2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 1 of 22 Pg ID 22273
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed O3/31/16 Pg 1 Of 22
`Pg ID 22273
`
`Exhibit A
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 2 of 22 Pg ID 22274
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed O3/31/16 Pg 2 Of 22
`Pg ID 22274
`
`Gangnes, Lara
`
`From:
`Sent:
`To:
`Cc:
`
`Subject:
`
`Joe,
`
`Gangnes, Larry
`Tuesday, April 08, 2014 2:08 PM
`‘Papelian, Joseph E‘
`Davis, Kenneth R.
`
`Wire Harness MDL
`
`Greetings! We were surprised to see that the City of Richmond's class action complaint filed in February named Dephi
`as a defendant. However, the City also named Furukawa Wiring Systems America, Inc. as a defendant even though it has
`been defunct since Sept. 2011 and was voluntarily dismissed by the W/H MDL plaintiffs as a result. We understand that
`the City will likewise be dismissing FWSA and those other defendants dismissed by the W/H MDL plaintiffs, hopefully
`including Delphi.
`’
`
`You may recall that when last we spoke shortly before Delphi was dismissed from the W/H MDL, we discussed the
`likelihood that the remaining defendants would need discovery from Delphi, and you suggested that I contact you on
`this issue. That time has come.
`is there a convenient time for me to call and bring you up to date?
`
`Regards. Larry
`
`Larry Gangnes
`
`LANE POWELL
`
`E‘. CQ|Jl'rl'$EL()R$
`
`hTIOP,l't£YS.
`
`Shareholder, E9 | vcard
`Lane Powell PC
`1420 Fifth Avenue, Suite 4200
`PO. Box 91302
`Seattle. WA 98111-9402
`Direct: 206.223.7036
`Cell: 206.779.6745
`www.lanepowe||.com
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 3 of 22 Pg ID 22275
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed O3/31/16 Pg 3 Of 22
`Pg ID 22275
`
`Exhibit B
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 4 of 22 Pg ID 22276
`2:12-md-02311-MOB-MKM DOC # 1276-1 Filed O3/31/16 Pg 4 Of 22
`Pg ID 22276
`
`Gangnes, Larry
`
`From:
`
`Sent:
`To:
`Cc:
`
`Gangnes, Larry
`
`Tuesday, April 15, 2014 6:27 PM
`'Papelian, Joseph E‘
`Davis, Kenneth R.
`
`Subject:
`Attachments:
`
`Document Requests to Delphi
`Ltr — Williams 05-21-12 Response.pdf
`
`Joe, we are working to prepare a set of document and data requests to Delphi. Do you have a moment tomorrow or
`Thursday to talk briefly with me about Delphi's production of documents to DoJ and what the plaintiffs have received
`and are requesting now? This information will help us tailor defendants’ requests. Please let me know when it would be
`convenient to talk.
`
`Regards.
`
`Larry Gangnes
`
`LANE powcu.
`
`i2\'Tl'JR##E"l‘S 8. CClUH‘S£LDRS
`
`Shareholder, BE [ vCard
`Lane Powell PC
`1420 Fifth Avenue, Suite 4200
`P.O. Box 91302
`Seattle. WA 98111-9402
`Direct: 206.223.7036
`Cell: 206.779.6745
`www.|anepowel|.com
`
`From: Howarth, Anne Marie [mai|to:anne.marie.howafli@delphi.com] On Behalf Of Papelian, Joseph E
`Sent: Monday, May 21, 2012 1:39 PM
`To: swil|iams@cpmlegal.com
`Cc: Anita F. Stork; Bernard Persky; Britt M. Miller; David F. DuMouche|; David H. Fink; Don Barrett; Donald M. Barnes; E.
`Powell Miller; Gary R. Carney; Gerard V. Mantese; Gregory P. Hansel; James L Cooper; Jonathan W. Cuneo; Joseph C.
`Kohn; Joseph W Cotchett; Kennth A Gallo; Gangnes, Larry; Marc M. Seltzer; Marguerite Sullivan
`(marguerite.su|livan@|w.com); Michael Tubach; Michelle K. Fischer; Shawn M. Raiter; Steven A. Kanner; Steven F.
