1017-00004 · Entities. Aurelius Global Media Group · Discovery/Aldrich

deposition-notice-aldrich.docx DOCUMENT Finance & Banking

43 / 150 ← → ✕

SUPERIOR COURT OF THE STATE OF CALIFORNIA

COUNTY OF LOS ANGELES — CENTRAL DISTRICT

NOTICE OF DEPOSITION OF PLAINTIFF GAVIN ALDRICH

TO PLAINTIFF GAVIN ALDRICH AND HIS ATTORNEYS OF RECORD, CAMERON WHITFIELD AND JULIA NAZARIAN, WHITFIELD & ASSOCIATES, 9465 WILSHIRE BOULEVARD, SUITE 320, BEVERLY HILLS, CALIFORNIA 90212:

PLEASE TAKE NOTICE that Defendant and Cross-Complainant Aurelius Media Americas Inc. ("AMA"), by and through its counsel of record, Calderwood & Harkness LLP, will take the oral deposition of Plaintiff Gavin Aldrich ("Aldrich" or "Deponent"), pursuant to California Code of Civil Procedure ("CCP") §§ 2025.010 et seq., upon the following terms:

Date: Monday, May 22, 2023

Time: 9:00 a.m.

Location: Offices of Calderwood & Harkness LLP, 777 South Flower Street, Suite 4200, Los Angeles, California 90017

Recording Method: The deposition will be recorded by stenographic transcription by a duly certified court reporter. AMA further reserves the right to record the deposition by videography, pursuant to CCP § 2025.330, and will provide supplemental notice of any such election in accordance with applicable law. The court reporter shall be a certified shorthand reporter licensed in the State of California.

Estimated Duration: The deposition is expected to last up to seven (7) hours of testimony on the record, consistent with the presumptive time limit set forth in CCP § 2025.290(a). AMA reserves the right to seek leave of Court to extend the deposition beyond seven hours should the complexity of the issues or the conduct of the examination so require.

Deponent's Rights: The Deponent is advised that he has the right to have counsel present during the deposition, and that counsel may make objections to questions as permitted under the California Code of Civil Procedure.

The deposition will be conducted before a duly authorized officer in accordance with CCP § 2025.320. The deposition may be adjourned from time to time and from place to place until completed.

MATTERS UPON WHICH EXAMINATION IS REQUESTED

Pursuant to CCP § 2025.220(a)(4), AMA hereby gives notice that the examination of Plaintiff Gavin Aldrich will cover, without limitation, the following topics and subject areas. The listing of specific topics below is not intended to limit the scope of the examination and does not constitute a waiver of AMA's right to inquire into any matter relevant to the subject matter of this action or reasonably calculated to lead to the discovery of admissible evidence.

Topic 1: Employment History with Aurelius Media Americas Inc.

The examination will cover Aldrich's complete employment history with AMA from September 5, 2017 — the date on which Aldrich executed his Employment Agreement with AMA — through October 14, 2022, the date on which his employment with AMA was terminated. This topic includes, without limitation, the following subject areas:

(a) All positions held by Aldrich at AMA during his tenure, including but not limited to his initial appointment as Vice President of Original Content and his subsequent promotion to Senior Vice President of Original Content & Executive Producer, including the effective dates of each appointment and the circumstances surrounding each promotion or change in title;

(b) Aldrich's job duties, responsibilities, and reporting structure at each level of his employment, including a detailed description of the scope of his authority and decision-making power within the organization;

(c) The August 1, 2020 First Amendment to the Employment Agreement, including the specific terms negotiated, the circumstances and business reasons underlying the amendment, and any changes to Aldrich's compensation, title, duties, or reporting structure effected by the First Amendment;

(d) All compensation received by Aldrich during his employment with AMA, including his base salary (which stood at $485,000 per year at the time of termination), his complete bonus history (including the Fiscal Year 2021 annual performance bonus of $225,000), and all equity grants, including the 42,500 restricted stock units of Aurelius Global Media Group ("AGMG") parent company stock awarded to Aldrich, of which approximately 15,300 units remained unvested at the time of his termination;

(e) Aldrich's direct reports and supervisory responsibilities within AMA's Unscripted Programming Division, including the names, titles, and roles of each direct report and any changes to the organizational structure of the Division during Aldrich's tenure;

(f) The nature and scope of Aldrich's professional relationship with AMA President Jonathan Mercer, including the frequency, manner, and substance of their communications and any material disagreements, conflicts, or performance-related discussions between them; and

(g) The nature and scope of Aldrich's professional relationship with Dwayne Prescott, Vice President of Unscripted Programming, including their respective roles, any overlapping responsibilities, and the nature of their working relationship within the Unscripted Programming Division.

Topic 2: Circumstances of Termination

The examination will cover all events, communications, decisions, and circumstances leading to, during, and following the termination of Aldrich's employment on October 14, 2022. This topic includes, without limitation, the following subject areas:

(a) All events, communications, and circumstances leading to Aldrich's termination on October 14, 2022, including but not limited to the business context, organizational changes, and interpersonal dynamics that preceded the termination;

(b) The restructuring directive issued by AMA President Jonathan Mercer in early October 2022, which directed the consolidation of two show units within the Unscripted Programming Division and a reduction in headcount of approximately 15%, including Aldrich's knowledge of the directive, his understanding of its scope and rationale, and any discussions he had with Mercer or other AMA personnel regarding the directive;

(c) Aldrich's email to Jonathan Mercer dated October 10, 2022, in which Aldrich refused to implement the restructuring directive, including but not limited to Aldrich's characterization of the directive as "creatively bankrupt and commercially idiotic," the full content and context of the email, and any communications between Aldrich and any other person regarding the email before or after it was sent;

(d) The formal written warning issued by Jonathan Mercer to Aldrich and dated October 11, 2022, including the specific grounds stated in the written warning, the manner in which it was delivered, and Aldrich's response, if any, to the written warning;

(e) Aldrich's subsequent email on October 11, 2022, to six subordinates — identified as three show-runners and two division heads (and any additional recipients) — in which Aldrich forwarded the email chain between himself and Mercer with the comment "For your awareness — the London suits are gutting our operation," including the identity of each recipient, the full content of the forwarded email chain and Aldrich's commentary, and the purpose and motivation behind the forwarding of internal management communications to subordinate employees;

(f) The termination meeting held on October 14, 2022, including but not limited to all persons present at the meeting, the location and duration of the meeting, all statements made by each participant, all documents provided to Aldrich during or in connection with the meeting, and Aldrich's responses to the statements made by AMA representatives;

(g) Aldrich's understanding of the stated grounds for his "for cause" termination under Section 7.2(b) of the Employment Agreement, including his understanding of which specific subsections of Section 7.2(b) AMA relied upon in terminating his employment;

(h) Whether Aldrich received the contractually required fifteen (15) business-day cure period under Section 7.2(b)(iv) of the Employment Agreement prior to the effective date of his termination, including any notice of breach or demand for cure that Aldrich may or may not have received; and

(i) Aldrich's contention, as alleged in his Complaint, that his termination was pretextual and/or retaliatory, including the factual basis for such contention, any evidence supporting the contention, and any alternative explanation Aldrich offers for the timing and manner of his termination.

