Chapter 8

Depositions of Car Dealer Employees and Zone Manager in a Lemon Replacement Dispute (OH)

Ronald L. Burdge is an attorney with the Burdge Law Office Co., LPA, 2299 Miamisburg Centerville Rd., Dayton, OH 45459, Telephone: (937) 432-9500, Fax: (520) 4329503, e-mail: Ron@OhioLemonLaw.com, websites: www.OhioLemonLaw.com, www.RvLemonLaw.com, www.KentuckyLemonLaw.com, www.OhioConsumerLaw.com and others. Co-counseling and coaching website: www.TheLawCoach.com. Ronald L. Burdge is in the private practice of law in Dayton, Ohio, and is known throughout Ohio as a leading Consumer Law attorney who has represented literally thousands of consumers in lemon car lawsuits over the last twenty years, and actively co-counsels and coaches other consumer law attorneys. He has authored articles and lectured on the Ohio Lemon Law, Assistive Device Lemon Laws, Recreation Vehicle Lemon Laws. Although the majority of his court cases have involved defective motor vehicle litigation, he has also represented consumers in UDAP, product defect, odometer tampering, contract breach, fraud, and commercial litigation in both state and federal courts throughout Ohio, in Indiana and Kentucky. With extensive trial and appellate experience related to motor vehicles and dealership business practices, he has also successfully argued cases in various courts of appeals and the Ohio Supreme Court. He was admitted to the Ohio Bar in 1978. His bar admissions include all Ohio state courts, several United States District Courts (Ohio and Indiana), 6th Circuit Court of Appeals, and the United States Supreme Court. He is a member of numerous bar associations, has obtained several multimillion dollar verdicts, and handled numerous ground breaking Consumer Law and Lemon Law cases. This chapter contains the depositions of a car manufacturers area manager (8.1), the president of the car dealer (8.2), the comptroller of the car dealer (8.3), the dealers F&I manager (8.4), the dealers office manager/ notary public (8.5), and the dealers sales manager (8.6). The consumer alleged the manufacturer agreed to replace their lemon Pontiac under the Ohio Lemon Law at no cost and with the captive financers loan to be transferred over to the replacement vehicle. A week after the vehicle substitution took place at the dealership, the dealer called the consumers back ostensibly to sign vehicle registration papers. Upon arrival, the dealer refused to let them leave in the replacement vehicle unless they signed an entirely new package of sales documents that included a new finance contract at a higher interest rate and which did not give them credit for their nearly year's worth of payments on the old loan. The dealer told them they would have to walk home or sign the new sales and finance papers and if they even tried to leave with the replacement vehicle the dealer would call the police and have them arrested. Plaintiffs signed under protest and immediately filed suit, alleging nearly $8,000 in actual damages because the substitution did not occur without cost to them.

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Deposition of a Car Manufacturers Area Manager

COURT OF COMMON PLEAS MONTGOMERY COUNTY, OHIO - - [Consumer 1], : Plaintiff, : vs. :CASE NO. [No.] GENERAL MOTORS CORP., : et al.,: Defendants. : - - Deposition of [Area Service Manager], a witness herein, taken by the plaintiff as upon cross-examination, pursuant to the Ohio Rules of Civil Procedure and pursuant to agreement by counsel as to the time and place and stipulations hereinafter set forth, at the offices of Taft, Stettinius & Hollister, 1800 Firstar Tower, 425 Walnut Street, Cincinnati, Ohio, at 1:45 P.M. on Wednesday, March 13, 2002, before Darlene Anthony, RPR, a Registered Professional Reporter and Notary Public within and for the State of Ohio. - - -

2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 APPEARANCES: On behalf of the Plaintiff: RONALD L. BURDGE, ESQ. of Burdge Law Office Co., LPA 2299 Miamisburg-Centerville Road Dayton, Ohio 45459-3817 On behalf of the Defendants: TIMOTHY C. SULLIVAN, ESQ. of Taft, Stettinius & Hollister, LLP 1800 Firstar Tower 425 Walnut Street Cincinnati, Ohio 45202-3957 Also present: [Consumer 1 and Consumer 2] - - ...

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3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 S T I P U L A T I O N S It is stipulated by counsel for the respective parties that the deposition of [Area Service Manager], a witness herein, may be taken at this time by the plaintiff as upon cross-examination and pursuant to the Ohio Rules of Civil Procedure, all other legal formalities being waived by agreement; that the deposition may be taken in stenotypy by the Notary Public-Court Reporter and transcribed by her out of the presence of the witness; that the transcribed deposition was submitted to the witness for examination and signature and that signature may be affixed out of the presence of the Notary Public-Court Reporter. - - ...

4 1 2 3 4 5 6 7 8 9 10 25 I N D E X PAGE BY MR. BURDGE: Cross 5 E X H I B I T S PAGE Plaintiff's Exhibit 1 ...

5 1 2 3 4 5 6 7 8 [Area Service Manager] of lawful age, a witness herein, being first duly sworn, as hereinafter certified, was examined and deposed as follows: CROSS-EXAMINATION BY MR. BURDGE: Q. What's your name? A. [Area Service Manager].

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Q. And what do you do and who do you work for? A. Work for General Motors. My title is an area service manager. Q. And how long have you been in that position? A. I need to clarify that because there's been several reorganizations. I've been an area service manager in current district since 1999. Q. And before that? A. I was an area service manager -- I handled medium duty trucks from '98 to '99, and I covered about six different states outside of the Cincinnati area. Q. You're familiar with the job responsibilities and GM policies that go with

6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 the job position you are working in, correct? A. Yes. Q. Let me just ask. How long have you been performing that sort of job with those sorts of functions with GM anywhere? A. Since approximately 1982. My first assignment was Dayton, Ohio, as an area service manager. Q. Did you work with GM prior to '82? A. Yes. Q. What did you do prior to '82 with GM? A. Well, I started with General Motors in 1973 as a draftsman. I worked with military vehicle organization. I got laid off in '75, hired back to Pontiac Motors as a detailer in the body design department. That was in 1976. In '78 I went to our service engineering department, and as a service engineer we were responsible to write service manuals, service bulletins, assist field personnel with product problems, write up documents regarding campaigns and those types of things, and I worked at that position from 1978 until 1982.

7 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Q. Okay. The vehicle that's involved in this case, not the replacement but the original one, you have a recollection of the events that were involved with that one, right? A. Some, yes. Q. I've got here Exhibit Number 1, which are the documents that were produced by General Motors in this case, and we'll go through that in a moment, but you've had a chance to look at GM records along the way before today, right? A. A little bit, yeah. Q. Is it your understanding that General Motors agreed to replace the vehicle with a new one for [Consumer 1 and Consumer 2] at no cost to [Consumer 1 and Consumer 2]? A. No. Q. That is not what your understanding of the deal was supposed to be? A. No. Q. What was your understanding of it? A. That we would essentially repurchase their vehicle for what they paid for it, which was $30,000 approximately. Q. It was not going to be a

8 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 replacement. A. No. Now, we do what we call a trade repurchase. We repurchase that vehicle and allow them to trade into a new vehicle at a discounted price, okay? And when they do that, financing is more or less handled at that point in time on the new vehicle. Q. In this particular case was it your understanding at any time that there was supposed to be a collateral swap? A. No, I did not know that. Q. Is that something that normally you would have been aware of? A. Not necessarily. See -Q. Who would have? A. The Business Resource Center. They would have tried to do that, along with the dealership. They would try to do that at

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that point in time. Q. Was it your understanding that the replacement vehicle that [Consumer 1 and Consumer 2] ended up getting, that particular vehicle was to be given to them at no cost out of their pocket as part of this process that you were involved with

9 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 to 24 25 MR. SULLIVAN: Objection, form. Q. -- on the old vehicle? MR. SULLIVAN: Go ahead. A. No. Q. What was your understanding of what cost, if any, was to be out of their pocket in the process? A. Maybe I need to explain my part in this. Q. Fine. A. What I do, I do a preliminary repurchase agreement when I contact the customer. And normally I determine, as in this case, if their car would meet the Lemon Law qualifications, which it did. So that's why we go ahead and do a voluntary repurchase. I would look at what the customer paid for the car, which was 30,300 and some odd dollars, id not depreciate the vehicle, and recommended -I sent my form into Florida, which is the Business Resource Group, recommended what e should be repurchasing this vehicle for. I also asked [Consumer 1 and Consumer 2] if they would like trade into another vehicle, and they did. Essentially, what General Motors does with that

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is we will buy a vehicle back from the dealership and sell it to the customer pretty much at that cost, is what we call the trade repurchase. After I -Q. And you're talking about the old vehicle, the defective vehicle so to speak. GM would buy that one back and sell the new one pretty much at what it would cost to buy a

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replacement vehicle from the dealer. A. Correct. Normally we repair the old vehicle and we'll send it to auction. My part kind of ends after I send the preliminary information to Florida. I don't handle anything as far as collateral exchange; I don't handle if there's any additional cost. Normally what I try to tell the customer is if you were upgrading into a more expensive vehicle, that additional cost is going to be yours. Q. Do you recall whether or not you ever said that in this particular case? A. I believe I did in a conversation with [Consumer 2]. Q. What did you tell [Consumer 2]? A. In general terms, I would have

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probably said that "upgrade would be your expense." I do remember a conversation with [Consumer 2] where he was going on vacation I think for a week, and he was trying to pick out a new vehicle. And I said, you know, "We need to get this done as soon as we can so we get this process done, because I don't know if finance rates are going to change or not." Q. You just described a specific conversation that dealt with him going on vacation, and in the same discussion you described a general conversation that would take place where you disclosed the cost of any upgrade would be on you, the customer. Do you specifically remember saying that to [Consumer 2] or [Consumer 1], "The cost of any upgrades are your expense," or is it a situation where you probably said that because that's what you normally would say? A. I'd have to say the later. I probably said that because that's what I normally would say. I have a check sheet I go through. Q. Where's the check sheet for this one?

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A. It's on the ePRA, which I believe you have a copy of it. Q. Would you take a look at Exhibit 1 and tell me where your checklist is that you're referring to? The pages are numbered in the lower right corner. A. Okay. It's page number 13 and number 14. Q. Is there anything in there that indicates that you specifically said to these people that there was going to be a cost to them for upgrades? A. No. Q. Is there anything in there that indicates that there was a discussion with them on whether there would be any sort of a cost or price difference on a downgrade? A. As you can see, "Done, 9/12/01," on the bottom of page 14. What that's referring to is the items above. If you look at item 35, it says, "I have reviewed with the customer what is Negative equity/Overallowance and if it was in their contract that it will negatively impact the numbers presented to them. No rebates are to be applied." Normally

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when I discuss that information, I do talk about upgrades and downgrades. I didn't specifically write down that I said that, but during the conversation with the customer I would normally go through that. Q. This does have documentation on it, notes that were made that detail a lot of other discussion that actually did take place, correct? A. Correct. Q. But there's nothing on here about a discussion concerning the cost of an upgrade. A. Nothing specific, no. Q. You just read to me what was paragraph 35. What is your understanding of or recollection of what happened in direct conversations with [Consumer 1 or Consumer 2], referring to paragraph 35?

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A. The first conversation I had with [Consumer 1 and Consumer 2] I believe was with [Consumer Q. Let's do it this way then. Tell me everything you remember about the dealings with [Consumer 1 and Consumer 2] or with the dealership about the vehicle. Let's just start from the beginning.

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A. Okay. MR. SULLIVAN: Objection to the form of the question. Go ahead. Q. Tell me what you recall as best you can. A. I contacted [Consumer 1], spoke with her regarding the situation because her vehicle had water leaks and it would qualify for the Lemon Law, so we were going to -Q. Did she tell you that or how did you come to that? A. I got the information through the service manager at the dealership. The service manager at the dealership also said that they were requesting a buy back. I had asked the service manager of the dealership to get our technical assistance involved and repair the vehicle, which is what we would normally do. But I understand that [Consumer 1 and Consumer 2] were not satisfied with that so I contacted them to discuss a voluntary repurchase. I spoke with [Consumer 1] first. I got a copy of the worksheet, the dealer worksheet, from the dealer, [Dealer]. Q. Where is that in here?

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A. It should be in here. Let me look at this real quick. Page number 16. Q. And is this on the original vehicle that General Motors was reacquiring in discussions with them? A. Yes. Q. Go ahead. A. Had this when I was talking to

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[Consumer 1], and essentially the conversation with [Consumer 1] was that General Motors would repurchase the first vehicle, the current vehicle that they were in for the purchase price. There was some conversation about an after-market console that we weren't going to pay for. Q. Would or would not? A. Would not. There was also conversation about an after-market extended warranty that she had purchased, and I said that we wouldn't reimburse her but the majority of the time, if they contact those companies, they will reimburse for the unused portion of that, which I believe they did. So we would repurchase her vehicle for the purchase amount, which is $30,374.33, is what I see, and that I

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was doing preliminary work to work with the customer, to try to get the information together, and then I forward my information to our Business Resource Group in Florida. Q. You told her that? A. Yes. Q. Go ahead. A. And that somebody from Florida would contact them for final details. I did call back and talk to [Consumer 2], I believe the second time, to try to work with them as far as what they wanted to trade into for a new vehicle. I think they were trying to get a Montana Thunder, which is a special model of the Montana, and I guess that was unavailable at the time. They were at one point trying to get [Pontiac sales manager] or [Dealer] to dealer trade for a similar vehicle to theirs, and I don't think that ever happened because I think what wound up being is that they ordered a vehicle to have built. Q. Go ahead. Do you have anything in your records there, the GM notes, that indicate whether it was special ordered? A. I don't have anything, no.

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Q. Would you normally make a note of such? A. Not necessarily. Q. Takes awhile to special order and get delivery, right? A. It does. In this case I think it took like about eight weeks or ten weeks. Q. And you wouldn't normally make note of that? A. Not necessarily. Q. When this sort of a thing happens, do you have a separate file of handwritten notes to kind of remind yourself of what's going on? A. Not normally. Normally I'll write what's on the ePRA, and no, I don't make a separate file. A lot of time the information is also at the Business Resource Center in Florida when they put it in their file. Q. At this early stage, though, was there anything going on at BRC about it? A. I had forwarded my electronic preliminary request to them, okay -- probably the day after I talked to them, which would have been around September 13th, to let them

18 1 know that we were dealing and that [Consumer 1 and Consumer 2] 2 had not had a replacement VIN yet. Because we 3 need that information, the replacement VIN, 4 because they were ordering a vehicle. 5 Q. Let's go back to where we left 6 off, then. You were talking about the fact 7 that this is apparently a special order 8 vehicle. 9 A. It was. 10 Q. The replacement. 11 A. And I do remember having 12 conversations with [Consumer 2]. This had taken a 13 little bit of time because -- there was a 14 salesman that had been on vacation, so the 15 [Consumer 1 and Consumer 2] couldn't get in to order a vehicle or 16 pick out a new vehicle. And then when the

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17 salesman came back off vacation, I believe the 18 [Consumer 1 and Consumer 2] were due to go on vacation or something 19 like that for a week. And I had contacted the 20 [Consumer 1 and Consumer 2] again, spoke to [Consumer 2], and he 21 informed me that they were going on vacation 22 for about a week and that they would try to 23 order the vehicle when they came back, as soon 24 as possible. And I said, you know, "It would 25 be a good idea to get it done as soon as you

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can so that we can try to wrap this up and get through it and get it done." And I probably -I believe I said something about the interest rates would probably change, or nobody can guarantee how long the current interest rates would remain in effect, because at that point in time it was like a zero/zero finance. Q. Are you sure you said that or are you guessing that's probably what you would have said because that's normally what you say? A. I'm sure I said something about interest rates. Q. Do you independently recall or are you sure you said it because you normally would say it? A. I recall saying that because the interest rates at that time was zero/zero, it was special, and I knew they were not going to be that way forever. Q. What was the reaction from either [Consumer 1 or Consumer 2]? A. [Consumer 2] just more or less informed me he would do it as soon as he could, order the new vehicle. Q. Go ahead then.

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A. After that I was pretty much out of it. Q. Totally out of it? A. Yeah. Q. You didn't have any other further

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6 involvement at any stage from that point 7 forward? 8 A. The Business Resource Center 9 contacted me -- no, I'm sorry, [Pontiac sales manager] 10 contacted me, said that [Consumer 1 and Consumer 2] new vehicle 11 had come in, gave me the VIN number, and I 12 contacted [Customer relations manager] at the Business Resource 13 Center to give her the new vehicle number. 14 Then that way, I said, you know, "We can 15 proceed and get this deal done because it's 16 been dragging on for awhile." And then after I 17 gave her the new vehicle number for the new 18 vehicle, I had no further part of it. 19 Q. None at all. 20 A. No. 21 Q. Who did? 22 A. Well at that point in time the 23 Business Resource Center more or less handles 24 it. 25 Q. Who?

21 1 A. [Customer relations manager] in particular. 2 [Customer relations manager] would work with the dealership, 3 and I believe she was working with [Pontiac sales manager], 4 the sales manager at the dealership. 5 Q. Anybody else have any hands-on 6 involvement in any aspect of the [Consumer 1 and Consumer 2] 7 transaction other than you, [Customer relations manager], and 8 the two people you just named at the 9 dealership? 10 A. Not that I'm aware of, Ron. 11 Q. Is there any other conversation of 12 any kind that you recall occurring between you 13 and [Consumer 1 or Consumer 2]? 14 A. Not that I'm aware of. 15 Q. Did you have any other kind of 16 conversation with either [Customer relations manager] or 17 anybody else at BRC about the transaction? 18 A. No. Again, I forwarded my

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19 information to [Customer relations manager]. Then the next 20 time I would contact her is when we got the new 21 vehicle number, and I alerted her to the new 22 vehicle number so that we could get going and 23 finalize everything for [Consumer 1 and Consumer 2]. But that's 24 it. 25 Q. And she did it from there?

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A. Yeah, she took it in, because they're the ones that handle the paperwork and do all that. Q. Anything else you remember about any kind of conversation that ever occurred between you and anyone at GM on any of this? A. No. Q. What about between you and the people at [Dealer], the dealership? Did you have any conversations there at any time? A. I would just talk to [Pontiac sales manager] to see if the new vehicle had come in, but as far as any details, no. Q. The mechanics of what [Dealer]s people were to do as far as replacing the vehicle, taking back the one, giving them the new one and whatever paperwork, et cetera, might be involved, did you have anything to do with that? A. No. Q. Were you aware of what even the paperwork was that would be involved with that? A. No. Q. Do you ever remember anything being said by anybody about collateral

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substitution? A. No. Q. Do you ever remember anybody at BRC or at the dealership telling you anything about [Consumer 1 and Consumer 2] paying any money to either the dealer or General Motors in the process of having the vehicle replaced?

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A. No. Q. Is there anything in your notes or in General Motor's records that reflects that such a conversation occurred? A. No. Q. Let's go through the documents that we do have here from General Motors. What is your understanding of what page one is? A. This looks like a settlement offer to [Consumer 1 and Consumer 2] regarding repurchase of 2001 Montana. Q. In looking at the second paragraph of that, which actually is single spaced from the first paragraph, second line, "Pontiac will assist you into a 2001 Pontiac Montana." Does that comport with what your understanding was going to take place here, that they were coming out of a 2001 and going into a replacement

24 1 2001? 2 A. No, no. 3 Q. Alright. Go ahead. What other 4 understanding, if any, do you have from this 5 document? 6 MR. SULLIVAN: Objection. 7 A. This is not a document I'm 8 familiar with. I didn't create this document. 9 The only thing I can say is that it would be a 10 settlement offer that was drafted to [Consumer 1 and Consumer 2] 11 to try to detail the settlement that we were 12 making with them regarding their Montana. 13 Q. This letter is dated October 18, 14 2001. That would be after your earlier 15 conversations with [Consumer 1 and Consumer 2] and also 16 with [Customer relations manager], correct? 17 A. Correct. 18 Q. And in the course of your 19 conversations with those parties, you had 20 communicated to [Customer relations manager] their interest in 21 having the vehicle replaced, correct? 22 A. No, repurchased. I never use the 23 term replaced.

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Q. Do you ever use that term, or is that just not the term that you used?

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A. No, it's not something we do. That's not something I do, replace. Q. So normally GM doesn't replace, they repurchase? A. Correct. Q. And that's true whether it's Lemon Law or non-Lemon Law discussions that are going on with the consumer, correct? A. Correct. Q. And is that just a semantic choice of words as opposed to the reality of what is occurring? A. No, it's not. Replace means to give another like vehicle. That's my definition of it or my understanding of it. It is hard, if not sometimes impossible, to find a like vehicle to replace a customer's vehicle. So, therefore, we try to repurchase and work with them on trading into another vehicle, be it another model year, a new vehicle, whatever. But it's easier to do that because it's easier to find a newer vehicle rather than a replacement vehicle. Q. Is there any other understanding or recollection that comes to mind for you in

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looking at page one of this Exhibit 1? MR. SULLIVAN: Object to the form. A. No, I don't see anything else. Q. The vehicle that you recommended to General Motors be repurchased was a 2001 Pontiac Montana, correct? A. Correct. Q. Are you aware what the vehicle was that they ended up getting from the dealer? A. I believe it was 2002 Pontiac Montana. Q. The document down here at the bottom right-hand corner reflects a certain file number in the last couple of words of it.

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A. Uh-huh. Q. Do you know where that number comes from? A. Customer Assistance Center. Q. They assign it? A. Yes. Q. Did you have any dealings with them? A. Only in the fact that they had alerted me at one time regarding [Consumer 1 and Consumer file and that they were requesting a

27 1 repurchase, just prior to my getting involved 2 with [Consumer 1 and Consumer 2] and [Service director] and the service 3 manager at the dealership. 4 Q. That was before you actually got 5 into it, so to speak, right? 6 A. Correct. 7 Q. Would that have been the 8 initiating contact that caused you to begin 9 doing things in relation to [Consumer 1 and Consumer 2] and the 10 vehicle here? 11 A. Yes. 12 Q. Did you end up getting a copy of 13 this page one of Exhibit 1 at some point? 14 A. No. 15 Q. Was the information that is on 16 that page one related to you in any sort of 17 manner; by computer, telex, whatever, E-mail, 18 at some point prior to the end of 2001? 19 A. No. 20 Q. Looking at what is page two, what 21 is your understanding of what that is, if any? 22 A. In general, I would just say it's 23 a release agreement between [Consumer 1 and Consumer 2] and 24 General Motors. 25 Q. Have you seen this before?

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A. I've seen it only because of what's going on now. But normally I would not see something like this. Q. Are you able to look at the document, this page two, all by itself and tell what motor vehicle is involved with the dispute, so to speak, between [Consumer 1 and Consumer 2] General Motors? A. Well, right in the first paragraph it talks about a 2001 Montana and it gives a specific VIN number, yes. Q. Are you able to look at this document all by itself and tell what it was that General Motors did in exchange for getting the signature by [Consumer 1 and Consumer 2] on it? MR. SULLIVAN: Objection. A. No. Q. If you drop down on the fourth line from the top, it refers to a consideration of a trade. See that? A. Yeah. "Therefore, in sole consideration of trade made by [Dealer] Pontiac." Is that the line you're referring to? Q. Yes. Would the trade refer to anything other than a motor vehicle in your

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experience? That word? A. I guess with my experience, no, it would refer to a motor vehicle. Q. So it would be referring to some sort of exchange of vehicles as part of an agreement being made, right? A. Yes. MR. SULLIVAN: Objection. Q. Back on page one of this Exhibit 1, see where it says total to the customer, zero dollars? A. Yes. Q. That's the way this document, as we see it here, that is the way that the document was generated by General Motors, correct? As far as you know? A. By somebody at the Business Resource Center, yes, as far as I know.

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Q. And the Business Resource Center is doing what they do in terms of this paperwork and discussions with the customer and everything for General Motors, right? A. Correct. Q. What is page three? A. It's titled, "Dealer Confirmation

30 1 Letter." Essentially, I think all it does is 2 basically summarizes the deal between the 3 [Consumer 1 and Consumer 2] and General Motors, and indicates that 4 we're going to pay the dealer $200 for 5 processing the paperwork. 6 Q. It has indications on there about 7 what the selling price of the replacement 8 vehicle was, right? 9 A. Yes, it does. 10 Q. And also indicates what the amount 11 was that Pontiac Division -- which is nothing 12 but a division of General Motors, right? 13 A. Yes. 14 Q. -- the amount was that the Pontiac 15 Division was going to pay to the dealership to 16 accomplish the replacement of the vehicle, 17 right? 18 A. Correct. 19 Q. And the amount that General Motors 20 was paying to the dealer is more than the 21 selling price of the vehicle, itself, right? 22 A. That's what's indicated, yes. 23 Q. Does that mean that -- does that 24 mean to you that General Motors paid the dealer 25 more than what was necessary to sell the

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vehicle? MR. SULLIVAN: Objection. A. I don't know that. Q. General Motors normally pays a dealer who is involved in a substitution of a vehicle under the Lemon Law some sort of a processing fee. A. Sure.