`Cherry; W. Parker Sanders
`Subject: Response to May 16th Letter
`
`Forwarding on behalf of Joseph E. Papelian.
`
`Please let me know if I can be of further assistance.
`
`Anne Marie Howarth
`
`Delphi Legal — Litigation
`
`Delphi Corporation
`5725 Delphi Drive, MC 483-400-554
`Troy, MI 48098-2815
`
`(248)813-2544, Fax (248) 813-2599
`anne.marie.howarth@delphi.com
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 5 of 22 Pg ID 22277
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed O3/31/16 Pg 5 Of 22
`Pg ID 22277
`
`The information contained in this communication is confidential and is intended only for the use of the individual or
`entity for whom it is addressed.
`If you are not the intended recipient or the agent or employee responsible to deliver it
`to the intended recipient, you are hereby notified that any use, dissemination, distribution or copying of information in
`this communication is strictly prohibited and may be unlawful.
`if you have received this communication in error, please
`immediately notify us by return e—mai|, permanently delete any electronic copies of this communication and destroy any
`paper copies.
`
`****************************************************************************************
`
`Note: If the reader of this message is not the intended recipient, or an employee or agent responsible for
`delivering this message to the intended recipient, you are hereby notified that any dissemination, distribution or
`copying of this communication is strictly prohibited. If you have received this communication in error, please
`notify us immediately by replying to the message and deleting it from your computer. Thank you.
`****************************************************************************************
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 6 of 22 Pg ID 22278
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed O3/31/16 Pg 6 Of 22
`Pg ID 22278
`
`Joseph E. Papelian
`Deputy General Counsel — Litigation
`Telcyilwne: 248-813-2535
`Facsimile: 248-813-325 I
`
`De I PH I
`
`May2l, 2012
`
`Steve N. Williams
`
`Cotchett, Pitre & McCarthy
`San Francisco Airport Office Center
`840 Malcolm Road, Suite 200
`
`Burlingame, CA 94010
`
`Dear Mr. Williams:
`
`This responds to your letter of May 16, 2012.
`
`In May 2010, a Grand Jury Subpoena (“Subpoena”) for documents was served at the Troy Center where Delphi
`Automotive Systems, LLC is located (5 725 Delphi Drive Troy, Michigan). The Subpoena called for the production of
`documents related to the “Automotive Power and Data Network.”
`
`We began producing documents to the Department of Justice (“DOJ”) in September 2010 and continued to make periodic
`productions thereafter. In May 2011, I met with representatives of the DOJ to discuss Delphi’s status and our document
`production. As a result of that meeting, the DOJ directed Delphi to suspend any further document productions. In
`December 201 1 (after the class action cases had been filed), the DOJ reaffirmed the direction it provided in May 2011.
`
`The documents were produced to the DOJ in a Concordance load file format. The ESI fields included in the document
`productions were:
`
`
`
`WilMD_Ne‘I:fstMod M ;
`%;lE{i§{Stii3"”"'*1T31'n
`§l~1'3m75g§‘15”6&§a§W"|7r_6""""""""""""""""""m§l”15§{€iiE3Ei """"""W”
`titties; WTCC W " M "”§lFi1es£e
`""”:”
`ifiigaaqatfiiiiiiiiiiiS2556iiiiiDiiiiiiiiiiiiiiii.§lTi3i%DDiiiiifiiiiiiiii
`i i[
`gilfiarentm
`‘r‘SMubjectMW
`ilApplicatiomnNa1n“e&i
`MlDateSent All
`_lED:Somce AI/
`IAM
`IE
`
`..................... M
`......
`..
`
`%§j"i5}”;>"E{iIe§Wii"'fS£iEE§‘§é§{€Ei“""
`
`Very truly yours,
`
`C,
`
`s
`
`h E. Papelian
`
`cc:
`
`All Defense Counsel
`Counsel for Auto Dealers
`Gary R. Carney, Esq.
`
`Counsel for Direct Purchasers
`Counsel for End—Payors
`Kenneth A. Gallo, Esq.
