2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 1 of 25 Pg ID 22365
`2:12-md—O2311—MOB—MKM DOC # 1276-5 Filed O3/31/16 Pg 1 Of 25
`Pg ID 22365
`
`Exhibit 0
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 2 of 25 Pg ID 22366
`2:12-md—O2311—MOB—MKM DOC # 1276-5 Filed O3/31/16 Pg 2 Of 25
`Pg ID 22366
`
`Gangnes, Larry
`
`From:
`Sent:
`To:
`Cc:
`
`Papellan, Joseph E <joseph.e.papelian@delphi.com>
`Friday, January 29, 2016 9:41 AM
`Gangnes, Larry
`Frantangelo, Barbara K; Yeager, Judy; blondon@fklm|aw.com; eve|yn@cuneolaw.com;
`Davis, Kenneth R.
`
`Subject:
`
`Antitrust Wire Harness - Discovery Requests / Response
`
`Larry:
`
`I am not
`I have included my comments after yours.
`I am responding to your 01/24/16 and 01/28/16 emails.
`available next week and suggest we speak on Tuesday, Feb 8 at 11:30 AM Eastern Time. By copy of this
`email to Judy Yeager I am asking she schedule a conference call on Feb 8 at 11:30 AM Eastern Time.
`
`Thank you,
`
`Joe
`248 813-2535
`
`Please note this information relates to Wire Harness documents / data in North America
`
`only.
`
`1. Delphi to advise whether they have received approval from Finance to allow a 3”’ party vendor to
`review and download 2006 — 2014 SAP data.
`
`Gangnes Comment (01/24/16): meaning transactional data for all purchases and sales of Wire
`Harness Products (as defined in plaintiffs’ complaints) for whatever period such data exists up
`to December 31, 2014.
`
`We never agreed to Wire Harness Products - just Wire Harnesses. We
`confirmed that pre-2006 data (which was stored by GM) no longer
`exists.
`
`2. Delphi to determine the timing and cost to review and produce the 2006 - 2014 SAP data in-house.
`
`Gangnes Comment (01/24/16): same as above.
`
`We never agreed to Wire Harness Products - just’Wire Harnesses. We
`confirmed that pre-2006 data (which was stored by GM) no longer
`exists.
`
`3. Delphi to determine the timing and cost to search for, review and produce KE30 sales summaries and,
`if they exist, similar purchase summaries, for 2006 — 2014.
`
`Gangnes Comment(01/24/16): meaning monthly KE30 summaries of all sales of Wire Harness
`Products for whatever period such summaries exist or can be generated up to December 31,
`2014, and similar summaries of monthly purchases of Wire Harness Products, if they exist or
`can be generated.
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 3 of 25 Pg ID 22367
`2:12-md—O2311—MOB—MKM DOC # 1276-5 Filed O3/31/16 Pg 3 Of 25
`Pg ID 22367
`
`We never agreed to Wire Harness Products — just Wire Harnesses. We
`confirmed that pre-2006 data (which was stored by GM) no longer
`exists.
`
`4. Delphi to determine the timing and cost to search for, review, and produce DPRG packages from 2010
`— 2014.
`
`Gangnes Comment(01/24/16): meaning DPRG packages pertaining to (a) all RFQ responses
`or bids for the sale of Wire Harness Products or (b) other sales of Wire Harness Products,
`including sales made on a sole sourcing basis.
`In our January 19 call, you said that Delphi
`would conduct this search at no cost to the parties. We understand from your Oct. 28, 2015
`email to Omar Ochoa that Delphi has already conducted a search for such DPRG packages for
`the period prior to 2011 and located 28, 000 documents.
`
`We never agreed to Wire Harness Products — just Wire Harnesses. We
`agreed to provide responsive DRPG documents that were previously
`collected for the DOJ investigation (up through mid-2010), and advised
`there are approximately 28,000 documents. However, those documents
`still need to be reviewed by contract attorneys at an hourly rate of
`approximately $32.00 an hour. Using a fairly typical
`calculation: 28,000 documents divided by 37.5 documents an hour =
`746.66 hours X $32.00 = approximately $24,000. Delphi internal
`employees would search for mid—2010 — 2014 documents at no cost, but
`those documents would then have to be reviewed by contract attorneys
`
`at the rate noted above.