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Q. And that processing fee is for the dealer's assistance in physically handling the vehicles and the titles and the paperwork, right? A. Correct. Q. That processing fee is intended by General Motors to cover the documentary expenses or efforts that are involved by the dealer in processing the title as well as paperwork that is related to the transaction at hand, correct? A. Correct. Q. Is that a standard amount? A. Yes. Q. Let me show you the November 14, 2001, [Dealer] Auto Group/[Consumer 1] Sales Contract.

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MR. BURDGE: Tim, I think you've seen that, haven't you? MR. SULLIVAN: Yes. Q. You recognize that document in general, correct? A. Yes. Q. You've seen lots of documents like that before, right? A. Yes. Q. You know how to look at this sort of form and tell pretty much what was happening in the process of this deal, right? A. In general, yeah. Q. In some generalities. A. Yeah. Q. You just indicated that General Motors pays the dealer $200 for processing and that included documentary fees. Would you agree with me that the dealer charged these people an additional $50 there for documentary fees? MR. SULLIVAN: Objection. A. There is $50 next to something that says document fees. Q. Alright. In this page three,

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about halfway down there's a line that says, "Amount customer pays to the dealership," then it has in parenthesis, $1,445. See that? A. Yes, I do. Q. There's a line underneath that that says it's the amount of the downgrade owed to the customer and included in GM's check. See that? A. Yeah. Q. What is your understanding of what that means? MR. SULLIVAN: Objection. A. Based on what I see on this page, it would indicate to me that the customer should get the money in parenthesis. Q. Would that then account for the difference that we see GM paying as opposed to the replacement vehicle cost? A. I believe so, yes. Q. You know what a collateral swap is, don't you? A. Yeah. Q. What is that? What is your understanding of that? A. Essentially, if you have a

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contract on a current vehicle, that you get a new vehicle for the same contract and that the payments that you have made on the old vehicle would be carried over to the new vehicle. In other words, exchange of collateral, yes. Q. Are you familiar with or do you have any understanding of the mechanics of how that is done? A. No. Q. Have you ever actually participated or -- well, let me ask you this first. Have you ever participated in such a thing? A. No. Q. Are you aware or have you heard about such a thing being done? A. Sure. Q. Are you aware or have you heard

21

19 20 21 22 23 24 25

about such a thing being done in the process of a replacement of a motor vehicle in the event of a repurchase under the Lemon Law? A. Yes. MR. SULLIVAN: Objection to the form. Q. Are you aware of any reason why it

35 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

could not have been done in this particular case? A. No, I don't know. Q. This document has a number of places where signature lines appear at the bottom of it. A. Yes. Q. In the normal course of things, would this be signed off on by the people who have signature lines on this? A. Yes, it should be. Q. The VIN number that we see on here for the original vehicle VIN, is there anything in the file that indicates that that is not the VIN number for the vehicle that was repurchased and/or replaced, depending on whose perspective, I suppose, by General Motors? A. No. Q. The replacement VIN number that we see on here, is there anything in the file that you've seen that indicates that that is not the VIN number for the vehicle that replaced the first one? A. No. Q. Do you have anything in the file

36 1 2 3 4 5 6 7 8 9

or have you seen or heard of anything that indicates that the selling price of the replacement vehicle as listed on here was not correctly listed here? A. No. Q. Or that the amount paid to the dealership was not the amount indicated on here? A. No.

22

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 file, 25

Q. Or that the amount listed here as owed to the customer was not supposed to go to the customer after all? A. Nothing, no. Q. Have you heard anything from anybody at the dealership indicating or BRC indicating that the amount listed on here as supposedly a downgrade amount owed to the customer was not really supposed to go to them? A. Nothing. Q. Page four. What can you tell me about that? What is your understanding of it? MR. SULLIVAN: Objection. A. It looks like just a screen off of a database regarding the [Consumer 1 and Consumer 2]'s to give an overall description of the vehicle and some

37 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

other things. Q. Have you seen this sort of a form before? A. No. Q. Is this something that BRC does? A. Yes. Q. Do you ever get a copy of this form in the normal process of your job responsibilities there when you're engaged in discussions with a consumer or after you've engaged in discussions with the consumer about a repurchase? A. No. Q. Or any of the data on it? A. No. Q. Do you provide any of the data that we see entered on this one? A. I recommend by electronically generated ePRA, such as presumption of Lemon Law. Q. Do you answer that question? A. I do provide some information that would be on this sheet, yes. Q. Referring to the bottom half of the sheet, below the last dark line we see on

23

38 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

this copy, the entries that we see made in response to specific fields of inquiry? A. Okay. Q. Do you put most of those entries on there? A. No. Q. Do you provide the data that goes in most of these entries? A. Some of it, yes. Q. And I guess you can tell me what ones you provide the responses to. A. The only one I can see on this is, "Special instructions: GM pays taxes and fees." Q. So you would have put that in there or you would have communicated to BRC that information? A. I would have communicated that to the BRC through my preliminary repurchase form. Q. Vehicle meets presumption of Lemon Law. There's a big "no" written right there. See that? A. Uh-huh. Q. Is that an entry or information that you would have provided the BRC, or is

39 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18

that something BRC would have come up with on its own? A. They must have come up with that one on their own. Q. Did you provide them with any information with regard to this question? A. Yes, I did. Q. What was the information you told them? A. I said vehicle does meet qualifications of Lemon Law. Q. Do you know who puts the data in here at BRC? A. I do not. Q. Would that have been [Customer relations manager] -MR. SULLIVAN: Objection. Q. -- in the normal course of things?

24

19 20 21 22 23 24 25

A. I don't believe so. Q. Down at the bottom it's noted transaction type is as a trade repurchase. If it was a straight buy back, no substitute vehicle involved, would that block have simply said repurchase? A. Either repurchase or straight

40 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

repurchase. Q. Is there such a thing as simply the word "trade" for that block, or "replacement" for that block? A. I don't know. I do not believe so but I don't know. Q. Have you ever seen where that phrase was responded to in that manner? A. No. Q. So as far as you know, the only entries that can go in there have the word "repurchase" in part of the entry, in one way or another. A. Yes, I would say. Q. The reason for the repurchase as you understood it was water leaks, right? A. Correct. Q. Any other reason? A. No. Q. What is a dealer admin fee, or do you have any understanding of what that is on here? A. I don't know. Q. Don't know what that refers to there?

41 1 2 3 4 5 6 7 8 9

A. I can speculate but -Q. Okay. A. The only thing I can think is that it would refer to the fee that we pay the dealer for handling the paperwork. Q. But that's the $200 that was referred to on the other page, right? A. Correct. Q. So this amount that is referred to

25

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

on the preceding page -A. Right. Q. -- $30,552.10, does that include the $200 processing fee that is talked about on the line before it? Do you know? A. No. Q. It does not include it? A. No. Q. Or you don't know? A. It is not supposed to include it, because if you look below, it says, "$200 dealer processing fee to be paid as a warranty credit through WINS," which is our warranty system. Q. And that's the warranty reimbursement system, just like a repair or

42 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

anything else that the dealer would do, right? A. Correct. Q. Is it your understanding that the way this process would work is that a physical check for $30,552.10 would have been sent or delivered to the dealership in this transaction? A. Yes. Q. It wouldn't be an electronic debiting or crediting type situation, would it? A. No. Q. During the course of your conversations with [Consumer 1 and Consumer 2], did you get an understanding of whether or not the vehicle was drivable or not? A. Yeah, it was drivable. I mean, it had water leaks which doesn't stop it from being driven. Q. On the same page four, directly to the left of the transaction type there's a referral to "Source: AVM." Do you know what that's about? A. AVM is short for my title. So the only thing I can say is that it's probably referring to me or some other AVM.

43

26

1 Q. As the source of the repurchase? 2 A. Yeah. 3 Q. Page five. Do you have any idea 4 why all the fields on this page are blank? 5 A. No. 6 Q. Page six. What can you tell me 7 about the information on this page six, which 8 carries over to page seven, by the way? 9 MR. SULLIVAN: Objection. 10 A. It looks like an update screen 11 regarding the [Consumer 1 and Consumer 2]'s customer assistance case. 12 Refers to that case. And there is several 13 entries in it with dates to the left of the 14 entries regarding the status of the trade 15 repurchase. 16 ([Consumer 2] leaves deposition room.) 17 Q. What is CRM referring to in the 18 first entry on September 21? 19 A. Customer relations manager. 20 Q. And is that the same [Customer relations manager] 21 who is at BRC? 22 A. I believe so. 23 Q. You're able to look at this and 24 tell that you were the decision maker on this 25 file in how it was to be handled, correct?

44 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18

A. Yes, it has me down as decision maker. Correct. Q. And the transaction is identified as a trade at that point also, correct? A. Yes. Q. And the reason being for water leaks. A. Correct. Q. And the dealer contact being [Pontiac sales manager]? A. Correct. Q. And that's the same [Pontiac sales were talking about before, right? A. Correct. Q. Is there anything on that September 21, 2001 entry, either one of two entries, that as far as you know is correct, other than the spelling of the

manager] you

those not word

27

19 20 21 22 23 24 25

"leaks"? A. No. Q. October 8th, says AVM contacted CRM, that being [Customer relations manager], I assume? A. Uh-huh. Q. This is what you were talking about before when you told her that they hadn't

45 1 decided on a replacement yet. 2 A. Correct. 3 Q. The end of that entry on 4 October 8th has, "[Customer relations manager]s 58749." Do you know 5 what that refers to? 6 A. No. 7 Q. Would that be [Customer relations manager] at her 8 number of some sort? 9 A. It could be. I don't know. 10 MR. SULLIVAN: It is. 11 MR. BURDGE: Thank you. 12 A. That makes sense. [Customer relations manager], 13 extension 58749. 14 Q. And we see here, the entry of 15 October 17, talking about the replacement 16 numbers have now been received? 17 A. Correct. 18 Q. The VIN number. 19 A. Correct. 20 Q. And then the very next day offer 21 sent. 22 A. Correct. 23 Q. And if we flip back to what is 24 page one of this exhibit, we see the 25 October 18, 2001 letter from [Customer relations manager] to

46 1 2 3 4 5 6 7

[Consumer 1], right? A. Correct. Q. Is it your understanding that this offer sent refers to this letter and page two, the release, or do you know? A. I don't know but I would assume so.

28

8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Q. October 31st has an entry sent to RVDC. What is that about? Do you know what RVDC is? A. Yeah, Reacquired Vehicle Distribution Center. Q. What do they do? A. They more or less handle our repurchased vehicles. Q. Does that mean paperwork or the vehicle, itself; do you know? A. Vehicle, itself, not reacquired. There's some paperwork involved too, of course, but normally they handle the disposition of the repurchased vehicles. Q. This entry for November 6th has a big X on it. Any idea what that's about? A. No. I don't think it pertains to this vehicle. It's hard to say but I don't

47 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

think it pertains to this vehicle. None of the information really -- I don't know. Q. On the entry below that it has the same date. That entry does pertain to this vehicle, right? A. It looks like it, yes. Q. And this reflects the same sort of numbers again as what we talked about back on page three with the selling price and the amount Pontiac pays to the dealer, et cetera, correct? ([Consumer 2] returns to deposition room.) A. Yes. Q. GM supervisor, Sheldon Bright. Who is that? A. I don't know. Q. Never heard of that person before, I assume? A. No, I haven't. He could be somebody in the Business Resource Group. Q. November 6, 2001, entry referring to an error. A. Yeah. Q. Is there any indication in there to you that the error they're referring to has

29

48 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

anything to do with, as you understand this document, has anything to do with [Consumer 1 and Consumer 2] paying $1,445? MR. SULLIVAN: Object to form. Q. That isn't what it looks like to you, right? A. No. Q. Going on to what is page seven, the referral there to doing a substitution of collateral -- see that? Do you know what they're talking about there? A. I know what substitution of collateral is but why they're talking about it with [Consumer 1 and Consumer 2]' vehicle, no, I do not. Q. Have you ever had a dealership call you and ask you how to write up a deal involving a replacement of a vehicle under the Lemon Law? A. No. Q. Is that something that you normally would do or would they deal with BRC or somebody else? A. Probably the BRC. Q. On these last two pages, is there any entry that reflects some specific

49 1 discussion of some sort that you had with 2 [Customer relations manager] or that is related to a specific 3 discussion that you had with [Customer relations manager]? 4 A. Only the October 8, which 5 indicates that I told [Customer relations manager] that the 6 customer had not yet decided on -- there was no 7 new vehicle number and that the customer had 8 not yet decided on it. And then on 10/17, it 9 doesn't indicate so but she received the new 10 VIN from the dealership. 11 Q. Your conversation with her then 12 would have been October 8, 2001? 13 A. Yeah. 14 Q. Is there anything in the entry 15 that we see there that is not a correct

30

16 17 she 18 19 20 21 22 23 24 25

recitation of the conversation you had with [Customer relations manager] on October 8, 2001? wrote down wrong or incomplete? A. No, not really. Essentially, I stated that we were waiting for the customer to make a decision, and that if nothing were to happen, then the customer would have to go to arbitration. Q. Page eight. You don't have anything to do with what is page eight,

Anything

50 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

correct? A. No. Q. Page nine. Do you have anything to do with what is page nine? A. No. Q. On page nine, there are two boxes in the top piece of that page, so to speak. A box on the right-hand side is filled with a number of smaller boxes. Coming down about a third or so downwards we see a line, "Vehicle meets presumption of Lemon Law?" See that? A. Yes. Q. And there's a Y indicating yes. A. Yes. Q. Would you agree with that? A. Yes. Q. As you understood the 2001 Pontiac that was involved in being reacquired by General Motors, you agree it met the Lemon Law. A. Yes. Q. Have you seen one of these sorts of forms before? A. No. Q. Do you have any understanding of that form, other than sitting here and trying

51 1 2 3 4 5

to figure it out right now, other than that what we've already talked about? A. No, I don't. Q. Let's go on then to what is page ten. Any understanding what this is all about?

31

6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

A. No. Q. What is page 11? Do you have any idea? A. No. Q. You don't normally see this document either, right? A. No, I do not. Q. Then the next page, do you have any involvement with anything on that page -A. No. Q. -- or any understanding of what this page is all about? A. No, I don't. Q. You were reading through it as you were considering answering that. I note on this page there are three columns: A trade repurchase column, a straight repurchase column and a lease repurchase column. A. Correct. Q. And then a payment method down at

52 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

the bottom area. This transaction, as you understood it to be categorized by General Motors, was a trade repurchase, right? A. Correct. Q. In looking at the numbers compiled on here, is there anything here that indicates to you that the customers were supposed to pay anything in going to the new vehicle, or is there anything that indicates any sort of a refund to the customer in going to the new vehicle? A. I don't see anything, no. Q. See the total customer cost area in that first column, line 16? A. I do. Q. What does that entry indicate to you? A. Fourteen hundred forty-five dollars, but it's in parenthesis, so that would indicate to me that probably that should go back to the customer. Q. Page 13. I think you were referring to this at various points along the way, weren't you?

32

25

A.

Yes, I was.

53 1 2 3 4 5 6 7 8 trade 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Q. Tell me what you understand page 13 to be about and how it is completed. A. This is a copy of what we call a preliminary repurchase authorization. We now do it electronically through E-mail. We used to do it and fax it in but now we do it E-mail. And essentially, it summarizes what I have talked to [Consumer 1 and Consumer 2] about regarding a repurchase on their vehicle and why I feel that it was justified to do so. Q. What is a TAC case number? What does TAC stand for? A. Technical Assistance Center. Q. And CAC? A. Customer Assistance Center. Q. Two different people or departments, so to speak? A. Correct. Q. Was there ever a TAC number assigned to this matter? A. Yes, there was. Q. Is it on here somewhere? A. Yes, it is. Q. And it is where? A. Right next to TAC case number:

54 1 2 3 4 5 6 7 8 9 10 11 12 13 14

5030592. Q. And to the left of that is the CAC case number, right? A. Correct. Q. Would there be entries or data or files maintained separate and apart from the documents you have seen so far by TAC? A. Yes. Q. Why don't you look at the next couple of pages and tell me if any of those are the TAC files or data or entries. A. No. Q. What would the TAC have to do with?

33

15 16 17 18 19 20 21 22 23 24 25

A. TAC or Technical Assistance Center is a department established to assist dealerships in repairing a vehicle. They have their own database, and essentially they refer to this database to try to help the dealership repair a vehicle when they're having a problem. Q. And would that have been before the vehicle was reacquired? A. Normally, yes. Yes. Q. In this particular case can you tell if that was before or after?

55 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

A. Before. Q. Right below that, the next section talks about detailing the agreement with the dealer and the customer. A. Uh-huh. Q. Anything in response to the data fields or lines 15 through 20 that is not correct as you understood the way it was supposed to be happening? A. No. Q. What is line 19, "Dealership BAC"? What does BAC stand for? A. Business Associate Code. Q. That's just sort of like a dealer computer number, right? A. Same thing, correct. Q. Twenty-one is General Motors' characterization of the transaction involved here as a trade repurchase, right? A. Yes. Q. The data that is entered in the field in response to line 23, is that a reflection of data that you provided or is that exactly what you did? A. That's exactly what I did.

56 1 2 3 4 5

Q. The entries all through this form that we see typed in, would those have been entries you would have done? A. The typed in entries are mine. Q. The handwritten entries?

34

6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

A. I do not know. Q. If you take a look at what is line or field 32, look at it first and then I want to ask you a question. A. Uh-huh. Q. Is it your understanding that there was not to be any mileage charge assessed to [Consumer 1 and Consumer 2] for the miles on the old vehicle as part of this transaction? A. Correct. Q. The console that was on the first vehicle, which was an after-market unit, did [Consumer 1 and Consumer 2] tell you how much that cost them, or do you recall? A. I recall something like around $430 or something around that neighborhood. Q. Do you know if that was still in the vehicle when they turned it in, as far as you know? A. As far as I know, it was. I

57 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

understand the dealership transferred it to the new vehicle. I may be wrong. Q. Line 35 isn't completely clear to me. What is your understanding of what was supposed to happen and what the entry on line 35 is saying? A. Line 35. "Who will be responsible for taxes and/or fees." I had put in General Motors. Q. That's the way it was when it left your hands? A. Correct. Q. And then it looks like somebody scratched out something else, "old vehicle," and wrote in "trade different"? A. Correct. Q. Do you know what that refers to? A. Not really. I can guess but not really. Q. Well having been in the business 20 years, what would your educated guess be? MR. SULLIVAN: Objection. A. My educated guess would be that they're going to pay the taxes between -- or

35

25

the difference between the new and the old

58 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

vehicle. Q. That 1445 -A. I guess. Q. -- or whatever it was? A. Yeah; I don't know. Q. Was there any negative equity or overallowance involved in the original transaction that was for the vehicle that was being replaced? A. No. Q. With that in mind, taking a look at what is the field for number 36, can you tell me what occurred with regard to such a discussion between you and [Consumer 1 and Consumer 2]? A. Again, as I stated earlier, I don't believe we talked about -- I believe we talked about equity because I use this as kind of a check sheet, but I would talk about upgrade/downgrade. Q. At the same time? A. Yeah. Q. So this entry refers to that as well as negative equity and overallowance? A. Sure. It's a point for me when I'm going through this form to bring up those

59 1 pieces of information. 2 Q. Go ahead. That's what you 3 normally do, in other words? 4 A. Yeah, normally do. So at this 5 point in time, I would normally talk about 6 negative equity if there is some, and state 7 that, you know, General Motors isn't 8 responsible for negative equity. In the 9 [Consumer 1 and Consumer 2]s case, it wasn't a problem. I would 10 talk about upgrading and downgrading. If there 11 is an upgrade, that the customer would be 12 responsible for it. And I normally talk about 13 any finance rates and the fact that they may 14 change or they may not change but we have no

36

15 16 17 18 19 20 21 22 23 24 25

control over that. Q. Is there any indication in any of the documents that you have seen or even heard about with relation to this vehicle that there was an upgrade that occurred? A. No. Q. In fact, your understanding of this situation as you see all the documents here and as you reflect on what occurred at the time is that it was a downgrade of sorts, correct? Price wise?

60 1 A. Price wise it was a little bit 2 less, yes. 3 Q. Did you have any involvement with 4 what is page 15, or is that something that 5 would have occurred between the dealer and 6 [Customer relations manager]? 7 A. No, no involvement. That would 8 have been between the dealer and [Customer relations manager] 9 and the State of Ohio. 10 Q. And page 16, you had no 11 involvement with that document for the 12 originally owned vehicle, right? 13 A. No. 14 Q. Would you have seen pages 15 and 15 16 in the process of your handling of the 16 matter before turning it over to BRC? 17 A. Page 16 I would have, but not 15. 18 Q. And where would you get page 16 in 19 the normal course of things? 20 A. From the dealership. 21 Q. In this particular case do you 22 specifically remember where you got page 16? 23 A. From [Pontiac sales manager], because he made a 24 copy for me. 25 Q. Page 17. What is your

61 1 2 3 4

understanding of what that is? A. This looks like the invoice of the 2001 Montana -- I'm sorry, it's the 2002 Montana. So this is the invoice of the second

37

5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

vehicle. Q. The replacement? A. Yeah. Q. Down toward the bottom of that, about a third from the bottom there is what appears to be a rubber stamp entered 10/3/01 with a handwritten number. Do you know what the handwritten number next to it is referring to? A. I really don't. Q. Did you have any involvement with pages 18 and 19? A. No. Q. Did you at any time see pages 18 and 19 before this lawsuit started, anyway? A. No. Q. Page 20. You already talked about this form in its earlier version that we saw without signatures on it. You would not have any involvement with what we see as the finished form on page 20 in the normal course

62 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 or

of the situation, right? A. No. Q. Looking through this Exhibit 1, if necessary, to refresh your recollection, and also thinking about the events here, can you tell me what was the date of the last conversation of any kind that you had with the dealership people about this transaction? A. Probably last conversation regarding this transaction would be somewhere around October 17th. That's when the new VIN was received from the dealership and I remember calling [Customer relations manager] with it. Q. When was the last conversation of any kind that you had with [Consumer 1 or Consumer 2]? A. I'm sure it was before that but I don't recall what day. Probably -- that was October 17. We started in September. I would have to say probably around the end of September. Q. When was the approximate date of your last conversation with [Customer relations manager]

38

23 24 25

anybody at BRC about the transaction? A. Probably around October 18, 17, when I gave her the VIN number of the new

63 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

vehicle. Q. Was that the last conversation, giving her the VIN number? A. Yeah. Q. Do you know what paperwork is normally involved by a dealership in the process of replacing a vehicle under the Lemon Law? MR. SULLIVAN: Objection. Q. In other words, what they do on their end? A. No, I don't. Q. I assume that's something that's entirely handled by somebody else. A. Yeah. Q. Alright. MR. BURDGE: Why don't we take a break for a minute. (A brief recess was had.) Q. I only have a couple other questions, I think. You had indicated that it was your understanding that a vehicle had to be special ordered, this replacement vehicle. A. Yes. Q. That's something that somebody

64 1 2 3 4 5 6 7 8 9 10 the 11 12

there at the dealership communicated to you when they didn't have a replacement one that was acceptable on the lot, right? A. Yes. Q. And also, at the end of your dealings, when you basically step out of the picture of what's going on here, from that point going all the way back to day one of your involvement with the transaction and the dealer and [Consumer 1 and Consumer 2], did you at any time tell dealer to do or say anything on your behalf to [Consumer 1 and Consumer 2]?

39

13 14 15 16 17 18 19 20 21 22 23 24 25

A. No. Q. Or on behalf of General Motors to [Consumer 1 and Consumer 2]? A. No. Q. And do you know of anything that anybody at General Motors told the dealer that it could do or say to [Consumer 1 and Consumer 2] on this transaction? A. No. MR. BURDGE: Okay. I think that's all I have. Thank you very much for your time today.