Topic 3: Confidential Information and Email Transmissions

The examination will cover Aldrich's handling of AMA proprietary and confidential information during his employment, with particular focus on the transmission of materials from AMA email systems to personal accounts. This topic includes, without limitation, the following subject areas:

(a) Aldrich's knowledge and understanding of AMA's Acceptable Use and Confidentiality Policy, as last revised in March 2021 (the "AUP"), including the specific provisions of the AUP applicable to the transmission of company information to personal email accounts, the use of personal devices for company business, and the handling of confidential and proprietary materials;

(b) Aldrich's signed acknowledgment of the AUP dated April 12, 2021, including the circumstances under which Aldrich signed the acknowledgment, whether he read and understood the AUP at the time of signing, and any questions or concerns he raised regarding the AUP;

(c) Aldrich's knowledge and understanding of the confidentiality obligations imposed under Section 9.4 of his Employment Agreement, including the definition of "Confidential Information" set forth therein and the restrictions on use, disclosure, and transmission of such information;

(d) The approximately 340 emails forwarded by Aldrich from his AMA email account (galdrich@aureliusmedia.com) to his personal email account (galdrich.private@Northgate Software.com) between approximately July 12, 2021 and September 29, 2022, including the dates, frequency, and circumstances of such transmissions;

(e) The content of the approximately 340 forwarded emails, including but not limited to: (i) approximately 47 emails containing or attaching show concept documents, including format bibles, development memos, and pitch materials; (ii) approximately 22 emails containing or attaching audience analytics reports, including viewership data, demographic breakdowns, and performance metrics; (iii) approximately 18 emails containing or attaching revenue projections and profit-and-loss summaries for specific programming or for the Unscripted Programming Division as a whole; and (iv) approximately 14 emails containing or attaching talent deal terms and compensation information, including deal memos, talent agreements, and negotiation summaries;

(f) Aldrich's purpose, reason, and justification for forwarding each category of materials described above to his personal email account, including whether the forwarding was related to any specific work assignment, project, or business need;

(g) Whether AMA provided Aldrich with remote access to AMA systems, including virtual private network ("VPN") access, remote desktop access, or any other means of accessing AMA email, files, and systems from outside the AMA offices, and whether the use of Aldrich's personal email account was necessary or appropriate for the performance of his work duties; and

(h) Whether any other AMA employee, to Aldrich's knowledge, engaged in similar practices of forwarding company emails or confidential materials to personal email accounts, and if so, the identity of such employees and the circumstances of such practices.

Topic 4: Relationship with Halcyon Creek Productions LLC and Nina Castellanos

The examination will cover the full scope of Aldrich's relationship with Nina Castellanos and Halcyon Creek Productions LLC ("Halcyon Creek"), including any business, financial, or communications nexus between Aldrich and those parties. This topic includes, without limitation, the following subject areas:

(a) The nature, duration, and scope of Aldrich's relationship with Nina Castellanos, including whether the relationship is or was personal, professional, or both, and the history and context of their acquaintance;

(b) Aldrich's knowledge of the formation of Halcyon Creek Productions LLC on February 14, 2022, by Nina Castellanos, which occurred approximately one month after Castellanos's departure from AMA in January 2022, including when and how Aldrich learned of the formation, and any discussions between Aldrich and Castellanos regarding her departure from AMA or the establishment of Halcyon Creek;

(c) Any financial interest, ownership stake, equity participation, profit-sharing arrangement, consulting arrangement, or other business relationship, whether formal or informal, written or oral, between Aldrich and Halcyon Creek Productions LLC, at any time from the date of its formation to the present;

(d) All communications between Aldrich and Nina Castellanos, or any agent, employee, representative, or affiliate of Halcyon Creek Productions LLC, by any means of communication whatsoever, including email, text message, telephone call, video conference, messaging application, social media platform, in-person meeting, or any other method of communication;

(e) The seven (7) emails sent from Aldrich's AMA email account (galdrich@aureliusmedia.com) to info@halcyoncreekprod.com between approximately March 3, 2022 and August 18, 2022, including the date, subject line, content, and attachments of each email;

(f) The content of the seven emails referenced above, including but not limited to: (i) the three unscripted show format bibles for the programs titled "Apex Endurance," "The Remix," and "Untamed West"; (ii) the two pilot sizzle reels transmitted via Larkspur Technologies links originating from Aldrich's personal Larkspur Technologies account; and (iii) the detailed revenue model for AMA's "Summit Challenge" franchise;

(g) Aldrich's purpose, reason, and justification for transmitting the materials described in subparagraph (f) to Halcyon Creek Productions, including the business rationale, if any, for sharing AMA proprietary materials with an outside production company;

(h) Aldrich's prior deposition testimony or statements, whether in this proceeding or any other, to the effect that the transmissions to Halcyon Creek were related to a "potential co-production opportunity," including the factual basis for that characterization, specifically: (i) who at AMA, if anyone, authorized the co-production discussions; (ii) what terms, if any, were discussed for a potential co-production arrangement; (iii) whether a co-production agreement, term sheet, letter of intent, memorandum of understanding, or any other written document was prepared in connection with the alleged co-production discussions; and (iv) whether AMA's Business Affairs department, General Counsel's office, or President Jonathan Mercer was informed of the alleged co-production discussions at any time;

(i) Whether Halcyon Creek Productions has developed, sold, pitched, optioned, licensed, or produced any programming based on, derived from, or substantially similar to the materials that Aldrich transmitted, including any programming that incorporates elements of the "Apex Endurance," "The Remix," "Untamed West," or "Summit Challenge" concepts; and

(j) Any offer of employment, consulting engagement, advisory role, or other business arrangement made by Halcyon Creek Productions or Nina Castellanos to Aldrich, whether before or after his termination from AMA, including the terms of any such offer and whether Aldrich accepted, rejected, or is currently considering any such arrangement.

Topic 5: AMA's Data Loss Prevention Audit

The examination will cover Aldrich's knowledge of and involvement with AMA's data loss prevention audit and its findings. This topic includes, without limitation, the following subject areas:

(a) Aldrich's knowledge of AMA's routine data loss prevention ("DLP") audit initiated in August 2022, including whether Aldrich was aware, at any time prior to his termination, that AMA maintained DLP monitoring tools on its email and information technology systems, and whether Aldrich was aware that a specific audit had been commenced in or about August 2022;

(b) When Aldrich first learned of the DLP audit and its findings, including Aldrich's contention, as stated in his discovery responses, that he was not informed of the DLP audit or its findings until the October 14, 2022 termination meeting;

(c) Aldrich's characterization, as alleged in his Complaint, of the DLP audit as a "fishing expedition" initiated after his conflict with Jonathan Mercer, including the factual basis for that characterization and any evidence supporting the allegation that the audit was pretextually timed or targeted; and

(d) Any communications Aldrich received from AMA's IT security team, Gregory Tanaka (Vice President of Legal & Compliance), or any other AMA personnel regarding the email transmissions identified by the DLP audit, at any time prior to, during, or after his termination meeting on October 14, 2022.

Topic 6: Employment Agreement — Restrictive Covenant Provisions

The examination will cover Aldrich's understanding of and compliance with the restrictive covenant provisions of his Employment Agreement. This topic includes, without limitation, the following subject areas:

(a) Aldrich's understanding of each restrictive covenant provision set forth in Section 9 of the Employment Agreement, including:

(i) Section 9.1 — Non-Competition: The non-competition covenant restricting Aldrich for a period of eighteen (18) months following termination from engaging in employment, consulting, or other business activity with a "Competing Enterprise," defined in the Employment Agreement as any entity deriving 25% or more of its revenue from the production, licensing, or distribution of unscripted or reality television content in North America;

(ii) Section 9.2 — Non-Solicitation of Employees: The non-solicitation covenant restricting Aldrich for a period of twenty-four (24) months following termination from soliciting, recruiting, or hiring any AMA employee with whom Aldrich worked or had professional contact during the twelve (12) months preceding his termination;

(iii) Section 9.3 — Non-Solicitation of Business Relationships: The non-solicitation covenant restricting Aldrich for a period of twenty-four (24) months following termination from soliciting, diverting, or interfering with any network, platform, or advertiser client of AMA with whom Aldrich had material contact during the twenty-four (24) months preceding his termination; and

(iv) Section 9.4 — Confidentiality: The confidentiality covenant, which applies without temporal limitation, restricting Aldrich from using, disclosing, or transmitting any proprietary content, show formats, revenue data, talent agreements, or other confidential information of AMA as defined in the Employment Agreement;