`
`5. Delphi to determine the period of time for which it has relevant invoices, as well as the timing and cost
`to search for, review, and produce such documents.
`I mentioned we have a sample invoice that we will
`provide to you if an overall agreement is reached.
`
`Gangnes Comment(01/24/16): meaning invoices for all sales of Wire Harness Products for
`whatever period they exist up to December 31, 2014.
`
`We never agreed to Wire Harness Products - just Wire Harnesses. We
`confirmed that pre-2006 data (which was stored by GM) no longer
`exists. .
`
`6. Delphi to respond regarding purchases or sales of Wire Harness[es] Products to the nine (9)
`companies identified in Larry Gangnes’ 12/14/15 email.
`
`Gangnes Comment(01/24/16): meaning Wire Harness Products.
`
`We never agreed to Wire Harness Products - just Wire Harnesses. We
`confirmed that pre-2006 data (which was stored by GM) no longer
`exists. .
`
`Please note the following:
`
`Mexican Industries
`
`Not a Del c hi Packard customer
`
`2
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 4 of 25 Pg ID 22368
`2:12-md—O2311—MOB—MKM DOC # 1276-5 Filed O3/31/16 Pg 4 Of 25
`Pg ID 22368
`
`Paesano Connecting
`S stems
`
`Not a Delphi Packard customer
`
`
`
`
`Not a Delhi Packard customer
`In the early 2000s, there was a dedicated
`Findlay Industries
`
`
`
`Tier One sales group and this was a
`small harness customer. However, this
`
`
`
`
`
`
`
`was before 2007 when Delphi Packard
`began migrating SAP, so there would be
`available data
`
`
`
`
`
`In the early 2000s, there was a dedicated
`Tier One sales group and this
`
`was harness customer. However, this
`was before 2007 when Delphi Packard
`
`began migrating SAP, so there would be
`
`available data
`
`
`
`Collins &
`
`Aikman
`
`
`7. Delphi to advise whether it is willing to provide declarations from the business people as to the
`authenticity of its documents as business records.
`
`8. Delphi to advise whether it is willing to provide a list of custodians for the documents it produced to the
`DOJ.
`
`Gangnes Comment(01/24/16): Please note that you agreed to provide such a list in your Oct.
`28 email.
`
`In our September 28, 2015 email we agreed Delphi would create a list
`identifying the custodians of the documents produced to the DOJ in the
`wire harness matter. But that assumes We reach closure on all open
`issues.
`
`Miscellaneous:
`
`Gangnes Comment: Please note also that we are still seeking the other categories of documents
`mentioned in your July 30, 2015 email, including Delphi’s 5-year revenue plans for whatever period
`such plans exist up to December 31, 2014.
`
`Our email of July 30, 2015 indicated we would search for the following,
`assuming we reach closure on all open issues:
`0 Purchase orders not included in the DPRG packages
`
`0 Relevant 5-Year Revenue Plans
`
`0 Delphi’s Delegation of Authority Policy
`
`3
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 5 of 25 Pg ID 22369
`2:12-md—02311—MOB—MKM DOC # 1276-5 Filed O3/31/16 Pg 5 Of 25
`Pg ID 22369
`
`0 Training materials related to antitrust
`
`0 Delphi’s Code of Conduct
`
`0 Delphi’s DPRG Process
`
`From: Gangnes, Larry [maiIto:GangnesL@LanePowell.com]
`Sent: Thursday, January 28, 2016 6:27 PM
`To: Papelian, Joseph E
`Cc: Frantangelo, Barbara K; Yeager, Judy; blondon@fk|m|aw.com; eve|yn@cuneo|aw.com; Davis, Kenneth R.
`Subject: RE: Antitrust Wire Harness - Discovery Requests
`
`Joe,
`
`We would propose a follow-up call next week on Tuesday, Feb. 2, at 8:30 a.m. ET or 4:30 p.m. ET. Please let us
`
`know if either of these times work for you.
`
`Regards.