65 1 2 3 4 5 25

_______________________ [Area Service Manager] (DEPOSITION CONCLUDED AT 3:15 P.M.) - - ...

66 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

C E R T I F I C A T E STATE OF OHIO : : SS COUNTY OF HAMILTON : I, Darlene Anthony, RPR, the undersigned, a duly qualified notary public within and for the State of Ohio, do hereby certify that [Area Service Manager] was by me first duly sworn to depose the truth, the whole truth, and nothing but the truth; the foregoing is the deposition given at said time and place by said witness; that said deposition was taken pursuant to stipulations hereinbefore set forth; that said deposition was taken by me in stenotypy and transcribed by means of computer; that said deposition was submitted to the witness for examination and signature; that I am neither a relative of any of the parties or any of their counsel; and I am not, nor is the court reporting firm with which I am affiliated, under a contract as defined in Civil Rule

40

20 21 22 23 24 25

28(D), and have no interest in the result of this action. IN WITNESS WHEREOF, I hereunto set my hand and official seal of office at Cincinnati, Ohio, this 27th day of March, 2002. _______________________ My Commission expires: Darlene Anthony May 10, 2006 Notary Public-State of Ohio

41

8.2
0001 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Deposition of Car Dealership President

IN THE COURT OF COMMON PLEAS MONTGOMERY COUNTY, OHIO * * * [Consumer 1], et al., Plaintiffs, vs. CASE NO. [No.] GENERAL MOTORS CORPORATION, et al., Defendants. * * * Deposition of [Dealer], Witness herein, called by the Plaintiffs for cross-examination pursuant to the Rules of Civil Procedure, taken before me, Jennifer J. Flynn, a Notary Public in and for the State of Ohio, at [Dealer] Pontiac, [Address], [Address], on Tuesday, June 11, 2002, at 9:51 o'clock a.m. * * *

0002 1 2 3 4 5 6 7 8 9 10 11 12 13 14

APPEARANCES: On behalf of the Plaintiffs: Burdge Law Office Co., LPA By: Ronald L. Burdge Attorney at Law 2299 Miamisburg-Centerville Road Dayton, Ohio 45459 On behalf of the Defendant GM Corporation & The [Dealer] Group: Taft, Stettinius & Hollister LLP By: Timothy C. Sullivan Attorney at Law 1800 Firstar Tower 425 Walnut Street Cincinnati, Ohio 45202 On behalf of the Defendant GMAC: Hedrick & Jordan Co. By: John G. Jansing Attorney at Law

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15 16 17 18 19 20 25

Suite 300 124 East Third Street Dayton, Ohio 45402 ALSO PRESENT: [Consumer 1], [Consumer 2] * * * ...

0003 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

[Dealer] of lawful age, Witness herein, having been first duly cautioned and sworn, as hereinafter certified, was examined and said as follows: CROSS-EXAMINATION BY MR. BURDGE: Q.Would you tell us your name, please? A.[Dealer]. Q.[Dealer], have you been deposed before? A.Yes. Q.All right. So you know basically what we're going to do and how it's going to work, right? A.Yes. Q.How many times have you had your deposition taken? A.Twice, I believe. Q.Pardon? A.Two times, I believe. Q.And did those both involve lawsuits with the dealership? A.No. Q.Have you ever had a deposition taken in a case where the dealership was sued?

0004 1 2 3 4 5 6 7 8 9

A.No. Q.All right. I'm going to be asking you a series of questions. Along the way, if there's anything you don't understand about my question, let me know so I can be sure I ask it in a way you understand it. Okay? A.Okay. Q.I assume that before we started you had a chance to sit down and talk to the U.S.

43

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Attorney and kind of get ready and look at the file and whatever, kind of become familiar with things so you know enough facts to be generally able to answer questions today? A.I think generally so, yes. I did not spend -- I don't know much about the case because I wasn't actively involved in it, so there's not a whole lot that I know about the case but I have looked at the file. Q.What's your job position with the dealership? A.President and general manager. Q.And how long have you had that position? A.Since 1990. Q.And who had that position before

0005 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

you? A.[Previous president and general manager] Q.Have you held any other position with the dealership organization other than that that you now hold? A.Yes. Q.And what was that? A.Sales manager. Q.At what -- in fact, let's do it this way: Just tell me when and where and what your job was, and we'll kind of work backwards beyond that ten year frame. A.1980 to 1990, general sales manager. Q.For who? A.That's it. Here. Q.This store? A.Yes. Q.Okay. Prior to that? A.Not employed. Q.Okay. When did you graduate from high school? A.1977. Q.Any college? A.Yes. Q.Where?

0006

44

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

A.Miami University. Q.What courses did you take at Miami? A.Mass communication and business. Q.From when to when? A.1977 to 1981. Q.Did you obtain a degree? A.No, I did not. Q.Do you have any college degrees? A.No, sir. Q.Have you had any management training through General Motors -A.Yes. Q.-- that is relevant to the position that you now hold? A.Yes. Q.Okay. Tell me about that, all that you can remember. A.I've taken courses with Northwood Institute in Michigan. Q.What do you understand that to be, Northwood Institute? A.It's standard level training for General Motors dealer candidates. Q.When did you do that? A.Before 1980, '81.

0007 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

Q.Any other -- before we go to that question, first tell me, on that training that you just are referring to now, how long was that? A.It was a summer course. It was probably two weeks or something like that. Q.Do you remember any of the information that you learned at that or was it all just even general management type information? A.Well, if you're asking if I remember specifics about a course I took over twenty years ago, my answer would be no. Q.That's what I meant. Any other management training that you've had with General Motors besides that? A.Yes. I've probably been to -attended well over two hundred meetings all intended for executive management with General Motors Corporation and their dealers.

45

20 21 22 23 24 25

Q.Do you think you have a pretty good understanding of the way GM wants management at their dealerships to be operating then as a result of -- as a result of those two hundred courses you've had with management? A.GM doesn't dictate how you operate

0008 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

and how they expect you to manage their dealership. They have guidelines and franchise agreements that dictate some operation of procedures. MR. BURDGE: Ask him that question again, please. THE WITNESS: I think -(Record read.) MR. SULLIVAN: Object to the repetitious question because the witness did answer it. Q.Now, I understand from your last response that General Motors doesn't dictate. That's not my question. Okay? My question is: Do you think you have a pretty good understanding of the way General Motors wants its dealerships to be operating? MR. SULLIVAN: Same objection. You can answer. Q.Go ahead, or do you think -- let me ask this way: Do you think you need more training? MR. SULLIVAN: Objection. THE WITNESS: Are you asking do I think I am a qualified dealership principal? If

0009 1 2 3 4 5 6 7 8 9 10

you think I need more training to understand what people in Detroit think that run the corporation of General Motors, how they think their dealers should operate their dealerships, yes, because that's not information I'm privy to; and am I qualified to be a dealer candidate or dealer principal, absolutely, in my opinion. There's two different things I think you're asking. Q.It's actually different but that's okay. You gave me two answers and one of them is

46

11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

sufficient. MR. SULLIVAN: Object to arguing with the witness. Q.Any other education or training specifically dealing with General Motors that you've ever had that specifically deals with ethics in business practice that you can recall? A.No. Q.All right. So out of the two hundred some plus courses, can you recall -- can you recall any literature or material that was ever provided as part of the course work to you or the other attendees that you're aware of that dealt specifically with ethics in business practice, dealing with consumers?

0010 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

A.First, I didn't say they were courses. I said they were meetings; and -Q.Okay. A.-- and second, I would say no. Q.Now, on this particular case you've had a chance to look at the dealer files concerning the replacement of the original vehicle involved in this case, right? A.Yes. Q.You've had a chance, I assume, to talk with your people who are involved in the process? A.Yes. Q.First of all, tell me, what is your understanding of what occurred based on what you know? A.[Consumer 1 and Consumer 2] applied for lemon law protection. Can't give you details of what the process was they went through. Pontiac Motor Division was involved in it and ultimately agreed to repurchase the vehicle and replace it under the -- their repurchase agreement and a new vehicle was ordered, which ultimately came in and was delivered to [Consumer 1 and Consumer 2]. Q.Anything else?

0011 1 A.As far as specific details or

47

2 3 4 5 6 7 8 9 10 11 12 13 14 15 a 16 17 18 19 20 21 22 23 24 25

anything, I mean, I know what the allegations are in the case, some of those details. Q.Not the allegations but what you know from your people, what you understand. In other words, what occurred, any other information that you are aware of? A.The vehicle took longer to come in than I think most people anticipated it would. It was a little bit longer, I think, than a normal order would have taken. I do not recall the reasons why. There might have been a product contents situation. I'm not sure. I know that [Consumer 1 and Consumer 2] came in to the dealership repeatedly to see [Pontiac sales manager] or Pontiac sales manager to inquire about the status of the vehicle on the order. And I know that [Consumer 1 and Consumer 2] claim that there was two sets of paperwork done or something and that the person who delivered the car said that's not the case. Other than that, that's probably about what I know about it. Q.Is there any personal hands-on involvement that you can remember having in the replacement vehicle process or was it all done by

0012 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

other people basically? A.I talked to [Area Service Manager], who's the Pontiac district sales manager, at least once, maybe twice, regarding the possibility of a repurchase, and -- which is common any time we have a possible lemon law situation that the district service manager would talk to the dealer principal about it; and other than that, I didn't really have any direct involvement in the transaction. Q.He would have been talking to other employees of the dealership to finalize the process or whatever? A.Yes, he would have talked to the service manager predominantly to look at the repairs that were done on the vehicle in question and that sort of thing and to analyze those files and that sort of thing, so I'm sure he was in contact with [Service director], our service director, a

48

20 21 22 23 24 25

number of times on it. Q.Have you ever known General Motors to replace a motor vehicle at all because of lemon law allegations? A.Yes. Q.Has this dealership handled such a

0013 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

thing before? A.Yes. Q.Approximately how often do you think during the last two years has that actually occurred here at the dealership? A.In the last two years, I would say maybe zero or one other than [Consumer 1 and Consumer 2]. Q.Where did you get your familiarity with the replacement vehicle process General Motors uses with lemon law allegations? Just from experience or from any sort of written material? A.Well, I've read the lemon law statute and the fliers that they distributed with the new vehicle warranties, but that doesn't -- I don't know that that necessarily follows exactly what General -- General Motors is trying to, I think, be proactive in making their repurchase and I think they're trying to create a transaction to ultimately result in a satisfied customer before it gets to a point where you actually have a lemon law type case involved in it. So I -- I mean, my -- most of my knowledge about these type situations is kind of

0014 1 2 3 4 5 6 7 8 9 10

mainly through just from being involved in the situations. Q.Just from experience -A.Sure. Q.-- so to speak, when one comes up and it's dealt with? A.Right. Q.Are you aware of any instructions or guidance given by the dealership on how to process such a thing or does that occur on a

49

11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

case-by-case basis in your experience? A.It is a case-by-case experience because the ones I can recall have all been specific to that deal. I don't think there is a set method procedure-wise that everything is handled for each one that's exactly the same. However, our involvement in the -if it includes a replacement vehicle, our involvement at that point is really more so just as a broker on the deal where they order the car and it -- when the car comes in, we prepare the paperwork as agreed on the numbers. We don't negotiate. We don't establish price, tax, interest rate. We don't establish anything to do with the purchase of

0015 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

that vehicle. It is completely handled through General Motors and the customer direct. Q.So if a replacement vehicle is achieved, then all you do is basically just shuffle paperwork and swap keys and give the people their new car and take back their old one essentially? MR. SULLIVAN: Object to the form. Q.That basically -A.I wouldn't consider anything we do shuffling paperwork. Q.Please don't be offended by that. In terms of paperwork, you process the paperwork whatever it is that's involved, and you give them the new vehicle, take back the old one, and that's pretty much the extent of the dealership's involvement when it is a replacement vehicle approach; is that correct? A.Generally speaking, yes. Q.What I mean by that is, is there any one person at the dealership who is designated to do such an activity or just a matter of whoever is on the deal? A.Generally would be the sales manager would have the most interaction and I think

0016

50

1 [Pontiac sales manager], who's our Pontiac sales manager, he was the 2 primary contact for [Consumer 1 and Consumer 2]. 3 Q.How long has he been the Pontiac 4 sales manager for the dealership? 5 A.Two years approximately. 6 Q.Do you know where he was prior to 7 that point or what he did prior to that point? 8 A.He worked here at our company as a 9 service advisor assistant, Pontiac service 10 manager, for approximately two years. 11 Q.Assistant service manager and 12 service advisor, are those two different jobs -13 A.Similar. 14 Q.-- or does he do the same? 15 A.Same. 16 Q.Just two names for the same thing 17 he's doing? 18 A.Correct. 19 Q.Do you know what he did prior to 20 those two years? 21 A.I believe he, prior, was working for 22 Borchard, Inc. 23 Q.Ford? 24 A.Buick, down in Cincinnati in their 25 service operations for approximately ten years.

0017 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18

Q.When he was moved into the Pontiac sales manager position, did he receive any special training or education or guidance from anybody on how to do that job that you're aware of? A.Yes. He would have received a lot of guidance and training from both myself and -predominantly from myself. And training-wise, he would have also received some help from various other managers in the sales and finance departments here at our company. Q.Anybody specific come to mind on who actually did it or do you know? A.Different areas. I mean, probably [Name] would have helped him in some areas of ordering cars. [Name] some on some finance issues. Those are probably the two primary people.

51

19 20 21 22 23 24 25

Q.Did you ever attend any F&I schools or education and training dealing specifically with F&I? A.Me personally? Q.You. A.Yes. Q.What and when and where?

0018 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

A.Dealers Alliance Corporation, trained by [Name]. Dates? I would say early '80s, late '80s, a couple different times. Q.Any others other than DAC? A.No. Q.And where was that? A.Here. Q.At the dealership? A.Yes. Q.Any other F&I training or education or courses that you've ever attended other than the couple of times with DAC that you're referring to that occurred here on-site? A.I'm a licensed insurance agent so I would have taken my insurance test some number of years ago, probably about 1980. Q.Did you take any automotive specific F&I courses or studies in relation to that licensing? A.No. Q.Do you know whether or not [Pontiac sales manager] has attended any F&I schools or training or education? A.No. Q.All on the job, whatever he learned?

0019 1 2 3 4 5 6 7 8 9

A.I don't know if he's attended anything or not. Not -- I have not sent him to anything since he's been employed by me but I can't speak for him. Q.What about [Name]? A.[Name] has attended F&I training and had additional training here at the dealership with Dealers Alliance Corporation predominantly with [Name], I'd say, on and off over the

52

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

past ten years. Q.Do you know if he has received any other training other than DAC's? A.No, I don't. No. Q.As a result of that training, did you receive any written materials, instructions or guidance on F&I work at a car dealership? A.I don't believe so. Q.Do you know whether or not [Name] did? A.I don't know. Q.Do you know whether or not [Pontiac sales manager] received any written materials in the performance of his job as it may relate to any F&I aspect? A.I don't know. Q.By the way, in the whole process of

0020 1 2 that 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

what has occurred with the replacement of the vehicle with [Consumer 1 and Consumer 2], is there anything you can think of that the dealership accidentally did, any accidents in the steps along the way of what was accomplished? A.No. Q.Anything that the dealership did that you've been able to perceive was an accident -- excuse me, not an accident, was an error? A.No. Q.Anything that any of your employees did that you did not approve of either at the time or after the fact? A.No, not to my knowledge. Q.All right. So everything that any employee has told you about seems okay with you with the way they did whatever they did whatever it was they did here? A.Yes. Q.Can you tell me what procedures, if any, were adopted by the dealership to make sure that no error would occur that could result in a violation of the law with regard to the replacement vehicle process and handling

53

0021 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

consumers in the sales department? MR. SULLIVAN: Object to the form. Q.I'm not concerned about service. Okay? MR. SULLIVAN: Same -Q.Service and parts and such, I don't care about those for this question. MR. SULLIVAN: Same objection. Q.Can you think of any? A.Could you repeat the question? Q.Sure. MR. BURDGE: (Indicating.) (Record read.) MR. SULLIVAN: Same objection. Q.Go ahead. A.Since the delivery of the new vehicle for the replacement is predominantly related to the processing of the correct required paperwork, the paperwork is generated off of computer, Reynolds and Reynolds system, all their formats and all the documents are approved by counsel from Ohio Auto Dealers Association and General Motors. Q.All the forms are? A.Or the State of Ohio Attorney

0022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18

General. Yes. Everything has been -- I take that back. There were probably some forms maybe relating to, for instance, the optional extended service contract or optional credit insurance. Those are probably not forms that would be approved by General Motors per se, but the contract, as far as the loan paperwork, the odometer statement, the purchase order, are all documents that are -- have been reviewed and approved, to the best of my knowledge, from OADA and the Attorney General for the State of Ohio. Q.All the forms you're talking about that the dealership uses, certainly other than those couple that you mentioned, the service contract possibly or whatever, right? A.Right. As far as filling out the forms, the information that goes into the forms themselves is the information that we would have

54

19 20 21 22 23 24 25

been provided by [Area Service Manager] as far as what the price of the vehicle would be, and taxes are calculated automatically. Interest rate would be at the rate that -- again, I don't have the details. I assume the interest rate was a rate that [Area Service Manager] instructed our finance person or whatever the standard rate was at that time to

0023 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 1use. Q.He normally would have been doing that? A.They'll lay down all the criteria, yes, as far as what the -- there are situations where they could have purchased -- maybe the repurchased vehicle might have had a rate that was an advertised special, a subsidized rate or something like that. That same rate wasn't available when their replacement vehicle came in and so the interest rate would be different than what it was on the original vehicle but those -- any cases like that, to the best of my knowledge, those situations are completely reviewed with the customer and gained the customer's approval prior to the transaction ever being agreed to. Q.And I assume you mean that prior to it being informally agreed to, let alone the formalities of signing the document, is that what you meant when you said prior to being agreed to? A.No. I mean, prior to being agreed to between the customer and General Motors because you would have to order the car once all that stuff is done, so this would -- those

0024 1 2 3 4 5 6 7 8 9

agreements, to the best of my knowledge, would have taken place even before the car was ordered so that would be two to three months before the car was delivered. Q.Do you know what the terms and conditions are of the zero interest rate program GMAC had been employing in the general time frame involved with the purchase of the first vehicle and the second vehicle replacement in this case?

55

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

A.I can't give you details on the terms and conditions because the terms and conditions are spelled out on about a seven or eight page document from General Motors, so I can't give you all the details. Q.If you wanted to see what that was and you had to buzz your secretary and tell her to go get that for you, what would you tell her to get? A.The General Motors procedure for the zero percent interest rate program, which would have a number assigned to it by General Motors. Q.Is that program still in effect as far as you know? A.No, it's not. Q.Do you know when it was terminated

0025 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

approximately? A.The end of November 2001. Q.I assume you got some sort of a notice or something from GM about that or GMAC -A.Yes. Q.-- that the program would be ending on a certain date? A.Yes. Q.Would that notice normally have crossed your desk, or would it have been directed to somebody else and you would have just heard about it in the normal course of your work? A.It would cross my desk as well as all the key managers here. Q.All right. Is there anything else -- we've been talking a little bit about the whole process and everything that occurred here in some of the general processes. But since I asked the question originally earlier, is there anything else that you now recall about the replacement vehicle process as it occurred in this case that you didn't remember earlier? MR. SULLIVAN: Objection. THE WITNESS: No. Q.Thank you. Did you review the

0026

56

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

repair history on the first vehicle that was acquired by [Consumer 1 and Consumer 2]? A.Did I review it? Q.Yes. Did you ever look at that? A.I do not remember if I looked at that or not. I more -- I probably did not look at it, per se, but I probably reviewed it with our service manager as well as [Area Service Manager], but I cannot recall any specifics about it right now. Q.Do you know -- do you have any recollection of a Thunder edition of the van involved in this case and what made it special or different, if anything? A.Pontiac had a -- did what was called a Thunder edition on the Pontiac Montana for a limited period of time. Q.Do you remember what the period of time was? A.I do not. Q.Approximately? A.I couldn't even give you an approximate because I have not been actively involved in ordering new Pontiacs for years. Q.All right. Is that something [Pontiac sales manager] would know about?

0027 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

A.Yes. Q.Okay. Are you familiar with the normal closing process of a transaction involving the replacement of a motor vehicle pursuant to General Motors' decision to do so? MR. SULLIVAN: Objection. Q.In other words, do you know the steps? MR. SULLIVAN: Objection. THE WITNESS: If you're talking about steps that General Motors takes, no, I'm not that familiar with it. Q.That's what I mean. A.It's not -- it doesn't include the dealership necessarily. It's a transaction between the customer and General Motors. Q.After the decision has been made, I assume then from the way you're describing it that basically you get a package of paperwork

57

20 21 22 23 24 25

that is specific to the particular replacement vehicle deal that's been struck and you just follow the steps in there that you're supposed to do? MR. SULLIVAN: Objection. Q.Is that pretty much it?

0028 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

A.Again, I'll go back to say that the service -- or the district service manager does review the situation with the dealer principal as part of their procedure to investigate to find out about the problems with the original vehicle in question. They talk to the service manager, so there are procedures there that are being followed. I don't know the exact layout of those procedures. I just know what times I've been involved in it but then ultimately when the car -- if there's going to be a replacement, there is some paperwork provided to us to indicate, you know, the price of the vehicle and any particulars about that one transaction. Q.And that's sort of a package of documents that then arrives at the dealership, correct? A.Yes. Q.And in that package, so to speak, is an instructional cover sheet of sorts that lists the specific things that are checked off on, correct? MR. SULLIVAN: Object to form. Q.Sir?

0029 1 2 3 know 4 5 6 7 8 9

A.I cannot recall what the sheet looks like specifically. I did not see the packet on the [Consumer 1 and Consumer 2]'s transaction so I do not exactly what information was sent to us. Q.Have you seen similar packets before, though? A.Yes. They generally would include some generalized summary type information from the -- from the investigative process that

58

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

relates to the -- you know, completing the transaction. Q.Do you remember in this particular case how much -- or whether or not there was to be any amount that [Consumer 1 and Consumer 2] were to contribute to obtaining a replacement vehicle? A.I have no idea. MR. SULLIVAN: Objection. THE WITNESS: That's not part of what we get involved with. Q.Don't remember anything at all about that aspect, though? MR. SULLIVAN: Objection. THE WITNESS: We're not involved in that aspect of it. Q.Didn't ask you if you were involved.

0030 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

I'm asking if you remembered anything about that aspect. A.No. Q.Whether or not they had to pay money, in other words. A.No, I do not remember. MR. SULLIVAN: Objection. Q.In the normal course of a replacement vehicle occurring through the dealership, is that something that the dealership would eventually become aware of as part of its processing of the paperwork that is sent to it by GM? MR. SULLIVAN: Object to form. THE WITNESS: Not -- not necessarily. I don't believe. Q.Okay. As you understand it, your position of authority here at the dealership basically is you're the boss, absolute, correct? A.Well, we have three owners in the company so I guess there's three bosses. Q.When the buck stops at this dealership, inside the dealership, it stops at your desk, right? MR. SULLIVAN: Objection. Asked and

0031

59

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

answered. THE WITNESS: In many cases, yes. I mean, if I am the president of the company, I take responsibility for most things that go on at the company. Q.You run this store -A.Yes. Q.-- in consultation with the other two owners in addition to yourself, but basically this store is yours to run, correct? A.Correct. Yes. Q.What are the other stores owned by the corporation? A.This corporation. There are none. Q.What is the name of the corporation that owns this store? A.[Dealer] Auto Group, Incorporated. Q.Now, the other two owners of the corporation are not actively employed and working at this store, right? A.That is not correct. Q.Okay. Who are they then and what do they do? A.[Owner 2], [Owner 3], [General Manager], is the general manager of

0032 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

the Toyota and Mitsubishi franchise. Q.I'm sorry, I just meant the Pontiac store, but go ahead. A.And [Chairman], is the chairman of the [Dealer] Auto Group. So to answer your question, there is no one else actively involved in the Pontiac franchise other than me, if that's what your -Q.When it comes to the Pontiac store, you're the one who runs it and then -A.Yes. Q.-- [GM of Toyota/Mitsubishi dealership] runs the Toyota/Mitsubishi operation? A.Yes. Q.And [Chairman], is chairman of the overall corporation? A.Correct. Q.The final sale on the first deal where the original vehicle was acquired, have you

60

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had a chance to look at that? A.No. Q.Okay. So you don't know anything at all about what occurred in the first deal? A.No, sir. Q.Let me go through the list then that

0033 1 Mr. Sullivan has been kind enough to provide to 2 me. What is your understanding of 3 [Office manager]'s role in the transaction of the 4 replacement? 5 MR. SULLIVAN: Objection to form. 6 Q.What did she do, as far as you know, 7 if anything, or do you know? 8 A.[Office manager] is our office manager 9 and -10 Q.What are her functions? 11 A.-- would have had no interaction 12 with [Consumer 1 and Consumer 2] whatsoever. I doubt they ever 13 even would have come in contact with one another. 14 [Office manager] oversees our office, which includes titling 15 operations and sales tax payments on vehicle 16 purchases and things of that nature regarding 17 vehicle sales. 18 Q.In the normal course of her job 19 duties, as you understand it, she doesn't really 20 interface with the customers? 21 A.Not generally. 22 Q.How long has she been in that job 23 position? 24 A.About ten years. 25 Q.At this store, I assume?