`
`Troy Offices and Customer Center 5725 Delphi Drlve Troy, Michigan 48098-2815 USA
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 7 of 22 Pg ID 22279
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed O3/31/16 Pg 7 Of 22
`Pg ID 22279
`
`Exhibit C
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 8 of 22 Pg ID 22280
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed O3/31/16 Pg 8 Of 22
`Pg ID 22280
`
`Gangnes, Larry
`
`From:
`
`Sent:
`To:
`Cc:
`
`Subject:
`Attachments:
`
`Joe,
`
`Gangnes, Larry
`
`Tuesday, April 22, 2014 12:12 PM
`'Pape|ian, Joseph E‘
`Davis, Kenneth R.
`
`Delphi Data/Document Requests
`S986002_5.pdf
`
`As promised, enclosed please find a set of requests describing the data and documents defendants in the Wire Harness
`MDL respectfully request from Delphi to assist in their defense of plaintiffs’ claims. We are available at your
`convenience to discuss how defendants can minimize the burden and expense to Delphi of providing us the information
`we need and the data and documents plaintiffs are seeking. To that end, we look forward to hearing from you after you
`have had a chance to review our requests.
`
`Regards. Larry
`
`Larry Gangnes
`
`LANE POWELL
`
`slT'fC)R54['VS 5% ¢.|3U‘MSELQR5
`
`Shareholder. gig | vCard
`Lane Powell PC
`1420 Fifth Avenue, Suite 4200
`P.O. Box 91302
`Seattle, WA 98111-9402
`Direct: 206.223.7036
`Cell: 206.779.6745
`www.|ane9owe|I.com
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 9 of 22 Pg ID 22281
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed O3/31/16 Pg 9 Of 22
`Pg ID 22281
`
`DOCUMENT REQUESTS
`
`RE§ QUEST NO. 1: Documents and/or data sufficient to show the following information
`
`for each sale by You or on Your behalf of (a) a Wire Harness Product or (b) an automobile part
`
`in which a Wire Harness Product was installed or a component thereof (e. g., door, seat, roof, rear
`
`View mirror or other part) (collectively, “Auto Part”) either (i) in the United States or (ii) outside
`
`the United States for later sale in the United States or for installation in a product (e.g., an
`
`automobile) sold in the United States:
`
`a.
`
`b.
`
`The date of the sale;
`
`The person (such as an OEM, automobile dealership, or auto parts distributor) to
`
`whom the Auto Part was sold, and such person’s address;
`
`c.
`
`The name or a description of the Auto Part sold, the quantity sold (including
`
`measurement unit for quantity, amount or number), part number, and any other
`
`product identifiers;
`
`d.
`
`The terms and conditions on which the Auto Part was sold, including but not
`
`limited to:
`
`(i)
`
`the sale price (including currency and exchange rate, if applicable), and
`
`any adjustments to price, including but not limited to:
`
`l.
`
`rebates, discounts, or other allowances, whether issued or applied
`
`at time of the sale, or sometime prior or subsequent thereto; and
`
`2.
`
`amount paid at the time of the sale, and terms and duration of any
`
`monthly or installment payments;
`
`(ii)
`
`shipping or freight costs, and by whom such costs were paid;
`
`7093 l 5.00 l 3/59860025
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 10 of 22 Pg ID 22282
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 10 Of 22
`Pg ID 22282
`
`e.
`
`The “ship-from” and vendor “pay-to” address(es) from which the Auto Part and
`
`invoice for them were shipped or sent, the date(s) on which the Auto Part and
`
`invoice were shipped or sent, the “ship-to/delivery” and customer “bill/invoice-
`
`to” address(es) to which the Auto Part and invoice were shipped or sent, and the
`
`f.
`
`g.
`
`date(s) the Auto Part and invoice were received;
`
`The RFQ(s), if any, as a result of which the Auto Part was sold;
`
`Any repairs, returns, or refunds with respect to the Auto Part sold, whether the
`
`Auto Part was returned, and the amount of any associated refund or credit;
`
`h.
`
`Any monetary or non-monetary components or incentives for the transaction
`
`beyond unit price, including but not limited to, financing, taxes, fees, and any
`
`service, benefit, and/or product (other than the Auto Parts sold themselves),
`
`including but not limited to, service agreements, warranties, installation, and the
`
`value of each such service, benefit, or product;
`
`i.
