amount, and alleged cause. The resulting claims ratio of approximately 1.07% of total freight value during November–December 2021 exceeds the TSA's SLO threshold of ≤ 0.5% (Exhibit C, Section 2(e)) by more than double.
Vantor's challenge to the exact number and amount is factually disputable but rests on a weak foundation. Stonefield should be prepared to introduce the underlying claim records at summary judgment. It is notable that the Cure Notice itemized the claims with specificity, and VTS's February 14, 2022 response from Derek Pruitt to Janet Kirkwood—which Vantor has admitted was VTS's operative cure response (RFA 13)—"disputed the cargo claims data" in general terms but did not provide alternative figures or identify which specific claims VTS contended were improperly included. The absence of any specific rebuttal in VTS's own cure response undermines the credibility of the denial asserted in this RFA response.
While this response is not as useful as a clean admission, the partial admission of claims existence, combined with the weakness of the denial regarding the specific figures, positions Stonefield favorably. The burden will be on Vantor to produce affirmative evidence supporting its contention that the claims count and dollar total were materially different from those stated in the Cure Notice.
RFAs 6–8: Additional Performance Metrics (Aggregate SLO Compliance). RFA 6: Admit VTS failed to meet all five SLO categories in Q4 2021.
Vantor's Response: Denied. Vantor asserted that VTS "substantially complied" with the SLO requirements "when adjusted for SLG's own conduct."
RFA 7: Admit VTS failed to provide substitute equipment or surge capacity as required under TSA Section 7.4.
Vantor's Response: Denied. Vantor claimed that Section 7.4 "was not triggered under the circumstances" and that the provision applied only when "Carrier-Provider experiences a capacity shortfall not attributable to Shipper-Broker's actions."
RFA 8: Admit that VTS's SLO failures constituted a material breach of the TSA.
Vantor's Response: Denied. Vantor characterized RFA 8 as a "legal conclusion inappropriately presented as a factual admission" and stated that "the question of whether any performance issue constitutes a material breach is a legal determination reserved for the Court."
Analysis:
RFA 6. Vantor's denial that VTS failed to meet all five SLO categories is directly contradicted by Vantor's own admissions in RFAs 1–3, in which Vantor conceded that the on-time pickup rate, on-time delivery rate, and tender acceptance rate were all significantly below their respective SLO thresholds. The "substantial compliance" formulation Vantor employs has no basis in the TSA, which defines the SLOs as minimum thresholds (using "shall achieve" and "not less than" language) rather than aspirational targets. VTS's acknowledged performance was not "substantially compliant" by any reasonable measure—it missed on-time pickup by 16.8 percentage points, on-time delivery by 11.4 percentage points, and tender acceptance by 18.6 percentage points. The phrase "when adjusted for SLG's own conduct" is an argumentative gloss that does not alter the objective failure to meet the contractual thresholds. The internal inconsistency between Vantor's admissions in RFAs 1–3 and its denial in RFA 6 should be prominently highlighted on summary judgment.
RFA 7. Whether substitute equipment or surge capacity was provided under TSA Section 7.4 is a factual question, not a matter of legal interpretation. Vantor's denial—asserting that Section 7.4 "was not triggered"—rests on an interpretation of the triggering conditions that, if accepted, would render the provision a nullity whenever VTS chose to attribute its capacity shortfalls to Stonefield's conduct. Discovery to date has revealed no evidence that VTS arranged for substitute equipment or surge capacity during Q4 2021 or the cure period. If no such evidence is produced, Vantor's denial will be unsupported.
RFA 8. Vantor's characterization of RFA 8 as calling for a "legal conclusion" has some technical merit under the case law interpreting FRCP 36, which permits requests regarding the "application of law to fact" (FRCP 36(a)(1)(A)) but leaves courts discretion in determining whether a request crosses the line into an impermissible request for a pure legal conclusion. However, regardless of whether the court sustains or overrules an objection to RFA 8's form, the substantive effect of Vantor's responses is clear: VTS concedes the underlying performance data (RFAs 1–3) while contesting whether those failures constitute "material breach." This framing actually benefits Stonefield because it eliminates any genuine factual dispute about the Q4 2021 performance data. The only remaining question is the legal characterization of undisputed facts—a question ideally suited for summary judgment.
B. Receipt and Content of Cure Notice (RFAs 9–13)
This group of RFAs addresses the procedural prerequisites to Stonefield's termination for Cause under TSA Section 13.1(a). Under that provision, Stonefield was required to issue a written Cure Notice identifying the alleged material breaches with "reasonable particularity" and providing VTS with a thirty (30) calendar day period to cure. The RFAs in this category are designed to establish that Stonefield satisfied each procedural step, thereby foreclosing any argument by Vantor that the termination was procedurally defective.