`
`Larry Gangnes | Lane Powell PC
`Shareholder | BQ | vCard
`I420 Fifth Avenue, Suite 4200
`
`PO. Box 91302 i Seattle. WA 98111-9402
`Direct: 206.223.7036 | Mobile: 206.779.6745
`Gang_r;esL@,I:anePowell.com | www.lanep0well.com
`
`From: Papelian, Joseph E [mailto:joseph.e.papelian@idelphi.com]
`Sent: Friday, January 22, 2016 12:35 PM
`To: Gangnes, Larry; b|ondon@fk|mlaw.com; evelyn@cuneolaw.com
`Cc: Frantangelo, Barbara K; Yeager, Judy
`Subject: Antitrust Wire Harness - Discovery Requests
`
`0
`
`it
`
`Larry, Billy and Evelyn:
`
`This email follows the conference call this afternoon attended by: Larry Gangnes (counsel for Furukawa), Billy
`London (counsel for Direct Purchasers) and Evelyn Li (counsel for Auto Dealers); and Barb Frantangelo and
`me on behalf of Delphi Automotive Systems, LLC (Delphi). This was one of several calls we have had over the
`last several months pertaining to documents you have requested from Delphi in the pending Wire Harness
`antitrust case before Judge Battani (Case No. 12-md-02311). As you know, Delphi is not a party, and failing
`an agreement you will need to issue a third party subpoena if you want discovery from Delphi.
`
`Here are the action items we noted from our call today: Please note this information relates to Wire Harness
`documents / data in North America only.
`
`1. Delphi to advise whether they have received approval from Finance to allow a 3"’ party vendor to
`review and download 2006 — 2014 SAP data.
`
`2. Delphi to determine the timing and cost to review and produce the 2006 — 2014 SAP data in-house.
`
`3. Delphi to determine the timing and cost to seardh for, review and produce KE30 sales summaries and,
`if they exist, similar purchase summaries, for 2006 — 2014.
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 6 of 25 Pg ID 22370
`2:12-md—O2311—MOB—MKM DOC # 1276-5 Filed O3/31/16 Pg 6 Of 25
`Pg ID 22370
`
`4. Delphi to determine the timing and cost to search for, review, and produce DPRG packages from 2010
`— 2014.
`
`5. Delphi to determine the period of time for which it has relevant invoices, as well as the timing and cost
`to search for, review, and produce such documents.
`I mentioned we have a sample invoice that we will
`provide to you if an overall agreement is reached.
`
`6. Delphi to respond regarding purchases or sales of Wire Harnesses to the nine (9) companies identified
`in Larry Gangnes’ 12/14/15 email.
`
`7. Delphi to advise whether it is willing to provide declarations from the business people as to the
`authenticity of its documents as business records.
`
`8. Delphi to advise whether it is willing to provide a list of custodians for the documents it produced to the
`DOJ.
`
`9. Larry Gangnes to provide Delphi the contact information for Colin Kass, counsel for GM in the Wire
`Harness matter.
`
`10. Larry Gangnes to provide available dates for a follow-up call the week of February 1, 2016,
`understanding we are not available the morning of February 5, 2016. Please coordinate the date with
`Judy Yeager, who is copied on this email.
`
`Thank you,
`
`Joe Papelian
`248 813-2535
`
`****************************************************************************************
`
`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.
`******$*********************************************************************************
`
`awezlaxzzu-2:91-s.vv-1»t>::-,::«s:4b’:‘(-'Jk\*’/.V"r.’J"?3Q\"'(§)f\"/<12»:~:,l(..—.\~.tr.,~»s»a»~,-.«ii..~.aw:matez;«n«mamymaimamestrazmme«maiwmmzzam«.emxq:m;:e»mmamm ,s'»\~*<ax<<m:'s'zs.-m.Lw:*:~p7<.z:.2'X~:»wfi/¢«Kki‘>4\ét>~1vm:’AV,:w>.m2<c:L\\1r»tkv?:/,rs*«:rr2>vur9;‘m>7;\<:*<rzw2:xt2:«x“..«.v/>>’(:¢4>x(.ta¢s'az44's22x:<>:><«m::mm4.7s«:2:axezm-avnk\>2:ra:a(zu\wav¢1«%.wa\'«s»<'.¢M7m>U;V/r<aw4<:Kv:»istsuawrmvdmwvm
`
`This message is private or privileged. If you are not the person for whom this message is intended, please delete
`it and notify me immediately, and please do not copy or send this message to anyone else.