`
`The identity and a description of each Wire Harness Product purchased or
`
`acquired by You or on Your behalf that was installed in, a component of, or
`
`Bundled with, the Auto Part sold, and the purchase price and manufacturer or
`
`supplier of each such Wire Harness Product, including but not limited to:
`
`(i)
`
`part number and any other identifiers of each such Wire Harness Product
`
`and the Auto Part in which it was installed, a component of, or Bundled
`
`with;
`
`(ii)
`
`quantity, amount, and number of each such Wire Harness Product that was
`
`contained in, a component of, or Bundled with,
`
`the Auto Part sold
`
`(including measurement unit for quantity, amount, or number);
`
`7093150013/59860025
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 11 of 22 Pg ID 22283
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 11 Of 22
`Pg ID 22283
`
`(iii)
`
`vendor number or any other identifiers of the manufacturer or supplier of
`
`each such Wire Harness Product;
`
`(iv)
`
`purchase price (including currency and exchange rate, if applicable), and
`
`any adjustments to price,
`
`including but not
`
`limited to, any rebates,
`
`discounts, or other allowances, whether issued or applied at time of the
`
`sale, or sometime prior or subsequent thereto, and;
`
`(V)
`
`information allowing You to trace or track each such Wire Harness
`
`Product after it was installed in, or Bundled with, the Auto Part sold;
`
`j.
`
`The specific product(s) (i.e., the specific automobile(s)) for which the Auto Part
`
`sold was designed and/or in which it was intended to be installed, including but
`
`not limited to:
`
`(i)
`
`for automobiles, the brand(s) and model(s) or model platform(s), model
`
`year(s), and any other product identifiers; and
`
`(ii)
`
`for other products, a description of the product and any product identifiers;
`
`k.
`
`For each Auto Part sold, the actual and/or estimated direct and indirect materials,
`
`manufacturing, marketing, distribution, selling and other costs of goods sold, both
`
`fixed and variable, direct and indirect, including but not limited to, the direct and
`
`indirect costs of (i) each Wire Harness Product, (ii) each other component of the
`
`Auto Part sold, and (iii) administration, management, labor, tooling, overhead,
`
`energy, materials, sales and marketing, freight, and research and development;
`
`1.
`
`Each contract or agreement concerning the sale of the Auto Parts sold, including
`
`but not limited to “cost plus” contracts or contracts with exclusive dealing or
`
`“most favored nations” provisions;
`
`7093l5.00l3/59860025
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 12 of 22 Pg ID 22284
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 12 Of 22
`Pg ID 22284
`
`m.
`
`For Auto Parts that were sold pursuant to a Direct Sourcing Arrangement, the
`
`price and terms of any such Directed Sourcing Arrangement, including the person
`
`that directed the purchaser to purchase or acquire the Auto Parts sold and at what
`
`price and terms; and
`
`n.
`
`The identity of any Auto Parts that were sold without the purchaser soliciting
`
`proposals, bids, or
`
`responses to an RFQ from more than one potential
`
`manufacturer or supplier of such Auto Parts;
`
`0.
`
`Your sales revenue, gross profit, profit margin or level, operating profit, projected
`
`profit, net profit, cash flow, EBITDA, and profit-and-loss statements for the sale
`
`of each of Auto Part sold;
`
`p.
`
`Organization chart(s) sufficient to identify the persons who were involved in the
`
`pricing and sale of the Auto Parts sold; and
`
`q.
`
`Documents sufficient
`
`to identify, describe, explain, and understand (i) any
`
`manufacturer, supplier, vendor, and customer numbers or codes; (ii) product,
`
`component, and part numbers or codes;
`
`(iii) vehicle, brand, model, model
`
`platform, and model year numbers or codes; (iv) RFQ and RFQ response numbers
`
`or codes; (V) plant or facility numbers or codes; (Vi) contract or agreement and
`
`invoice numbers or codes; (vii) data fields that are reflected in data produced in
`
`response to this Request; and (viii) number, code, or data dictionaries, or similar
`
`documents.