RFA 9: Receipt of Cure Notice. Request: Admit that VTS received Stonefield's written Cure Notice dated January 18, 2022.
Vantor's Response: Admitted without qualification.
Analysis: This is a clean, unqualified admission. It establishes that Stonefield complied with the first step of the Section 13.2 cure notice requirement: delivery of a written Cure Notice to the breaching party. There is no ambiguity in this response, and it may be cited as an established fact in Stonefield's summary judgment papers without further evidentiary support.
RFA 10: Cure Notice Specified Alleged Breaches with Reasonable Particularity. Request: Admit that the Cure Notice identified each of the five SLO categories, stated the applicable SLO threshold for each category, and stated VTS's actual performance figure for Q4 2021 in each category.
Vantor's Response: Admitted. Vantor conceded that the Cure Notice "set forth specific metrics and thresholds" but added that "Vantor reserves the right to contest the accuracy of the metrics stated therein and the legal conclusion that the identified issues constituted material breaches."
Analysis: This is a functionally complete admission that the Cure Notice satisfied the "reasonable particularity" requirement of TSA Section 13.2. Vantor concedes that the Cure Notice identified the five SLO categories, stated the applicable thresholds, and stated VTS's actual performance data. The reservation Vantor appends regarding the "accuracy of the metrics" is significantly undermined by Vantor's own admissions in RFAs 1–3, which confirm the accuracy of three of the five performance figures stated in the Cure Notice (on-time pickup: 78.2%; on-time delivery: 81.6%; tender acceptance: 71.4%). The remaining two metrics—equipment availability (RFA 4, evasive response) and cargo claims (RFA 5, partial denial)—are independently corroborated by Stonefield's documentary evidence.
This admission is critically important. If the Cure Notice satisfies Section 13.2's particularity requirement, the procedural precondition for termination for Cause is met. Vantor cannot argue that the Cure Notice was vague or insufficiently detailed—its own RFA response concedes it was specific and comprehensive. This analysis should be cross-referenced with our memorandum on Adequacy of Cure Notice dated October 20, 2022, which reached the same conclusion based on the text of the Cure Notice itself.
RFA 11: Cure Notice Delivered to Sandra Milescu. Request: Admit the Cure Notice was addressed and delivered to Sandra Milescu, Chief Operating Officer of VTS.
Vantor's Response: Admitted without qualification.
Analysis: This clean admission confirms that the Cure Notice was properly delivered to the appropriate officer of the contracting party. TSA Section 15.3 requires that notices be sent to the "designated representative" of the receiving party, and Exhibit A to the TSA identifies VTS's designated representative as the Chief Operating Officer. Sandra Milescu held that title at the relevant time. This admission eliminates any potential procedural challenge based on improper delivery.
RFA 12: Cure Notice Provided 30-Day Cure Period. Request: Admit the Cure Notice stated that VTS had thirty (30) calendar days from receipt to cure the identified breaches, consistent with TSA Section 13.1(a).
Vantor's Response: Admitted without qualification.
Analysis: This is another clean admission confirming that Stonefield provided the contractually required cure period. TSA Section 13.1(a) specifies that the breaching party shall have "thirty (30) calendar days following receipt of the Cure Notice" to effect cure. Vantor's admission establishes that the Cure Notice stated this period and, combined with the admission in RFA 9 (receipt of the Cure Notice), fixes the cure deadline at February 17, 2022 (thirty calendar days from January 18, 2022).
RFA 13: VTS Responded to Cure Notice on February 14, 2022. Request: Admit that VTS's written response to the Cure Notice was the letter dated February 14, 2022 from Derek Pruitt, General Counsel of VTS, to Janet Kirkwood, Vice President of Operations at Stonefield.
Vantor's Response: Admitted. Vantor noted that this was VTS's "formal written response" but stated that "VTS also communicated with Stonefield through other channels regarding the issues identified in the Cure Notice."
Analysis: This admission establishes the February 14, 2022 Pruitt-to-Kirkwood letter as VTS's operative cure response. The letter is already in Stonefield's possession and has been produced in discovery. Its content—which acknowledges "operational challenges" while attributing the SLO failures to Stonefield's conduct and market conditions, without asserting that cure had been achieved—is central to the failure-to-cure analysis discussed below in connection with RFAs 14–17.
The qualification referencing "other channels" is vague and unsubstantiated. In discovery to date, Vantor has not produced any supplemental cure documentation—no additional written communications, no remediation plans, no fleet redeployment orders, no driver hiring records—that would suggest VTS took or communicated additional curative measures beyond the February 14, 2022 letter. Unless and until Vantor identifies specific communications through these alleged "other channels," the reference appears to be an attempt to preserve a litigation option rather than a reflection of actual events.
