Free Declaration - District Court of Arizona - Arizona

Case 2:02-cv-02099-RCB Document 345-98 Filed O3/10/2006 Page 1 0f4

Page 1
; 1 UNITED STATES DISTRICT COURT
§ DISTRICT QF ARIZONA
S Diane Mann, as Trustee fOr the Estate Of
§ 4 LeapSOurce, IDC., Christine V. Kirk, et al.,
g Plaintiffs,
é 6 vs. File NO. CIV 02-2099 PHX—RCB
2 7
§ GTCR Gelder Rauner, L.L.C., et al.,
§ 8 Defendants.
9
Q Michael Makings,
§ l0 Ceumterclaimant,
I I
Q g vs.
l 2
3 13 LeapSOurCe, Imc., et a1_, §
i Ceunterdefendamts. ml 2 “
I 4
l5 ———————~———————————————~————————————————————————
I l6
DEPOSITION OF 4
I l7 GEORGE M. KEMR
I a
Taken Om May 26, 2005 i
l9 ,
Cemmencimg at 9:27 A.M. i
2 0
22 REPORTED EY; KARA E. SOLEEID, RPR §
23 RARADIGM REPORTING 5 CARTIONING INC. 4
1400 RAND TOWER E
24 527 MAROUETTE AVENUE SOUTH g
E MINNEAROLIS, MINNESOTA 55402 §
(6l2) 559-0545
Case 2:02-cv-02099-RCB Document 345-98 Filed O3/10/2006 Page 2 of 4

George M. Kemp 5/2(>/2005
Q Nhuu1v.(YTCWQ(}ohkxI{aunchIrlICY,ctaL
Page 30
@ I specilie terms. But go ahead and answer.
g 2 A. (Continuing) We were —— we —— I would state it
g 3 that we had a fairly good understanding
3 4 conceptually. They should, because we were
g 5 repeatedly stating conceptually how it had to work
§ 6 and trying to work the details out that were in
g 7 alignment with that concept.
i 8 To be honest, I don't think they really
i 9 agreed with our concept, but that wasn't going to
5 IO be their choice.
i II Q. Now, what do you mean when you said you don't
I I2 think they really agreed with you ——
I FI3 A. Well, they wanted a ten—year agreement, which they
y I4 were never going to get under any circumstances,
I I5 and we were not going to go longer than three in
t I6 terms of a guarantee. And that's really what it
I I7 boiled down to, is —— I think we settled.
I8 I remember that where we were headed was
IQ towards where they could have a long—term
2O agreement, but, in essence, the last years of it
2l weren't going to be binding. So, if it made them I
22 feel good, they had a ten—year agreement, they had i
23 a guarantee on three was the maximum they were I
24 going to get. So that was one of the sticking
25 points in terms of services. E
Paradigm Reporting & Captioning Inc.
Case 2:02-cv-02099-RCB D0cu?rl@n}33)4@5Q§ Filed O3/10/2006 Page 3 of 4

George M. Kemp 5/2(>/2005
g h4mn1v.(TT(W{CRHdcrRuuncn L1lCY,ctuL
il I I%gc3l
g I You know, the master piece that all of the
§ 2 detailed activities would fall under, that was
i 3 geing to be, I guess, the umbrella that covered
i 4 it, was the length of time, was the big issue for
i 5 them.
g 6 Q. To the best of your recollection, at the time
% IY negotiations ended, had LeapSource ultimately
% 8 agreed with regard to the time duration piece of
i 9 the services agreement?
g IO A. I don't know whether they agreed to it, but I
Il think they realized that they were not going te
I I2 get a deal any longer than three years.
I I3 Q. Guaranteed?
y I4 A. Yes. That —— I mean, they would not have been
g I5 paying attention or they wouldn't have thought
I I6 that I meant what I said, because that one was
I I7 firm for just every conversation we were in. It
IB was like a nonnegotiable, in essence.
IQ Q. And during the three—year guaranteed term, were
2O Cargill's payments to LeapSource for services y
2I during each of those three years, were those l
22 guaranteed at some precise amount, as well? i
23 A. They were guaranteed —— maybe I'll explain it this i
24 way: The pricing arrangement for those services g
25 was to be a IO percent discount in the first two §
Paradigm Reporting & Captioning Inc.
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