`
`7093150013/59860025
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 13 of 22 Pg ID 22285
`2:12-md-02311-MOB-MKM DOC # 1276-1 Filed 03/31/16 Pg 13 Of 22
`Pg ID 22285
`
`REQUEST NO. 2: Documents and/or data sufficient to show Your policies, practices,
`
`procedures, methods, models, formulas, guidelines, and factors used or considered in evaluating,
`
`deciding whether to respond, and preparing responses to, RFQS and other solicitations for the
`
`sale of Auto Parts, including but not limited to:
`
`a.
`
`Any centrally-stored f1le(s)
`
`regarding Your methods, models,
`
`formulas,
`
`guidelines, and factors used or considered in preparing responses to RFQS and
`
`other solicitations for the sale of Auto Parts, including but not limited to, Your
`
`DPRG procedure, method or process;
`
`b.
`
`Any centrally-stored file(s) regarding RFQS, solicitations to bid, RFQ responses,
`
`bids, proposals, and negotiations for the sale of Auto Parts;
`
`c.
`
`For each RFQ for the sale of an Auto Part You received or responded to:
`
`(i)
`
`date the RFQ was issued or sent;
`
`(ii)
`
`name, designation, number or other identifiers for the RFQ;
`
`(iii)
`
`person issuing the RFQ and its address;
`
`(iv)
`
`persons to whom the RFQ was issued or sent, and the address of each such
`
`person;
`
`(V)
`
`name or a description of each Auto Part that was the subject of the RFQ,
`
`and part numbers and any other identifiers of each such Auto Part;
`
`(vi)
`
`specific product(s) (i. e., the specific automobile(s)) in which the Auto Part
`
`was designed or intended to be installed, including but not limited to:
`
`(a)
`
`for automobiles,
`
`the brand(s) and model(s) or model
`
`p1atform(s), model
`
`year(s),
`
`and
`
`any
`
`other product
`
`identifiers; and
`
`7093 15.0013/59860025
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 14 of 22 Pg ID 22286
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 14 Of 22
`Pg ID 22286
`
`(b)
`
`for other products, a description of the product, and part
`
`numbers and any product identifiers;
`
`(vii)
`
`terms of the RFQ, including the design or specifications of the Auto Part
`
`(including any changes in such terms, design, or specifications and
`
`including the schematics or drawings for the part, product, or vehicle);
`
`(viii)
`
`responses to the RFQ submitted by You or on Your behalf, including but
`
`not
`
`limited to bids, cost and profit margin information or estimates,
`
`proposed changes in the design or specifications of the Auto Part that was
`
`the subject of the RFQ, and any discounts, rebates, or other allowances,
`
`incentives, or other terms offered;
`
`(ix)
`
`whether You were selected to manufacture or supply the Auto Part that
`
`was the subject of the RFQ, and if so, information allowing You to trace,
`
`track or link the RFQ with the Auto Part sold, and if not, the name of the
`
`person selected (if known) and the reasons You were not selected (if
`
`known);
`
`whether on-site engineers or other personnel or engineering services were
`
`provided by You or on Your behalf in connection with the Auto Part that
`
`was the subject of the RFQ, the nature and extent of such services, and the
`
`address where such personnel or services were provided; and
`
`(Xi)
`
`Limit Price, Target Price, or VE Price, if any, for the Auto Part, after
`
`application of all anticipated or expected discounts, rebates, or other
`
`allowances, and any revisions or changes to such price over time;
`
`7093 15.0013/59860025
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 15 of 22 Pg ID 22287
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 15 Of 22
`Pg ID 22287
`
`(1.
`
`Any communications between You and a competing manufacturer or supplier
`
`regarding an RFQ, solicitation to bid, RFQ response, bid, proposal, or negotiations
`
`for the sale of Auto Parts.
`
`REQUEST NO. 3: Documents concerning proposed or actual post-RFQ prices (e. g.,
`
`cost-down pricing and annual or semi-annual price reductions) for the sale of Auto Parts, and
`
`Your policies, methods,
`
`formulas, or
`
`factors used in negotiating, determining,
`
`setting,
`
`computing, quoting, or accepting such post-RFQ prices for the sale of Auto Parts.