C. Failure to Cure Within 30-Day Period (RFAs 14–17)
This category addresses the critical period between January 18, 2022 (issuance of the Cure Notice) and February 17, 2022 (expiration of the 30-day cure period). To sustain its termination for Cause, Stonefield must establish that VTS failed to cure the identified material breaches within this window. The RFAs in this category target both VTS's operational performance during the cure period and the content of VTS's February 14, 2022 response.
RFA 14: VTS Did Not Achieve ≥ 95% On-Time Pickup Rate During Cure Period. Request: Admit VTS did not achieve an on-time pickup rate of 95% or greater during the 30-day cure period (January 18, 2022 through February 17, 2022).
Vantor's Response: Vantor stated it "lacks sufficient information to admit or deny this request as phrased" because "VTS did not track performance metrics on a 30-day rolling basis aligned with the cure period" and that "monthly reporting cycles do not precisely correspond to the cure period dates."
Analysis: This response is evasive. Vantor does not deny that the on-time pickup rate remained below the 95% SLO threshold during the cure period. Instead, it claims inability to confirm or deny based on a reporting-cycle misalignment—a technicality that does not respond to the substance of the request. VTS's internal reporting cycles are within VTS's own control, and the assertion that VTS "did not track" cure-period-specific metrics is an indictment of VTS's remediation efforts, not a defense.
Stonefield possesses SLG-side Transportation Management System ("TMS") data covering the cure period that shows continued underperformance across all SLO categories during January and February 2022. This data was generated by SLG's systems in real time based on VTS's actual performance and is independently verifiable.
The response effectively fails to deny the substance of the request while hiding behind a process-related excuse. It is potentially subject to a motion under FRCP 36(a)(6) to determine sufficiency. Furthermore, the evasion is compounded by VTS's own February 14, 2022 response (admitted as the operative cure response in RFA 13), which acknowledged "operational challenges" without claiming that cure had been achieved. If VTS had in fact brought its on-time pickup rate into compliance during the cure period, one would expect that fact to appear prominently in VTS's cure response—yet it is conspicuously absent.
RFA 15: VTS Did Not Restore Equipment Availability to ≥ 85% During Cure Period. Request: Admit VTS did not restore equipment availability to 85% or greater of committed fleet capacity (i.e., at least 340 of 400 tractors) during the cure period (January 18, 2022 through February 17, 2022).
Vantor's Response: Vantor provided a similarly evasive response, again claiming it "lacks sufficient information" due to "fleet reporting cadence," while adding that "VTS took affirmative steps to address equipment availability during the cure period."
Analysis: This response mirrors the evasion in RFA 14 and is subject to the same criticisms. The claim of "affirmative steps" to address equipment availability is conclusory and unsupported. Vantor's discovery responses across multiple vehicles have consistently failed to identify specific curative actions taken during the cure period. Our May 8, 2023 analysis of Vantor's interrogatory responses noted the same evasion with respect to Interrogatory 9, which sought details regarding VTS's fleet redeployment decisions during Q4 2021 and Q1 2022, and Interrogatory 14, which sought identification of mitigation measures undertaken during the cure period. In both instances, Vantor provided general, non-specific responses that referenced "fleet optimization" and "driver recruitment initiatives" without identifying specific tractors returned to SLG service, specific drivers hired or reassigned, or specific timelines for any such actions.
More significantly, the supplemental production (VHC-029001 through VHC-033218, produced June 22, 2023) reveals that VTS redirected approximately 85 tractors from SLG dedicated lanes to the Northwind Distribution Co. account beginning in October 2021, and there is no documentary evidence in the record—from either party's production—indicating that any of those tractors were returned to SLG service during the cure period or at any time thereafter. Sandra Milescu's November 12, 2021 internal email to Arkady Vantorovich (VHC-008417)—"We've pulled 85 tractors off the SLG dedicated lanes to cover [redacted] commitments. SLG won't notice until January"—further undermines any claim of prompt or meaningful remediation during the cure period.
RFA 16: VTS's February 14 Response Did Not Claim Cure Had Been Achieved. Request: Admit that VTS's February 14, 2022 letter from Derek Pruitt to Janet Kirkwood did not state that VTS had cured all of the breaches identified in the Cure Notice.
Vantor's Response: Denied. Vantor asserted that the February 14 letter "communicated VTS's position that it had taken substantial steps to address the identified issues and that the conditions described were being actively remedied."