0034 1 2 3 4 5 6 7 8

A.Yes. Q.All right. [Comptroller], what, if any, role did he play in the replacement process, if you know? MR. SULLIVAN: Object to form. THE WITNESS: [Comptroller] is our comptroller. Again, would have had nothing to do with the transaction as far as any contact with

61

9 [Consumer 1 and Consumer 2], to the best of my knowledge, doubt 10 they ever came in contact. 11 [Comptroller] may have -- [Comptroller] would 12 have been the one that would have initially 13 received correspondence from your office on any 14 attorney letters that came in and he would have 15 collected file data to keep paperwork all in the 16 same file and that sort of type thing, but he 17 doesn't really have anything to do with the 18 processing of any of the paperwork. 19 Q.How long has he been the comptroller 20 for this store? 21 A.About sixteen years. 22 Q.Is he the comptroller also for the 23 Toyota/Mitsubishi stores? 24 A.Correct. 25 Q.And WAG in General?

0035 1 A.Yes. 2 Q.As you understand it, what does it 3 mean when you say he's a comptroller? 4 A.He is our top financial person for 5 our corporate recordkeeping. 6 Q.The financial books, so to speak? 7 A.Yes, sir. 8 Q.Anything else that he's primarily in 9 charge of handling other than that? 10 A.No, not really. 11 Q.All right. [Sales representative], what, if 12 anything, are you aware of his involvement in the 13 replacement process that occurred here? 14 MR. SULLIVAN: Object to form. 15 THE WITNESS: [Sales representative] is a salesperson 16 in the Pontiac sales department and was the sales 17 representative for [Consumer 1 and Consumer 2] on the repurchase 18 transaction. 19 Q.Do you know what he did, if 20 anything, in the process? 21 A.I do not know specifically what 22 [Sales representative] did. My assumption is he probably helped 23 with the original order of the equipment and that 24 sort of thing, to place the order once the

62

25

repurchase information -- you know, we'd been

0036 1 instructed to go ahead and order the car for the 2 [Consumer 1 and Consumer 2] or -- I don't know if it was an order, 3 custom order or an incoming unit that was 4 converted. That's more information I don't know 5 off the top of my head. 6 Q.How long has he been a salesman with 7 the organization? 8 A.On and off for about two years. He 9 had a heart attack and had some time off. 10 Q.[Pontiac sales manager], other than the Pontiac 11 sales manager responsibility that he has that you 12 described earlier, does he do anything else or is 13 that his job? 14 A.That is his job. 15 Q.And he's off on vacation today, I 16 understand? 17 A.Yes. 18 Q.When will he return? 19 A.Here in this office Monday. This 20 coming Monday. 21 Q.Next Monday? 22 A.Yes. 23 Q.So he's off just this week 24 basically; is that correct? 25 A.That is correct.

0037 1 Q.How long had his vacation been 2 planned for already or you're not sure? 3 A.I don't know for certain how long it 4 has been planned. They're normally scheduled 5 through [Office manager], our office manager, but I don't 6 know. 7 Q.Is there anybody else that you're 8 aware of that had any hands at all in the 9 replacement process as it occurred in [Consumer 1 and Consumer 2]s 10 case here other than the people I've just 11 described, and yourself, obviously to the degree 12 that you -13 A.[Executive manager] is the person that did

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14 15 16 17 18 19 20 21 22 23 24 25

the paperwork with [Consumer 1 and Consumer 2]. Q.Is he here today? A.I believe he's here. He's one of the people you named in the deposition. Q.And how long has he been with the dealership and what is his job position? A.[Executive manager] is our special finances manager as well as an executive manager within the corporation, and [Executive manager] has worked for our family for about twenty years. Q.So he knows F&I real well? A.Yes.

0038 1 Q.Do you know what F&I schools or 2 training he had? 3 A.Not specifically. 4 Q.Generally, any specific schools come 5 to mind by name? 6 A.He would have had similar training 7 as [Name] has had and even, I would 8 suspect, more over and above that, and [Executive manager] has 9 done some training himself with employees here at 10 our dealership. 11 Q.F&I -12 A.Correct. 13 Q.-- tasks? 14 A.Yes. 15 Q.Is there anything that 16 [Executive manager] -- strike that. Start over. 17 Did you talk to [Executive manager] about 18 what took place with regard to the paperwork part 19 of the replacement process here with [Consumer 1 and Consumer 2]? 20 MR. SULLIVAN: Objection. 21 THE WITNESS: Briefly. 22 Q.Tell me what you recall him saying. 23 A.Well, the allegations state that 24 there were two sets of paperwork or something to 25 that effect, and that is what I've predominantly

0039 1 discussed with [Executive manager], and he stated that there

64

2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

are not two sets of paperwork that were done. Q.That there's only one? A.The one that was done at the time of delivery. Q.At the time of delivery? A.Right. Q.And what are the documents that you understand from him were done at the time the vehicle was delivered? MR. SULLIVAN: Object to form. THE WITNESS: I didn't ask him specifically what he did. If you'd like for me to review what documents are normally done on a standard deliver -Q.That's what I was going to ask you. If you didn't ask -- I didn't mean to interrupt you there. If you didn't ask specifically and he didn't tell you specifically, then just tell me from your understanding what normally would have occurred in the replacement of a vehicle under the lemon law allegations such as we see here. What paperwork would have been done at the time the vehicle is delivered to the consumer,

0040 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20

the replacement vehicle. MR. SULLIVAN: Objection. Asked and answered. Q.Go ahead. A.It would be a buyer's order, odometer statement. If the vehicle's financed, a retail sales -- or sales installment contract through whichever lender was agreed to, title papers, memorandum title, if there's a loan on the vehicle, optional credit insurance, extended service contract, gap insurance opportunities, whether they would accept or deny those, a delivery form from Pontiac that goes over the vehicle's condition. Those would be the primary documents. Q.Are those also the same documents that are used in the normal retail consumer sales transaction? A.Yes. Q.From somebody who just walks in off

65

21 22 23 24 25

the street? A.Yes. Q.Is there any form that would be routinely used in the replacement vehicle deal, so to speak, that would not normally be used then

0041 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

in the retail sale deal? A.Yes. There's a form. I can't provide details of it but in layman's terms, I would say it is an acknowledgment from the customer's standpoint that they are waiving all rights to any type action against General Motors for or in lieu of the transaction for them replacing their vehicle. Q.Giving up all their rights, basically, sort of, with regard to the first vehicle, as you understand it, in exchange for getting the second vehicle? A.Yes. Q.Is that essentially it? A.Yes. Q.Do you remember seeing such a document with regard to [Consumer 1 and Consumer 2]? A.Yes, I believe I saw it after it was signed when I looked at the deal file after your paperwork came through. Q.When the paperwork was received that you're referring to, apparently with my name on it, is that the first time that you became personally aware of that there was a dispute or an issue with regard to the replacement process

0042 1 and [Consumer 1 and Consumer 2]? 2 A.Yes. I was aware before they took 3 delivery of the car that they were unhappy that 4 the vehicle had taken so long to come in, because 5 my office is right next to [Pontiac sales manager]'s, and the 6 [Consumer 1 and Consumer 2] came into his office repeatedly to inquire 7 about the status of the vehicle. 8 But as far as the -- you know, any 9 problems with the vehicle that they -- the new

66

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

one they purchased, no, I was not aware of anything until we receive your paperwork. Q.By problems with the vehicle, I don't mean mechanical in nature, but I mean with the way the transaction occurred. Is your answer still the same? A.Yes. Q.So you saw [Consumer 1 and Consumer 2] coming in and out, off and on, while the vehicle was on order, so to speak, and talking with [Pontiac sales manager]? A.Yes. Q.Do you remember approximately how many times? A.I would say two to three dozen times. Q.Dozen?

0043 1 A.Yes. 2 Q.Do you know roughly how long it took 3 from the time the vehicle was ordered to the time 4 that it arrived and was delivered? 5 A.I do not recall that. All I 6 remember, as I stated earlier, was that it took 7 longer than expected but I do not know the 8 reasons for the delay. 9 Q.Did [Pontiac sales manager] share with you any 10 feeling of aggravation because of those frequent 11 visits? 12 A.No. 13 Q.Other than that, is there any other 14 time you became aware of any problems or issues 15 being raised by [Consumer 1 and Consumer 2] prior to the arrival 16 of the paperwork that was generated by my office? 17 A.You're referring to the new vehicle 18 that they got, the second vehicle? 19 Q.Correct. No? 20 A.No. 21 Q.After the replacement vehicle was 22 delivered to them, from that point to the point 23 of the receipt of the lawsuit paperwork that was 24 generated by my office, did anyone bring to your 25 attention or did you become aware of in any way

67

0044 1 2 3 4 5 6 7 8 9 10 11 12 13 14 the 15 16 17 18 19 20 21 22 23 24 25

any complaints that [Consumer 1 and Consumer 2] had about the replacement vehicle issues? A.No. Q.Or issues related to the replacement vehicle? A.No. Q.After you received the lawsuit paperwork that was generated by my office, you pulled the files, I assume, and looked them over? A.[Comptroller] would have pulled the file and looked at it first, then I reviewed the file, and as you asked earlier, then talked to people, the key people that would have likely been involved in it, such as [Pontiac sales manager] and person that did delivery, which, in this case, was [Executive manager] so, yes, I did those things. Q.So after you received the lawsuit paperwork, you basically sort of investigated everything to figure out where things really were from the dealership's perspective, what had occurred, correct? MR. SULLIVAN: Objection. THE WITNESS: Yes. I reviewed all the -- everything from our end to see, if, you know, it appeared any of the allegations on there

0045 1 2 3 4 5 6 7 8 9 here 10 11 12 13 14 15 16

had any truth to them, and in our opinion they did not. Q.Did you notice anything in any of the paperwork that you reviewed that appeared inconsistent with the normal transaction as you expected it to be? A.No. Q.Are you aware of whether or not any of the employees who dealt with [Consumer 1 and Consumer 2] regularly maintained any personal notes of their activities? A.I'm not aware of that, no. Q.Some FI people at some dealerships, for instance, maintain sort of a private diary and some salesmen sort of maintain a private diary dealing with dates and contacts so they can

68

17 18 19 20 21 22 23 24 25

follow-up on their own and that sort of thing. Anything like that that you remember that you're aware of with any of the people here? A.Not any of the people here, no. Q.Is that a practice that is encouraged or discouraged by management here at this dealership? A.It's not a practice that I'm aware of either encouraged or discouraged. It's not

0046 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 2]? 21 22 23 24 25

even a practice I'm familiar with. Q.All right. So there's no guidelines or practice or thoughts about it one way or the other as far as you're concerned? MR. SULLIVAN: Object, form. THE WITNESS: To my knowledge, there's no one here that keeps a day-to-day private diary of their phone conversations. Certainly there could be notes made in the deal jacket. The paperwork on an order is kept in what we call a deal jacket, and it's just a manila folder with some preprinted information on it and there may be some notes that are jotted down on the worksheet or that deal jacket from conversations with the customer during that process. Q.Anybody besides [Executive manager] that had any hands-on activities relating to the replacement vehicle process for [Consumer 1 and Consumer A.On the delivery itself? Q.On any aspect of the replacement vehicle process. Other than the names we went through, and you added [Executive manager] to the list, anybody else?

0047 1 A.Right. [Pontiac sales manager] -- no. [Pontiac sales manager], 2 [Executive manager], [Sales representative] and then [Service director] with 3 [Pontiac district sales manager] dealing with the service records from

69

4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

the first vehicle, but those, to my knowledge, were the only people that they dealt with or had anything to do with the transaction. Q.You know what a spot delivery is in the business, right? A.Yes. Q.Was the replacement vehicle a spot delivery? A.Not -- no, not as far as I'm concerned, it was not. You can't have a spot delivery on a vehicle that was an ordered vehicle. Q.There are certain words that are used in the motor vehicle retail sales industry that mean certain things to the people within that industry that don't mean the same thing to the average person in your experience; is that true? MR. SULLIVAN: Objection. THE WITNESS: Yes, I suppose so. Q.If we're sitting in a coffee shop or the coffee room here at the dealership or

0048 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22

something like that and I talked about somebody, and I said he was a closer at another dealership, would you know what I meant by that? A.Yes. Q.We use the term FI man. If I told you that this person used to be an FI man at that dealership over there or whatever, would you know what job that person had at the dealership? A.Yes. Q.You do know what in the bucket means in the business, right? A.I've never heard that in my life. Q.Do you know what upside down in the business means? A.Yes. Q.Do you know what negative equity means in the business? A.Yes. Q.By the way, have you ever heard the phrase negative equity used by anybody other than someone in the automotive retail sales industry? A.Yes.

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23 24 25

Q.Who? Strike that. What kind of a transaction did you hear that phrase used in that it was not motor

0049 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

vehicle sales related? A.It was not vehicle sales related? Q.Correct. A.I thought you asked me anybody in the vehicle sales industry, who I heard it from. Q.No. I'm sorry, let me straighten that out. Thank you for straightening that out. What I'm asking is, other than in the motor vehicle retail sales industry, have you -- other than that, have you ever heard that phrase used in a nonmotor vehicle related way? A.Yes. Q.What industry? A.Boating. Q.Boating itself, with the sale of boats? A.With the sale of boats, yes. Q.Anything other than the sales of boats and the sale of motor vehicles? A.Farming equipment. Q.In the sale of farming equipment? A.Sale of that, yes. They were privately owned too, things I've personally heard of. Q.Between the farming and boating and

0050 1 2 3 4 5 6 7 8 9 10 11 12 13

the auto retail sales industries, where did you first hear that phrase? A.In the automobile business. Q.A long time ago? A.Long time ago. Q.Probably ten or fifteen years? A.I had interaction with the automobile business way before I ever had with these other type areas, so, yes, I would have heard it in the automobile business years ago. Q.If we were in that same room talking about whatever we might be talking about and in the course of discussing a deal I told you that

71

14 15 16 17 18 19 20 21 22 23 24 25

Bob TO'd a customer to Jim. Would you know what TO meant? A.Yes. Q.If I used the phrase turnover in relation to the motor vehicle sales industry, you would know what that meant, right? A.Yes. Q.And would you agree with me that out there on the street somebody might think that would be some sort of baking product or croissant or something? It certainly doesn't mean what you and I would know what it means in an automobile

0051 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

industry in your experience? MR. SULLIVAN: Objection. This witness can't testify for other people. He doesn't know. Q.Let me back up. Ever been to Dunkin' Donuts down the street? MR. SULLIVAN: Objection. Now we're getting far afield. MR. BURDGE: We can do it the easy way or hard way. Doesn't matter to me. MR. SULLIVAN: We're going to do it the way the rules of evidence require. MR. BURDGE: That's what we're trying. MR. SULLIVAN: If you want to ask this witness what his understanding is of what the word turnover to mean -- I'm going to lodge an objection. If that causes you to ask a series of irrelevant questions, we'll terminate the deposition. Q.I'm sure -- let me see if we can try again and see if we can get around where Tim's going. With regard to the word turnover, would you agree with me that it means a specific

0052 1 2 3 4

thing in the motor vehicle retail sales industry? A.Yes. Q.And would you agree with me that someone who is not in that industry and has never

72

5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

been in that industry probably would not know what you meant by that term in the industry? MR. SULLIVAN: Objection. THE WITNESS: Not necessarily, and I also would say that there are -- the word turnover in the automobile industry could have several connotations depending on what dealership that you're even at. Q.So then would it be fair to say that you believe that the average everyday consumer would know what you, as a car dealer meant when you used that phrase? MR. SULLIVAN: Objection. THE WITNESS: I don't know. Q.Do you think they would or do you think they would not know? MR. SULLIVAN: Objection. Asked and answered. THE WITNESS: I'm not a specialist in knowing what the average consumer thinks. I don't know the answer to that.

0053 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23

Q.Do you know what ether means in the retail sale business? A.Ether? Q.Yeah, using that phrase. You look puzzled. Let me use it as an example. Put the customer in ether, ever heard that kind of phrase? A.Never. Q.Dehorsing, ever heard that phrase? A.Never. Q.Smoking a customer? A.Never. Q.Homer a customer? A.No, never heard it. Q.Pack a deal? A.Packing, there's a term in the auto insurance industry that we use, at least here at our dealership, of a pack. Has nothing to do with what -- with the transaction of a customer. Q.Nothing to do with it? A.Nothing to do with it. Something we do internal. Q.What is your understanding of what

73

24 25

it means? MR. SULLIVAN:

What what means?

0054 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

MR. BURDGE: Pack. THE WITNESS: I don't know what pack means in something to do with the automobile industry. We use that term here in our used car operations for something internal that we do, but it has nothing to do with -- nothing to do with a customer or working a deal or anything like that. Q.I asked you what is your understanding of what that term means the way you use it, however you use it, here. A.We put a pack on the actual value after vehicles are traded in to apply for some reconditioning. It goes toward reconditioning on each used vehicle. Q.And the pack is a dollar amount? A.Correct. Q.So you put a pack on the iron before it sells to figure out what your grosses and nets are going to be? MR. SULLIVAN: Objection. THE WITNESS: It's the amount of money that applies to it that goes toward reconditioning that vehicle. Q.When I used the iron just then in that sentence, you knew exactly what I meant,

0055 1 2 3 4 5 6 7 8 9 10 11 12 13 14

right? A.From the iron, you were talking about the used vehicle? Q.Right, the vehicle itself. A.Yes. Q.Ever seen the movie Used Cars? A.Yes. Q.Ever -MR. BURDGE: What was that other movie, Tim? MR. SULLIVAN: Fargo? Q.Okay. Fargo. See the movie Fargo? A.I have not seen Fargo. Q.That's a good one. Never mind. I

74

15 16 17 18 19 20 21 22 23 24 25

was referring to The Sting. Ever see that? A.Yes. Q.When did [Executive manager] tell you the vehicle was delivered to [Consumer 1 and Consumer 2]? you remember the date he said it occurred? A.Don't know I ever asked him what the date was because it was -- the date is on the paperwork. Q.Do you have any independent recollection of what that date was other than looking through the paperwork?

Do

0056 1 A.No, sir. 2 Q.Did you do any training yourself of 3 [Executive manager]? 4 A.No. 5 Q.Do you know whether or not he had 6 anything to do with [Pontiac sales manager]'s training or if 7 [Pontiac sales manager] had anything to do with [Executive manager]'s 8 training? 9 A.[Pontiac sales manager] would not have had anything to 10 do with any of [Executive manager]'s training. I do not know 11 whether or not [Executive manager] has done any direct training 12 or reviews of [Pontiac sales manager] or not. I don't know the 13 answer to that. It's possible. 14 Q.The financing of the second vehicle, 15 the replacement vehicle in this case, do you know 16 whether or not the finance contract was 17 ultimately signed here at the dealership by the 18 consumers? 19 A.That's the only place that we ever 20 do it. Yes, I'm sure it was. We do not do 21 paperwork signings outside of our premises. 22 Q.Who would have been dealing with 23 GMAC to get that accomplished, or is that part, 24 again, of what would have been occurring with 25 [Pontiac district sales manager] on his end before it ever got to the

75

0057 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

dealership? MR. SULLIVAN: Object to the form. THE WITNESS: I don't know the answer to that. I don't know whether or not we were instructed to obtain the financing on it or if it was done -- handled directly between Pontiac Motor Division and GMAC, I do not know. Q.The dealership on its own would not have initiated that, though? A.I don't know the answer to -- it's possible that it was already prearranged with Pontiac and GMAC. I don't know the answer to that. Q.What happened to the 2001 Pontiac that was reacquired by General Motors and replaced with this new one, the second one -A.I have no idea. Q.-- do you know? A.Other than the fact that they're picked up by General Motors. Q.Did your dealership have anything to do with the processing of the title on it, the first vehicle? A.Of the trade-in of that vehicle? Q.The processing of the title on the

0058 1 first vehicle when it was reacquired by General 2 Motors. 3 A.I don't know, other than that we 4 would have done whatever we were instructed to do 5 by General Motors so -- I guess to some degree, 6 yes, I'm sure we would have had told the 7 customer -- have [Consumer 1 and Consumer 2] sign off on a power 8 of attorney so that we could process the title, 9 which had a lien through it through, I think, 10 GMAC. So he would have been involved to some 11 degree. As far as who it was titled to or 12 anything like that, I don't know those details. 13 Q.Do you know if on the first vehicle 14 the loan was with GMAC or not from your 15 recollection? 16 A.I don't know for a fact. I think 17 both transactions were through GMAC because I

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know there was some information about the -- on your paperwork that the interest rates were different, so I think it would have been through GMAC. Q.Do you know what a collateral swap is in the business? A.Yes. Q.What is that as you understand it to

0059 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

be? A.The only collateral swap I have ever done where that term was actually used, the paperwork was -- it was a vehicle that was replaced under a lemon law type situation and they did not change the loan structure at GMAC. They continued to make their remaining payments, and I think they substituted a different serial number on the same piece of paperwork. That was something I was involved in a number of years ago, probably no less than seven or eight years ago. That's the only time I've ever had experience with that. Q.Here at this dealership? A.Yes. Q.Actually, I think, it was further back than that, but that's okay. The concept of a collateral swap then, you're familiar with how the process is supposed to work then? A.Like I said, I was only involved in that once. I don't really know a lot about the process, how it works. One time in twenty years is not much. Q.Who's the most knowledgeable person here at the dealership on how that process would

0060 1 2 3 4 5 6 7 8

occur? A.On a collateral swap, I don't know that anyone here at this dealership would have a lot of knowledge about how -- what normal procedures would be because, again, we're not -we haven't been involved with that before, collateral swap lemon law type cases that result in a vehicle being replaced, and it's not

77

9 something we're doing on a regular basis. 10 Q.Is that something you would expect 11 [Pontiac sales manager] to be able to handle? 12 A.I would expect him to handle the -13 you know, he knows how to handle -- he and [Executive manager], 14 they all know how to handle the transaction on a 15 new vehicle delivery; and on a replacement 16 vehicle, it's -- like I said before, most of the 17 paperwork is just like a new vehicle delivery. 18 So, yes, they know how to handle that. They do 19 that on a regular basis. Any special 20 circumstances or procedures would be something 21 that we would just have to be instructed what to 22 do each time from Pontiac. 23 Q.Would you agree that [Pontiac sales manager] and 24 [Executive manager] pretty much know how to handle the 25 processing of any paperwork on any normal kind of

0061 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 been 18 19 20 21 22 23 24 25

deal -A.Yes. Q.-- for the dealership? A.Yes, I would. Q.Pretty much know who gets what paperwork and how to fill out the paperwork on all the various forms the dealership normally uses in a sales transaction, right? A.Yes. Q.And in lease transaction? A.Yes. Q.And if there were a collateral swap involved, then they are the ones who probably would know how to do whatever needs to be done to get that done, right? A.Not necessarily, because, again, I would say in [Pontiac sales manager]'s case, he's never involved in a collateral swap; and in [Executive manager]'s case, I don't know that he was involved in the one that I was involved with, so, no, I don't think they would know what to do. I think, again, it goes back to they would have to rely on the instructions from Pontiac Motor Division how to proceed with that. Q.How to get it done?

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A.Yes. Q.Okay. I assume that both of them deal with lots of customers throughout every day, throughout every week, throughout every month and throughout the years they've been here? A.Yes. Q.So they now know how to handle people too and how to deal with customers in your experience? A.In my experience, I think they do a fine job dealing with customers. I think that whether or not they know how to deal with customers, you know, is a subjective question and I don't know that I can give you the correct answer for that. Q.I guess what I mean, in your opinion, in your own subjective opinion -MR. BURDGE: Objection. Q.-- they handle customers rather well in your opinion, right? MR. SULLIVAN: Objection. He just answered that. THE WITNESS: Yes. Q.Is there any treatment of any customer that comes to mind that was given to the

0063 1 customer by [Executive manager] or [Pontiac sales manager] that you 2 did not approve of? 3 A.No, not to my knowledge, nothing I'm 4 aware of. 5 Q.Have you ever felt a need to 6 admonish either of them with regard to any 7 business ethics issues that arose on the job? 8 A.No. 9 Q.Is there anybody other than 10 [Pontiac district sales manager] at General Motors -anybody here at 11 the dealership dealt with on the replacement 12 situation involving [Consumer 1 and Consumer 2]' vehicles that 13 you're aware of?