`
`****************************************************************************************
`
`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 # 1276-5 Filed 03/31/16 Pg 7 of 25 Pg ID 22371
`2:12-md—O2311—MOB—MKM DOC # 1276-5 Filed O3/31/16 Pg 7 Of 25
`Pg ID 22371
`
`Exhibit P
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 8 of 25 Pg ID 22372
`2:12-md—O2311—MOB—MKM DOC # 1276-5 Filed O3/31/16 Pg 8 Of 25
`Pg ID 22372
`
`Gan nes, Larr
`
`From:
`Sent:
`
`To:
`Cc:
`
`Subject:
`
`Papelian, Joseph E <joseph.e.pape|ian@delphi.com>
`Thursday, February 11, 2016 7:08 AM
`
`Gangnes, Larry
`Davis, Kenneth R.; Frantangelo, Barbara K; ‘Fine, Stephanie’; b|ondon@fklmlaw.com;
`
`evelyn@cuneolaw.com; Davis, Kenneth R.
`Wire Harness Defendants‘ Discovery Requests to Delphi — Clarification
`
`Importance:
`
`High
`
`Larry:
`
`Larry:
`
`I write to clarify my email below.
`
`If we reach an agreement, Delphi will extract the 2006 — 2014 SAP data as it relates to wire harnesses, and
`then share that data with the 3"‘ party for review. We are not in a position to allow a 3"’ party to extract data
`directly from SAP or install any 3'“ party software for this purpose.
`
`Thank you,
`
`Joe Papelian
`248 813-2535
`
`From: Papelian, Joseph E
`Sent: Monday, February 08, 2016 12:41 PM
`To: 'Gangnes, Larry’
`Cc: Davis, Kenneth R.; Frantangelo, Barbara K; ‘Fine, Stephanie‘; b|ondon@fk|mlaw.com; evelyn@cuneolaw.com; Davis,
`Kenneth R.
`
`Subject: Wire Harness Defendants‘ Discovery Requests to Delphi
`Importance: High
`
`Larry:
`
`I want to remind you that Delphi is not a party to this
`This is a follow-up to ourtelephone call this morning.
`case.
`In fact, it is a victim! We have a business to run and your voluminous document requests would detract
`significantly from time spent running the business. The following is our final proposal in an effort to reach a
`compromiseand supersedes all previous discussions.
`In other words, Delphi does not agree to provide the
`remainder of information outlined in the various telephone calls and emails regarding this subject.
`
`1. Delphi agrees to allow Ben Zenick of Zencos Consulting with access to De|phi’s SAP transactional data
`as it relates to wire harnesses from 2006 - 2014. You will pay all costs and fees associated with
`Zencos Consulting.
`
`2. De|phi’s definition of “Wire Harness” is as follows: automotive wire harnesses, speed sensor wire
`assemblies, automotive electrical wiring, lead wire assemblies and high voltage wiring.
`
`3. A Delphi representative will be made available to Mr. Zenick for guidance and questions, at a rate of
`$75 per hour, which you agree to pay.
`
`1
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 9 of 25 Pg ID 22373
`2:12-md—O2311—MOB—MKM DOC # 1276-5 Filed O3/31/16 Pg 9 Of 25
`Pg ID 22373
`
`4. Mr. Zenick’s review of the data will be scheduled at the convenience of Delphi and its representative.
`
`If you agree with this proposal we will draft a Confidentiality Agreement and forward it to you for your review.
`
`Thank you,
`
`Joe Papelian
`248 813-2535
`
`From: Gangines,lLarryl [mai|to:GanglnesL7@l7 LanePowe|l.com]
`Sent: Monday, February 08, 2016 11:52 AM
`To: Papelian, Joseph E
`Cc: Davis, Kenneth R.; Frantangelo, Barbara K; ‘Fine, Stephanie‘; b|ondon@fklmlaw.com; evelyn@cuneolaw.com; Davis,
`Kenneth R.
`
`Subject: RE: Wire Harness Defendants‘ Discovery Requests to Delphi
`
`Joe,
`
`As mentioned in my Dec. 14 email below, defendants’ data vendor is Ben Zenick, co-founder and COO of
`Zencos Consulting (www.zencos.com) in Cary, North Carolina (bzenick@zencos.com; 919—459-4600 X 103;
`mobile: 919-524-4524.
`i understand that you will be advising us whether Delphi will approve Mr. Zenlck and
`Zencos working with Delphi to extract Delphi's transactional data from its SAP database under an appropriate
`
`confidentiality agreement.