Analysis: This denial is misleading and, upon examination of the underlying document, indefensible. The actual text of the Pruitt letter—which Stonefield produced in discovery and which Vantor has not disputed as inauthentic—does not contain any statement that VTS had cured the breaches identified in the Cure Notice. The letter does not claim that on-time pickup rates, on-time delivery rates, tender acceptance rates, equipment availability, or cargo claims ratios had been brought into compliance with the SLO thresholds. Instead, the letter: (i) acknowledges "operational challenges" in Q4 2021; (ii) disputes the causation of those challenges, attributing them to a nationwide driver shortage, Stonefield's failure to tender minimum committed volumes, and Stonefield's alleged instructions to divert volume to lower-cost spot market carriers; and (iii) asserts that VTS "remains committed to its partnership with SLG and is taking steps to improve operational performance."
There is a critical distinction between "taking steps to improve" and having cured. The former is an aspiration; the latter is a factual claim that the contractual thresholds have been met. The Pruitt letter asserts the former, not the latter. Vantor's denial of RFA 16 can be directly impeached at summary judgment by quoting the letter itself and demonstrating that it does not contain the claim of cure that Vantor now imputes to it.
This analysis should be cross-referenced with our memorandum on Sufficiency of Cure / "Substantial Cure" Doctrine dated November 1, 2022, which concluded that New York law does not recognize a "substantial cure" defense where the contract specifies objective, quantifiable performance thresholds.
RFA 17: SLG's March 4, 2022 Termination Letter Stated Termination for Cause. Request: Admit Stonefield's March 4, 2022 termination letter stated that VTS had "failed to cure the material breaches" identified in the Cure Notice and terminated the TSA pursuant to Section 13.1(a).
Vantor's Response: Admitted as to the content of the termination letter. Vantor reserved its position that "the purported termination was wrongful and pretextual."
Analysis: This is an admission of the termination letter's content. The reservation regarding "pretext" is a legal argument, not a factual qualification of the admission. Vantor's position that the termination was pretextual is a claim advanced in its Amended Complaint and will be litigated at trial or on summary judgment—but it does not alter the admitted fact that the termination letter stated the grounds of termination as failure to cure under Section 13.1(a).
This admission, taken together with the admissions in RFAs 9–13, establishes the complete procedural chain required for termination for Cause under the TSA:
(i) Cure Notice served (RFA 9 — admitted);
(ii) Cure Notice received by VTS (RFA 9 — admitted);
(iii) Cure Notice specified breaches with reasonable particularity (RFA 10 — admitted);
(iv) Cure Notice delivered to proper officer (Sandra Milescu, COO) (RFA 11 — admitted);
(v) Cure Notice provided 30-day cure period consistent with Section 13.1(a) (RFA 12 — admitted);
(vi) VTS's operative cure response was the February 14, 2022 Pruitt letter (RFA 13 — admitted);
(vii) Cure period expired February 17, 2022 without cure (RFAs 14–16 — evasive/denied but unsupported); and
(viii) Termination letter issued March 4, 2022, citing Section 13.1(a) (RFA 17 — admitted).
This procedural chain is now substantially established through Vantor's own admissions. The only disputed steps are whether cure was actually achieved during the cure period (RFAs 14–15, evasive) and whether VTS's cure response claimed cure had been accomplished (RFA 16, denied but impeachable). On the current record, Stonefield's procedural compliance is well supported.
D. VTS's Removal of Tractors from SLG Dedicated Lanes (RFAs 18–22)
This category addresses the factual basis for Stonefield's affirmative first-to-breach defense. Stonefield's position is that VTS unilaterally and covertly reassigned a substantial portion of its committed tractor fleet from SLG dedicated lanes to service other customers—principally Northwind Distribution Co.—beginning in Q3 2021, months before Stonefield issued the Cure Notice. If established, this conduct constitutes a prior material breach by VTS that excuses any subsequent non-performance by Stonefield and undermines Vantor's claim that Stonefield's volume shortfalls caused VTS's SLO failures.
RFA 18: VTS Reassigned Tractors from SLG Dedicated Lanes in Q3–Q4 2021. Request: Admit VTS reassigned tractors previously dedicated to Stonefield freight to other customers during Q3 and Q4 2021.
Vantor's Response: Vantor admitted that "VTS made fleet management adjustments during 2021 in response to evolving market conditions and Stonefield's reduced freight volumes" but denied that any such reassignment constituted a breach of the TSA.
Analysis: This is a significant qualified admission. Vantor concedes the core factual predicate—that tractors previously dedicated to Stonefield freight were reassigned to other customers during 2021. The euphemistic characterization of this conduct as "fleet management adjustments" does not negate the factual admission that reassignment occurred.