(b) Aldrich's contention, as affirmatively alleged in his Complaint and his response to AMA's Cross-Complaint, that Section 9.1 of the Employment Agreement is void and unenforceable under California Business & Professions Code § 16600, including the legal and factual basis for that contention;

(c) Aldrich's position on the enforceability of Sections 9.2, 9.3, and 9.4 of the Employment Agreement, and whether Aldrich contends that any of those provisions are similarly void, unenforceable, or otherwise inapplicable;

(d) Aldrich's understanding of the choice-of-law clause set forth in Section 14.3 of the Employment Agreement, which provides that the Agreement shall be governed by and construed in accordance with the laws of the State of New York, and Aldrich's contention that California law, rather than New York law, governs the Employment Agreement and, in particular, the enforceability of the restrictive covenant provisions; and

(e) Whether Aldrich has, at any time since his termination from AMA on October 14, 2022, violated any of the restrictive covenant provisions of Section 9 of the Employment Agreement, including but not limited to:

(i) Accepting employment, a consulting engagement, an advisory role, or any other business arrangement with any entity that qualifies as a "Competing Enterprise" as defined in Section 9.1;

(ii) Soliciting, recruiting, hiring, or attempting to solicit, recruit, or hire any current or former AMA employee in violation of Section 9.2;

(iii) Soliciting, diverting, or interfering with any network, platform, or advertiser client of AMA in violation of Section 9.3; and

(iv) Using, disclosing, or transmitting any confidential information of AMA in violation of Section 9.4.

Topic 7: Post-Termination Employment and Mitigation

The examination will cover Aldrich's employment and income-earning activities since his termination and his efforts to mitigate damages. This topic includes, without limitation, the following subject areas:

(a) All employment, consulting engagements, freelance work, advisory roles, or business ventures undertaken by Aldrich since October 14, 2022, whether paid or unpaid, and whether the engagement is ongoing or has concluded;

(b) The identity of each employer, client, production company, network, platform, or other business entity with which Aldrich has been engaged or affiliated since October 14, 2022;

(c) The start date, end date (if applicable), compensation terms (including base compensation, bonuses, equity, profit participation, and any other form of remuneration), and scope of work for each engagement or position held since October 14, 2022;

(d) Whether any employer, client, or business entity with which Aldrich has been engaged since his termination qualifies as a "Competing Enterprise" as defined in Section 9.1 of the Employment Agreement;

(e) Whether Aldrich has solicited, recruited, or hired any AMA employees, or solicited or diverted any AMA network, platform, or advertiser clients, in connection with any post-termination engagement or business activity; and

(f) Aldrich's efforts to seek and obtain comparable employment in the entertainment industry since his termination, including all applications submitted, interviews attended, offers received, and offers declined, for purposes of assessing mitigation of damages.

Topic 8: Damages

The examination will cover the factual and documentary basis for each component of Aldrich's claimed damages. This topic includes, without limitation, the following subject areas:

(a) The factual and documentary basis for each component of Aldrich's aggregate damages demand of $4,150,000 as set forth in his Complaint and subsequent discovery responses, including the methodology, calculations, assumptions, and supporting documentation for each of the following categories:

(i) Severance: $970,000, representing twenty-four (24) months of base salary at a rate of $485,000 per year;

(ii) Pro-Rata Bonus (Fiscal Year 2022): $168,750, representing Aldrich's claimed entitlement to a prorated annual performance bonus for the fiscal year in which he was terminated;

(iii) RSU Acceleration: Approximately $332,200, representing the claimed value of the 15,300 unvested restricted stock units of AGMG parent company stock that Aldrich contends should have been accelerated upon his termination;

(iv) Emotional Distress: $500,000, representing Aldrich's claimed damages for emotional and psychological harm allegedly suffered as a result of his termination and AMA's conduct;

(v) Lost Future Compensation (Two-Year Horizon): $1,200,000, representing Aldrich's claimed lost earnings over a projected two-year period following his termination;

(vi) Attorneys' Fees: $750,000, representing fees incurred or anticipated in connection with this litigation;

(vii) Expense Reimbursement: $28,400, representing business expenses that Aldrich contends were incurred but not reimbursed by AMA during Fiscal Year 2022; and

(viii) Punitive Damages: $200,000, representing Aldrich's demand for exemplary damages based on his allegation that AMA acted with malice, oppression, or fraud;

(b) All documents, records, spreadsheets, calculations, or other materials supporting each damages component listed above;

(c) All income earned by Aldrich since his termination, including wages, consulting fees, bonuses, equity compensation, and any other form of remuneration, for purposes of AMA's mitigation analysis;

(d) The specific nature and extent of the alleged emotional distress, including the onset, duration, symptoms, and severity of any emotional or psychological harm; the names of any healthcare providers, therapists, counselors, or other medical professionals consulted in connection with the alleged emotional distress; and any medications prescribed or treatments undergone as a result of the alleged distress;

(e) The factual basis for the expense reimbursement claim asserted under California Labor Code § 2802, including the identification of each unreimbursed business expense incurred during Fiscal Year 2022, the date on which each expense was incurred, the amount of each expense, the business purpose of each expense, and the documentary support (including receipts, invoices, credit card statements, and expense reports) for each expense; and

(f) The factual basis for the punitive damages demand, including the specific conduct by AMA that Aldrich contends constitutes malice, oppression, or fraud within the meaning of California Civil Code § 3294.

Topic 9: Communications with Counsel and Third Parties

AMA does not seek and will not inquire into communications protected by the attorney-client privilege or the attorney work product doctrine. However, AMA reserves the right to inquire into the following categories of non-privileged communications:

(a) All communications between Aldrich and any person other than his attorneys of record (or any attorney retained by Aldrich in connection with this matter) regarding the circumstances of his termination from AMA, his claims against AMA, or AMA's cross-claims against him;

(b) All communications between Aldrich and any current or former AMA employee regarding the facts, events, claims, defenses, or any other matters at issue in this litigation, including but not limited to any discussions regarding the restructuring directive, the DLP audit, the termination meeting, or the restrictive covenant provisions; and

(c) All communications between Aldrich and any media outlet, journalist, reporter, blogger, podcaster, or other member of the press or media regarding his termination from AMA, his claims against AMA, AMA's cross-claims against him, or any of the underlying facts or events at issue in this litigation.

Topic 10: AMA Cross-Claims

The examination will cover Aldrich's responses and defenses to each of AMA's cross-claims asserted in AMA's Cross-Complaint filed in this action. This topic includes, without limitation, the following subject areas:

(a) Aldrich's responses and defenses to each of AMA's cross-claims, specifically:

(i) Breach of Employment Agreement (Section 9.4 — Confidentiality): AMA's claim that Aldrich breached the confidentiality provisions of the Employment Agreement by transmitting Confidential Information to his personal email account and to Halcyon Creek Productions LLC;

(ii) Misappropriation of Trade Secrets (Cal. Civ. Code § 3426 *et seq.* — CUTSA): AMA's claim that Aldrich misappropriated trade secrets, including show format bibles, revenue models, audience analytics data, and talent deal terms, by transmitting them outside AMA's secure systems without authorization;

(iii) Breach of Fiduciary Duty: AMA's claim that Aldrich breached his fiduciary duties owed to AMA as a senior executive officer by secretly transmitting proprietary materials to a competitor and by acting in the interest of Halcyon Creek Productions to the detriment of AMA; and

(iv) Conversion: AMA's claim that Aldrich converted AMA's proprietary materials by exercising unauthorized dominion and control over them for his personal benefit and/or for the benefit of Halcyon Creek Productions;

(b) Whether Aldrich contends that any of the materials he transmitted — to his personal email account or to Halcyon Creek Productions — were not "Confidential Information" as defined in Section 9.4 of the Employment Agreement, or were not "trade secrets" as defined in the California Uniform Trade Secrets Act (Cal. Civ. Code § 3426.1);

(c) Whether Aldrich contends that the transmissions were authorized by AMA, within the scope of his duties as Senior Vice President of Original Content & Executive Producer, or otherwise permissible under AMA policy, the Employment Agreement, or applicable law;

(d) Whether Aldrich has returned, deleted, or destroyed any AMA proprietary materials since his termination on October 14, 2022, including any materials in electronic or physical form, and the date and circumstances of any such return, deletion, or destruction; and

(e) The current location and status of all AMA proprietary materials in Aldrich's possession, custody, or control, including materials stored on personal computers, laptops, tablets, smartphones, external storage devices, personal cloud storage accounts (including but not limited to Larkspur Technologies, Hollowell Health IT, Meridian Systems, and Cobalt Ridge Systems), email accounts, or in the physical or electronic possession of any third party, including Nina Castellanos, Halcyon Creek Productions LLC, or any other person or entity.