`
`Regards.
`
`Larry Gangnes | Lane Powell PC
`Shareholder | _B_iQ | vCard
`I420 Fifth Avenue, Suite 4200
`PO. Box 91302 i Seattle, WA 98] l l—9402
`Direct: 206.223.7036 | Mobile: 206.779.6745
`Gangnes_L_@LanePowell.com | www.lanepowell.com
`
`From: Gangnes, Larry
`Sent: Monday, December 14, 2015 7:25 PM
`To: Papelian, Joseph E
`Cc: Davis, Kenneth R.; barbara.k.frantangelo@delphi.com; Fine, Stephanie
`Subject: Wire Harness Defendants‘ Discovery Requests to Delphi
`
`Joe,
`
`Thanks for speaking with me and Stephanie Fine this morning. Our proposal for moving forward with the Wire
`Harness Defendants’ discovery requests to Delphi is summarized below, as you requested.
`
`As discussed, we would like to proceed in two stages. First, we would like to get an estimate of the costs to
`retain a third-party vendor to extract Delphi's transactional data regarding its purchases of Wire Harness
`Products (”WHPs”) (as defined in plaintiffs’ consolidated complaints) from its suppliers and sales of such
`Products to all OEM and other customers for whatever time periods Delphi maintains such data, as described
`2
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 10 of 25 Pg ID 22374
`2:12-md—O2311—MOB—MKM DOC # 1276-5 Filed 03/31/16 Pg 10 Of 25
`Pg ID 22374
`
`in yourJu|y 30, September 28, and December 4 emails (attached). This production would include the monthly
`KE30 summary sales reports, a sample of which was attached to your July 30 email. Please let us know the
`time periods for which Delphi has the KE30 sales reports, including prior to 2006. You also agreed to see
`whether Delphi has a monthly summary of its purchases of WHPs. Finally, please explain the note in the
`spreadsheet attached to your December 4 email to the effect that: ”SAP data for DEEDS did not start until
`2008 and was not completed until Nov 2009 — will have partial data until that time.”
`
`As I mentioned, we have located a vendor familiar with SAP databases that is available to extract Delphi's
`transactional data — Zencos Consulting (www.zencos.com) in Cary, North Carolina. We have spoken with Ben
`Zenick, Zencos’ co-founder and COO (bzenick@zencos.com; 919-459-4600 x 103; mobile: 919-524-4524),
`about obtaining a cost estimate for this project. To that end, Mr. Zenick will be contacting you for information
`about the scope of work. Once we have a cost estimate from Zencos, Defendants will be in a position then to
`decide whether and how best to proceed with production of the data.
`
`In this
`The second discovery stage concerns the production of Delphi's electronic and other documents.
`regard, we request that Delphi produce the categories of documents described in your July 30 email
`(attached).
`In addition, we understand from our May 23, 2014 telephone conference with you and some of
`your Delphi colleagues that Delphi can print invoices from a database or produce the database. You agreed to
`find out for us the time periods for which Delphi has invoices for its sales of WHPs. Finally, we would request
`that Delphi produce any documents it has concerning purchases of WHPs from, or sales of WHPs to, the
`following Direct Purchaser Plaintiffs (or successors):
`
`1. Mexican Industries in Michigan, Inc., a now bankrupt Michigan corporation with its principal place of business
`
`in Detroit, Michigan;
`
`2. Paesano Connecting Systems, |nc., a Pennsylvania corporation with its principal place of business in Ridgway,
`
`Pennsylvania;
`
`3. Craft-Co Enterprises, |nc., a Mississippi corporation with its principal place of business in Brandon, Mississippi;
`
`4. Findlay Industries, Inc., an Ohio corporation with its principal place of business in Findlay, Ohio;
`
`5. Cesar-Scott, lnc., a Texas corporation with its principal place of business in El Paso, Texas;
`
`6. Martinez Manufacturing, Inc. (”Martinez”), an Illinois corporation with its principal place of business in Cary,
`
`Illinois;
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 11 of 25 Pg ID 22375
`2:12-md—02311—MOB—MKM DOC # 1276-5 Filed 03/31/16 Pg 11 Of 25
`Pg ID 22375
`
`7. Thermtrol Corporation, the successor to Martinez, an Ohio corporation with its principal place of business in
`North Canton, Ohio;
`
`8. South Star Corporation, a Virginia corporation with its principal place of business in Elliston, Virginia; and
`
`9. ACAP, L.L.C., f/k/a Aguirre, Collins & Aikman Plastics, LLC, a defunct Michigan limited liability company
`
`formerly with its principal place of business in Michigan.