This admission supports Stonefield's first-to-breach argument in several respects. First, it establishes that VTS took affirmative action to reduce the fleet capacity available to SLG during the same period in which VTS's SLO performance was deteriorating. Second, the admission that the reassignment occurred "during 2021"—a broad temporal reference—is consistent with Stonefield's evidence that the reassignment began in Q3 2021, well before VTS's Q4 2021 performance failures and before Stonefield issued the Cure Notice in January 2022. Third, the admission that the reassignment was made to service "other customers" establishes that VTS prioritized other commercial relationships over its contractual obligations to SLG—a fact that contradicts Vantor's narrative that VTS's performance failures were caused by external market forces and Stonefield's own conduct.
The denial that the reassignment constituted a breach is a legal conclusion that does not diminish the factual admission. Whether unilateral reassignment of dedicated fleet capacity constitutes a breach of the TSA is a question of contract interpretation that will be addressed on summary judgment.
RFA 19: VTS Reassigned Approximately 85 Tractors. Request: Admit that VTS reassigned approximately 85 tractors from SLG dedicated lanes to service other customers.
Vantor's Response: Denied. Vantor stated "VTS denies that it reassigned 85 tractors as alleged" and claimed "fleet allocations were dynamic and responsive to actual tendered volumes."
Analysis: This is a direct denial of the specific number of tractors reassigned. However, this denial is contradicted by multiple pieces of documentary evidence already in the record or reasonably anticipated.
First, the Sandra Milescu November 12, 2021 internal email (VHC-008417), sent from Milescu (COO, VTS) to Arkady Vantorovich (CEO, Vantor Holdings Corp.), states in relevant part: "We've pulled 85 tractors off the SLG dedicated lanes to cover [redacted] commitments. SLG won't notice until January." The email identifies the specific number of tractors (85), the source of the tractors (SLG dedicated lanes), and the anticipation that SLG would not become aware of the reassignment until the following month. This email was produced by Vantor in its initial document production and its authenticity has not been challenged.
Second, the supplemental production (VHC-029001 through VHC-033218, produced June 22, 2023 pursuant to Judge Calloway's order) includes fleet management records and internal VTS dispatch logs that identify the Northwind Distribution Co. account as the recipient of the reassigned fleet capacity beginning in October 2021. These records corroborate the 85-tractor figure referenced in the Milescu email and provide a documentary basis for establishing the scope and timing of the reassignment.
Third, Sandra Milescu's deposition, which was scheduled for August 4, 2023 at the time this memorandum was originally prepared, was subsequently conducted on that date. During the deposition, Milescu confirmed that approximately 85 tractors were reassigned from SLG dedicated lanes to the Northwind account in October 2021. This testimony directly contradicts Vantor's denial in RFA 19 and provides sworn deposition evidence that can be used to impeach the denial at summary judgment.
At summary judgment, Vantor's flat denial in RFA 19 can be directly impeached by Vantor's own internal documents and the sworn testimony of Vantor's own officer. The credibility implications of maintaining a denial in the face of this evidence are significant and should be highlighted for the court.
RFA 20: VTS Did Not Notify SLG of Fleet Reassignment. Request: Admit VTS did not provide written notice to Stonefield of the reassignment of tractors from SLG dedicated lanes prior to Stonefield's Cure Notice dated January 18, 2022.
Vantor's Response: Vantor stated it "lacks sufficient information to admit or deny whether formal written notice was provided" and that "communications regarding fleet status occurred in the ordinary course of the parties' business relationship."
Analysis: This response is an evasive non-denial that is tantamount to an admission. Vantor does not claim that written notice was provided—it claims uncertainty about whether it was. This formulation is telling: if VTS had, in fact, provided written notice to SLG of the fleet reassignment, that fact would be within VTS's own knowledge and easily confirmed through a review of VTS's files. The fact that Vantor "lacks sufficient information" to confirm whether such notice exists strongly suggests that it does not.
This conclusion is confirmed by the documentary record. No document in either party's production—including Vantor's initial production, Stonefield's production, and the supplemental production—reflects any written notification from VTS to SLG regarding the reassignment of tractors from SLG dedicated lanes to other accounts. Furthermore, the Milescu November 12, 2021 email (VHC-008417) explicitly anticipates that SLG would not become aware of the reassignment: "SLG won't notice until January." This language is inconsistent with the proposition that VTS intended to notify SLG or had already done so. Sandra Milescu's deposition testimony (August 4, 2023) subsequently confirmed that SLG was not notified of the reassignment.
The reference to "communications regarding fleet status" occurring "in the ordinary course" is deliberately vague and does not identify any specific communication, date, or content. On the current record, this response is tantamount to an admission that no written notice was provided and should be treated as such at summary judgment.