REQUEST TO PRODUCE DOCUMENTS AT DEPOSITION

Pursuant to CCP § 2025.220(a)(4), Deponent Gavin Aldrich is hereby requested to bring to the deposition and produce for inspection and copying the following documents and categories of documents. As used herein, "documents" shall have the broadest meaning permitted under CCP § 2016.020 and shall include all writings, recordings, electronically stored information, and tangible things, regardless of format or medium.

Document Request No. 1: All documents transmitted by Aldrich from his AMA email account (galdrich@aureliusmedia.com) to his personal email account (galdrich.private@Northgate Software.com), or to any other non-AMA email account, at any time during his employment with AMA from September 5, 2017 through October 14, 2022, including the email messages themselves, all attachments thereto, and any associated metadata.

Document Request No. 2: All communications between Aldrich and Nina Castellanos or Halcyon Creek Productions LLC (including any agent, employee, representative, or affiliate thereof), by any means, including but not limited to email, text message, messaging application, social media platform, letter, memorandum, or any other form of written or electronic communication, from January 1, 2022 to the present.

Document Request No. 3: All documents relating to any co-production opportunity, joint venture, partnership, collaboration, or other business arrangement between Aldrich (or any entity in which Aldrich holds an interest) and Halcyon Creek Productions LLC (or Nina Castellanos), including but not limited to proposals, term sheets, letters of intent, memoranda of understanding, agreements, correspondence, and internal notes or memoranda.

Document Request No. 4: All documents reflecting any financial interest, ownership stake, equity participation, profit-sharing arrangement, consulting arrangement, advisory arrangement, or other business relationship between Aldrich and Halcyon Creek Productions LLC, including but not limited to organizational documents, operating agreements, membership interest certificates, stock certificates, consulting agreements, invoices, and payment records.

Document Request No. 5: All employment agreements, consulting agreements, engagement letters, offer letters, or similar contracts between Aldrich and any entity or individual, entered into at any time since October 14, 2022, including any amendments, addenda, or side letters thereto.

Document Request No. 6: All documents supporting Aldrich's claim for expense reimbursement under California Labor Code § 2802, including but not limited to receipts, invoices, credit card statements, bank statements, expense reports, approval records, and any written requests for reimbursement submitted to AMA, for all unreimbursed business expenses allegedly incurred during Fiscal Year 2022.

Document Request No. 7: All documents supporting Aldrich's damages calculation as set forth in his Complaint and discovery responses, including but not limited to income records, pay stubs, W-2 forms, 1099 forms, K-1 forms, federal and state income tax returns (including all schedules and attachments), financial statements, brokerage account statements, and bank statements, for the period from October 14, 2022 to the present.

Document Request No. 8: All communications between Aldrich and any current or former AMA employee regarding the facts, events, claims, defenses, or any other matters at issue in this litigation, from October 14, 2022 to the present.

Document Request No. 9: All AMA proprietary materials currently in Aldrich's possession, custody, or control, in any form (electronic or physical), or, alternatively, a written certification, signed under penalty of perjury, that no AMA proprietary materials remain in Aldrich's possession, custody, or control.

COMPLIANCE NOTICE

The Deponent is reminded of his obligations under California law, including CCP §§ 2025.010 et seq., to appear for deposition at the time and place specified in this Notice and to answer questions under oath. The Deponent is further obligated to produce the documents requested herein to the extent such documents are in his possession, custody, or control.

Failure to appear for the deposition, or failure to produce requested documents without having served valid objections in accordance with applicable law, may result in the imposition of sanctions pursuant to CCP § 2025.450, including monetary sanctions, issue sanctions, evidence sanctions, and/or contempt of court.

If the Deponent is unable to appear on the noticed date of May 22, 2023, he is requested to contact defense counsel promptly, and in no event later than ten (10) calendar days prior to the noticed date, to arrange a mutually agreeable alternative date, so as to avoid the necessity of a motion to compel.

Respectfully submitted,

Dated: April 25, 2023

CALDERWOOD & HARKNESS LLP

By: ________

Devon Archer (SBN 301462) 777 South Flower Street, Suite 4200 Los Angeles, California 90017 Telephone: (213) 555-7238 Facsimile: (213) 555-7240

Email: darcher@calderwoodharkness.com

Attorneys for Defendant and Cross-Complainant Aurelius Media Americas Inc.

PROOF OF SERVICE

STATE OF CALIFORNIA, COUNTY OF LOS ANGELES

I, Sophia Meng, declare as follows:

I am employed in the County of Los Angeles, State of California. I am over the age of eighteen (18) years and am not a party to the within action. My business address is 777 South Flower Street, Suite 4200, Los Angeles, California 90017.

On April 25, 2023, I served the foregoing document described as NOTICE OF DEPOSITION OF PLAINTIFF GAVIN ALDRICH on the interested parties in this action as follows:

BY ELECTRONIC SERVICE: I caused the document to be transmitted by electronic mail to the email addresses listed below, pursuant to CCP § 1010.6. The transmission was reported as complete and without error.

BY U.S. MAIL: I also caused a true and correct copy of the foregoing document to be placed in a sealed envelope with postage thereon fully prepaid, for deposit in the United States mail at Los Angeles, California, addressed as set forth below. I am readily familiar with Calderwood & Harkness LLP's practice of collection and processing correspondence for mailing. Under that practice, correspondence placed in the designated area for mailing is deposited with the U.S. Postal Service on the same day in the ordinary course of business.

Persons Served:

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed on April 25, 2023, at Los Angeles, California.

________________________________________

Sophia Meng Paralegal Calderwood & Harkness LLP

GAVIN ALDRICH,	Case No. 22STCV41087
Plaintiff,	Assigned for All Purposes to

Hon. Catherine Villanueva, Dept. 52

NOTICE OF DEPOSITION OF

AURELIUS MEDIA AMERICAS INC., a Delaware corporation,	PLAINTIFF GAVIN ALDRICH
Defendant and Cross-Complainant.	Date: May 22, 2023

Time: 9:00 a.m.

