Judge: Michelle Williams Court, Case: 21STCV35648, Date: 2022-11-07 Tentative Ruling
Case Number: 21STCV35648 Hearing Date: November 7, 2022 Dept: 74
21STCV35648 JAMES
EDMUNDS vs JOSHUA E. COLEMAN, P/K/A AMMO
Plaintiff James Edmunds’ Motion to Compel Defendant’s
Further Responses and Production of Documents
TENTATIVE RULING: Plaintiff James Edmunds’ Motion to Compel
Defendant’s Further Responses and Production of Documents is GRANTED. Defendant is ordered to serve further
verified, code compliant responses to Plaintiff’s Requests for Production of
Documents, Set One, Requests Nos. 1-4, 12, 13, 27, 28 and 30-32, within 20 days
and to produce all responsive documents to these requests, and consistent with
its other statements of compliance, within 30 days. To the extent Defendant
claims the attorney-client or work product privileges apply over any of the
responsive documents or information, it shall simultaneously serve a privilege
log with the document production that, at a minimum, identifies each document
for which a privilege is claimed, its author, recipients, the date of
preparation, the privilege claimed, and any other information necessary to
evaluate the privilege. Defendant shall remove all other objections from its
supplemental responses.
The Court declines to impose sanctions.
Background
On September 23, 2021, Plaintiff James Edmunds filed
this action against Joshua E. Coleman p/k/a Ammo. The First Amended Complaint
asserts causes of action for: (1) breach of contract and (2) breach of the
implied covenant of good faith and fair dealing. The FAC alleges Plaintiff signed
Defendant as his first management client when the parties executed a Management
Agreement. When their business relationship ended in 2017, the parties also
allegedly entered into a Termination Agreement. Plaintiff alleges Defendant
sold his songwriting and production catalog, but failed to pay Plaintiff a 15%
Catalog Sale Commission owed under the parties’ agreements. Plaintiff also
alleges Defendant has received other royalties since the sale, but failed to
pay a 15% Production Royalty Commission owed under the parties’ agreements.
Motion
On August 15,
2022, Plaintiff filed the instant motion to compel Defendant to provide further
responses to Requests for Production, Set One Nos. 1-4, 12, 13, 27, 28 and
30-32 and produce responsive documents to all requests at issue.
Opposition
In opposition,
Defendant contends the documents sought are irrelevant and not reasonably
calculated to lead to the discovery of admissible evidence and agrees to search
his attorneys’ records for responsive, non-privileged documents.
Reply
In reply, Plaintiff
argues the documents sought are discoverable and Defendant has not justified
his objections.
Motion
to Compel Further Responses
Standard
The propounding party may bring a
motion to compel further responses to requests for production if it believes the
statement of compliance is incomplete, the representation of an inability to
comply is inadequate, incomplete, or evasive, or if an objection is without
merit or too general. (Code Civ. Proc. § 2031.310.) The motion must be
accompanied by a meet and confer declaration, (Code Civ. Proc. §§ 2016.040; 2031.310(b)(2)),
and a separate statement. (Cal. R. Ct., rule 3.1345.)
The motion must set forth specific facts showing
good cause justifying the discovery sought. (Code Civ. Proc. § 2031.310(b)(1).)
“[T]hat burden is met simply by a fact-specific showing of relevance.” (TBG Ins. Services Corp. v. Superior Court, 96
Cal. App. 4th 443, 447 (2002).) The
opposing party bears the burden of justifying any objections. (Fairmont Ins.
Co. v. Superior Court (2000) 22 Cal.4th 245, 255; Kirkland v. Superior
Court (2002) 95 Cal.App.4th 92, 97-98; Williams
v. Superior Court (2017) 3 Cal.5th 531, 541.) Unless extended, the motion
must be filed within 45 days of service of the responses. (Code Civ. Proc. §§
2016.050; 2031.310(c).)
Pursuant
to Code of Civil Procedure section 2031.320(a), “[i]f a party filing a response
to a demand for inspection, copying, testing, or sampling under Sections
2031.210, 2031.220, 2031.230, 2031.240, and 2031.280 thereafter fails to permit
the inspection, copying, testing, or sampling in accordance with that party's
statement of compliance, the demanding party may move for an order compelling
compliance.”
Discovery at Issue and Meet
and Confer Efforts
Plaintiffs’ motion is accompanied by
the required separate statement and meet and confer declaration.
Plaintiff served the Requests for
Production of Documents, Set One on March 16, 2022. (Bach Decl. Ex. B.)
Defendant provided responses and objections on April 15, 2022. (Id. Ex. C.) The
parties engaged in meet and confer videoconferences on May 4, 2022, May 5, 2022,
and August 9, 2022. (Bach Decl. ¶ 7.) On July 22, 2022, Plaintiff sent a
detailed meet and confer addressing the requests at issue in this motion. (Id.