RFAs 21–22: Fleet Reassignment to Specific Third-Party Accounts. RFA 21: Admit VTS reassigned tractors from SLG dedicated lanes to service Northwind Distribution Co.
Vantor's Response: Denied without explanation.
RFA 22: Admit the fleet reassignment reduced VTS's capacity to perform under the TSA.
Vantor's Response: Denied. Vantor asserted "VTS maintained capacity commensurate with Stonefield's actual tendered volumes."
Analysis: Both denials are subject to impeachment based on the evidence discussed above.
RFA 21. Vantor's denial that tractors were reassigned to Northwind Distribution Co. is directly contradicted by the supplemental production documents (VHC-029001 through VHC-033218) and by Sandra Milescu's deposition testimony (August 4, 2023), both of which identify Northwind as the recipient of reassigned fleet capacity. The denial is offered "without explanation," which itself raises credibility concerns—a party that genuinely believed the denial to be accurate would presumably offer some factual basis for its position. The absence of any explanation suggests that Vantor's denial is strategic rather than substantive.
RFA 22. Vantor's denial that the fleet reassignment reduced VTS's capacity to perform under the TSA is internally inconsistent with Vantor's own admission in RFA 18 that "fleet management adjustments" were made during 2021. If tractors were reassigned from SLG dedicated lanes to other customers (admitted) and VTS's equipment availability during Q4 2021 dropped to approximately 62% of committed capacity (per Stonefield's data, evasively denied in RFA 4), then VTS's capacity to perform under the TSA was necessarily reduced. The proposition that reassigning approximately 85 tractors (21.25% of the 400-tractor committed fleet) from SLG service had no impact on VTS's capacity to perform is implausible on its face.
The internal inconsistency between admitting fleet reassignment (RFA 18) and denying any capacity impact (RFA 22) is a significant credibility issue that should be highlighted on summary judgment. Vantor cannot simultaneously maintain that it reassigned tractors away from SLG service and that this reassignment had no effect on its ability to perform under the TSA—particularly when the reassignment coincided with the very SLO failures that precipitated the Cure Notice.
E. Force Majeure (RFAs 23–26)
This category addresses Stonefield's defense against Vantor's counterclaim for volume shortfalls during Contract Year 2 ("CY2," April 1, 2020 through March 31, 2021). Vantor alleges that Stonefield failed to tender minimum Annual Committed Volume ("ACV") during CY2, resulting in an alleged shortfall of $11.4 million measured against the unadjusted ACV. Stonefield contends that the ACV obligation was modified by its timely invocation of the force majeure provision in TSA Section 12.1 during the COVID-19 pandemic, and that Stonefield's actual tenders during CY2 exceeded the adjusted ACV.
RFA 23: TSA Section 12.1 Contains a Force Majeure Provision. Request: Admit that TSA Section 12.1 contains a force majeure provision.
Vantor's Response: Admitted without qualification.
Analysis: Uncontested admission. This confirms the contractual basis for Stonefield's force majeure defense. While the existence of the provision is not seriously in dispute, having it established through a formal RFA admission eliminates the need for separate foundational evidence and permits Stonefield to cite it as an undisputed fact in its summary judgment papers.
RFA 24: Stonefield Invoked Force Majeure for April–September 2020. Request: Admit Stonefield invoked force majeure under Section 12.1 for the period April 2020 through September 2020 due to COVID-19 impacts on freight demand.
Vantor's Response: Admitted that "Stonefield communicated that it was invoking force majeure provisions in connection with COVID-19" but added that "Vantor reserves its right to contest the propriety and scope of Stonefield's invocation."
Analysis: This is a functionally complete admission that the force majeure invocation occurred. Vantor concedes that Stonefield communicated its invocation—the operative fact—while reserving a legal argument about the invocation's "propriety and scope."
The reservation is noted but appears to be purely precautionary. Vantor has not asserted a specific challenge to the force majeure invocation in its Amended Complaint, and its discovery responses to date have not identified any factual or legal basis for contesting the invocation's validity. The absence of a contemporaneous objection by Vantor during the April–September 2020 period (addressed in RFA 26, below) further undermines any belated challenge.
This admission should be cross-referenced with our Force Majeure Defense memorandum dated September 22, 2022, which concluded that Stonefield's invocation was timely and procedurally proper under TSA Section 12.1. Under the analysis set forth in that memorandum, the adjusted CY2 ACV—reflecting a six-month force majeure suspension of the volume commitment for April through September 2020—is $21.6 million ($43.2 million annual ACV × 6/12). Stonefield's actual tenders during CY2 totaled approximately $31.8 million, which exceeded the adjusted ACV by approximately $10.2 million. Accordingly, if the force majeure invocation is sustained, Vantor's CY2 volume shortfall counterclaim fails entirely.