Location: Offices of Calderwood & Harkness LLP, 777 South Flower Street, Suite 4200, Los Angeles, California 90017

Name	Address	Email
Cameron Whitfield, Esq.	Whitfield & Associates, 9465 Wilshire Boulevard, Suite 320, Beverly Hills, CA 90212	cwhitfield@whitfieldlaw.com
Julia Nazarian, Esq.	Whitfield & Associates, 9465 Wilshire Boulevard, Suite 320, Beverly Hills, CA 90212	jnazarian@whitfieldlaw.com

SUPERIOR COURT OF THE STATE OF CALIFORNIA
COUNTY OF LOS ANGELES — CENTRAL DISTRICT
NOTICE OF DEPOSITION OF PLAINTIFF GAVIN ALDRICH
TO PLAINTIFF GAVIN ALDRICH AND HIS ATTORNEYS OF RECORD, CAMERON WHITFIELD AND JULIA NAZARIAN, WHITFIELD & ASSOCIATES, 9465 WILSHIRE BOULEVARD, SUITE 320, BEVERLY HILLS, CALIFORNIA 90212:
PLEASE TAKE NOTICE that Defendant and Cross-Complainant Aurelius Media Americas Inc. ("AMA"), by and through its counsel of record, Calderwood & Harkness LLP, will take the oral deposition of Plaintiff Gavin Aldrich ("Aldrich" or "Deponent"), pursuant to California Code of Civil Procedure ("CCP") §§ 2025.010 et seq., upon the following terms:
Date: Monday, May 22, 2023
Time: 9:00 a.m.
Location: Offices of Calderwood & Harkness LLP, 777 South Flower Street, Suite 4200, Los Angeles, California 90017
Recording Method: The deposition will be recorded by stenographic transcription by a duly certified court reporter. AMA further reserves the right to record the deposition by videography, pursuant to CCP § 2025.330, and will provide supplemental notice of any such election in accordance with applicable law. The court reporter shall be a certified shorthand reporter licensed in the State of California.
Estimated Duration: The deposition is expected to last up to seven (7) hours of testimony on the record, consistent with the presumptive time limit set forth in CCP § 2025.290(a). AMA reserves the right to seek leave of Court to extend the deposition beyond seven hours should the complexity of the issues or the conduct of the examination so require.
Deponent's Rights: The Deponent is advised that he has the right to have counsel present during the deposition, and that counsel may make objections to questions as permitted under the California Code of Civil Procedure.
The deposition will be conducted before a duly authorized officer in accordance with CCP § 2025.320. The deposition may be adjourned from time to time and from place to place until completed.
MATTERS UPON WHICH EXAMINATION IS REQUESTED
Pursuant to CCP § 2025.220(a)(4), AMA hereby gives notice that the examination of Plaintiff Gavin Aldrich will cover, without limitation, the following topics and subject areas. The listing of specific topics below is not intended to limit the scope of the examination and does not constitute a waiver of AMA's right to inquire into any matter relevant to the subject matter of this action or reasonably calculated to lead to the discovery of admissible evidence.
Topic 1: Employment History with Aurelius Media Americas Inc.
The examination will cover Aldrich's complete employment history with AMA from September 5, 2017 — the date on which Aldrich executed his Employment Agreement with AMA — through October 14, 2022, the date on which his employment with AMA was terminated. This topic includes, without limitation, the following subject areas:
(a) All positions held by Aldrich at AMA during his tenure, including but not limited to his initial appointment as Vice President of Original Content and his subsequent promotion to Senior Vice President of Original Content & Executive Producer, including the effective dates of each appointment and the circumstances surrounding each promotion or change in title;
(b) Aldrich's job duties, responsibilities, and reporting structure at each level of his employment, including a detailed description of the scope of his authority and decision-making power within the organization;
(c) The August 1, 2020 First Amendment to the Employment Agreement, including the specific terms negotiated, the circumstances and business reasons underlying the amendment, and any changes to Aldrich's compensation, title, duties, or reporting structure effected by the First Amendment;
(d) All compensation received by Aldrich during his employment with AMA, including his base salary (which stood at $485,000 per year at the time of termination), his complete bonus history (including the Fiscal Year 2021 annual performance bonus of $225,000), and all equity grants, including the 42,500 restricted stock units of Aurelius Global Media Group ("AGMG") parent company stock awarded to Aldrich, of which approximately 15,300 units remained unvested at the time of his termination;
(e) Aldrich's direct reports and supervisory responsibilities within AMA's Unscripted Programming Division, including the names, titles, and roles of each direct report and any changes to the organizational structure of the Division during Aldrich's tenure;
(f) The nature and scope of Aldrich's professional relationship with AMA President Jonathan Mercer, including the frequency, manner, and substance of their communications and any material disagreements, conflicts, or performance-related discussions between them; and
(g) The nature and scope of Aldrich's professional relationship with Dwayne Prescott, Vice President of Unscripted Programming, including their respective roles, any overlapping responsibilities, and the nature of their working relationship within the Unscripted Programming Division.
Topic 2: Circumstances of Termination
The examination will cover all events, communications, decisions, and circumstances leading to, during, and following the termination of Aldrich's employment on October 14, 2022. This topic includes, without limitation, the following subject areas:
(a) All events, communications, and circumstances leading to Aldrich's termination on October 14, 2022, including but not limited to the business context, organizational changes, and interpersonal dynamics that preceded the termination;
(b) The restructuring directive issued by AMA President Jonathan Mercer in early October 2022, which directed the consolidation of two show units within the Unscripted Programming Division and a reduction in headcount of approximately 15%, including Aldrich's knowledge of the directive, his understanding of its scope and rationale, and any discussions he had with Mercer or other AMA personnel regarding the directive;
(c) Aldrich's email to Jonathan Mercer dated October 10, 2022, in which Aldrich refused to implement the restructuring directive, including but not limited to Aldrich's characterization of the directive as "creatively bankrupt and commercially idiotic," the full content and context of the email, and any communications between Aldrich and any other person regarding the email before or after it was sent;
(d) The formal written warning issued by Jonathan Mercer to Aldrich and dated October 11, 2022, including the specific grounds stated in the written warning, the manner in which it was delivered, and Aldrich's response, if any, to the written warning;
(e) Aldrich's subsequent email on October 11, 2022, to six subordinates — identified as three show-runners and two division heads (and any additional recipients) — in which Aldrich forwarded the email chain between himself and Mercer with the comment "For your awareness — the London suits are gutting our operation," including the identity of each recipient, the full content of the forwarded email chain and Aldrich's commentary, and the purpose and motivation behind the forwarding of internal management communications to subordinate employees;
(f) The termination meeting held on October 14, 2022, including but not limited to all persons present at the meeting, the location and duration of the meeting, all statements made by each participant, all documents provided to Aldrich during or in connection with the meeting, and Aldrich's responses to the statements made by AMA representatives;
(g) Aldrich's understanding of the stated grounds for his "for cause" termination under Section 7.2(b) of the Employment Agreement, including his understanding of which specific subsections of Section 7.2(b) AMA relied upon in terminating his employment;
(h) Whether Aldrich received the contractually required fifteen (15) business-day cure period under Section 7.2(b)(iv) of the Employment Agreement prior to the effective date of his termination, including any notice of breach or demand for cure that Aldrich may or may not have received; and
(i) Aldrich's contention, as alleged in his Complaint, that his termination was pretextual and/or retaliatory, including the factual basis for such contention, any evidence supporting the contention, and any alternative explanation Aldrich offers for the timing and manner of his termination.
Topic 3: Confidential Information and Email Transmissions
The examination will cover Aldrich's handling of AMA proprietary and confidential information during his employment, with particular focus on the transmission of materials from AMA email systems to personal accounts. This topic includes, without limitation, the following subject areas:
(a) Aldrich's knowledge and understanding of AMA's Acceptable Use and Confidentiality Policy, as last revised in March 2021 (the "AUP"), including the specific provisions of the AUP applicable to the transmission of company information to personal email accounts, the use of personal devices for company business, and the handling of confidential and proprietary materials;