`
`We understand that Delphi proposes to hire contract document reviewers to review Delphi's production to
`remove any privileged documents. We also understand from your September 28 email that Delphi has already
`conducted a search for its DPRG packages for the period prior to 2011 and located about 28,000 responsive
`documents for such a review.
`
`Again, we would like to see if we and Delphi can come up with a more definitive estimate of the costs of
`reviewing and producing such documents before Defendants decide to proceed and commit to paying such
`costs. We are hopeful that the costs will not approach the $100,000 you estimated earlier.
`
`To that end, we believe that the costs Delphi incurs in reviewing the 2,700 documents (7,500 pages) it has
`located regarding Ford's CD4 RFQ will be informative. One ofthe Defendants has already asked Delphi to
`proceed with that production. Once we know the costs of reviewing and producing the CD4 documents,
`Defendants and Delphi will be in a better position to estimate the costs of reviewing and producing the other
`documents described above, and Defendants will be able to decide whether and how best to proceed with
`
`production of those documents.
`
`Finally, we should mention a few more caveats. First, our experience with WHP databases has been that there
`are always follow—up questions about the data and data fields produced. We would like to be able to pose
`such questions to Delphi informally and get answers. Second, Defendants would like to obtain a declaration
`from the appropriate person(s) at Delphi confirming that the data and documents produced are business
`records within the meaning of FRE 803(6). Third, you agreed in your September 28 email to provide us with a
`list identifying the custodians ofthe documents produced to the DoJ (which documents have been produced
`to both Plaintiffs and Defendants). Please provide us with this list identifying the custodians and the Bates
`number ranges ofthe documents produced from their files. Fourth, based on review ofthe DPRG packages
`produced, Defendants would like to reserve their rights to make further narrow, targeted requests for
`additional documents, if necessary, such as documents relating to a specific RFQ.
`
`We will also be sending this email to Plaintiffs’ counsel in an effort to see whether they wish to participate and
`whether they have any additional requests.
`
`Thank you again for your attention to this matter. We look forward to hearing from you and moving forward.
`
`Regards. Larry
`
`Larry Gangnes | Lane Powell PC
`Shareholder | gig I vCard
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 12 of 25 Pg ID 22376
`2:12-md—O2311—MOB—MKM DOC # 1276-5 Filed 03/31/16 Pg 12 Of 25
`Pg ID 22376
`
`1420 Fit'th Avenue, Suite 4200
`
`PO. Box 91302 | Seattle. WA 98111-9402
`Direct: 206.223.7036 1 Mobi1e:206.779.6745
`GangnesL@LanePowell.com | www.lanep0we1l.com
`
`This message is private or privileged. If you are not the person for whom this message is intended, please delete
`it and notify me immediately, and please do not copy or send this message to anyone else.
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 13 of 25 Pg ID 22377
`2:12-md-02311-MOB-MKM DOC # 1276-5 Filed 03/31/16 Pg 13 Of 25
`Pg ID 22377
`
`Exhibit Q
`
`

`
`2:12-md-02311-MOB-MKM Doc # 1276-5 Filed 03/31/16 Pg 14 of 25 Pg ID 22378
`2:12-md—O2311—MOB—MKM DOC # 1276-5 Filed 03/31/16 Pg 14 Of 25
`Pg ID 22378
`
`Gangnes, Larry
`
`From:
`Sent:
`To:
`Cc:
`Subject:
`Attachments:
`
`Joe,
`
`Gangnes, Larry
`Tuesday, February 16, 2016 11:45 AM
`‘Papelian, Joseph E‘
`Frantangelo, Barbara K; Davis, Kenneth R.; Bradley, Heidi B.; Hawkes, Peter
`Wire Harness Defendants‘ Discovery Requests to Delphi
`Antitrust Wire Harness — Discovery Requests; Wire Harness Auto Parts — Response to
`
`Discovery Requests; 6597661_4.docx
`
`When you and I began discussing the discovery Defendants (and later Plaintiffs) were seeking from Delphi in
`April 2014, it was our mutual goal to reach an agreement on the discovery Delphi would provide without
`resort to a subpoena. That is still Defendants’ goal. However, your emails below last week withdrew all of the
`discovery Delphi had offered to provide earlier (and as recently as January 22, 2016) (see attached emails)
`without explanation, except for transactional data relating to wire harnesses. Unfortunately, that limitation
`does not provide Defendants with the discovery they need.