RFA 25: ACV Minimum Subject to Force Majeure Carve-Out. Request: Admit the Annual Committed Volume minimum under the TSA is subject to the force majeure provision in Section 12.1.
Vantor's Response: Denied. Vantor asserted that "Section 12.1 does not expressly reference the Annual Committed Volume obligation and, accordingly, VTS denies that Section 12.1 modifies or excuses Stonefield's volume commitment."
Analysis: This is a material legal and factual denial. The question of whether the ACV obligation is subject to the force majeure provision is central to Stonefield's defense against Vantor's volume-shortfall counterclaim, and Vantor's denial tees up a key interpretive dispute that will need to be briefed on summary judgment.
Vantor's position rests on the narrow argument that Section 12.1 does not "expressly reference" the ACV obligation. However, the force majeure clause is drafted broadly, covering performance obligations that are "prevented, hindered, or delayed" by qualifying events, including "pandemics, epidemics, or public health emergencies" (Section 12.1(f)). The TSA does not limit the force majeure clause to specific performance obligations, and freight tendering—the mechanism through which the ACV commitment is satisfied—is itself a performance obligation under the TSA. A reasonable reading of the contract's plain language supports Stonefield's position that the ACV obligation is encompassed within the force majeure provision's scope.
Importantly, Vantor's admission in RFA 24 that Stonefield invoked force majeure—combined with the admission in RFA 26 (below) that Vantor did not contemporaneously object to the invocation—creates a powerful estoppel and waiver argument. If Vantor accepted the force majeure invocation without objection during the April–September 2020 period, it cannot now be heard to argue that the invocation was improper or that the ACV obligation was excluded from its scope. Vantor's silence during the operative period is inconsistent with its current position and suggests that Vantor understood and accepted, at the time, that the force majeure provision applied to the ACV commitment.
RFA 26: Vantor Did Not Object to Force Majeure Invocation in 2020. Request: Admit Vantor did not serve a written objection to Stonefield's invocation of force majeure during the period April through September 2020.
Vantor's Response: Vantor admitted that "VTS did not serve a formal written objection during the referenced period" but stated "the absence of a written objection does not constitute acceptance or waiver of VTS's position."
Analysis: This is an admission that no contemporaneous written objection was served. The qualification—asserting that silence does not constitute acceptance or waiver—is a legal argument that will be addressed in briefing, not a factual denial.
Under New York law, a party's failure to object to a contractual invocation, followed by continued performance under the contract without reservation, may give rise to waiver or estoppel. The TSA itself, in Section 12.3, requires that any party receiving a force majeure notice "shall notify the invoking party in writing within fifteen (15) business days if it disputes the applicability of the force majeure event." Vantor's admission that no written objection was served is an admission that Vantor failed to comply with this contractual requirement.
This admission, combined with the admission in RFA 24, supports two arguments on summary judgment: (i) waiver—Vantor waived its right to challenge the force majeure invocation by failing to timely object as required under Section 12.3; and (ii) estoppel—Vantor is estopped from arguing that the ACV obligation was not affected by the force majeure invocation because Vantor's silence induced Stonefield's reasonable reliance on the invocation's validity. Both arguments directly undermine Vantor's CY2 volume shortfall claim of $11.4 million.
F. Miscellaneous — TSA Execution and Terms (RFAs 27–30)
This final category addresses foundational, non-controversial facts regarding the existence, execution, and key terms of the TSA. These admissions provide the contractual framework within which all other factual and legal disputes are situated.
RFA 27: TSA Execution. Request: Admit the TSA was executed on March 15, 2019 between Stonefield Logistics Group Inc. and Vantor Transport Services LLC.
Vantor's Response: Admitted without qualification.
Analysis: Foundational admission establishing the existence, date, and parties to the TSA. No further analysis required.
RFA 28: Governing Law. Request: Admit the TSA is governed by the laws of the State of New York.
Vantor's Response: Admitted without qualification.
Analysis: Confirms the applicable substantive law for all contract interpretation and breach analysis. Consistent with Section 15.8 of the TSA.
RFA 29: Forum Selection. Request: Admit the TSA contains a forum selection clause designating the United States District Court for the Southern District of New York or the Supreme Court of the State of New York, New York County.
Vantor's Response: Admitted without qualification.
Analysis: Confirms the contractual basis for jurisdiction in this forum. Consistent with Section 15.9 of the TSA.
RFA 30: TSA Section 14.2 — Liquidated Damages Provision. Request: Admit the TSA contains a liquidated damages provision in Section 14.2.
Vantor's Response: Admitted, with the qualification that "Vantor will demonstrate at trial that the liquidated damages provision is enforceable and reflects a reasonable estimate of anticipated harm."