(b) Aldrich's signed acknowledgment of the AUP dated April 12, 2021, including the circumstances under which Aldrich signed the acknowledgment, whether he read and understood the AUP at the time of signing, and any questions or concerns he raised regarding the AUP;
(c) Aldrich's knowledge and understanding of the confidentiality obligations imposed under Section 9.4 of his Employment Agreement, including the definition of "Confidential Information" set forth therein and the restrictions on use, disclosure, and transmission of such information;
(d) The approximately 340 emails forwarded by Aldrich from his AMA email account (galdrich@aureliusmedia.com) to his personal email account (galdrich.private@Northgate Software.com) between approximately July 12, 2021 and September 29, 2022, including the dates, frequency, and circumstances of such transmissions;
(e) The content of the approximately 340 forwarded emails, including but not limited to: (i) approximately 47 emails containing or attaching show concept documents, including format bibles, development memos, and pitch materials; (ii) approximately 22 emails containing or attaching audience analytics reports, including viewership data, demographic breakdowns, and performance metrics; (iii) approximately 18 emails containing or attaching revenue projections and profit-and-loss summaries for specific programming or for the Unscripted Programming Division as a whole; and (iv) approximately 14 emails containing or attaching talent deal terms and compensation information, including deal memos, talent agreements, and negotiation summaries;
(f) Aldrich's purpose, reason, and justification for forwarding each category of materials described above to his personal email account, including whether the forwarding was related to any specific work assignment, project, or business need;
(g) Whether AMA provided Aldrich with remote access to AMA systems, including virtual private network ("VPN") access, remote desktop access, or any other means of accessing AMA email, files, and systems from outside the AMA offices, and whether the use of Aldrich's personal email account was necessary or appropriate for the performance of his work duties; and
(h) Whether any other AMA employee, to Aldrich's knowledge, engaged in similar practices of forwarding company emails or confidential materials to personal email accounts, and if so, the identity of such employees and the circumstances of such practices.
Topic 4: Relationship with Halcyon Creek Productions LLC and Nina Castellanos
The examination will cover the full scope of Aldrich's relationship with Nina Castellanos and Halcyon Creek Productions LLC ("Halcyon Creek"), including any business, financial, or communications nexus between Aldrich and those parties. This topic includes, without limitation, the following subject areas:
(a) The nature, duration, and scope of Aldrich's relationship with Nina Castellanos, including whether the relationship is or was personal, professional, or both, and the history and context of their acquaintance;
(b) Aldrich's knowledge of the formation of Halcyon Creek Productions LLC on February 14, 2022, by Nina Castellanos, which occurred approximately one month after Castellanos's departure from AMA in January 2022, including when and how Aldrich learned of the formation, and any discussions between Aldrich and Castellanos regarding her departure from AMA or the establishment of Halcyon Creek;
(c) Any financial interest, ownership stake, equity participation, profit-sharing arrangement, consulting arrangement, or other business relationship, whether formal or informal, written or oral, between Aldrich and Halcyon Creek Productions LLC, at any time from the date of its formation to the present;
(d) All communications between Aldrich and Nina Castellanos, or any agent, employee, representative, or affiliate of Halcyon Creek Productions LLC, by any means of communication whatsoever, including email, text message, telephone call, video conference, messaging application, social media platform, in-person meeting, or any other method of communication;
(e) The seven (7) emails sent from Aldrich's AMA email account (galdrich@aureliusmedia.com) to info@halcyoncreekprod.com between approximately March 3, 2022 and August 18, 2022, including the date, subject line, content, and attachments of each email;
(f) The content of the seven emails referenced above, including but not limited to: (i) the three unscripted show format bibles for the programs titled "Apex Endurance," "The Remix," and "Untamed West"; (ii) the two pilot sizzle reels transmitted via Larkspur Technologies links originating from Aldrich's personal Larkspur Technologies account; and (iii) the detailed revenue model for AMA's "Summit Challenge" franchise;
(g) Aldrich's purpose, reason, and justification for transmitting the materials described in subparagraph (f) to Halcyon Creek Productions, including the business rationale, if any, for sharing AMA proprietary materials with an outside production company;
(h) Aldrich's prior deposition testimony or statements, whether in this proceeding or any other, to the effect that the transmissions to Halcyon Creek were related to a "potential co-production opportunity," including the factual basis for that characterization, specifically: (i) who at AMA, if anyone, authorized the co-production discussions; (ii) what terms, if any, were discussed for a potential co-production arrangement; (iii) whether a co-production agreement, term sheet, letter of intent, memorandum of understanding, or any other written document was prepared in connection with the alleged co-production discussions; and (iv) whether AMA's Business Affairs department, General Counsel's office, or President Jonathan Mercer was informed of the alleged co-production discussions at any time;
(i) Whether Halcyon Creek Productions has developed, sold, pitched, optioned, licensed, or produced any programming based on, derived from, or substantially similar to the materials that Aldrich transmitted, including any programming that incorporates elements of the "Apex Endurance," "The Remix," "Untamed West," or "Summit Challenge" concepts; and
(j) Any offer of employment, consulting engagement, advisory role, or other business arrangement made by Halcyon Creek Productions or Nina Castellanos to Aldrich, whether before or after his termination from AMA, including the terms of any such offer and whether Aldrich accepted, rejected, or is currently considering any such arrangement.
Topic 5: AMA's Data Loss Prevention Audit
The examination will cover Aldrich's knowledge of and involvement with AMA's data loss prevention audit and its findings. This topic includes, without limitation, the following subject areas:
(a) Aldrich's knowledge of AMA's routine data loss prevention ("DLP") audit initiated in August 2022, including whether Aldrich was aware, at any time prior to his termination, that AMA maintained DLP monitoring tools on its email and information technology systems, and whether Aldrich was aware that a specific audit had been commenced in or about August 2022;
(b) When Aldrich first learned of the DLP audit and its findings, including Aldrich's contention, as stated in his discovery responses, that he was not informed of the DLP audit or its findings until the October 14, 2022 termination meeting;
(c) Aldrich's characterization, as alleged in his Complaint, of the DLP audit as a "fishing expedition" initiated after his conflict with Jonathan Mercer, including the factual basis for that characterization and any evidence supporting the allegation that the audit was pretextually timed or targeted; and
(d) Any communications Aldrich received from AMA's IT security team, Gregory Tanaka (Vice President of Legal & Compliance), or any other AMA personnel regarding the email transmissions identified by the DLP audit, at any time prior to, during, or after his termination meeting on October 14, 2022.
Topic 6: Employment Agreement — Restrictive Covenant Provisions
The examination will cover Aldrich's understanding of and compliance with the restrictive covenant provisions of his Employment Agreement. This topic includes, without limitation, the following subject areas:
(a) Aldrich's understanding of each restrictive covenant provision set forth in Section 9 of the Employment Agreement, including:
(i) Section 9.1 — Non-Competition: The non-competition covenant restricting Aldrich for a period of eighteen (18) months following termination from engaging in employment, consulting, or other business activity with a "Competing Enterprise," defined in the Employment Agreement as any entity deriving 25% or more of its revenue from the production, licensing, or distribution of unscripted or reality television content in North America;
(ii) Section 9.2 — Non-Solicitation of Employees: The non-solicitation covenant restricting Aldrich for a period of twenty-four (24) months following termination from soliciting, recruiting, or hiring any AMA employee with whom Aldrich worked or had professional contact during the twelve (12) months preceding his termination;