`
`REQUEST NO. 4: Documents
`
`sufficient to show the policies, methods, formulas, or
`
`factors used in determining, setting, computing, quoting, or modifying the prices of Wire
`
`Harness Products or Auto Parts sold by You, including but not limited to, documents concerning
`
`rebates, discounts, off-invoice discounts, credits, allowances, promotional or incentive payments,
`
`or other price concessions, and any proposed or actual changes in such policies, methods,
`
`formulas, or factors and the reasons for such changes.
`
`REQ QUEST NO. 5: Documents and/or data sufficient to show the following information
`
`concerning each purchase or acquisition by You or on Your behalf of a Wire Harness Product
`
`(i) in the United States or (ii) outside the United States for sale in the United States or for
`
`installation in a product (e.g., an automobile) sold in the United States:
`
`a.
`
`b.
`
`The date of the purchase or acquisition;
`
`The person from whom the Wire Harness Product was purchased or acquired, any
`
`identifiers of such person, and such person’s address;
`
`7093 15.0013/59860025
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 16 of 22 Pg ID 22288
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 16 Of 22
`Pg ID 22288
`
`c.
`
`The name or a description of the Wire Harness Product purchased or acquired, the
`
`quantity purchased or acquired (including measurement unit for quantity, amount
`
`or number), and part number and any other product identifiers;
`
`d.
`
`The terms and conditions on which the Wire Harness Product was purchased or
`
`acquired, including but not limited to:
`
`(i)
`
`The purchase price (including currency and exchange rate, if applicable)
`
`and all adjustments to price, including but not limited to,
`
`1.
`
`any rebates, discounts, or other incentives or allowances, whether
`
`issued or applied at time of purchase or acquisition or sometime
`
`prior or subsequent thereto;
`
`2.
`
`amount paid at the time of the purchase or acquisition, and the
`
`terms and duration of any monthly or installment payments;
`
`(ii)
`
`shipping or freight costs, and by whom such costs were paid;
`
`e.
`
`The “ship-from” and vendor “pay—to” address(es) from which the Wire Harness
`
`Product and invoice for it were shipped or sent, the date(s) the Wire Harness
`
`Product and invoice were shipped or sent, the “ship-to/delivery” and customer
`
`“bill/invoice—to” address(es) where the Wire Harness Product and invoice were
`
`received, and the date(s) the Wire Harness Product and invoice were received;
`
`f.
`
`Any repairs,
`
`returns, or refunds with respect
`
`to the Wire Harness Product
`
`purchased or acquired, whether the Wire Harness Product was returned, and the
`
`amount of any associated refund or credit;
`
`g.
`
`Any monetary or non—monetary components or incentives for the transaction
`
`beyond unit price, including but not limited to, financing, taxes, fees, and any
`
`7093150013/59860025
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 17 of 22 Pg ID 22289
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 17 Of 22
`Pg ID 22289
`
`service, benefit, and/or product (other than the Wire Harness Product itself),
`
`including but not limited to, service agreements, warranties, installation, and the
`
`value of each such service, benefit, or product;
`
`h.
`
`The specific product(s) (i.e., the specific Auto Part(s) or automobile(s)) for which
`
`the Wire Harness Product was designed and/or in which it was intended to be
`
`installed, including but not limited to:
`
`(i)
`
`for automobiles, the brand(s) and model(s) or model platform(s), model
`
`year(s), and any other product identifiers; and
`
`(ii)
`
`for other products, a description of the product and any product identifiers;
`
`i.
`
`Each contract or agreement concerning the purchase or acquisition of the Wire
`
`Harness Product, including but not limited to “cost plus” contracts or contracts
`
`with exclusive dealing or “most favored nations” provisions;
`
`j.
`
`For Wire Harness Products that were purchased or acquired pursuant to a Direct
`
`Sourcing Arrangement,
`
`the price and terms of any such Directed Sourcing
`
`Arrangement,
`
`including the person that You to purchase or acquire the Wire
`
`Harness Product and at what price and terms; and
`
`k.
`
`Documents sufficient
`
`to identify, describe, explain, and understand (i) any
`
`manufacturer, supplier, vendor, and customer numbers or codes; (ii) product,
`
`component, and part numbers or codes;
`
`(iii) vehicle, brand, model, model
`
`platform, VIN, and model year numbers or codes; (iv) plant or facility numbers or
`
`codes; (v) Limit Price, Target Price, or other price numbers or codes; (vi) contract
`
`or agreement and invoice numbers or codes; (vii) data fields that are reflected in
`
`7093 l 5.0013/59860025
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 18 of 22 Pg ID 22290
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 18 Of 22
`Pg ID 22290
`
`data produced in response to this Request, and (viii) number, code, or data
`
`dictionaries, or similar documents.