Ex. D.) Defendant responded on August 3, 2022. (Id. Ex. E.) As of the filing of
the motion, Defendant had not produced any responsive documents. (Bach Decl. ¶
4.) Plaintiff’s motion indicates the parties agreed to extend the motion
deadline to August 15, 2022, (Mot. at 5:11-12), and Defendant does not raise a
timeliness objection.
Requests Nos. 1-4
Plaintiff seeks to compel further
responses to Requests for Production Nos. 1-4, which seek “production of ‘all
documents related to the Catalog Sale’ (RFP No. 1), ‘all documents reflecting
any and all offers, formal or informal, written or oral’ for the Catalog (RFP
No. 2), ‘all documents relating to the potential sale of, offers for, or purchase
of’ the Catalog (RFP No. 3), and ‘all documents relating to [Coleman’s]
decision to sell’ the Catalog (RFP No. 4).” (Mot. at 6:4-9.)
Defendant responded to Requests Nos.
1-3 by stating “Defendant objects to this Request on the grounds that it is
overly broad as to scope and disproportionate to the needs of the case. Subject
to and without waiver of the foregoing general and specific objections,
Defendant will produce non-privileged documents in his possession, custody or
control sufficient to show the purchase price of the Catalog Sale and the list
of songs included in the Catalog Sale, upon an appropriate confidentiality
order, containing attorneys’ eyes only provisions being entered into between
the parties and so ordered by the Court.” Defendant responded to Request No. 4
by stating “Defendant objects to this Request on the ground that it is not
relevant to parties’ claims or defenses of the case.”
Plaintiff contends Defendant’s
unilateral limitation on these requests to only the production of the Catalog
Sale Agreement is improper. The parties disagree as to the relevance of these
documents and whether they will lead to the discovery of admissible evidence. Plaintiff
argues the documents are likely to lead to the discovery of admissible evidence
regarding: “(a) the individuals who were involved in the Catalog Sale and their
roles; (b) when Coleman first considered selling his Catalog (and whether such
sale was considered before or at the time the parties were negotiating the
Termination & Release Agreement); (c) what compositions in the Catalog Sale
were to be included, how the buyer valued them, and whether compositions that
are Term Products (created while Edmunds was serving as Coleman’s manager) were
highly valued by the buyer; (d) why Coleman decided to sell when he did (as
opposed to waiting until after the Post-Term Period, when such income would not
be commissionable to Edmunds); (e) whether and how the Catalog Sale might
affect Coleman’s ability or obligation to pay Edmunds the contractually owed
15% commission, and whether selling the Catalog (i.e., the revenue-generating
assets on which Edmunds’ commission was based) would frustrate Edmunds right to
receive the benefit of the Termination & Release Agreement; and (f) whether
Coleman and/or the buyer discussed the possibility that the Catalog Sale would
interfere with Edmunds’ right to receive commissions under the Termination
& Release Agreement.” (Mot. at 6:10-25.)
Evidence regarding Defendant’s conduct after
he entered into his agreement with Plaintiff may be admissible or may lead to
the discovery of admissible evidence related to the proper interpretation of
the parties’ contractual obligations. (See e.g. Kennecott Corp. v. Union Oil
Co. (1987) 196 Cal.App.3d 1179, 1189 (“The conduct of the parties after
execution of the contract and before any controversy has arisen as to its
effect affords the most reliable evidence of the parties' intentions.”); Southern
Cal. Edison Co. v. Super. Court (1995) 37 Cal. App. 4th 839, 851.) The
requests are also relevant to the development of Plaintiff’s good faith and
fair dealing claim, or a future amendment thereto. (Carma Developers (Cal.),
Inc. v. Marathon Development California, Inc. (1992) 2 Cal.4th 342, 372
(“The covenant of good faith finds particular application in situations where
one party is invested with a discretionary power affecting the rights of
another. Such power must be exercised in good faith.”); Locke v. Warner
Bros., Inc. (1997) 57 Cal.App.4th 354, 367 (“The implied covenant of good
faith and fair dealing obligated Warner to exercise that discretion honestly
and in good faith.”); Harm v. Frasher
(1960) 181 Cal.App.2d 405, 417 (“This covenant not only imposes upon each
contracting party the duty to refrain from doing anything which would render
performance of the contract impossible by any act of his own, but also the duty
to do everything that the contract presupposes that he will do to accomplish
its purpose.”).) The Court agrees with Plaintiff that Defendant’s reliance upon
case authority regarding a party’s motive being irrelevant to the assessment of
contract damages, (e.g. Applied Equipment Corp. v. Litton Saudi Arabia Ltd. (1994)
7 Cal.4th 503, 516), is not sufficient to deny the discovery sought.
The Court finds Plaintiff’s met their
burden to demonstrate the discoverability of the documents sought by Requests
Nos. 1-4 and Defendant failed to meet his burden to justify any objections
thereto. “For discovery purposes, information is relevant if it ‘might
reasonably assist a party in evaluating the case, preparing for trial, or
facilitating settlement’ [Citation]. Admissibility is not the test and
information, unless privileged, is discoverable if it might reasonably lead to
admissible evidence. [Citation] These rules are applied liberally in favor of
discovery.” (Gonzalez v. Superior Court (1995) 33 Cal.App.4th 1539,
1546.) “[I]t is well established that relevancy of the subject matter does not
depend upon a legally sufficient pleading, nor is it restricted to the issues
formally raised in the pleadings. Relevancy of the subject matter is determined
by the potential as well as actual issues in the case; [Citation] discovery is
proper if it would be material to any possible issue raised by new allegations
in an amended complaint.” (Union Mut. Life Ins. Co. v. Superior Court
(1978) 80 Cal.App.3d 1, 10.)