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14 15 16 17 18 2]? 19 20 21 22 23 24 25

A.No. Q.Do you know if anyone at GMAC was dealt with by the dealership on accomplishing the paperwork piece of the process involved with the replacement of this vehicle for [Consumer 1 and Consumer A.No, I don't know. Q.What is your understanding of the difference between a replacement and a repurchase as implemented by General Motors or your dealership under the lemon law? MR. SULLIVAN: Object to form. Q.In other words, what is your

0064 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

understanding of the difference between those two approaches to resolving a customer dispute? A.What happens in one, what happens in the other? MR. SULLIVAN: Object to multiple questions. THE WITNESS: I don't know if there -- in my own mind, I know a difference between the two specifically. Those are terms that are not -- I'm sorry, that's my phone. Q.If you need to take a break at any time, just so say. A.Those are terms that are, I think, used more often with the factory people than what they would on a dealership level, especially in our dealership because we're not involved with very many of these, so I -- I don't know that in my mind the -- I'm trying to think. The only -I just don't know what -- if there is something in my mind that would be different about a repurchase versus a -- what was the other word, term -Q.Replacement. A.-- replacement or repurchase. I guess, okay, if there is a -- I guess I'll give

0065 1 you an example. I can recall a couple of times 2 maybe that there's been a car repurchased that 3 the customer was unhappy with and General Motors

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4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

repurchased the car from them. They did not buy another vehicle and that was -- that was how the situation was handled. The factory repurchased their car and the customer walked away without getting another vehicle, so, to me, I guess that's what a repurchase would be. The other way I suppose would be where you end up where the customer does, in fact, get a replacement vehicle where the factory takes their first vehicle back and they indeed replace it with a different vehicle, so I guess that's what my answer would be. Q.All right. Do you ever recall seeing any kind of instructions or guidance or explanation of either the repurchase or the replacement process that was received from General Motors or GMAC other than the individual instruction type thing that would come with the specific packet? A.In general or for the [Consumer 1 and Consumer 2] case? Q.General.

0066 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22

A.No. For the [Consumer 1 and Consumer 2] case itself, there would have been an instruction type sheet that would have accompanied it, and we talked about that. Q.Anything else that you recall in the way of instructions or guidance from GM or GMAC with regard to the [Consumer 1 and Consumer 2] case? A.No. Q.Is there any dealer reserve or dealer compensation given under the GMAC zero interest rate program that existed previously? A.Yes. Q.What is that and how is it calculated? A.It's a flat fee. My recollection is it's either fifty or a hundred dollars. Q.And when I use the dealer reserve phrase there, you knew what I meant by that, right? A.Correct, finance reserve. Q.And that's a term that is used in the auto business that dealers generally

81

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understand and know what that means in your experience, right? A.Yes.

0067 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Q.Is the same thing true in terms of a compensation or dealer reserve given to the dealership for the point nine percent interest rate program? A.To the best of my knowledge, yes. All the subsidized rates during that program period had a flat dealer reserve amount of the same amount. Q.The dealership, like any well run business, keeps track of its accounting numbers with regard to each transaction in terms of net profit on the deal, gross profit, amount of commissions paid, expenses related to the deal, et cetera, that sort of a thing, right? A.Correct. Q.Okay. And it keeps that in a form where you can review it on any particular deal that you particularly choose to do as the guy who runs this place, right? A.It's not kept on a form, per se. It's kept on a computer that we can access. There actually is a form that we print out that has some framing errors to it that is just a general review form, but it prints numbers sometimes that are not accurate on things like

0068 1 2 3 4 5 6 7 8 9 10 11 12

finance reserve, and the reason it does is we don't -- some dealerships program their computer system to put in what would be a zero reserve, as you're familiar with, and we do not do that, so it doesn't know how to calculate correct finance reserve on that form. Q.What's the name for that printout that you're referring to in your business? A.I don't know what the name is. It's like a finance deal review form. Q.If you wanted to look at the one that was related to the deal involved with the

82

13 replacement of [Consumer 1 and Consumer 2]' vehicle and you buzzed 14 your secretary and told her to get it for you, 15 what would you tell her to get? 16 A.I'd have her see if there is a 17 finance review deal form. That's the best term I 18 know. I don't know if it's something printed off 19 for every single transaction. You know, I don't 20 know if there's one for this deal or not. 21 Q.Is that the computerized version of 22 what in the old days was frequently referred to 23 as the wash-out sheet? 24 A.I'm not familiar with the term 25 wash-out sheet, but if you're referring to like a

0069 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

finance manager's logbook that would have his sales in it, it would include the same thing -information. Q.Was it formally referred to as a deal recap? A.Yeah, like a deal recap, yes. Okay. Q.So now we know what we're talking about. So there's a computer printout that you're talking about. Is that sort of data and that sort of information? A.Yes. Q.Where is the one for this deal? A.I don't know. Q.Is it on a computer, so to speak? A.If it's printed -- if it was printed out and included in the paperwork that went upstairs to the main office, it would be with the deal. But I do not know whether or not there's principal -- as I said, I don't know that -- it's not a mandatory piece of paperwork that has to go upstairs to our office. It's more of a piece of paperwork for the finance manager, I think, to use as a deal recap. It's not a means for us to control our business or our -- you know, what profit or loss is made on the transaction.

0070 1 Q.What is the means used to determine 2 the profit and loss on a transaction then?

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3 A.Computer system. 4 Q.In other words -5 A.Accounting software. 6 Q.-- looking on a particular deal then 7 just simply looking at the finance deal review 8 form printout? 9 A.No. That would mean anything our 10 people in the office use for processing a deal. 11 Q.If you wanted to determine if any 12 profit was derived by the dealership on the 13 replacement process that occurred here with the 14 [Consumer 1 and Consumer 2], what would you tell your secretary to go 15 pull for you so you could go look at it? 16 A.I would just look at the buyer's 17 order itself because on the -- on our buyer's 18 order we write down what gross profit was 19 generated on the transaction. We do not write 20 down any gross profit on -- from finance income. 21 Q.On the internal copy of the buyer's 22 order? 23 A.Right. 24 Q.That doesn't show you on a customer 25 copy routinely, right?

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A.It wouldn't have anything to do with the customer. Q.So it doesn't show up on the customer copy, right? A.Right. I don't think there's too many businesses doing business where they show customers what profit was made on their transaction. Q.The buyer's order is a multi-part carbonless form, right? A.Yes. Q.Do you know how many parts there are to it and where they go? A.It's a three-part form, I believe. Customer gets one, original goes with the deal jacket up to our business office and there's a hard copy, which is a third copy, and that is retained in the sales department for follow-up. Q.And the numbers that you're referring to, which would appear on internal

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copy, would that appear on the business office copy? A.Correct. Q.Would it appear on the sales hard copy?

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A.No. Q.So the business office copy of the buyer's order will be different from the hard copy because it will contain that additional information, right? A.It's written on the back side of that form. It's not altered on the front side. Q.All right. A.So there's nothing different on the buyer's order itself. It's just on the flipside of it, they write down whether or not there was any -- you know, what the gross profit was on the transaction and whether or not there were any add-ons to the vehicle. For instance, if we added cruise control or something like that to it and what that cost was. Q.So then it is only the reverse side of the buyer's order that will be different -A.Correct. Q.-- from the reverse side that is given to the customer, correct? A.Correct. Q.And it will also be different from the reverse side that goes to the sales department and the hard copy?

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A.You mean different by the fact we write something on the back of it? Q.Yes, that's what I mean. A.Yes. Q.Are you aware of any letters that the dealership received from [Consumer 1 and Consumer 2] or any communications the dealership received in written form from [Consumer 1 and Consumer 2] prior to the filing of the lawsuit complaining about any aspects of the replacement? A.Not that I recall.

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12 Q.Are you aware of any communications 13 the dealership sent in written form to 14 [Consumer 1 and Consumer 2] concerning the repurchase process? 15 A.I don't know. It's possible if the 16 [Consumer 1 and Consumer 2] sent a letter in -- I don't know if they 17 did or not, but if they sent one in, we would 18 have replied to it. I might even have typed the 19 letter and sent it to them myself. 20 I do not recall sitting here whether 21 or not that actually happened. That would not be 22 an uncommon thing for me to do to respond to a -23 whether it's a complaint or inquiry to a 24 customer, but, as you know, this transaction was 25 quite some time ago and I don't recall whether or

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not there was such a letter. Q.Either to or from the dealership, right? A.Correct. Q.Thank you. Do you know of any notes or records that were made by any of the people who you identified as having a hands-on role in the replacement process dealing with what they did and how they did it in the process? A.Am I aware of any notes or anything? Q.Correct. A.No, I'm not. Q.In the normal sales process of the dealership with a replacement vehicle approach to a lemon law dispute, a deal worksheet is not generated, is it? A.You mean after -- I'm not sure I understand your question. Q.Well, let me try it this way. In the normal sales process to any customer walking off the street, so to speak, a deal worksheet would be developed in the course of dealing with that consumer before you got to a final written contract, right? A.Like a negotiation?

0075

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Q.Correct. A.Yes. Q.A written document, a preliminary version of what you end up with later, right? A.Yes. Q.And a replacement vehicle approach to a lemon law dispute with a customer, is a similar such document created in your experience or the way you understand the business works? A.Yes, it probably was. It would be handwritten with some level of basic information. There would not be any negotiation on it or anything because, again, that's all handled by -between the manufacturer and customer but some level of information would be generated from that worksheet. Q.You recall seeing such a document in this case? A.No. Because, again, I have not reviewed this paperwork in quite some time. Q.Does the dealership have any employee manuals that instruct employees on how they are to deal with consumers and prospective purchasers of vehicles? A.We have an employee manual that we

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use. I don't know if it -- I can't think of what -- there are -- it does specify how employees -- how we feel our customers need to be treated and general aspects like that. It doesn't get into specific detail as to how any transaction customer is going to be handled from A to Z. Q.But it only deals with generalities in terms of how to treat our customers type thing? A.Correct. Q.And is that handbook given to every employee when they're hired in? A.Yes. Q.When was the last time that you recall that handbook was modified or amended or supplemented or rewritten? More than a couple years? A.Yes. It's been longer than that,

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yes. Q.All right. And is the same employee handbook distributed to both management hires as well as nonmanagement hires? A.Yes. Q.Would [Pontiac sales manager] have received a copy

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of that when he was hired in? A.Yes. Q.Would [Office manager] have received a copy of that when she was hired in? A.Yes. Q.Would [Comptroller] have received a copy or did he probably create it? A.He probably -- we probably didn't have one when he first started here. Q.What about [Sales representative]? A.Yes. Q.What about [Executive manager]? A.He probably helped write it too. Q.Is there anything in that manual, as you recall the manual to be, that has anything to do with the activity of the employees in this case, do you think? A.No, not specifics. Again, I think it deals with generalities as far as treating customers and things, but the manual does not get into anything to do with, you know, consummating a retail contract or that sort of thing. Q.I understand it doesn't have anything to do with the specific sort of transaction, but my question is whether or not

0078 1 you believe that that manual has anything to do 2 with the way that any of your employees treated 3 [Consumer 1 or Consumer 2] in this case. 4 MR. SULLIVAN: Objection. Asked and 5 answered. 6 THE WITNESS: I don't know because I 7 didn't see how they treated [Consumer 1 and Consumer 2]. I wasn't 8 around all the time when [Consumer 1 and Consumer 2] were here so

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I don't know how they were treated on it. Q.That's fine. If you don't know whether it does or doesn't, that's okay. As I understand the replacement transaction, did [Dealer] Auto Group sell the replacement vehicle to [Consumer 1 and Consumer 2]? A.We are -- yes, we are the selling agent for Pontiac Motor Division. Q.So the sale was on behalf of the Pontiac division of General Motors? A.I don't know the legal terms of, you know, whether you say on behalf of or whatever. I don't know the specifics of those type terms, but all I know is that we are Pontiac -- made the deal with the customer and we are the dealership that processed the paperwork for the transaction for Pontiac.

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Q.Do you know of any circumstance where -- or have you ever heard of any circumstance where either [Pontiac sales manager] or [Executive manager] caused a repossession of a vehicle to occur relating to this dealership? A.No. Q.Do you know of any circumstance where either one of them ever informed a customer that they were going to do that if the customer did not do something that they wanted done? A.No. Q.Do you know of any circumstance where either one of them ever told a customer that they would call the police if the customer didn't do something that they wanted the customer to do? A.Not specifically, but I could -- I wouldn't doubt that something like that has occurred before. Q.Under what such circumstances would it be acceptable to you as one of owners of the business for that to occur? A.Maybe the customer wrote a check for their down payment and the check bounced. Q.Anything else?

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A.Maybe they were fraudulent on the odometer statement, maybe they -Q.In other words they traded in -A.-- had undisclosed damage on their trade. I can think of several situations that would apply. Q.Any others other than those two, which is where they trade in a vehicle that's been damaged and they lied to the dealer about it or where they trade in a vehicle and they lie to the dealer about the odometer accuracy? MR. SULLIVAN: Object. He can't recite every possible situation where it might be appropriate for a dealer employee to call the police. It's simply unrealistic, not knowing. Q.Go ahead. A.Can you restate that question? Q.What I'm asking -- well -MR. BURDGE: (Indicating.) (Record read.) Q.You described a couple of circumstances where that would be acceptable to you -A.Uh-huh. Q.-- and the dealer by [Executive manager] or

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[Pontiac sales manager] with a consumer, for them to tell consumer that they would want to call the police if the consumer didn't do something they wanted done. Any other circumstances other than those that you've now described that come to mind? MR. SULLIVAN: Exact same objection as before. Q.Go ahead. MR. SULLIVAN: You're not required to speculate. If that's all you can recall at this time, that's what you can tell him. THE WITNESS: Anything that we would feel that is illegal behavior on the customer's part, we may use that to -- in making a phone call to try to get a situation cleared up before it gets where the customer's going to get to a point where the police may become involved

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because of their illegal activity. Q.From your review of the file and your discussions with your employees here, is there anything that you were able to observe or in your opinion may have been something that was illegal that was done by either [Consumer 2] or [Consumer 1] in the repurchase part of this transaction, replacement part of this

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transaction? MR. SULLIVAN: Objection. Assumes facts not in evidence. Q.Do you understand? A.Yes. I understand your question. No, there's nothing that I spotted on the paperwork that would have caused them to make this look anything illegal as far as what I know, just from my cursory review. Q.Is there anything you learned from any of your employees that causes you to believe or did cause you to believe that [Consumer 2] or [Consumer 1] did anything that was illegal in their dealings with the dealership personnel regarding the replacement vehicle process? A.Not that I recall. Q.Have any employees discussed with you or explained to you anything that they thought [Consumer 2] or [Consumer 1] did that was illegal? A.No. Q.Do you know whether or not the vehicle was delivered to [Consumer 1 and Consumer 2] and then they were requested to return to the dealership to sign papers here?

0083 1 2 3 4 5 6 7 8

A.Say that again. Q.Do you know whether or not the vehicle was delivered to [Consumer 1 and Consumer 2] and then they were requested by the dealership to return to the dealership to sign papers on it? A.I do not know specifics to that at all, no. Q.Is it your impression that all of

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9 the paperwork concerning the replacement vehicle 10 was signed by [Consumer 1 and Consumer 2] at the time that 11 they first took possession of the replacement 12 vehicle? 13 A.I don't know if it was or not. 14 Q.From what you -- I'm sorry. 15 A.Well, there is -- there was -- as 16 stated in your lawsuit, the customer came back 17 in, and my understanding from that, if I recall 18 that, because [Consumer 1 and Consumer 2] had been in here so many 19 times, you know, wondering where their vehicle 20 was at, my recollection is that they -- when the 21 car came in, they let them take the car after it 22 was prepared and everything, and then the 23 paperwork was done at a -- possibly a different 24 time. 25 I don't even know if what I'm saying

0084 1 is accurate. That's hearsay that I heard through 2 another one of these other parties, either [Pontiac sales manager] 3 or [Executive manager] or one of them from several months ago, 4 so you'll have to get more details from them on 5 that. 6 Q.Did they give you any indication in 7 that discussion with you that it was -- it was 8 not explained to [Consumer 1 and Consumer 2] that they 9 would have to return later to sign the paperwork, 10 the rest of the paperwork? 11 A.Never discussed that with them. 12 Q.All right. Were you physically here 13 at the dealership on November 14, 2001? Were you 14 working that day? 15 A.Do you know what day of the week it 16 was? 17 Q.No, I don't, and I didn't bring my 18 Palm Pilot or I could tell you. 19 A.I would assume that, yes, I was. 20 That was a Wednesday and I was probably here 21 during the daytime. It was probably not during 22 the evening, that day. 23 Q.Normal end of the day for you on 24 that day of the week in that time frame would

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have been about what time?

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A.Something between maybe 4:00 and 7:00 o'clock, but I don't know if I had any appointments or anything. I didn't buy this phone until after that (indicating). Q.Is there any reason that you know of that the zero rate -- zero interest rate with the GMAC program would not have been applicable to the replacement vehicle involved in this case? A.I don't know the details of the transaction enough to know one way or the other why it would or would not be applicable. Q.Did the dealership receive a check from General Motors for approximately fourteen hundred dollars as part of the process of the replacement of this vehicle, do you know? A.For what? Q.For anything. A.No. Q.You're not aware of such? A.I don't know why we would have. We are processing the paperwork, we do -- there is no gross profit related to the sale of the vehicle. We do not get the -- if you're referring to the five percent money that General Motors pays to the dealerships for processing a

0086 1 General Motor's employee purchase, no, we did not 2 get that because it doesn't apply on a repurchase 3 or replacement. 4 Q.Would any moneys that the dealership 5 received as a result of the replacement of the 6 vehicle have been reflected on the reverse side 7 of that buyer's order that went to the business 8 office? 9 A.It's possible. As a matter of fact, 10 it's even possible [Pontiac sales manager] could have written 11 on there the five percent money on the flipside 12 of that, not even knowing whether or not we would 13 or would not get the money from General Motors. 14 But I can verify that we have not been paid

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anything from General Motors for the sale of that vehicle. Q.You can verify that later by looking at the paperwork, I assume? A.Not the paperwork, but if we pulled up the deal transaction on our computer system, and I think that General Motors could document that also. Q.You say deal transaction on the computer system. Is that different from the finance deal review form information you were

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referring to? A.Yes. As I stated earlier, our accounting system is what we use to determine what profit and loss we made. We don't use the deal review, deal recap sheet for that. That is not for our office. MR. BURDGE: I think that's all I have. THE WITNESS: Good. MR. SULLIVAN: We'll read if it's typed up. (Thereupon, the deposition was concluded at 11:37 o'clock a.m.) .....

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I, [Dealer], do hereby certify that the foregoing is a true and accurate transcription of my testimony.

_ _ _ _ _ _ _ _ _ _ _ _ _ _ Dated _ _ _ _ _ _ _ _ _ _ _ _ _ _ .....

0089 1 STATE OF OHIO

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COUNTY OF MONTGOMERY ) SS: CERTIFICATE I, Jennifer J. Flynn, a Notary Public within and for the State of Ohio, duly commissioned and qualified, DO HEREBY CERTIFY that the above-named [Dealer], was by me first duly sworn to testify the truth, the whole truth and nothing but the truth; that said testimony was reduced to writing by me stenographically in the presence of the witness and thereafter reduced to typewriting. I FURTHER CERTIFY that I am not a relative or Attorney of either party nor in any manner interested in the event of this action. IN WITNESS WHEREOF, I have hereunto set my hand and seal of office at Dayton, Ohio, on this _ _ _ _ day of _ _ _ _ _ _ _ _, 2002. _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ JENNIFER J. FLYNN, RPR NOTARY PUBLIC, STATE OF OHIO My commission expires 8-27-2003 .....

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8.3

Deposition of Car Dealers Comptroller

0001 1 IN THE COURT OF COMMON PLEAS 2 MONTGOMERY COUNTY, OHIO 3 * * * 4 [Consumer 1], et al., 5 Plaintiffs, 6 vs.CASE NO. [No.] 7 GENERAL MOTORS CORPORATION, et al., 8 Defendants. 9 * * * 10 Deposition of [COMPTROLLER], 11 Witness herein, called by the Plaintiffs for 12 cross-examination pursuant to the Rules of Civil 13 Procedure, taken before me, Nicol L. Bradds, a 14 Notary Public in and for the State of Ohio, at 15 [Dealer] Pontiac, [Address], 16 Ohio, on Tuesday, June 11, 2002, at 12:33 o'clock 17 p.m. 18 * * * 19 ... 25

0002 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 25

APPEARANCES: On behalf of the Plaintiffs: Burdge Law Offices By: Ronald L. Burdge Attorney at Law 2299 Miamisburg-Centerville Road Dayton, Ohio 45459 On behalf of the Defendants: Taft, Stettinius & Hollister LLP By: Timothy C. Sullivan Attorney at Law 1800 Firstar Tower 425 Walnut Street Cincinnati, Ohio 45202 ALSO PRESENT: [Consumer 1] [Consumer 2] * * * ...

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0003 1 [COMPTROLLER] 2 of lawful age, Witness herein, having been first 3 duly cautioned and sworn, as hereinafter 4 certified, was examined and said as follows: 5 CROSS-EXAMINATION 6 BY MR. BURDGE: 7 Q. What is your name? 8 A. [Comptroller]. 9 Q. I understand you go by [Comptroller]? 10 A. Correct. 11 Q. All right. And I understand you are 12 the comptroller for the organization? 13 A. That is correct. 14 Q. Before starting I assume that you 15 have had a chance to find out what a deposition 16 is all about, that we are going to be doing 17 today? 18 A. Well, I just know you're giving one. 19 I know the lawsuit came in. I usually open the 20 mail, if I get it. So I would have forwarded a 21 copy to the attorney and insurance company, that 22 kind of thing. So I was aware of it. So I have 23 looked through it. I haven't read it in great 24 detail, but I looked at it. 25 Q. Have you had a chance to talk about

0004 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17

what the deposition process is with the attorney for the dealership so that you understand where we are going today? MR. SULLIVAN: Objection. Objection. Objection to the question which asks him to disclose the substance of what communication he had with his lawyer. Q. I'm not asking you to tell me anything at all that you said with the corporation's attorney. I'm only asking if you had had a chance to at least get an understanding of what this deposition is all about, what we are going to be doing today, the process? MR. SULLIVAN: Objection. And I instruct the witness not to answer because if he did so, he would necessarily reveal the substance of what communication it was. You don't answer

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that question. Q. Did you have an opportunity to have a meeting with the corporation's attorney before starting the deposition today? A. No, not -- not really. He came a little before you did, but no, no meeting. Q. Prior to this period of time, have you ever had an opportunity to have a meeting

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with the corporation's attorney? A. I never talked to this -- to the corporation attorney, this attorney. Q. Mr. Sullivan? A. Mr. Sullivan. Q. I understand. A. Prior to this morning when he came in for the deposition. Q. Okay. What about Scott Stone? I don't want to know what you said. A. Scott Stone. Q. Only -A. Yes, when I got the -- when I got the lawsuit, I would have sent a copy to Scott Stone because he is our main attorney for our company, for our company. Q. Do you feel comfortable in being able to sit here and answer questions today or do you feel like you need to take a break and talk to anyone about what it is we are doing? A. No. Because I have no idea what the questions are going to be about. I haven't talked to anyone about answering any kind of questions for you because I have no idea what kind of questions there would be because

0006 1 2 3 4 5 6 7 8

basically I just handle some of the paperwork and I didn't -- haven't talked to the plaintiff or I don't think I have ever talked to the plaintiffs that I'm aware of or anyone else. So I'm not sure exactly what I'm here for to begin with anyhow so -Q. Okay. Well, you are here to answer questions that I have. Okay?

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A. Okay. Q. Along the way when I ask questions, if anything is not clear, then just let me know and I will try to ask it in such a way that you are clear with what we are talking about. A. Sure. That's fine. Q. Also we need to kind of separate our discussions. So when I ask a question, please, let me finish and I will try to let you finish your answer before I ask the next question. Okay? A. Okay. Q. Otherwise we are talking over top of each other and this lady seated to my right gets upset with both of us before we are done. A. I see she is a very fast typist. Q. She is fast. That's true.

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A. Okay. Q. That's true. Now, what does -- what does a comptroller for the organization do? A. Basically my main duties are I'm in charge of all the accounting for the dealership and in charge of office staff and all the people work under there. So mainly it's an accounting function. I do some things, too, say the [Dealer] may not want to do. Like they may ask me to do a couple things the general manager might do depending on what I do. I sort of do things other people don't want to do sometimes and I might cover things, like, say I will write a letter or something someone should be writing a letter for a sales manager. I may write it because they say I might write a better letter for them or something. Q. Uh-huh. A. But mainly it's mostly accounting duties. Also things on the computer system. They -- they want me to be responsible for the overall computer system that we do our main accounting on and all of that stuff, an infusion of everything else for the factory. So mainly those are my two duties, the accounting and

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computer mostly. Q. All right. How long have you had that job description with the work? A. I have been here since August of '87, so almost -- almost 15 years. Q. Now, with regard to the particular transaction -A. Uh-huh. Q. -- that is involved in this case, you are aware that we had an initial sale and the vehicle was then replaced by General Motors and then a second vehicle, replacement vehicle was given to the consumer involved in this transaction; right? A. Yes, I realize there was the first deal and second deal, yes. Q. All right. Is it your understand -have you had an opportunity to look at the files? A. I have -- I have looked at the second deal. I have not looked at the first deal. Q. Okay. That's fine. Is it your understanding that General Motors agreed to replace the vehicle with a -- with another vehicle?