`
`REQUEST NO. 6: Documents concerning the market(s), market or competitive
`
`conditions, and market structure(s) for the (a) manufacture and sale of Wire Harness Products
`
`and (b) purchase of Wire Harness Products, including but not limited to, competitors, market
`
`shares, profitability, availability of supply, demand conditions, pricing trends, cost conditions, or
`
`sales trends, and customer and consumer surveys and/or research concerning:
`
`a.
`
`market shares or market concentrations of the (i) manufacturers and suppliers of
`
`Wire Harness Products and (ii) purchasers of Wire Harness Products, as well as
`
`any variations in these shares or concentrations;
`
`b.
`
`separate markets for different types of Wire Harness Products (z'.e., automotive
`
`wire harnesses and ECUS); and
`
`c.
`
`market shares or market concentrations and conditions at each level in the various
`
`distribution chains for Wire Harness Products, including but not limited to the
`
`distribution chain for resale of Wire Harness Products as replacement or repair
`
`parts.
`
`REQUEST NO. 7: All documents that were provided or produced by You or on Your
`
`behalf to, or received from, the United States Department of Justice or any state agency related to
`
`any grand jury or other investigation, request for information, or proceeding involving Wire
`
`Harness Products,
`
`including, but not limited to, all subpoenas, document requests, proffers,
`
`transcripts, testimony, witness statements, and responses to requests for information.
`
`709315.0013/59860025
`
`10
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 19 of 22 Pg ID 22291
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 19 Of 22
`Pg ID 22291
`
`REQUEST NO. 8: All documents concerning each communication or agreement by
`
`You or on Your behalf with any plaintiff or plaintiffs counsel in the Wire Harness MDL,
`
`including but not limited to, all documents, including transactional data, that are produced or
`
`provided to counsel for any plaintiff in the Wire Harness MDL by You or on Your behalf.
`
`709315.00l3/59860025
`
`1 l
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 20 of 22 Pg ID 22292
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 20 Of 22
`Pg ID 22292
`
`DEFINITIONS
`
`“Automobile” means a motor vehicle that is principally used for transporting from
`1.
`one to eight passengers and is designed to operate primarily on roads, typically with four wheels,
`including sedans, pickup trucks, and sport utility vehicles, but excluding motorcycles, all-terrain
`vehicles, buses, and commercial trucks.
`
`2.
`
`“Bundled” means bound, grouped, aggregated, manufactured or produced
`
`together.
`
`“Directed Sourcing Arrangement” means a transaction for the acquisition of a
`3.
`Wire Harness Product or a product containing a Wire Harness Product that was engaged in by
`You or on Your behalf with a supplier of Wire Harness Products or products containing a Wire
`Harness Product, pursuant to terms negotiated by another person or entity for You or on Your
`behalf.
`
`“Limit Price” is the price set by an OEM or on behalf of an OEM to purchase or
`4.
`acquire a Wire Harness Product or other product from a manufacturer or supplier that the
`manufacturer or supplier is or was asked to meet.
`
`“OEM” means an automobile original equipment manufacturer and the OEM’s
`5.
`respective officers, directors, current and former employees, agents, representatives, attorneys, or
`anyone else acting or who has acted on its behalf.
`
`“Person” shall mean natural persons, proprietorships, corporations, public
`6.
`corporations, municipal corporations, the federal government and all departments and agencies
`thereof,
`state governments,
`local governments, other governmental
`agencies, political
`subdivisions, partnerships, groups, associations, organizations, or other entities, regardless of
`form.
`
`“RFQ” means requests to purchase of any kind, including invitations to bid or
`7.
`submit proposals, and formal requests for quotation.
`
`“Target Price” is an OEM’s anticipated or expected price for the purchase or
`8.