The motion is GRANTED as to Requests
Nos. 1-4.
Request
Nos. 12, 13, 27, 28 and 30-32.
Plaintiff
also seeks to compel a further response to Requests Nos. 12, 13, 27, 28 and
30-32 which seek the following, as summarized by Plaintiff:
-
“the payment (or non-payment) of commissions or fees
to any PERSON—including YOUR current and former representatives, managers, and
attorneys—in connection with the CATALOG SALE” (RFP No. 12);
-
“YOUR decision to pay or not pay commissions or fees
to any PERSON—including YOUR current and former representatives, managers, and
attorneys—in connection with the CATALOG SALE” (RFP No. 13)
-
“the commissions owed (and paid) by YOU to any
PERSON, including PLAINTIFF, for the monies, sums, amounts, and compensation
(including but not limited to GROSS INCOME) that YOU received during the
POST-TERM PERIOD that relate, in whole or in part, to TERM PRODUCTS” (RFPs Nos.
27, 28);
-
“COMMUNICATIONS between YOU and any PERSON serving
as your non-legal representative in connection with the CATALOG SALE, including
but not limited to YOUR accountants and managers” (RFP No. 30);
-
“the terms of YOUR agreements with any PERSONS who
represented YOU in connection with the CATALOG SALE, including but not limited
to engagement letters with YOUR accountants, managers, and attorneys” (RFP No.
31);
-
“all fees, commissions, or other compensation that
YOU were charged by or paid to the agents, managers, attorneys, or other
representatives or PERSONS who represented YOU in connection with the CATALOG
SALE” (RFP No. 32).
(Mot. at 9:12-27.) Defendant objected to Requests
Nos. 12 and 13 by stating “Defendant objects to this Request on the grounds
that it is overly broad as to scope and disproportionate to the needs of the
case” and limited his responses documents sufficient to show payments by
Defendant to Plaintiff.
Defendant objected to Requests Nos. 27, 28, 30, and
31 by stating “Defendant objects to this Request on the grounds that it is not
reasonably calculated to lead to the discovery of admissible evidence, unduly
burdensome and purposed solely to harass.”
Defendant objected to Request No. 32 by stating “Defendant
objects to this Request on the grounds that it is overly broad as to scope and disproportionate
to the needs of the case” and limited his response to documents “sufficient to show the amount of any
commissions paid by him in connection with the Catalog Sale.”
Defendant
failed to justify his burden objection or any other objection. (Williams, supra, 3 Cal.5th at 549–550 (“An objection
based upon burden must be sustained by evidence showing the quantum of work
required. As the objecting party, Marshalls had the burden of supplying
supporting evidence, but in response to Williams's motion to compel it offered
none.”) (quotations and citations omitted).) The parties rely upon the same arguments
addressed above and disagree as to the relevance of the documents sought. The Court
agrees these requests are reasonably calculated to lead to admissible evidence
regarding Defendant’s performance of the contract, issues of interpretation,
and Defendant’s good faith or lack thereof. By seeking this discovery,
Plaintiff does not attempt to assert a tort claim or discover documents that
would only be available to support a tort claim. The motion is GRANTED as to
Requests Nos. 12, 13, 27, 28 and 30-32.
Non-Privileged
Documents in Attorney Files
In the motion, Plaintiff also noted
that Defendant refused to search his attorneys’ files for non-privileged
responsive documents. (Mot. at 13:12-14:12.) In opposition, Defendant agrees to
search his attorneys’ records for responsive documents. (Opp. at 13:19-14:18.) Defendant
must comply with his duties under the Discovery Act to produce all responsive,
non-privileged documents within his possession, custody, or control, which it
appears he will. (Code Civ. Proc. §§ 2031.220; 2031.320.)
Sanctions
Pursuant to Code of Civil Procedure
section 2031.310(h), “the court shall impose a monetary sanction under Chapter
7 (commencing with Section 2023.010) against any party, person, or attorney who
unsuccessfully makes or opposes a motion to compel further response to a demand,
unless it finds that the one subject to the sanction acted with substantial
justification or that other circumstances make the imposition of the sanction
unjust.”
Both parties request sanctions. While
the Court ultimately agreed with Plaintiff based upon the arguments asserted,
the Court finds Defendant acted with substantial justification such that
sanctions are not warranted.