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A. I -MR. SULLIVAN: Objection. THE WITNESS: Okay. Q. Go ahead. MR. SULLIVAN: You can go ahead and answer after I object unless I specifically say don't answer it. It's just for the record. THE WITNESS: Okay. Q. So go ahead. A. I'm aware of the arbitration settlement and the plaintiffs or the customer is supposed to get a replacement vehicle under the arbitration thing, whatever that is. I understand it was an arbitration -Q. Where did you get that understanding? A. -- settlement. Where did I get that understanding?

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19 Q. Was it from your review of the file 20 or [Pontiac district sales manager]'s conversations with you or 21 something else or what? 22 A. Well, I think -- let me see, looking 23 at the -- I think you have the lawsuit there. I 24 looked through the lawsuit again for that and I 25 think I asked the sales manager and [Pontiac sales manager] and

0010 1 said that that was an arbitration settlement. 2 Q. Okay. 3 A. So I assume there was the first one 4 and second one. So I would have got that from 5 our sales manager. 6 Q. All right. 7 A. Because now when I got it, what is 8 this about because it was a Pontiac deal so -9 Q. In the replacement process do you 10 recall having any -- having any conversations 11 with [Pontiac district sales manager]? 12 A. With [Pontiac district sales manager]? 13 Q. Yes. 14 A. You mean prior to the -- to the -15 to them coming against the second vehicle. I 16 would have had none. 17 Q. Okay. 18 A. Because I normally -- normally I 19 wouldn't do that. I think they would have 20 probably contacted [Pontiac sales manager] for the instructions 21 of what to do, our sales manager. 22 Q. Do you recall having any 23 conversations with [Pontiac district sales manager] prior to the 24 filing -- prior to your receipt of lawsuit 25 papers?

0011 1 2 3 4 5

A. No, I did not have any conversations with him concerning -Q. Okay. With regard to the normal process of replacing a motor vehicle under the lemon law allegations --

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A. Uh-huh. Q. -- have you had any experience with that? A. No. Because usually all we do in the office, the second deal comes up, we process it. You know, do the title work. We have to make a pay off I think in case whoever it goes to, GMAC or whoever, the office staff would do that. And we would have to collect our proceeds, however we normally do it, do the title proceeds. Other than that, there is nothing that normally would come up for us in the office so -Q. Would the payoff occur even in a replacement as opposed to a repurchase process in your experience? A. Replacement purchase? Q. Or do you know what the difference is? A. Well, okay. I -- you mean a replacement like a substitute deal?

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Q. Yes. A. Where they substitute collateral? Q. Yes. A. Substitute to the company, either issue -- there is paperwork signed or that their is substitute paperwork usually. It has come up over the years a few times and it is -- sometimes it has been on like a car wreck, I don't know, you know, I don't know specifically which ones, but I know that has come up over the years occasionally, but -Q. When there is the substitute of -of collateral, what is it that is your understanding of what happens there? A. Substitute collateral, usually the -- let me see. Oh, for you to do the paperwork, usually if there is any money owed, the customer pays any difference. A lot of times there is differences of -- because right now -because right -- because you would have like new sales tax, you would have anything else they would do and if -- if it's been six months in or whatever, usually the prices might be different, might be totally different vehicle. Might be --

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I remember I got a used car, might be a part on a

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Pontiac, one on a Sunfire and it may necessarily be for the same kind of vehicle, just substituted one collateral for the other and the financial company has agreed to it, whatever the substitution is. Q. So the customer might have to pay something? A. Sure. They may have to pay something because there might by a difference of what is owed because all they are doing is substitute -- substituting the -- the collateral which would be the vehicle for the -- for the financial institution. So if -- so say there is $12,000 to the financial institution, but whatever new -- whatever new vehicle there is, it comes out more than that, the customer would have to pay the difference. Q. Okay. And so the customer pays the difference. Then the original loan remains the same? A. As far as knowing they substituted, the financial institution substitutes collateral in their own papers I would assume because I know they are to approve that. Q. The dealership doesn't write up the

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new loan with the substitute, correct, or do you know? A. Oh, we -- well, I'm sure we have to. Some places probably do have new loan papers, but I'm not positive on that because it comes up so rarely. I have been here 15 years and I remember doing it two or three times. It is rare. Q. Okay. [Pontiac sales manager] would be more familiar with exactly what you do there than you would be? A. That I don't know. I don't know if he had ever -- whether they had a substitute vehicle or not. He has had arbitration vehicles, but I don't know whether he had one with a substitution vehicle.

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Q. And you're using those terms. In your mind what is the difference, if any, between an arbitration vehicle and a substitution? A. An arbitration there is an agreement between the customer and in this case General Motors and I don't know if there is someone else that dictates it or I'm not sure of that, but I know there is an agreement between -- it's going to be bought back, like supposed to be like repurchased and she has got another vehicle.

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Now, I have no idea what the settlement is because I have never been involved in that, but it's -- I think we sort of handle it sort of as a repurchase and the purchase of a new vehicle, another vehicle. Q. So whether the vehicle is actually replaced by General Motors or not, the dealership treats a repurchase by General Motors the same as a replacement of the vehicle? MR. SULLIVAN: Objection, no foundation laid. Q. Is that what you are saying? Go ahead. A. Well, no, not a replacement. Again, I say I really don't know the specific terms of the arbitration things. But I know when we get the thing, it seems like we always do it as a repurchase and a purchase of the vehicle. Because I think in this case we have a new contract signed. Q. Okay. What happens if the replacement vehicle costs less than the vehicle that it is replacing? MR. SULLIVAN: Objection. THE WITNESS: I don't have no idea.

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Q. A. Q. A. Q. A.

Okay. I mean I don't -Never seen that occur? I never looked at it. Okay. Because the agreement is between the

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customer and General Motors. We're given instruction from General Motors of, you know, whatever and I have no idea how the new vehicle is chosen even. I have no idea. Q. All right. When you say -- I'm sorry. When you say that you are given instructions, do you mean that someone in the dealership is or the purchaser will get those? A. The dealership would get it. So in this case, probably [Pontiac sales manager] -Q. Okay. You don't have -A. -- probably gets them. Q. You don't have any role in any of that normally; right? A. Normally, no. Q. Okay. A. Usually we will find -- the deal will come up, we will find out after the fact, well, this was an arbitration settlement deal,

0017 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

this was an -- usually we get the deal in the office and after the difference has been given to the customer and then, you know, we are told this is an arbitration settlement deal. Q. Okay. And when you said we're told it was an arbitration settlement deal, I assume your office told you that? A. Right. Q. By who? A. It could have been the sales manager, salesmen. Q. The would they attach those or not, just write it off and tell you? A. I don't know if there might be a note in the deal with the paperwork. There is a deal. I think there is. You know, there is special paperwork that comes with the -- with the process and that would be in there which would be different for most deals. Q. As comptroller, basically you are in charge of all the money that more or less comes in and goes out of the dealership while it's booked? A. Overall, yes. The [Dealer] hold the responsibility for trying to make sure the

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accounts are made straight and collected and stuff. Q. Can you tell me whether or not the result of replacement in the vehicle involved in this case -- was any money paid to the dealership by General Motors for any reason whatsoever? A. Wait a minute. For the replacement? Q. In relation -A. I don't -- I'm trying to remember. I don't know because I -- you know, I don't do the accounting and those things and I don't know what values they have and if there is a -- we may have, but I don't know. I would have to go look and investigate it to find out if we did or not. Q. And what would you have to do to find out? A. I'd probably have to go through the process, look through -- look from -- I'd probably have to look through records back to when that deal was done and this was in November of 2001 and try to -- try and see if I can see if we had anything that we said we were going to have a receivable for General Motors or anything. Which I -- and I don't know if per se we are paid X amount of dollars for doing it or not. I would

0019 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16

have to go look. Q. So as we sit here right now, you have no idea whether the dealership received any money from General Motors? A. No, I would have to investigate because, you know, I don't do the actual entry. One of my clerical people would. I'm guessing we would be paid something. But it would be my guess, but I would have to go look. Especially, if you wanted specific dollar amounts, I would have to look. Q. To learn that you would have to access the computer? A. Or I may -- well, if it's still in the computer, yes. I would access the computer, if it is still there because the records are only

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kept so long. Q. How long? A. Well, actually we just updated our computer here a year ago. Now, we can get up to almost 12 months of records. Before when it used to be three months. Now it is almost 12 months that I can almost pull up off this data. Q. So the transaction having occurred --

0020 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

A. November should be in there. Q. October, November, time frame? A. Should be in there, yes. Q. Okay. When you would access those records, would you be looking at the financial deal review? A. Financial record, no, I would be looking in our accounting information, how we enter it accounting wise. Q. Okay. A. How we enter the sales cost, the sales tax and all that kind of stuff. Q. And -A. And see that. Q. From what is that information obtained in order to be entered? A. Well, buyer's order. Q. The front or the reverse? A. Would be the front, plus it would be in the computer, too. When they go to enter the deal, they will put it up. The F&I thing is integrated with our accounting so he would put in the deal number or stock number and pull the deal information up. The clerical person would review the information. With that, it is onto the

0021 1 2 3 4 5 6 7

buyer's order and make sure it balances of sort and make sure everything is entered, do any odd entries, do the pull-ups because no one else does the pull-ups, but they would do that using the buyer's order and see that is in there so they would use that. Q. Were you around in the business when

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they had things called deal recap sheets? A. Yes. Q. Where it was maintained on paper? Where was it maintained? A. You mean paper? Q. The deal recap. A. Deal recap sheets, they are not an accounting thing. It is an F&I thing. They used to try to put down some information from this all for internal purposes. Q. And wash out sheet? A. Wash out sheet, that is an old term. Since I have been here, we never used really wash out sheets. I know it's an old term in this industry. And that means vehicle comes through and going all the way through and trade-ins. We really don't use one of those. Q. What are they used --

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A. For -Q. What the dealer uses -A. They replaced the wash out sheets. Basically it's our investigation, this is to write on a stock sheet. Q. Yes. A. We use a copy of the factory invoice for the stock sheet for us for detail. Q. And for money -A. In fact, you put a computer record that is a P 8200. This is a 2001 Sunfire. It is for $12,000. We would have a copy in the invoice in back of it so we see the detail if we needed it. Q. When you say the detail, is that going to include just the invoice type information or will it also include charges to the vehicle as a result of things the dealer does to the vehicle while they have it? A. If we do something -Q. While they have it, before retailing it? A. We would -- if we -- if we do something to that -- yeah, that is a copy of that stock sheet and if we do something like add a

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spoiler or do something before delivery, we would add that to that sheet, yes. The copy we have for the -- for the clerk, that is to charge the new car inventory. Q. That is for the purpose of figuring out the net and the gross on the deal? A. No, that is for the accounting clerk. It is for the purpose of, you know, we have added say $200 for this one item to the car. We put on the stock sheet what it is so we know what it is upstairs. Also in the computer the same time the person who is entering that is supposed to go in the computer system and go into a subscreen that does furnish that kind of information to the sales managers so they can figure out where they stand cost wise in the vehicle. Q. And log that on to the computer so that the sales manager can see it? A. The tackle person, yeah, and sometimes that doesn't quite happen, but that is what is supposed to happen. The sales manager can see what he has in the vehicle. So if an additional 200 -- $200 is added, he can see that so --

0024 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17

Q. Now, if you wanted to observe that information in the computer -A. Uh-huh. Q. -- and you had to call upstairs or whatever to tell someone to get that for you and bring it down in hard copy, what would you tell them to pull? A. If I wanted a copy of that stock sheet, I would go and say I need a copy of P 8200 stock sheet. Q. P? A. Yeah, whatever the unit is. They have a stock number. I call the clerk and say I need a copy of this invoice in your stock sheet. Q. So you would just simply say I need the stock sheet for this particular vehicle and they would know what you mean?

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A. Yeah, or I go to them, say this is what I need. Q. And it would have those numbers on it that we just went through the discussion about? A. Yeah, because usually for each specific car we would put the stock number on the sheet. We are talking new cars. And we will put

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a stock number. We use a different stock number. It's a lot easier say if this car is P 8200 than just that 17 digit serial number. So we will use a stock number even though that is common to industry. Most dealers use one. Now, in used vehicles, because you are talking about new vehicles, used vehicles we don't have an invoice. We use a little three by five card type thing. Q. How long does the average new car vehicle sit on the lot before retailing back in that time frame approximately? A. I don't know. Well, there usually is a little difference according to the franchises because -Q. Speaking Pontiac only? A. Pontiac only they are usually on longer than the Toyota and Mitsubishi. But I would say we turn about -- if we have 150 cars on the lot, we turn about 50 a month. So I would say probably 90 days, 90, 120 somewhere around that time period probably on an average. Q. All right. There is a term in the business for that, isn't there, to describe how long a vehicle sits on the lot projecting it? A. Turns.

0026 1 2 3 4 5 6 7 8

Q. Term, T E R M, a term? A. Well, you can talk about inventory turn which is -- I mean how much is on the floor plan or I don't know what you are driving at. Q. How long a vehicle sits on the lot before it is sold on the average. A. Okay. On the average in Pontiac it would probably be somewhere between 90 and 120.

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Q. But what is the term used in the business to describe that? A. The length of time that it sits on the lot? Q. Yes. In your experience. A. My mind is blank. I don't come up with anything. I'm sorry. Q. You're not sure what it is? A. I'm not sure what it is. What you are driving at? What you are looking for? Q. Okay. That's fine. A. Okay. Q. Now, do you recall having any specific dealings of any kind with the paperwork or the transaction involved in this case, the replacement vehicle prior to that occurring, prior to your receipt of the lawsuit paper?

0027 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 it 21 22 23 24 25

A. I have -- don't recall anything prior to receipt of the lawsuit on this replacement vehicle. Q. All right. A. I don't -Q. When the lawsuit paper arrived, they were channelled to you; correct? A. Probably most -- most days I usually go through the mail to get the mail and open it. So usually I get it. So I'm -- more than likely I'm the one that first probably saw it, but someone else may have had to sign for it because it probably came certified so someone else may have signed for it, but generally I would have been probably -- I probably opened it up to look at it. Q. After opening it up and looking at it, what did you do with it? A. I would notify the owners. I probably asked [Pontiac sales manager] what he knew about since it was a Pontiac. And I would have made a copy and sent it to our insurance company, Universal Underwriters in Columbus. I would have made a copy and sent it to Scott Stone without calling him, our company attorney, which is

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usually our thing. And then I probably sent a copy to -- to -- for [Dealer] to look at for [Dealer] and them to look at, so he is aware of it as well as notify him just in case he wanted to look at it and read it. Then I probably would have sat and waited until something else happened, whether the insurance company called back or someone else called back to see, you know, what we wanted to do with it so -Q. Would you have routed the copy to [Dealer]? A. I probably -- probably would have, yes. Q. Would he have received that the same day that you received the paper? A. I don't necessarily know. That may not be so because he's in and out a lot. Some days he is not here a whole lot. So I have no idea if he would have got it the same day. Q. Would it have hit his desk the same day it hit yours? A. Either the same day or the next day probably. Q. All right. Now, you said that since

0029 1 this was a Pontiac, you would have talked about 2 it with [Pontiac sales manager]. Do you remember anything at 3 all of the discussions that you had with [Pontiac sales manager] 4 about this? 5 A. That it was from an arbitration. 6 The customer was unhappy about -- about something 7 and -- and -8 Q. Don't remember what? 9 A. Well, they said they were unhappy 10 with -- let me see, let me see if I remember 11 because this has been -- how long has this been? 12 This has been a few months so I don't remember 13 too much of the specifics other than that he 14 basically said, you know, the customer was 15 unhappy about something with the deal and I asked

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16 him who delivered and he said I think 17 [Executive manager] did because the regular financial person 18 wasn't here at the time and -19 Q. Who would the regular financial 20 person have been? 21 A. [Name]. 22 Q. He normally would have been doing 23 the delivery? 24 A. Uh-huh. I think he delivered their 25 first car to them.

0030 1 Q. All right. 2 A. He delivered -- he is the -- he does 3 most of the ones for when he is here for Pontiac. 4 Q. Do you remember anything else 5 that -- that [Pontiac sales manager] said to you in response to 6 your inquiries about this matter? 7 A. I don't -- let me see, probably 8 talked to him about this more than once. I know 9 at one point he said [Pontiac district sales manager] was aware of 10 this problem or something, but I don't know 11 exactly which conversation that was, if that was 12 the first day or, you know, subsequent to that. 13 Q. But it would have been after the 14 lawsuit was received anyway? 15 A. Right. It would have been after the 16 lawsuit was received because I had no knowledge 17 whatsoever of this thing before I got that, the 18 legal papers in the mail. I had no knowledge of 19 anything about this. 20 Q. Anything else that you remember him 21 saying or talking about with you? 22 A. [Pontiac sales manager], well, just that he knew 23 that [Area Service Manager] knew a little bit about that 24 and I think he said he might have -- they might 25 have already talked to people, but I don't know

0031 1 if that is true or not. And I don't know which 2 conversation that was with [Pontiac sales manager] because we

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would have talked more than one time about it. Q. Do you know about how many times you talked with him about it? A. To be specific, no, but it probably was at least two or three other times. Q. When was the last time approximately? A. Let me see, let me see, I did talk to him -- I'm trying to remember if I talked to him before the deposition to see if he was going to be -- because he is gone this week for vacation so I did talk to him Friday. I'm trying to remember Friday because I remembered Friday we have a deposition so I had to -- to try to recall because I did forget about it. My assistant said we got a deposition. Oops, I forgot so I had to go look and he was here Friday and I can't remember if I asked him if he was going to be here. He may have said he is supposed to be here and he was supposed to call our attorney to find out if it was okay if you could do his some other time and that is about all our conversation. We didn't have any other conversation other than

0032 1 that hopefully he can do the deposition some 2 other time. 3 Q. All right. You said you thought you 4 probably talked to him two or three times? 5 A. Right. 6 Q. Once was the beginning, once was 7 last Friday? 8 A. Right. 9 Q. Was there any one time in between 10 there? 11 A. There might have been probably a few 12 days after that or the next time, let's say, 13 [Pontiac district sales manager] comes, he is there. So he might have 14 because [Pontiac district sales manager] has come in here a couple times 15 and might have wanted to look at the paperwork or 16 something so I probably said something to him, 17 but nothing I probably wouldn't be able to help 18 you on because -19 Q. But those conversations that you

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had -A. -- it would be general. Q. Those conversations that you had with him dealing with the specifics of what occurred, those conversations whether they be one or two, would have occurred back in the time

0033 1 frame when the lawsuit paper was received? 2 A. On specifics, you know, I didn't ask 3 him too many specific questions because -- to the 4 general lawsuit so I would ask him general things 5 about it. This is an arbitration settlement. 6 Not, you know, what do you do here? And how do 7 you tell him to get this number? Like I want the 8 sale price? Is that the down payment? I never 9 went over any of those kinds of things with him 10 because I wasn't concerned about those. 11 Q. Did you ask him what happened here? 12 A. All I remember is he said the 13 customer was unhappy with the whole process 14 and -15 Q. Did you ask him what happened? 16 A. I -- well, I probably asked why he 17 said -- well, [Executive manager] ended up handling it because 18 something wasn't ending up here. I think they 19 might have said they were looking at a car and 20 they wanted a 2002 or 2001 or something like that 21 and 2002 doesn't have the special things on it. 22 They had the 2001 that would. Because the 23 programs are over for the 2002, the warranty 24 programs. So I know he said there are some 25 things in there that the customer wasn't happy

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with. And they would go over my head because I -- it doesn't matter to me and I have no idea what the settlement was between the customer and General Motors. So he might have mentioned some of those kind of things. Q. So some of what he said went over your head because it really didn't matter to you? A. Well, I wouldn't say -- well, I wouldn't -- I'm going to look at the general

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10 lawsuit. I didn't ask any specific questions of 11 specific things, you know, about the lawsuit, the 12 settlement or anything like that. I didn't ask 13 him any of those kind of questions because I -14 you know, they wouldn't do me any good. I'm just 15 processing the paperwork, helping to get them for 16 the company attorney to process it, do the things 17 that we can do with the lawsuit to get it going 18 for the company. 19 Q. Did you ask him what happened in the 20 replacement -- signing of replacing all the 21 paperwork? 22 A. No. There is -- no, because there 23 would be -- other than that, he said [Executive manager] had to 24 do it, had to do the paperwork. 25 Q. Did you talk to [Executive manager] at that time?

0035 1 A. No. But I would have asked [Executive manager] at 2 some point I understand you got a thing. Now we 3 got a lawsuit on it and that and [Executive manager] said, 4 yeah, I wish I wouldn't have handled it. I just 5 did it as a favor. You know, [Name] was missing 6 and that he was here. So he did it for him. 7 Q. Did -- he did it as a favor to who? 8 A. For the sales department, Pontiac 9 salesmen. 10 Q. Who's in the sales department? 11 A. Probably [Pontiac sales manager], the sales 12 manager. 13 Q. Okay. Was that everything you 14 remember him telling you about what he had to do 15 with the [Consumer 1 and Consumer 2] replacement vehicle and signing of 16 the replacement paperwork and such? 17 A. Let me see. 18 Q. [Executive manager]? 19 A. [Executive manager] this is? 20 Q. Yes. 21 A. Other than that he had to do -- that 22 he had to do it and he did it sort of as a favor. 23 There is not too much there other than -24 because, you know, like I said, I never really go 25 specifics, more or less general comments. It had

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0036 1 been general conversations. But nothing that 2 specific of that type other than the general -3 general comment. I didn't ask him anything 4 specifically about the delivery or anything else 5 or I didn't even know the stock number of -- I 6 mean, I didn't ask him any specific information 7 like that. 8 Q. Okay. I'm sorry. 9 A. I didn't ask him any specific 10 information like that. 11 Q. Did you ask anyone else anything in 12 your discussions with employees about what 13 happened that we have this lawsuit here other 14 than those two persons? 15 A. No, because -- let me see, no, 16 because -- let me see, let me see, other than 17 telling [Dealer] we had the lawsuit and that stuff 18 talking with [Pontiac sales manager] and [Executive manager], they were really the 19 only ones involved. So other than just letting 20 people know we have a deposition here to give. 21 Like [Sales representative] is summoned and he doesn't 22 know why because I think he said he wasn't 23 involved in the second one at all. You know, I 24 was just -- I would have to go tell so and so you 25 got to be here for a deposition.

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Q. Did [Dealer] tell you to go talk to the employees and report back to him on what was the reason to have this lawsuit? A. No, no. Q. That was just something you did as part of your normal duty? A. No, I just generally -- I just wanted to see what it is for curiosity and information. And at the time I don't know if [Dealer] was here or not so I might have wanted to try to get some information so I can pass it on to the [Dealers] if they ask me. Q. Did you pass that information on to them? A. I probably -- I probably told them it is an arbitration lawsuit and it is probably

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over an arbitration settlement. So I would have to pass that information on to them. Q. Did you do that by just telling them or did you write up any sort of note for them? A. Oh, probably by telling them or voice mail. I don't remember doing an E-mail. I generally don't do an E-mail. I will generally usually make a copy of the lawsuit and put it in the mail for the owner, owner and his brother. I

0038 1 probably gave one to [Dealer] and to [General Manager]. So he is 2 aware of it. 3 Q. How would you report those, what you 4 had learned in talking to the other two people? 5 A. It is just an arbitration. And [Pontiac sales 6 manager]-- [Dealer] might talk to [Pontiac sales manager] himself to 7 find out any details he might be interested in. 8 I just had general information. 9 Q. But you would just report that 10 general information to him orally. You wouldn't 11 write up a short note or anything? 12 A. No, again, I didn't write up a short 13 note, no. 14 Q. Did -- you didn't write up something 15 under a short note regarding it to the other two 16 owners? 17 A. No. Unless I did a short note -18 let's see, what I might put -- no, I wouldn't 19 have wrote any note. I probably would have just 20 made a copy of it and put their name on the top 21 of it and here is the lawsuit and put it in the 22 mail slot. 23 Q. All right. Are you aware of any of 24 the terms or conditions of the General Motors 25 acceptance organization zero rate loans that were

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going on back in the October and November 2001 time frame? A. I know we had some. Let me see, we had some in 2001 I think because of September 11 and in general, I know they started after that

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time and I think they ended -- I don't know. Specifically around -- around the end of October. I'm trying -- I'm trying to guess because I don't -Q. You are not sure? A. I'm not sure the exact date, but I know they had an ending date. Q. Would the advisor from General Motors acceptance organization that discussed that have crossed your desk or would that have been directed to someone else or what? A. Generally the -- of course, they go on to the sales manager. Usually I wouldn't necessarily see specific dates. My office manager [Office manager] usually looked at something and tracked those things and if there is anything regarding that that needed to be made to Pontiac -- because sometimes if there is some reporting of some things in the zero percent -usually it isn't, but she usually keeps track of

0040 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

some of the moneys that would have come from Pontiac for intensities or GMS money and that kind of stuff. So generally they would look at those dates and might be aware of them besides the sales manager. Q. Back in that time frame there was a poster sitting in the window of the dealership, that great big poster, probably about the size of that Dayton metro area map on the wall. A. Could have been. Q. Something like five feet by six feet or more. Had a big zero on it, zero interest rate. Did that -- do you remember the poster? A. I don't recall the poster. I mean I drive in here every day and I probably drive by it and it probably -Q. Just didn't see it? A. Doesn't reach my consciousness. There could have been, I don't know. Because I don't -- just consciously don't -Q. When these posters are taken down at the end of the program, do you guys just pitch them? Are they kept someplace in the back room for a while or thrown away?