(iii) Section 9.3 — Non-Solicitation of Business Relationships: The non-solicitation covenant restricting Aldrich for a period of twenty-four (24) months following termination from soliciting, diverting, or interfering with any network, platform, or advertiser client of AMA with whom Aldrich had material contact during the twenty-four (24) months preceding his termination; and
(iv) Section 9.4 — Confidentiality: The confidentiality covenant, which applies without temporal limitation, restricting Aldrich from using, disclosing, or transmitting any proprietary content, show formats, revenue data, talent agreements, or other confidential information of AMA as defined in the Employment Agreement;
(b) Aldrich's contention, as affirmatively alleged in his Complaint and his response to AMA's Cross-Complaint, that Section 9.1 of the Employment Agreement is void and unenforceable under California Business & Professions Code § 16600, including the legal and factual basis for that contention;
(c) Aldrich's position on the enforceability of Sections 9.2, 9.3, and 9.4 of the Employment Agreement, and whether Aldrich contends that any of those provisions are similarly void, unenforceable, or otherwise inapplicable;
(d) Aldrich's understanding of the choice-of-law clause set forth in Section 14.3 of the Employment Agreement, which provides that the Agreement shall be governed by and construed in accordance with the laws of the State of New York, and Aldrich's contention that California law, rather than New York law, governs the Employment Agreement and, in particular, the enforceability of the restrictive covenant provisions; and
(e) Whether Aldrich has, at any time since his termination from AMA on October 14, 2022, violated any of the restrictive covenant provisions of Section 9 of the Employment Agreement, including but not limited to:
(i) Accepting employment, a consulting engagement, an advisory role, or any other business arrangement with any entity that qualifies as a "Competing Enterprise" as defined in Section 9.1;
(ii) Soliciting, recruiting, hiring, or attempting to solicit, recruit, or hire any current or former AMA employee in violation of Section 9.2;
(iii) Soliciting, diverting, or interfering with any network, platform, or advertiser client of AMA in violation of Section 9.3; and
(iv) Using, disclosing, or transmitting any confidential information of AMA in violation of Section 9.4.
Topic 7: Post-Termination Employment and Mitigation
The examination will cover Aldrich's employment and income-earning activities since his termination and his efforts to mitigate damages. This topic includes, without limitation, the following subject areas:
(a) All employment, consulting engagements, freelance work, advisory roles, or business ventures undertaken by Aldrich since October 14, 2022, whether paid or unpaid, and whether the engagement is ongoing or has concluded;
(b) The identity of each employer, client, production company, network, platform, or other business entity with which Aldrich has been engaged or affiliated since October 14, 2022;
(c) The start date, end date (if applicable), compensation terms (including base compensation, bonuses, equity, profit participation, and any other form of remuneration), and scope of work for each engagement or position held since October 14, 2022;
(d) Whether any employer, client, or business entity with which Aldrich has been engaged since his termination qualifies as a "Competing Enterprise" as defined in Section 9.1 of the Employment Agreement;
(e) Whether Aldrich has solicited, recruited, or hired any AMA employees, or solicited or diverted any AMA network, platform, or advertiser clients, in connection with any post-termination engagement or business activity; and
(f) Aldrich's efforts to seek and obtain comparable employment in the entertainment industry since his termination, including all applications submitted, interviews attended, offers received, and offers declined, for purposes of assessing mitigation of damages.
Topic 8: Damages
The examination will cover the factual and documentary basis for each component of Aldrich's claimed damages. This topic includes, without limitation, the following subject areas:
(a) The factual and documentary basis for each component of Aldrich's aggregate damages demand of $4,150,000 as set forth in his Complaint and subsequent discovery responses, including the methodology, calculations, assumptions, and supporting documentation for each of the following categories:
(i) Severance: $970,000, representing twenty-four (24) months of base salary at a rate of $485,000 per year;
(ii) Pro-Rata Bonus (Fiscal Year 2022): $168,750, representing Aldrich's claimed entitlement to a prorated annual performance bonus for the fiscal year in which he was terminated;
(iii) RSU Acceleration: Approximately $332,200, representing the claimed value of the 15,300 unvested restricted stock units of AGMG parent company stock that Aldrich contends should have been accelerated upon his termination;
(iv) Emotional Distress: $500,000, representing Aldrich's claimed damages for emotional and psychological harm allegedly suffered as a result of his termination and AMA's conduct;
(v) Lost Future Compensation (Two-Year Horizon): $1,200,000, representing Aldrich's claimed lost earnings over a projected two-year period following his termination;
(vi) Attorneys' Fees: $750,000, representing fees incurred or anticipated in connection with this litigation;
(vii) Expense Reimbursement: $28,400, representing business expenses that Aldrich contends were incurred but not reimbursed by AMA during Fiscal Year 2022; and
(viii) Punitive Damages: $200,000, representing Aldrich's demand for exemplary damages based on his allegation that AMA acted with malice, oppression, or fraud;
(b) All documents, records, spreadsheets, calculations, or other materials supporting each damages component listed above;
(c) All income earned by Aldrich since his termination, including wages, consulting fees, bonuses, equity compensation, and any other form of remuneration, for purposes of AMA's mitigation analysis;
(d) The specific nature and extent of the alleged emotional distress, including the onset, duration, symptoms, and severity of any emotional or psychological harm; the names of any healthcare providers, therapists, counselors, or other medical professionals consulted in connection with the alleged emotional distress; and any medications prescribed or treatments undergone as a result of the alleged distress;
(e) The factual basis for the expense reimbursement claim asserted under California Labor Code § 2802, including the identification of each unreimbursed business expense incurred during Fiscal Year 2022, the date on which each expense was incurred, the amount of each expense, the business purpose of each expense, and the documentary support (including receipts, invoices, credit card statements, and expense reports) for each expense; and
(f) The factual basis for the punitive damages demand, including the specific conduct by AMA that Aldrich contends constitutes malice, oppression, or fraud within the meaning of California Civil Code § 3294.
Topic 9: Communications with Counsel and Third Parties
AMA does not seek and will not inquire into communications protected by the attorney-client privilege or the attorney work product doctrine. However, AMA reserves the right to inquire into the following categories of non-privileged communications:
(a) All communications between Aldrich and any person other than his attorneys of record (or any attorney retained by Aldrich in connection with this matter) regarding the circumstances of his termination from AMA, his claims against AMA, or AMA's cross-claims against him;
(b) All communications between Aldrich and any current or former AMA employee regarding the facts, events, claims, defenses, or any other matters at issue in this litigation, including but not limited to any discussions regarding the restructuring directive, the DLP audit, the termination meeting, or the restrictive covenant provisions; and
(c) All communications between Aldrich and any media outlet, journalist, reporter, blogger, podcaster, or other member of the press or media regarding his termination from AMA, his claims against AMA, AMA's cross-claims against him, or any of the underlying facts or events at issue in this litigation.
Topic 10: AMA Cross-Claims
The examination will cover Aldrich's responses and defenses to each of AMA's cross-claims asserted in AMA's Cross-Complaint filed in this action. This topic includes, without limitation, the following subject areas:
(a) Aldrich's responses and defenses to each of AMA's cross-claims, specifically:
(i) Breach of Employment Agreement (Section 9.4 — Confidentiality): AMA's claim that Aldrich breached the confidentiality provisions of the Employment Agreement by transmitting Confidential Information to his personal email account and to Halcyon Creek Productions LLC;
(ii) Misappropriation of Trade Secrets (Cal. Civ. Code § 3426 *et seq.* — CUTSA): AMA's claim that Aldrich misappropriated trade secrets, including show format bibles, revenue models, audience analytics data, and talent deal terms, by transmitting them outside AMA's secure systems without authorization;
(iii) Breach of Fiduciary Duty: AMA's claim that Aldrich breached his fiduciary duties owed to AMA as a senior executive officer by secretly transmitting proprietary materials to a competitor and by acting in the interest of Halcyon Creek Productions to the detriment of AMA; and