`
`Accordingly, we have drafted the enclosed subpoena to Delphi that encompasses all of the documents and
`data Delphi previously offered to provide. Nevertheless, we would prefer to see if we can reach agreement
`with Delphi on the documents and data it will produce informally without a subpoena. To that end, we are
`available to discuss the Requests in the draft subpoena with you promptly this week and as usual, ways in
`which the Requests can be refined to reduce the burden and expense to Delphi and Defendants.
`
`For example, Request Nos. 1 and 4 seek transactional data and ”DPRG packages" for the sale of Wire Harness
`Products as defined in Plaintiffs’ operative Amended Complaints. We are uncertain why it would be more
`burdensome for Delphi to produce this discovery for sales of all Wire Harness Products as opposed to sales of
`just wire harnesses, as defined by Delphi, but we are prepared to listen and if possible, attempt to
`
`accommodate Delphi's concerns.
`
`Please let us know if Delphi is interested in trying to reach an agreement on providing this discovery without
`
`the necessity of a subpoena.
`
`Regards.
`
`Larry Gangnes | Lane Powell PC
`Shareholder | B_io | vCard
`I420 I’-‘ifih Avenue, Suite 4200
`PO. Box 91302 | Seattle, WA 981 l 1-9402
`Direct: 306.223.7036 I Mobile: 206.779.6745
`Ga_ngnesL@LaneP0wel1.com | www.1an§powe1l.com
`
`From: Papelian, Joseph E [maiIto:josepLe.papelian@delphi.com]
`Sent: Thursday, February 11, 2016 7:08 AM
`To: Gangnes, Larry
`Cc: Davis, Kenneth R.; Frantangelo, Barbara K; ‘Fine, Stephanie‘; blondon@fk|mlaw.com; evelyn@cuneolaw.com; Davis,
`Kenneth R.
`
`1
`
`

`
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`Subject: Wire Harness Defendants’ Discovery Requests to Delphi - Clarification
`Importance: High
`
`Larry:
`
`Larry:
`
`I write to clarify my email below.
`
`If we reach an agreement, Delphi will extract the 2006 — 2014 SAP data as it relates to wire harnesses, and
`then share that data with the 3”‘ party for review. We are not in a position to allow a 3"‘ party to extract data
`directly from SAP or install any 3” party software for this purpose.
`
`Thank you,
`
`Joe Papelian
`248 813-2535
`
`From: Papelian, Joseph E
`Sent: Monday, February 08, 2016 12:41 PM
`To: 'Gangnes, Larry‘
`Cc: Davis, Kenneth R.; Frantangelo, Barbara K; ‘Fine, Stephanie’; b|ondon@fk|mlaw.com; evelyn@cuneolaw.com; Davis,
`Kenneth R.
`
`Subject: Wire Harness Defendants‘ Discovery Requests to Delphi
`Importance: High
`
`Larry:
`
`I want to remind you that Delphi is not a party to this
`This is a follow-up to our telephone call this morning.
`case.
`In fact, it is a victim! We have a business to run and your voluminous document requests would detract
`significantly from time spent running the business. The following is our final proposal in an effort to reach a
`compromise and supersedes all previous discussions.
`In other words, Delphi does not agree to provide the
`remainder of information outlined in the various telephone calls and emails regarding this subject.
`
`1. Delphi agrees to allow Ben Zenick of Zencos Consulting with access to Delphi's SAP transactional data
`as it relates to wire harnesses from 2006 - 2014. You will pay all costs and fees associated with
`Zencos Consulting.
`
`2. Delphi's definition of “Wire Harness” is as follows: automotive wire harnesses, speed sensor wire
`assemblies, automotive electrical wiring, lead wire assemblies and high voltage wiring.
`
`3. A Delphi representative will be made available to Mr. Zenick for guidance and questions, at a rate of
`$75 per hour, which you agree to pay.