`acquisition of a product, whether or not disclosed to actual or potential manufacturers or
`suppliers of the product in an RFQ or otherwise, including a price based on (a) the input and
`other costs of the manufacturer or supplier of the product, (b) a reasonable profit margin for the
`manufacturer or supplier, (c) reductions in the price of the product as compared to the price of
`the product or a similar product that was purchased or acquired previously by the OEM or on its
`behalf, (d) post-RFQ price reductions (e. g., cost-down pricing and annual or semi-annual price
`reductions), (e) anticipated or expected manufacturing or production efficiencies, or (t) other
`factors.
`
`“VB Price” is the price that was offered by a manufacturer or supplier, or that an
`9.
`OEM anticipated or expected to pay, for the purchase or acquisition of a product after anticipated
`or expected reductions over time as a result of improvements in the engineering, design, or
`specifications of the product.
`
`7093 15.0013/59860025
`
`12
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 21 of 22 Pg ID 22293
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 21 Of 22
`Pg ID 22293
`
`“Wire Harness MDL” means the Class Cases, Miscellaneous Cases, and
`10.
`Individual Cases that are associated now or in the future with the Wire Harness Lead Case, Case
`No. 2: 12-cv-00100, which is part of the master case In re: Automotive Parts Antitrust Litigation,
`Case No.
`l2—md—023l1, pending in the U.S. District Court for the Eastern District of Michigan,
`Southern Division.
`
`“Wire Harness Product(s)” means automotive wire harness electrical distribution
`11.
`systems used to direct and control electronic components, wiring, and circuit boards in
`automobiles, and the following components of such wire harnesses:
`automotive electrical
`wiring, automotive wire harnesses, automotive wiring connectors, automotive wiring terminals,
`cable bonds, electronic control units “ECUS,” fuse boxes, high voltage wiring, junction blocks,
`lead wire assemblies, power distributors, relay boxes, and speed sensor wire assemblies.
`
`“You,” “Your,” and “Your Company” mean Delphi Automotive Systems LLP
`12.
`and its predecessors, successors, and present and former subsidiaries, departments, divisions,
`and/or affiliates, including without limitation Delphi Corporation, DPH Holdings Corporation,
`Delphi Furukawa Wiring Systems LLC, and any organization or entity that is or was subject to
`its or their management, direction, or control, together with its and their present and former
`directors, officers, employees, agents, representatives, or any Person acting or purporting to act
`on its behalf.
`
`INSTRUCTIONS
`
`Documents originating in paper or other hard copy format should be produced in
`1.
`300 DPI Group IV Monochrome Tagged Image File Format (.TIFF or .TIF) files. TIFF files
`shall be produced in single—page format along with image load files (.DII file and .OPT file and
`.LFP file). All documents are to be provided with multi-page searchable text (.TXT) files.
`These text files and image load files should indicate page breaks to the extent possible, as well as
`Production Number Begin, Production Number End, Production Attachment Range Number
`Begin, Production Attachment Range Number End, and Production Document Page Count. As
`well, each TIFF image should be branded with the applicable Bates number and confidentiality
`designation.
`
`Electronic document files that were or are created in Microsoft Excel, Microsoft
`2.
`Access, and similar applications, shall be produced in their native format. The following
`metadata fields shall be produced with each such document:
`
`-
`-
`-
`
`-
`
`-
`
`-
`
`-
`
`0
`
`-
`
`-
`
`Application/Doc Type
`Beginning and Ending Bates Numbers
`Title
`
`Author
`
`Date Created
`
`Date Last Modified
`
`Date Last Printed
`
`Text of Document
`
`Folder/Path
`
`Custodian
`
`7093 15.0013/59860025
`
`13
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-1 Filed 03/31/16 Pg 22 of 22 Pg ID 22294
`2:12-md—O2311—MOB—MKM DOC # 1276-1 Filed 03/31/16 Pg 22 Of 22
`Pg ID 22294
`
`limitation Microsoft Word,
`including without
`For electronic document files,
`3.
`PowerPoint, Adobe, or PDF, and files from similar applications (“Electronically Stored
`Document Application Files”), production shall take the form of single-page TIFF images with
`cross-referenced image and load data files showing document breaks and formatted for
`Concordance and for loading into Opticon. The following metadata fields shall be produced for
`each docume