(iv) Conversion: AMA's claim that Aldrich converted AMA's proprietary materials by exercising unauthorized dominion and control over them for his personal benefit and/or for the benefit of Halcyon Creek Productions;
(b) Whether Aldrich contends that any of the materials he transmitted — to his personal email account or to Halcyon Creek Productions — were not "Confidential Information" as defined in Section 9.4 of the Employment Agreement, or were not "trade secrets" as defined in the California Uniform Trade Secrets Act (Cal. Civ. Code § 3426.1);
(c) Whether Aldrich contends that the transmissions were authorized by AMA, within the scope of his duties as Senior Vice President of Original Content & Executive Producer, or otherwise permissible under AMA policy, the Employment Agreement, or applicable law;
(d) Whether Aldrich has returned, deleted, or destroyed any AMA proprietary materials since his termination on October 14, 2022, including any materials in electronic or physical form, and the date and circumstances of any such return, deletion, or destruction; and
(e) The current location and status of all AMA proprietary materials in Aldrich's possession, custody, or control, including materials stored on personal computers, laptops, tablets, smartphones, external storage devices, personal cloud storage accounts (including but not limited to Larkspur Technologies, Hollowell Health IT, Meridian Systems, and Cobalt Ridge Systems), email accounts, or in the physical or electronic possession of any third party, including Nina Castellanos, Halcyon Creek Productions LLC, or any other person or entity.
REQUEST TO PRODUCE DOCUMENTS AT DEPOSITION
Pursuant to CCP § 2025.220(a)(4), Deponent Gavin Aldrich is hereby requested to bring to the deposition and produce for inspection and copying the following documents and categories of documents. As used herein, "documents" shall have the broadest meaning permitted under CCP § 2016.020 and shall include all writings, recordings, electronically stored information, and tangible things, regardless of format or medium.
Document Request No. 1: All documents transmitted by Aldrich from his AMA email account (galdrich@aureliusmedia.com) to his personal email account (galdrich.private@Northgate Software.com), or to any other non-AMA email account, at any time during his employment with AMA from September 5, 2017 through October 14, 2022, including the email messages themselves, all attachments thereto, and any associated metadata.
Document Request No. 2: All communications between Aldrich and Nina Castellanos or Halcyon Creek Productions LLC (including any agent, employee, representative, or affiliate thereof), by any means, including but not limited to email, text message, messaging application, social media platform, letter, memorandum, or any other form of written or electronic communication, from January 1, 2022 to the present.
Document Request No. 3: All documents relating to any co-production opportunity, joint venture, partnership, collaboration, or other business arrangement between Aldrich (or any entity in which Aldrich holds an interest) and Halcyon Creek Productions LLC (or Nina Castellanos), including but not limited to proposals, term sheets, letters of intent, memoranda of understanding, agreements, correspondence, and internal notes or memoranda.
Document Request No. 4: All documents reflecting any financial interest, ownership stake, equity participation, profit-sharing arrangement, consulting arrangement, advisory arrangement, or other business relationship between Aldrich and Halcyon Creek Productions LLC, including but not limited to organizational documents, operating agreements, membership interest certificates, stock certificates, consulting agreements, invoices, and payment records.
Document Request No. 5: All employment agreements, consulting agreements, engagement letters, offer letters, or similar contracts between Aldrich and any entity or individual, entered into at any time since October 14, 2022, including any amendments, addenda, or side letters thereto.
Document Request No. 6: All documents supporting Aldrich's claim for expense reimbursement under California Labor Code § 2802, including but not limited to receipts, invoices, credit card statements, bank statements, expense reports, approval records, and any written requests for reimbursement submitted to AMA, for all unreimbursed business expenses allegedly incurred during Fiscal Year 2022.
Document Request No. 7: All documents supporting Aldrich's damages calculation as set forth in his Complaint and discovery responses, including but not limited to income records, pay stubs, W-2 forms, 1099 forms, K-1 forms, federal and state income tax returns (including all schedules and attachments), financial statements, brokerage account statements, and bank statements, for the period from October 14, 2022 to the present.
Document Request No. 8: All communications between Aldrich and any current or former AMA employee regarding the facts, events, claims, defenses, or any other matters at issue in this litigation, from October 14, 2022 to the present.
Document Request No. 9: All AMA proprietary materials currently in Aldrich's possession, custody, or control, in any form (electronic or physical), or, alternatively, a written certification, signed under penalty of perjury, that no AMA proprietary materials remain in Aldrich's possession, custody, or control.
COMPLIANCE NOTICE
The Deponent is reminded of his obligations under California law, including CCP §§ 2025.010 et seq., to appear for deposition at the time and place specified in this Notice and to answer questions under oath. The Deponent is further obligated to produce the documents requested herein to the extent such documents are in his possession, custody, or control.
Failure to appear for the deposition, or failure to produce requested documents without having served valid objections in accordance with applicable law, may result in the imposition of sanctions pursuant to CCP § 2025.450, including monetary sanctions, issue sanctions, evidence sanctions, and/or contempt of court.
If the Deponent is unable to appear on the noticed date of May 22, 2023, he is requested to contact defense counsel promptly, and in no event later than ten (10) calendar days prior to the noticed date, to arrange a mutually agreeable alternative date, so as to avoid the necessity of a motion to compel.
Respectfully submitted,
Dated: April 25, 2023
CALDERWOOD & HARKNESS LLP
By: ________
Devon Archer (SBN 301462) 777 South Flower Street, Suite 4200 Los Angeles, California 90017 Telephone: (213) 555-7238 Facsimile: (213) 555-7240
Email: darcher@calderwoodharkness.com
Attorneys for Defendant and Cross-Complainant Aurelius Media Americas Inc.
PROOF OF SERVICE
PROOF OF SERVICE
STATE OF CALIFORNIA, COUNTY OF LOS ANGELES
I, Sophia Meng, declare as follows:
I am employed in the County of Los Angeles, State of California. I am over the age of eighteen (18) years and am not a party to the within action. My business address is 777 South Flower Street, Suite 4200, Los Angeles, California 90017.
On April 25, 2023, I served the foregoing document described as NOTICE OF DEPOSITION OF PLAINTIFF GAVIN ALDRICH on the interested parties in this action as follows:
BY ELECTRONIC SERVICE: I caused the document to be transmitted by electronic mail to the email addresses listed below, pursuant to CCP § 1010.6. The transmission was reported as complete and without error.
BY U.S. MAIL: I also caused a true and correct copy of the foregoing document to be placed in a sealed envelope with postage thereon fully prepaid, for deposit in the United States mail at Los Angeles, California, addressed as set forth below. I am readily familiar with Calderwood & Harkness LLP's practice of collection and processing correspondence for mailing. Under that practice, correspondence placed in the designated area for mailing is deposited with the U.S. Postal Service on the same day in the ordinary course of business.
Persons Served:
I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed on April 25, 2023, at Los Angeles, California.
________________________________________
Sophia Meng Paralegal Calderwood & Harkness LLP
GAVIN ALDRICH, | Case No. 22STCV41087
Plaintiff, | Assigned for All Purposes to
Hon. Catherine Villanueva, Dept. 52
v.
NOTICE OF DEPOSITION OF
AURELIUS MEDIA AMERICAS INC., a Delaware corporation, | PLAINTIFF GAVIN ALDRICH
Defendant and Cross-Complainant. | Date: May 22, 2023
Time: 9:00 a.m.
Location: Offices of Calderwood & Harkness LLP, 777 South Flower Street, Suite 4200, Los Angeles, California 90017
Name | Address | Email
Cameron Whitfield, Esq. | Whitfield & Associates, 9465 Wilshire Boulevard, Suite 320, Beverly Hills, CA 90212 | cwhitfield@whitfieldlaw.com
Julia Nazarian, Esq. | Whitfield & Associates, 9465 Wilshire Boulevard, Suite 320, Beverly Hills, CA 90212 | jnazarian@whitfieldlaw.com

SUPERIOR COURT OF THE STATE OF CALIFORNIA

NOTICE OF DEPOSITION OF PLAINTIFF GAVIN ALDRICH

MATTERS UPON WHICH EXAMINATION IS REQUESTED

REQUEST TO PRODUCE DOCUMENTS AT DEPOSITION

COMPLIANCE NOTICE

CALDERWOOD & HARKNESS LLP

PROOF OF SERVICE

PROOF OF SERVICE

STATE OF CALIFORNIA, COUNTY OF LOS ANGELES

NOTICE OF DEPOSITION OF

Record

Parties

Dates

Amounts