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A.

I don't know what we do with them.

0041 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

I imagine they pitch them, but I'm not sure. I don't know what we do with them. But I don't have any reason to save them. Q. But you don't know what happened to them? A. No, I don't. Q. [Office manager]'s training, did you train her? A. Sort of. Q. Have you done what she's done? A. Sort of. She has worked here for -- so she has worked here since February of '88. So she's worked here for quite a while, but I gave her some of the training, uh-huh. Q. Tell me what you understand she does as her job duties for the group. A. Her title is office manager. And she does -- well, she does a lot of miscellaneous duties. One thing she does is the payroll each week or monthly, whenever she does the payroll. She usually gets the car deals when this -- when the sales manager or the people turn the car deals in, they usually go to her desk. Q. The deal file? A. The deal file, yeah, the car deal.

0042 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15

Q. Okay. A. She will look it over and make sure that all the money is there coming or something. So if there is a problem right away, she can get with it before it goes to the other clerical people. She will try to see if there is any problem. She sees if there is money missing or trade-in title missing or whatever. And a lot of times she will put some of the money in there from something in the deal, she will pull it off. Q. What do you mean by pull it off? A. She will pull it out of the deal so it can be reseeded in for the car loan. If they put it in, it is a deal instead of taking it. If say for some reason she takes it to the cashier

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right away to get a receipt written, they pull in the deal. She will pull -- take it from the deal and put it in the place so it will be reseeded in. Q. You mean for instance, the customer's down payment check might be sitting in the file? A. Might be in the deal file. Q. Okay. A. That's correct.

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Q. Would it be correct to basically say that she processes the deal file as one of her job duties? A. Processing. Q. Through the paperwork end of the process after the sale has occurred? A. The paperwork and the deal. She is not -- what do I want to say? She reviews the paperwork. Okay. She is not -- she doesn't do the title work. She doesn't process it for collecting the money from the bank, doing that kind of stuff, she doesn't do that. Q. Who does the title work? A. It would be one of our two bookkeepers, new car, used car. We have two people, new car one would get the deal and would enter and accounting wise would type up the title work and everything else, replace it, to send it to the clerk of courts. And also do what is necessary on the paperwork to put everything together that the bank needs, whoever we are collecting the money from, make sure that gets done and to do everything to collect those proceeds also. Q. Now, you said that it would be one

0044 1 2 3 4 5 6

of two people. Who are those people? A. Right now the people that are doing it is [Bookkeeper 1]. Q. Let me stop you here for a second. Last November who was doing it? A. Let me see who was doing it last

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7 November? I'm trying to remember when [Bookkeeper 1] 8 took over. Let me see, this is -- this is June. 9 How long has [Bookkeeper 1] been doing this? [Bookkeeper 1] may 10 have been doing it last November. It was right 11 around that time or right before when she was 12 promoted into this job. 13 Q. And her name? 14 A. [Bookkeeper 1]. 15 Q. Who else? 16 A. Our used car person is 17 [Bookkeeper 2], who does the used cars one, who 18 actually types the title up and -19 Q. And since this was a new vehicle 20 then it would have been [Bookkeeper 1] or it would 21 normally be [Bookkeeper 1]? 22 A. Yes. The only time Leah would help 23 is if Leah doesn't have any used car stuff to 24 work on and [Bookkeeper 1] has got a pile, Leah might 25 help do part of it like help put the paperwork

0045 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

together to cash the deal at the bank. She might help on that kind of stuff occasionally. Q. And the normal processing of a deal, who types up the sales contract and financial contract for the signing by the customer? A. That would be usually an F&I person. In this case I assume either it was either done by -- it was either done before [Executive manager] got it or [Executive manager] would have done it. Q. You don't remember [Consumer 1 or Consumer 2] at all because you didn't have any dealings at all with them; right? A. Not at all really. That's correct. I don't think I have ever met them in person or talked to them on the phone, either one. Not that I'm aware of. Q. I'm sorry. A. I know you were asking about [Office manager]'s duties and, of course, I just started on some of them, but she has got multiple duties. I don't know where you want me to go. She usually does reported delivery for Pontiac, for Pontiac deals. She will go on the computer and report the difference.

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Q.

In your experience does she have any

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involvement in the processing of any of the paperwork for the replacement of a motor vehicle under the lemon law when that is being done through the dealership by General Motors? A. No, I mean before it got to the customer, no. Q. Or after? A. Afterward, well, she gets the deal up and that would be a car deal and whatever is in there, is in there. And if -- I don't know if there is probably stuff there that has to go to General Motors, but I'm not positive. But either she would look it over, either she would do it or she would have that clerical person say this needs to be sent to whoever if there is an address in the paperwork that says to send things to. Q. When she processes paperwork the deal files you are talking about, she is checking it for completeness; correct? A. That is one thing, yeah. Q. What else is she checking it for? A. That is the main thing. She might pull things like temporary tags out of there. Those are supposed to be reported in 24 hours and

0047 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15

this goes to the person. She is pulling checks off. She might also if say for some reason the F&I guy didn't sign it, if the customer didn't have a name and a name file, the customer number, she might do that because if she has a check, she would need to put a customer number on the check, make sure the customer's account is credited properly. So she might assign a customer number to that customer, whoever it is. Mostly it is completeness and if it is a new car deal, she usually does the recording usually on Pontiac, you know, so she might pull out something she needs to do that to do that recording. Q. In the normal course of a transaction, the paperwork handling part of it,

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that happens in the back end after the vehicle has been delivered and it is gone and now we are going to process the deal file and that stage of the process. Do you normally sign off on anything? A. No. Q. Okay. A. See, the F&I person who delivers it usually does whatever they do to -- I'm sure they got -- they got some papers, a log sheet they can

0048 1 2 3 4 5 6 7 8 9 10 11 get 12 13 14 15 16 17 18 19 20 21 22 23 24 25

keep track of what they do, who they sell it to, the service contract toward credit life insurance. What else? They will keep their log sheet when they are done with it, give it to the sales manager. The sales manager will look it over, review it and they will -- they will process it and give it like a deal number. Like this is deal number 12 for the month or whatever. So they can track however many deals they have. And then after they are done with it, then they send it upstairs to the office where [Office manager] will it. Then she starts -- we start our accounting part upstairs. Q. Do you know what the F&I penetration rate is for service contract? A. For Pontiac? Q. The Pontiac new sales. A. In the Pontiac? Q. Pontiac new sales unit. A. I would say it is probably around 40, 50 percent. Q. Okay. Dealership tracks it; is that right? A. Correct. So that's around 40, 45 percent.

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Q. Do you know what the penetration rate in Pontiac new sales is for credit life? A. It is really low. I would have an idea about it, but down there it is probably around 10 percent or something like that.

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Q. Credit disability about the same? A. Yeah. They are both -- they are both way down there pretty far. They don't do too much credit insurance, but penetration is really low. So 10, 15 percent at the most. Q. About how many new motor vehicle transactions go through the Pontiac sales department in an average month in that last fall? A. Last fall, okay. Well, during last fall is unusual because we had the zero percent so we would have had more vehicles go through than we would have in a normal month because when we had zero percent, when we -- when Pontiac -that -- which they did that the year before also, whatever vehicles are eligible, usually not all vehicles are eligible. So whatever vehicles are eligible, we usually sell a good chunk of them or almost sell most of them because it is an unusual promotion for Pontiac. However, we sold last fall -- I

0050 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

would have to go look, but it would be a lot. That would probably be the best month of the year probably -- let's see, I think it started in later September and went through October. I'm pretty sure. So those months probably were higher than normal. So I would have to go look at the numbers and see what they were. Q. What would normal have been? A. I would say for the whole year we probably averaged around 45 to 50 cars a month so we sold somewhere between 550 and 600 cars for the year from Pontiacs. Q. Do you know what the penetration was in Pontiac sales, new car sales only for dealer arranged finance? A. Yes. That is usually a lot higher because most people have got to finance so that is probably in the neighborhood of around 70 percent. Q. Do you know what percentage of that was GMAC as compared to anyone else? A. For Pontiac I would say a majority is probably GMAC. Especially around that time. Especially that promotion because that is a GMAC.

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They run that through GMAC.

So that our

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penetration for that month for GMAC is probably very high because of that zero percent promotion. So it probably would have been a good 80 to 90 percent. It would have been up there pretty good. Q. As we sit here today, you don't recall what the specific models were in or out of zero percent program? A. No, I don't. No. I just -- no, I don't because I know that they are usually not -everything is usually included. But I don't know what was excluded from that last. Because I know the year before I know was just on Grand Prixs and Grand Ams or something because they had a zero percent the year before and I remember we sold most everything and I don't know what was excluded. They excluded some things like it might be -- I don't know. They did it on everything or just models 2001, 2002 models that were involved. Q. Are the ones that are excluded generally ones that are such hot sellers that you could sell them any way so the interest rate is not a big factor in this, in your personal -A. I would think General Motors would

0052 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15

think like that, but I don't know if that is how they did it or not. Q. Okay. All right. GM -- GMAC went to the .9 percent program subsequent to that; right? A. I just know their contract is .9. So they had the .9 program or else I wouldn't have known because I did look at your -Q. The deal file? A. Well, the thing that you sent because there is an attachment to it that has a copy of the buyer order, a copy of the GMAC contract and I noticed that it has a 0.9 on it so -Q. In the particular transaction that

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resulted in the second set of paperwork that occurred in November, was there a dealer reimbursement? A. What the dealer received, I have no idea. Q. How would you find that out? A. I would have to go look, but I would sort of doubt it, but I would have to go look if we got anything. See if we can settle anything from the thing we get from GMAC, so there isn't

0053 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

anything on it for it. Q. Being a comptroller, of course, I assume you have a way of going to something and pulling it in and look at the computer or whatever and you can determine that? A. I probably -- that probably is not good. I probably would have to go look at the list that GMAC sends their payment because they might give us a, you know, check for say $7,000. They might detail who it's all for. I probably have to look at that detail. Q. That wouldn't be on the stock sheet, though; right? A. More than likely, no, that wouldn't be on a stock sheet, no. Q. Would it be on the financial deal review form? A. It would be. It would be, but I didn't see one on that. I didn't see like a recap sheet type thing. Q. Yes. A. I didn't see one there for it. Q. You didn't see a recap sheet for -A. No, I didn't see that. Q. Or any form similar to the recap

0054 1 2 3 4 5 6

sheet? A. No, I didn't see one in that. Q. But that -- normally that number would -- it normally would appear if there was such a thing. In this deal would it normally appear on the reverse side of the buyer or the

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business office copy? A. No, it would not. They wouldn't put that on the reverse side of the buyer's order. Q. Would it appear on the -- it wouldn't appear on the worksheet in the normal process of things, would it? A. Worksheet, what are we talking about? Q. Same as the department worksheet before to get to a final contract? A. No, no. Usually no, it wouldn't be. Of course, I don't -- I usually don't look at worksheets, though. I don't. It would be there. There wouldn't necessarily be any reason to put it there because they are working with the customer, you know. That is usually something between the customer and whoever and in this case I have no idea who it was because I don't know who determines the price.

0055 1 Q. Was there a recap ever done on the 2 numbers involved with the second deal? 3 A. That I don't know. I didn't -- I 4 didn't see one. So if they did one, I'm not 5 aware of it because I don't see it. 6 Q. Who would have done it if it would 7 have been done at all? 8 A. If there would have been one done, 9 [Executive manager] would have been the F&I guy. Generally he 10 would have done that. He had one. Most Pontiacs 11 [Executive manager] does. If you're a Pontiac delivery, Eddie 12 usually didn't. He usually does the recap sheet 13 in everything he does for Pontiac. But [Executive manager] 14 usually doesn't do one of those recap sheets if 15 he happens to do a Pontiac deal like this. So if 16 there was, I don't know if there was. I don't 17 have one. I have never seen one so -18 Q. In your experience in the business 19 after many years, is there a Rule of 78 deduction 20 that occurs with regard to early cancellation of 21 credit life or credit exemption? 22 A. Credit life/credit exemption usually 23 is by Rule of 78s unless it is over a 60-month

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contract then it is by rule of -Q. Something else?

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A. Like anticipation, whatever they call that thing. It is a different schedule. Q. And is it your understanding that basically you are minus the amount of the refund for under the premium? A. Correct. Q. And that is true for both credit life and credit exemption; right? A. Yes, as far as now that by Rule 78 it is both of them. Q. That is also true for early cancellation of an extended service contract or warranty some people call it? A. In our case our DAC contract where they do a Rule 78 also. Q. You call that a dealer's alliance; correct? A. Correct. Q. Are you aware of any training period that DAC has distributed to the dealership with regard to your marketing and selling any of their product? A. If they have, it would go to the F&I people, in this case, [Name], [Executive manager]. If they have any material -- if they have any

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material like a chart, say, what they have various positive things on the buy and that kind of thing. Q. And how to sell it? A. How to sell it. I don't know what they have in training period. Q. All right. A. If they have it, I'm not aware of what they have. Q. But if it is discussed at all, it would be offered there in-office so to speak? A. For the F&I department, yes. Q. Pontiac new car sales F&I department, who was in charge of that back in

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last fall November? A. Pontiac F&I department? Q. Yes. A. The person that did most all the delivery to the F&I for Pontiac is [Name]. And he does all the deliveries when he is here. Q. Who is his immediate supervisor at that time? A. Boy, good question. Let's see, immediate supervisor, I'd say -- good question because he works with Pontiac, but he also works

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with used and who's his specific boss is a good question because he works for both the sales manager for Pontiac, the used car. Q. Let me ask it this way: Again, with regard to the replacement vehicle transaction, in this case who would have been his supervisor of the event occurring in that process? A. [Pontiac sales manager], Pontiac sales manager. Q. Was he working a normal workday in that time frame? A. I don't remember. I don't know. I would assume he would be, but I don't know. Q. You are not aware of any extensions? A. I don't know what time of day this was or if it was off, like he is usually off on Wednesday. I don't know if it was Wednesday. I know he is usually off on Wednesdays. And I really don't track when he is here and not here. Q. Okay. Last fall in the November 2001 time frame what were the normal operating hours Monday through Friday for the dealership, Pontiac new car sales department? A. They generally are supposed to be open at 9:00 o'clock and be here until 9:00 o'clock in the evening. That is their general

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sales hours Monday through Thursday. Until 7:00, 9:00 to 7:00 on Friday and then Saturday 10:00 to 6:00 and Sunday 12:00 noon to 5:00 are their general hours. Now, what hours he was supposed to

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be here, I'm not aware of which days he was. Other than he is usually always off on Wednesdays. I don't know if he -- I don't think he comes in 9:00 to 9:00 every day. Q. He is always off on Wednesdays? A. Yeah, usually always off on Wednesday unless there is something special he has to be here for. Q. Is that just sort of the day that he has always had off? A. Uh-huh, yes. Q. I assume that that is something that just about everyone knows who works with him on a regular basis? A. Yeah, I would think so, yes. Q. So [Pontiac sales manager] would be aware of the fact that on Wednesday he is probably not -- he is going to be off? A. Yes. Q. And also [Executive manager] would be aware

0060 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

he is probably going to get off on that date? A. Correct. Q. Okay. I assume he comes back on the Thursday -- afterwards he normally is here on Thursday? A. Yes, I would assume, yes. Q. And on Tuesdays? A. I would think so, yeah. Q. All right. I know we have been talking a lot about all this sort of stuff. Is there any other specifics of any kind that you now remember as a result of our ongoing conversation of questions of inquiry? MR. SULLIVAN: Objection. THE WITNESS: Okay. Other than I think the first thing you talked about extended service contact and credit insurance, when I look at our contract, now I noticed there was credit insurance and extended service contract and your client should have gotten refunds on both of those from the first contract that probably was sent to them. More likely should have gotten a refund. Q. When?

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A.

I didn't look to see the amount and

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when it happened, but it should have anyhow. Q. When an early consolidation occurs, does the refund normally get issued by way of the dealership? In other words, to the dealership for the dealership to write to the consumer? A. The dealership has to do the individual check. They include the cancellation and monthly settlement we have with the insurance company. If we sold their policy, they will net out the consolidation and that kind of thing. And we have to write the individual checks. Q. So the dealer then receives an itemization from the insurance company that reflects activity that occurred that month which would include a credit so to speak for the cancellation in this case? A. Well, yeah, what we would -- we would have had a list of say insurance policies that they sold a list of cancellation and we probably would have called then and sent it to them. Because we do -- before the insurance company's waiver cancellation, we would probably already refund the money to the customer. Q. Would that be true for the service

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contractual cancellation as well? A. Service contract, no, usually we have to send those to them and they give us the -- the amounts back on those. And I think nowadays we are doing it by fax now instead of mail so it is quicker than it used to be. Q. But last fall the process -- let me finish. Last fall the process would have been that you would have notified them of a cancellation? A. Right. Q. Then you would have paid for DAC to refund the check to the dealer? A. No. Q. Who would that help then?

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A. They would just notify us of the percentage and the cancellation so that we could do the check. They just give us the thing back, said this is the cancellation, this contract here is the -- here the percentages are here, the amount that goes to the customer. Q. So then it's like the insurance company, they just tell you what the number is. Essentially, they do their credit minus whatever and then you cut a check?

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A. Right, right. Q. The dealership cuts the check? A. Yeah. And we net it out. We sell so many service contracts a month and we got the cancellation. We net out what we owe and the extended service contract company. Q. You net out with the company whether it's an insurance DAC? A. Right. But cut a separate check out once you figure out how much it is. Q. Correct. A. Once we have the calculation because it's Rule 78, it is cut and dry. If they cancel the other contract company, they want to give us a number back instead. Q. Okay. A. So we have to wait until they -Q. Is the dealer participation in the DAC service contract? A. Is the dealer participation? Q. Yes. A. Yes, there is. Q. Do you know how much and what term it is? A. No. It would vary with the

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contract. I mean because you got all kind of contracts that are for various periods of time of length and number of miles. And they have a schedule depending on what kind of vehicle it is too because say a four-wheel drive is going to be more stock. That is going to be a lot higher

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than the non-four-wheel drive. So they have a schedule of what you can sell personal policies for each person. Q. Do you know if they kept their participation for the contract in this case? A. No, I -- no, I don't. Q. Either of the contracts? A. No, I don't have two contracts. Q. I mean one for the first vehicle, one for the second. A. I don't know. I won't -- off the top of my head, I don't know, no. MR. BURDGE: Okay. I think that is all I have. Thank you very much for your cooperation today. MR. SULLIVAN: Thank you. We will read it. (Thereupon, the deposition was concluded at 1:32 o'clock p.m.)

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I, [COMPTROLLER], do hereby certify that the foregoing is a true and accurate transcription of my testimony.

_ _ _ _ _ _ _ _ _ _ _ _ _ _ Dated _ _ _ _ _ _ _ _ _ _ _ _ _ _ ...

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STATE OF OHIO) COUNTY OF MONTGOMERY )SS: CERTIFICATE I, Nicol L. Bradds, a Notary Public within and for the State of Ohio, duly commissioned and qualified, DO HEREBY CERTIFY that the above-named [COMPTROLLER], was by me first duly sworn to testify the truth, the whole truth and nothing but the truth; that said testimony was reduced to writing by me stenographically in the presence of the witness and thereafter reduced to

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typewriting. I FURTHER CERTIFY that I am not a relative or Attorney of either party nor in any manner interested in the event of this action. IN WITNESS WHEREOF, I have hereunto set my hand and seal of office at Dayton, Ohio, on this _ _ _ _ day of _ _ _ _ _ _ _ _, 2002. _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ NICOL L. BRADDS NOTARY PUBLIC, STATE OF OHIO My commission expires 7-19-2004 ...

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Deposition of Car Dealers F&I Manager

IN THE COURT OF COMMON PLEAS MONTGOMERY COUNTY, OHIO * * * [Consumer 1], et al., Plaintiffs, vs.CASE NO. [No.] GENERAL MOTORS CORPORATION, et al., Defendants. * * * Deposition of [EXECUTIVE MANAGER], Witness herein, called by the Plaintiffs for cross-examination pursuant to the Rules of Civil Procedure, taken before me, Nicol L. Bradds, a Notary Public in and for the State of Ohio, at [Dealer] Pontiac, [Address], on Tuesday, June 11, 2002, at 1:43 o'clock p.m. * * * ...

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APPEARANCES: On behalf of the Plaintiffs: Burdge Law Offices By: Ronald L. Burdge Attorney at Law 2299 Miamisburg-Centerville Road Dayton, Ohio 45459 On behalf of the Defendants: Taft, Stettinius & Hollister LLP By: Timothy C. Sullivan Attorney at Law 1800 Firstar Tower 425 Walnut Street Cincinnati, Ohio 45202 ALSO PRESENT: [Consumer 1] [Consumer 2] * * * ...

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[EXECUTIVE MANAGER] of lawful age, Witness herein, having been first duly cautioned and sworn, as hereinafter certified, was examined and said as follows: CROSS-EXAMINATION BY MR. BURDGE: Q. What is your name? A. [Executive manager]. Q. How do you spell your last name, [Executive manager]? A. [Executive manager]. Q. And what do you do at the dealership? A. A director of special finance. Q. F&I? A. Yes. Q. What is the difference between director of special finance and F&I? A. Basically when the finance department has a hard time doing something, financing can be done by working through different companies to get it worked out. Q. What is the difference between special finance and F&I though conventional F&N?

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MR. SULLIVAN: Objection. Asked and answered. Go ahead. THE WITNESS: It is just different departments we have that one requires a lot more paperwork usually than the other one. Regularly they handle the general population normally and I handle the ones that are a little tough to get down. You know, you've got those that are specialized in different areas and the finance company requires a lot more information from a customer. Q. Tougher to get financed? A. To get financed, yes. Q. Okay. How long have you been in that position at the dealership? A. Seven years. Q. All that time doing F&I work?

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A. Special finance work, yes. Q. All of it doing special finance? A. Uh-huh. Q. Some of it doing normal F&I and that? A. Certain, yeah, there is certain times that I will do it if like in this situation here where there was -- no one was available so

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they asked me to help him. Q. Who did? A. [Pontiac sales manager]. Q. When did he ask that? On the same day the deal was signed? A. Yes, right. Q. Okay. Tell me everything that you remember telling him when he asked for your help. A. Actually earlier -- I believe it was earlier in that morning he said I have a customer here that a dealer -- that GM is going to do a buy back on and he said I'm trying to get them the same rate that they had on their own vehicle. So I told him I would see what I could do to help him. So I called a number of -- in the paperwork there is probably a name on there, but I called someone at GM to ask him if there is any way to do that and she said the process already was done. We have already -- we are buying back the vehicle. We are not substituting the vehicle. So we are -Q. Who said that? GM or GMAC? A. It was on the letter that he had. If you have copies, I can tell you. I assume it was GMAC.

0006 1 2 3 4 5 6 7 8

Q. Well, I can only give you what has been given to us. So take a look if you would and see if it is in there. Giving you what is marked as Exhibit No. 1. MR. SULLIVAN: Right there. Q. At the bottom dead center you will see some numbers. What page is that on? A. I don't have a page.

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Q. I'm sorry, page 10. A. Yes. Q. Does that help refresh your recollection on who you spoke with? A. Yes. I put it at the top. That is my writing there. Q. And is that GM or GMAC? A. This would be GM is who I called. Q. General Motors? A. Yes. Q. And who did you speak with? A. [Name]. Q. What are these other names that are on there? A. I got passed around a little bit and those are the different people that were involved in the conversation. I don't know specifically

0007 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

who was talking to me because sometimes some were talking to other people on this. Q. And so you were just making notes of names you heard people talking about? A. Yes. I just wrote down as I was talking to them. Q. All right. What is everything you remember them saying and you asking about? A. Basically I asked if this was possible that I could get a .90 rate on this customer. And they said basically this deal was a buy back and that whatever the customer decides to buy now, if it would be a Ford or Chrysler, whatever would be whatever the going rate would be including GM. If they wanted GM, they don't have .90 now on that vehicle. They have I think it was 2.9. Q. But it changed from their original? A. The original was .90 and now they have 2.90. Q. Did [Pontiac sales manager] tell you at the beginning part of involving you in the process that General Motors was replacing the vehicle with another one? A. No. Repurchasing the vehicle. They

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were just purchasing the vehicle. Q. That was what you were told? GM was repurchasing the one and these people had just decided to buy another? A. Right. Q. Do you remember when that was? A. I believe it was that same day. Q. What day was that? A. Based on the paperwork, it should have been -- let's see, November 14. Q. November 14? A. Uh-huh. Q. Prior to November 14, 2001, do you remember anyone ever mentioning anything to you about [Consumer 1 and Consumer 2]? A. Not that I recall, no. Q. Or that a vehicle was being either repurchased or replaced? A. No. Q. Or that they even had any complaints of any kind about their first vehicle? A. No. Q. Did he give you any paperwork on it when he asked you to get into it and see what you could do to get it done?