`
`4. Mr. Zenick’s review of the data will be scheduled at the convenience of Delphi and its representative.
`
`If you agree with this proposal we will draft a Confidentiality Agreement and forward it to you for your review.
`
`Thank you,
`
`Joe Papelian
`248 813-2535
`
`

`
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`From: Gangnes, Larry [mailto:GangnesL@LanePowel|.com]
`Sent: Monday, February 08, 2016 11:52 AM
`To: Papelian, Joseph E
`Cc: Davis, Kenneth R.; Frantangelo, Barbara K; ‘Fine, Stephanie’; b|ondon@fk|mlaw.com; evelyn@cuneolaw.com; Davis,
`Kenneth R.
`
`Subject: RE: Wire Harness Defendants‘ Discovery Requests to Delphi
`
`Joe,
`
`As mentioned in my Dec. 14 email below, defendants’ data vendor is Ben Zenick, co-founder and COO of
`Zencos Consulting (www.zencos.com) in Cary, North Carolina (bzenick@zencos.com;919~459—460O x 103;
`mobile: 919-524-4524.
`I understand that you will be advising us whether Delphi will approve l\/Ir. Zenick and
`Zencos working with Delphi to extract Delphi's transactional data from its SAP database under an appropriate
`
`confidentiality agreement.
`
`Regards.
`
`Larry Gangnes | Lane Powell PC
`Shareholder | B_i(_) | vCard
`i420 Filth Avenue, Suite 4200
`P.O. Box 9l302 l Seattle, WA 981 l l—94()2
`Direct: 206.223.7036 | Mobile: 206.779.6745
`GangnesL@LanePowell.com | www.lanepowell.com
`
`From: Gangnes, Larry
`Sent: Monday, December 14, 2015 7:25 PM
`To: Papelian, Joseph E
`Cc: Davis, Kenneth R.; barbara.k.frantange|o@delphi.com; Fine, Stephanie
`Subject: Wire Harness Defendants‘ Discovery Requests to Delphi
`
`Joe,
`
`Thanks for speaking with me and Stephanie Fine this morning. Our proposal for moving forward with the Wire
`Harness Defendants’ discovery requests to Delphi is summarized below, as you requested.
`
`As discussed, we would like to proceed in two stages. First, we would like to get an estimate ofthe costs to
`retain a third—party vendor to extract Delphi's transactional data regarding its purchases of Wire Harness
`Products (”WHPs”) (as defined in plaintiffs’ consolidated complaints) from its suppliers and sales of such
`Products to all OEM and other customers for whatever time periods Delphi maintains such data, as described
`in your July 30, September 28, and December 4 emails (attached). This production would include the monthly
`KE3O summary sales reports, a sample of which was attached to your July 30 email. Please let us know the
`time periods for which Delphi has the KE3O sales reports, including prior to 2006. You also agreed to see
`whether Delphi has a monthly summary of its purchases of WHPs. Finally, please explain the note in the
`spreadsheet attached to your December 4 email to the effect that: ”SAP data for DEEDS did not start until
`2008 and was not completed until Nov 2009 —— will have partial data until that time.”
`
`As I mentioned, we have located a vendor familiar with SAP databases that is available to extract Delphi's
`transactional data —Zencos Consulting (www.zencos.com) in Cary, North Carolina. We have spoken with Ben
`3
`
`

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`Zenick, Zencos’ co-founder and COO (bzenick@zencos.com; 919-459-4600 x 103; mobile: 919-524-4524),
`about obtaining a cost estimate for this project. To that end, Mr. Zenick will be contacting you for information
`about the scope of work. Once we have a cost estimate from Zencos, Defendants will be in a position then to
`decide whether and how best to proceed with production of the data.
`
`In this
`The second discovery stage concerns the production of Delphi's electronic and other documents.
`regard, we request that Delphi produce the categories of documents described in your July 30 email
`(attached).
`In addition, we understand from our May 23, 2014 telephone conference with you and some of
`your Delphi colleagues that Delphi can print invoices from a database or produce the database. You agreed to
`find out for us the time periods for which Delphi has invoices for its sales of WHPs. Finally, we would request
`that Delphi produce any documents it has concerning purchases of WHPs from, or sales of WHPs to, the
`following Direct Purchaser P