Analysis: This is an admission of the provision's existence, accompanied by a legal argument regarding its enforceability. The qualification is noteworthy because it signals Vantor's litigation strategy with respect to Section 14.2: Vantor intends to defend the clause's enforceability as a valid liquidated damages provision rather than challenging its existence or applicability.
Ironically, this admission may cut both ways. Vantor's defense of the clause's enforceability is a litigation position that Vantor presumably advances because the liquidated damages formula yields a recovery that Vantor finds favorable. Stonefield, by contrast, has argued in prior briefing that the Section 14.2 provision constitutes an unenforceable penalty under New York law. The admission confirms the provision exists and will be the subject of competing legal arguments, but it does not resolve the enforceability question.
IV. Summary of Admissions Useful for Summary Judgment
The following tables summarize the admissions—both unqualified and functionally complete—that are directly useful for Stonefield's anticipated motion for summary judgment. The admissions are organized by the defense theory they support.
A. Valid Termination for Cause (Section 13.1(a))
B. First-to-Breach / VTS Intentional Capacity Reduction
C. Force Majeure / Volume Shortfall Defense
D. Foundational / Contract Terms
V. Evasive and Non-Responsive Answers — Potential FRCP 36(a)(6) Motion
The following responses are identified as candidates for a motion to determine the sufficiency of Vantor's responses under Federal Rule of Civil Procedure 36(a)(6). Rule 36(a)(6) provides that, on motion, the court "may order either that the matter is admitted or that an amended answer be served." A motion under this rule is appropriate where a responding party's answer "does not comply with the requirements of [Rule 36]," including the requirement that a denial "fairly respond to the substance of the matter" (FRCP 36(a)(4)) and the requirement that a party claiming inability to admit or deny "state in detail why the answering party cannot truthfully admit or deny the matter" (FRCP 36(a)(4)).
RFA 4 (Equipment Availability — 62%). Vantor denied that VTS's equipment availability was 62% of committed fleet capacity but did not provide any alternative figure. A bare denial that avoids engaging with the substance of the request—specifically, the actual equipment availability level—is evasive and non-responsive. Under FRCP 36(a)(4), a denial must address the substance of the matter. Vantor's failure to offer its own figure, or to explain why it cannot do so, renders the denial deficient.
RFA 14 (On-Time Pickup Rate During Cure Period). Vantor claimed it "lacks sufficient information to admit or deny" based on a purported reporting-cycle misalignment. This response is effectively a non-answer. VTS's reporting cadence is within VTS's own control, and the inability to generate cure-period-specific performance data does not constitute a good-faith basis for claiming insufficient information. VTS possesses the underlying operational data from which cure-period metrics could be calculated; the failure to do so reflects a strategic choice, not a genuine informational deficit.
RFA 15 (Equipment Availability During Cure Period). Vantor offered the same "fleet reporting cadence" excuse as in RFA 14. The analysis is identical: VTS possesses fleet records that would permit calculation of cure-period equipment availability, and the failure to perform that calculation does not constitute a legitimate basis for claiming insufficient information. The conclusory assertion of "affirmative steps" is not responsive to the substance of the request, which asks whether equipment availability reached the 85% threshold—not whether VTS attempted to address the issue.
RFA 20 (No Written Notice of Fleet Reassignment). Vantor claimed uncertainty about whether written notice was provided—a striking position for a party to take regarding its own conduct. Whether VTS provided written notice to SLG is a fact within VTS's knowledge and verifiable through VTS's own records. The claim of insufficient information is particularly unpersuasive given that no such notice has been produced in discovery by either party, and VTS's own internal communications (the Milescu email, VHC-008417) reflect an expectation that SLG would not become aware of the reassignment.
Recommendation. We recommend assessing the cost-benefit of filing a motion under FRCP 36(a)(6) versus relying on the evasive responses as de facto admissions at summary judgment. The court has discretion to draw adverse inferences from a party's failure to squarely deny a matter when the facts underlying the request are within that party's knowledge and the party's response is evasive or non-responsive.
Given the volume of corroborating evidence already obtained—including the Milescu email (VHC-008417), the supplemental production fleet records (VHC-029001 through VHC-033218), Stonefield's TMS data, and the forthcoming deposition testimony from Sandra Milescu (scheduled August 4, 2023) and Arkady Vantorovich (scheduled August 18, 2023)—the more efficient path may be to use these evasive responses as additional evidence of Vantor's inability to controvert Stonefield's core factual narrative, rather than expending time and resources on an RFA sufficiency motion. An RFA sufficiency motion would require briefing, possible oral argument, and a ruling—all of which consume discovery b