0009 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18

A. Yeah. He did give me the packet. At the time I had their -- their packet that he had made up. Q. What packet? A. Which would include all this stuff. Well, not all of it. Some of this stuff is redone. Q. What was in the packet? A. I don't recall exactly -- well, this one form would have been that I wrote on. Because that is what I used to call that phone number on. This is number 10 page -- number 10, I guess that is the way to explain it. And they may have had a previous deal in there, too. So I knew a little bit what I was talking about. Q. Anything else? A. Not that I recall. Q. Take a look at page 31 and tell me

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what you remember about that page, if anything? A. The title, it is the title for their -- I assume for -- for the new car -- for the new van. Q. Do you remember anything else about it then? A. No. I have a note here to hold the

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title in lieu of GMS paper which they were going to bring into us. That's it. Q. Hold it for what? A. Just for their paper. They are supposed to have a GMS paper in there. Q. What does that mean? A. From the factory they get when a customer initially buys a car, we call and give them a social security number and that initiates the paperwork. The paperwork then is sent to the employee, in this case would be them. They sign off on it, bring it in here to us and that is certified as a GMS deal. In other words, the employee deal. Q. And the employee deal? A. Right. Q. Thank you. A. Okay. Q. You wrote that post-it note and stuck it on there; right? A. Yes. Q. Anything else? A. No. Q. All right. Looking through all the documents in there, if you would, what I would

0011 1 2 3 4 5 6 7 8 9

like you to do is begin at the very front with page number two. Is there anything there that is in your handwriting? A. Yes. Over to the right-hand side, the very top, the name. Q. Anything else? A. And then, yeah, right below that it says plus pay off. That is all my writing right there.

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Q. 13621.55 to customer; right? A. Uh-huh. Q. What does that mean? A. 13621 to customer, best I can recall that was what the customer was supposed to get back from their initial down payment they made on their last car. GM sent us back a check and that was the amount that they were due. Q. And what does the 329 and the 60 below that have to do -A. It says here -- well, I'm assuming mats mean floor mats. 329 classic, I don't recall what that is. Classic must have been some add that they have done to the car that I don't recall, though, what that would have been. Q. Can you explain what that

0012 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

calculation is all about there? What were you doing there or are you able to recall? A. This is a note to someone else. That was my only thing I was doing, but I don't recall why I had that put down there to be honest with you. Q. Okay. What was the stock number for the vehicle that they ended up getting? Not the original, but the replacement vehicle. A. Replacement vehicle P 7104. Q. Does the dealership sequentially number its stock number for new motor vehicle sales? A. Yes. Q. So there would be a vehicle that was P 7103? A. Yes. Q. And one subsequent to this with 05? A. Right. Q. Is the stock number simply assigned when that vehicle hits the floor so to speak from the factory? A. Yes, correct. Q. And there is a new sequence again every year or is this just an ongoing sequence?

0013

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A. I'm not sure how that works up in the office. Q. All right. The P tells you it is a Pontiac; right? A. Right, correct. Q. And 7104 just simply designates that particular vehicle? A. Right. Q. Correct. Page two, any of that in your handwriting? A. That is the one we just went through. Q. I'm sorry. What is page three on this? A. Page three, no that is the invoice. Q. Okay. When [Pontiac sales manager] gave you the file, did he give you this file folder that we see as Exhibit 2 containing the various documents and ask you to try to see what you could do to get financing done? A. I believe so. Q. All right. Did you make any other notes of your attempt to arrange finances other than the one note that you just referred to where you had the GM number and the people?

0014 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

A. No. Q. Okay. The document that is numbered as page four, none of that is in your handwriting; right? A. Correct. Q. Page five, is any of that in your handwriting? A. No. Q. Page six, you didn't sign off on anything that we see here on page six; right? A. No. Q. Or page seven? A. No. Q. And none of those numbers that we see here on page eight are your handwriting; right? A. No. Q. Do you know whose those are by the way?

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A. No, I do not. Q. Okay. Page nine? A. No. Q. Page 10, the only handwriting is what you referred to in the upper right-hand corner; correct?

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A. Correct. Other than there is apparently that it looks like [Consumer 2] above [Consumer 1]. It says [Consumer 2]. I also put that on there. Q. Okay. Does that document get handed to you by [Pontiac sales manager]? A. Yes. Q. Among the other documents he gave you? A. Correct. Q. Page 10, none of that is in your handwriting; right? A. No. Q. Page 12, is any of that in your handwriting? A. Yes. Q. What -A. The very -- underneath it says per credit. Q. That is actually a post-it on the original, isn't it? A. Yeah. Post-it note, that is correct. Q. All the figures on there are yours? A. Yes.

0016 1 2 3 4 5 6 7 8 9 10

Q. What can you explain to me about the figures we see on there? A. Apparently we had a $30,000 check from GM. We had to pay off an amount of $16,930.55 which left the customer with a 13,621 balance to them. Q. Credit in other words? A. Yes, yes. Q. To be applied towards -A. Whatever they wanted to use it for

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or if they wanted the -Q. A replacement vehicle? A. -- check to them to go buy whatever they wanted to buy. Q. You guys wouldn't have issued that check in the normal course of things? MR. SULLIVAN: Objection to the form. MR. BURDGE: Go ahead. THE WITNESS: I'm sorry. I don't know if we did or not. We could have. I don't know. Q. What I'm asking in the normal course of a repurchase? A. Right.

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Q. You guys aren't even involved with that other than the vehicle getting dropped off here; right? It's all between GM and the customer? A. To be honest, I'm not sure how that works. Q. Okay. Have you ever been involved in any kind of collateral substitution? A. No. Q. Do you have any idea how that is done? A. No, I really don't. Q. Do you have any idea whether or not it can be done? A. Well, I know it can be done. I should not -- I don't know if GM does it. I've heard that being done with titles. I don't know about GM. Q. Okay. So that you know, you know that some finances in fact will do that? A. Yes, yes. Q. What is your understanding of what occurs when it occurs, a collateral swap? A. This is my speculation, you understand.

0018 1 Q.

As best you can.

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A. The best I can, that they probably would take one vehicle and replace it with another without doing any other paperwork. Q. They just simply swap it on the loan? A. Yeah, swap cars and send them the new car number and that is it. Q. Okay. The post-it note that you hand wrote out here? A. Uh-huh. Q. What is the 30,552.10 number referring to in that note? A. I don't know. Q. No recollection now? A. Unless I misadded because it has got two different numbers, but the same bottom line. So I'm guessing that I must have rechecked it or something. I don't -- I don't recall. Q. What is the 1022. slash referring to? A. That looks like a tax. Q. And the 19.25? A. That would be the title and fees. Q. License plate, temporary tag, that

0019 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20

sort of thing? A. Yeah, yes. Q. When someone trades in an old vehicle and they get a new vehicle, they can transfer the plates over to the new one; right? A. Normally, unless it was a leased vehicle. Then they can't do that. Q. Right, because they don't own it? A. Right. Q. They had to own it, then they can; right? A. Yes, normally. It is normal practice of the dealership, though, to issue a 30-day tag and go from there. We leave it up to the customer to decide about the usual time length. Q. Do you remember what occurred here? A. I can't recall. Q. Okay. The next page? A. Yes.

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Q. Which is numbered as 13. A. Yes. Q. Any of that handwriting that is on there in your name or by you I mean? A. No handwriting, no.

0020 1 2 3 4 5 6 or 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Q. Okay. The information that appears on here, did you input any of that into the computer system, the type written stuff? A. I have typed this form out I think, but I don't know that I put it out in there. It could have already been put in by [Pontiac sales manager] whoever before. Q. Okay. When you say you typed it out, then what did you type? A. By every order, which is what this is. Q. You said some of it might have been put in by him? A. Okay. They could have input it in the computer, but as far as type it out, I think I have typed it out. Q. You generated it? A. Yes, I think. Q. Got you. You would have done that when? A. That same day, 14th. Q. He told you he wanted you to try to get it set up on the same finance APR rate as the first one was; right? A. He was trying to help the customer

0021 1 2 3 4 5 6 7 8 9 10

out here and get them the same rate as what they had before. Q. So that is yes? A. Yes. Q. He told you to try to get it set up on the same rate? A. To try to help them, right. Q. You apparently made some agreement to get this done and couldn't do it? A. Correct.

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Q. What happened when you decided that you couldn't get it done and when this document was created with regard to financing? A. I'm not sure I understand what you mean. Q. Did you just find out what the going rate was going to be and go ahead and do the paper up that way? A. He forwarded the going rate. He said it is 2.9 now. It was .09 way back when they bought the original vehicle and was going to see if there was any way possible to get them this current -- that rate back then. And that is what I was trying. Q. Could it have been the zero rate,

0022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

original .9, when this one came about in November? A. I don't recall what the rates were back then to be honest. Q. But anyway we don't have the original rate? A. I could not do it, right. Q. So you just proceeded to write up the new paperwork with the new rate? A. Well, I believe if I'm not mistaken, he went back and talked to the customer and told them that he was not able to get that. Q. What makes you think that? A. Well, because he left after that and went over to see what he could get done with the customer. Q. What do you mean? A. He walked back over to the customer and talked to the customer for a while I believe. Q. They were there when you were trying to get the financing done? A. No. He -- they may not have been there at that time because it was sometime later when he come back over. So maybe they weren't there. I don't know.

0023 1 Q.

Okay.

You don't know whether or not

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he might have brought the paperwork over there earlier for you to check, then they weren't there yet, but when he got it, he did come back over to you. What time of day did you start on this when he gave it to you and said try to get this done? A. I believe it was early afternoon probably. Q. Okay. When did -- about how long did it take before you got to the point where you figured you are not going to be able to get the original rate and so you were going to do it up at the new rate? A. Probably I would say after an hour probably between -- you know, sometimes I had to wait for people and was on hold for a while and ran around back and forth so -Q. Did you call them or did you then go over to tell him in the office I can't get that? What do you want me to do? Or did you just go ahead and do it up at the rates that they were, that you could get? A. I think I did page him to come back over. Q. And did he?

0024 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20

A. Yes. Q. And did you then tell him? A. Yes. I told him there was nothing I could do about it. Q. What occurred next? A. Then he took the deal back and left. Q. Back to his office? A. Yes. Q. And you don't know whether he talked to them or he just went back to his office? A. I don't know, correct. I don't know what happened then. Q. And this would have been about 2:30, 3:00? A. I wish I could tell you. I don't recall. I mean it was early afternoon, somewhere in there. Q. Somewhere in the early afternoon? A. Yes. Q. All right. What is the next thing

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that occurred and about how much later does it occur? A. It was some time later and I don't know if it was an hour or two hours later. He come back over. He said can you do me a favor.

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I said sure. What do you need? He says I have a customer that I'm -- that are having a hard time. I'm trying -- I'm having a hard time explaining this to them. And I said -- he said I could use your help. I said that is fine. I said I have a customer here. I said I will take them in the lounge and we will bring your customers in. So that is what he did. They were waiting to hear back from the financing, my other customers were anyway. So it worked out. So I put them in the lounge. He brought [Consumer 1 and Consumer 2] over. Q. To your office? A. To my office, yes. Q. You are at the dealership? A. Yes. Q. Door open, door closed? A. I don't know how it initially started out, but we did eventually close the door, yes. Q. Okay. And who was in the office? A. Me, [Consumer 1 and Consumer 2]. Q. And anyone else? A. [Pontiac sales manager] probably was there at first. Q. Okay. Tell me as best you can

0026 1 2 3 4 5 6 7 8 9 10 11

recall everything that occurred in that meeting in the order that it occurred in. Who said what? What did you -A. Best I can recall [Pontiac sales manager] again tried to explain them that we were not able to get that rate, the 2.9 -- I mean the .90, but we do have 2.9. And we pulled it up on the screen what the payments were. Q. Wait a minute. You said we. Does that mean you and [Pontiac sales manager] both got on the computer?

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12 A. No. I pulled up the deal on my -13 sorry -- on my computer. [Pontiac sales manager] was standing at 14 the right end of my desk and they were right 15 across from me at my desk. 16 Q. Okay. 17 A. Okay. 18 Q. And what way -- in the sequence of 19 things where you have got the room, you got your 20 desk, you're behind the desk. They are across on 21 the other side of the desk and [Pontiac sales manager] is standing 22 at one end of the desk. Where is the door to 23 enter the room? 24 A. On the -- to the side of them. 25 Q. Okay. So between where they are

0027 1 seated and where [Pontiac sales manager] is standing? 2 A. No. It is open. He is off to the 3 side. They can walk straight out the door. 4 Q. All right. So -5 A. The door is beside them. 6 Q. Wall is behind [Pontiac sales manager]? 7 A. No. 8 Q. He stood at the corner of your desk? 9 A. Pretend like the door is there 10 (indicating). [Pontiac sales manager] was right here (indicating). 11 They are sitting right where they are right now. 12 They could walk right out that door. 13 Q. Okay. All right. So the door is 14 immediately to go along the wall to their left as 15 they are sitting in front of your desk? 16 A. Correct, right. 17 Q. And [Pontiac sales manager] is standing at the end of 18 your desk and so the door is immediately to his 19 right? 20 A. Correct. And right in behind him a 21 little bit. 22 Q. Okay. So you pull up something on 23 your computer? 24 A. Correct. 25 Q. What happened? Who said what? Who

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does what? A. Best I can recall they were not happy with the 2.9. They still felt they should get .90. Q. Do you remember any specifics? A. In the -- I don't know. I do remember [Consumer 1] being upset. A couple times she left the room. Q. Did she tell you why? A. She felt that was wrong. That they should get the .09. Q. So what occurred next? A. We just explained to them what GM had told us. That they were buying back this vehicle and you could buy anything you wanted and if you wanted to buy a new Montana I believe it was, that they had to use the going rates now. I mean you can buy a Chrysler, you can buy a Ford, anything else. Q. Do you remember the response that either of them gave to that? A. Well, they weren't real happy. And Andy was -- he was more relaxed I guess than [Consumer 1]. She left that I recall four or five times out of my office. Left for a little bit,

0029 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18

then she would come back. Q. Do you remember any specific responses that either of them gave to you that -A. I don't remember the response. She was just irate, but that is all I can tell you. Q. You don't remember any specifics said by them? A. No. Q. All right. What occurred next in the process then? A. Well, after some time she settled down a little bit and we discussed it some more and again we tried to explain to them as a dealership, we want them to be happy. I told him I really would rather you not do this right now because they weren't a happy customer and we do not want that. Q. Rather them not do what?

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A. Not sign the paperwork and not do this. Don't buy this car right now. Think about it and then make sure that is what you want to do. Q. Did you tell them that? A. Yes. Q. Okay. And what was their reaction

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to that? A. Well, at one point she was going to do that. She was going to say -- I'm not signing anything and she did say that now that I think about it, I'm not signing anything. Q. Did she say that more than once? A. Possibly, I don't recall. Q. Okay. What did you say in response? A. That was fine. We understood. I mean we wanted her happy and, unfortunately, we couldn't get what she wanted and we were kind of between a rock and a hard spot. Q. What occurred next? What occurred next? A. At one point we just told them that we will -- I mean we had loaned them a car I mean. Q. Loaned them a car? A. Yes. Q. Do you remember what kind of car? A. I don't recall. Q. Okay. A. We loaned them a car. Q. Who loaned them a car? A. I believe [Pontiac sales manager] did.

0031 1 2 3 4 5 6 7 8 9

Q. You delivered the car to use? A. In the meantime to get this all worked out with GM. Q. Okay. Do you know how long they had been loaned this car? A. I do not. Q. You don't remember anything at all about the car? A. No, I was involved just like I told

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you. So I don't recall anything before that. Q. Where did you hear that they were loaned a car? A. He told me right then. He was in the office and he told me that he said we can. I said we will get a lot man to talk to them, whatever we need to do to give you some type of thing. Q. [Pontiac sales manager] said that? A. [Pontiac sales manager] said -- yes, he said he would get a lot man to take him. Q. Do you remember anything else he said? A. I think she -- [Consumer 1] said that they wanted to take this vehicle home, whatever she was driving at the time. She wanted to take that

0032 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

home. Q. Do you remember anything else that was said? A. He said I can't let you take a loaner car if you decide you don't want to buy this car or some other car here from us. Q. Do you remember anything else that was said? A. And she just didn't say nothing. Then she just went over and started signing the paperwork and wanted copies of everything, which we did do. Q. Do you remember anything else that was said or done? A. No, not much after that. Q. So what arrived then after -- what occurred next then in the process? A. They left my office and went back over to Pontiac to do the delivery on her. Q. She signed the paperwork? A. Yes. Q. She stood up? A. Oh, they did have me go out to the copy machine and make copies of everything there, yes, sir.

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Q. There you go. Anything else? A. No. Q. They signed all the paperwork? A. Uh-huh. Q. And then you made copies, gathered them together I assume? A. Oh, yeah, one -- she went through each copy to make sure she had copies of every form that I had, one by one. Q. And in your experience is that sort of unusual? A. Very unusual, never had that happen in 26 years. Q. Where a customer is so upset that they make sure they got a copy of everything they have signed? A. Right. Q. Yes? A. Yes. Q. You have never had that happen in 26 years? A. Never. Q. Okay. And you have been in the business so to speak, retail sales of motor vehicles 26 years?

0034 1 A. Correct. 2 Q. All right. So what happened next 3 after you had gone through and compared and made 4 sure that there is a copy of everything there in 5 the stack? 6 A. For the client, for the customer, 7 that is when they -- they left the office. [Pontiac sales manager] 8 took them back over here and from there I really 9 don't know what. 10 Q. You made them the copies and told 11 them -- you put in the information for them? 12 A. I think she took all the copies. I 13 think then once she got them in her hand she 14 never let them down. She had them. 15 Q. What occurred next then? 16 A. Then they left my office and went 17 back over here. 18 Q. Was [Pontiac sales manager] present in your office

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at the time the papers were being signed? A. I believe so, but I don't recall. Q. At what point in this process did the door get closed? A. It was closed and opened numerous times when she was going in and out. Q. At what point did it get closed for

0035 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

the first time? A. Probably when the voices got pretty high and I got the customer out in the lounge so I probably got up and closed it myself. Q. Who was the customer that was out in the room? A. I don't recall. That has been months ago. I don't recall. Q. Never saw that customer again? A. I think I delivered him, but I just don't recall which one it would have been. Q. Did you have any deliveries that day? A. Yes, I had five. Q. On that same day? A. I think I had five that same day because I even remember saying that bad timing here. I got a bunch of deliveries. Q. When the paperwork finally gets signed and they leave your office, about what time is it when that occurs? Dusk? A. No, I think it was -Q. Close to closing? A. No. I don't think it was that late. Q. Dinner hour? A. Probably right around there, you

0036 1 2 3 4 5 6 7 8 9

know, 5:00, 6:00 o'clock I'm guessing. Q. Anything else at all that you can remember about that? About the events that occurred that date? A. Nothing that I can recall, nothing stands out. Q. Is there anything unusual about the events that occurred that date other than the -in your experience, other than the customer going

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through the paperwork with you to be certain they got a copy of every single document? A. Well, I think it would be very unusual to -- that she was that upset. And as I said, [Consumer 2] was really -- I mean he probably was upset, but not near that upset. But she -- I have never had a customer walking in and out of my door like that. That would be unusual. Q. And your recollection of the reason that they were upset is because they couldn't get the interest rate that they had on the first car? A. Correct. One other and I think it also had to do with the interest rate, also had a direct impact on the payment which was higher than the first one and that was an issue with them. I do remember that now.

0037 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Q. Do you remember anything at all about that, what was said? What remarks were made, whatever? A. Well, I don't think they understood how that would be. Q. What do you mean? A. Well, how the payment would be higher than the first time. Q. What did you do to help them understand that? A. Tried to explain to them the differences in the -- in the two deals. This van actually happened to be a lower price I think than the first van. And on the first van they also had a warranty and they had life insurance on the first van. This one, the payment was a lot higher and I don't recall how much it was, but with those same items it was up there a ways, maybe $50 higher. So I also discussed with them, now, you can get that thing back down and the big difference was one, is the rate, the interest rate was different. It was now 2.9, first it was .90. That was probably about $900 difference in financial charges there. Then the other difference was that the first van he had 16,000

0038

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down. Now they had 13,267 I think it was down. So we had a lower down payment than what you had on the original one. So what we ended up doing is we went through and looked at the warranty and this time we didn't do a warranty. Q. Just a second before you go into that, could you explain to me those differences? A. Yes, yes. Q. Do you remember anything they said in response? A. I don't know if they still fully comprehended. They did go along with it. Okay, yeah, but I don't know if they completely as much as I tried to go through it, but that was the differences I explained to them, too. Q. Was your impression basically they just simply didn't understand how it got to where it is? A. I think Andy did. I think [Consumer 1] was just too upset to understand that stuff right at that point. Q. Okay. All right. So you said you started talking about taking things out of the deal?

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A. Well, out of the new one. The old deal would make the payment closer. Q. Tell me as best you can recall. A. So he went over that. We also went over life and disability coverage at this time. We did not do life or disability. Before they had life coverage. They did not do that with that one and we dropped the warranty out so they didn't have that on this one. And that put us -if I recall, about five dollars difference on a monthly payment, still five higher than what the original was. Q. So those were not put into the deal? A. The second deal, correct. Q. On the second deal they were never put into it in the first place? A. Right, right. Q. Okay. A. We reviewed those options with them,

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but to keep the payment down to where they wanted to be, that is what we ended up -- she ended up optioning to take those out to keep the payment close. Q. Do you remember anything else? A. No.

0040 1 2 your 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Q. Okay. Did you have any other dealings with [Consumer 1 and Consumer 2] after they left office? A. No. Q. Never spoke with them again? A. No. Q. And never left any messages for them or vice versa? A. Not that I recall, no. Q. All right. On what is page two there of this packet and don't lose your place because we will come back to it, but what is page two of the packet, the deal jacket. A. Uh-huh. Q. Underneath there where it says dealer and it has cancelled. Cancel what? A. I'm assuming it is where we cancelled their previous warranty and their previous life policy that he had on the first deal. Q. Well, that would have been done in the normal cancellation the first time around; right? A. Right. I was probably explaining it to them and I wrote it down as I was talking I

0041 1 2 3 4 5 6 7 8 9

would guess. Q. As you were talking -A. I don't really recall why it is there, but I'm guessing that is when I was telling them how we would do that. Q. You don't remember why you wrote what you wrote there; correct? A. No, I don't. Q. All right. Do you remember anywhere

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along the way in that conversation [Consumer 2 or Consumer 1] specifically saying anything at about we're supposed to have the same loan here. Why are we getting a new one or anything like that? A. I don't -- I can't tell you positively. I would guess so, but I don't recall. Q. You think they may have said that? A. Yeah. I think that is what they wanted to get. And that is why I went through and explained to them what GM had told me that this -- this was a buy back. They bought it back and they are telling me that you can go and buy anything, but if you are going to buy a GM product now, you go with whatever the current GM

0042 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

rates are. I mean we wanted to help them. We are trying to do everything to satisfy the customer. Q. Do you remember anything at all being said by either [Consumer 2] or [Consumer 1] about the fact that the old loan is supposed to be on the new car, the replacement we are getting? Anything like that? A. I can't say for sure that I heard that, no. Q. So they may have, may not have? A. Yes, they may have. I just don't recall that. Q. Okay. Do you remember anything being said to them that they -- about they could not take that car or they -- or the dealership would call the police? Remember anything like that? A. No. Q. Never heard the word police mentioned during the entire conversation? A. No. Q. Okay. As you understood the way the deal occurred when you finished up all the F&I paperwork here, [Consumer 1 and Consumer 2] had to end

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up paying money to get this vehicle, right, the replacement one? A. They had to end -- you mean paying more on a payment than they originally were paying? Q. Yes. They got a whole new loan; right? A. Yes, whole new loan started. I mean it's really explained the best -- the way GM explained it to me is they bought back that car. It's done. Now that they are going to purchase something else, whatever it may be. Q. Which of the people that you spoke with at General Motors said that to you? A. One of these three, but I can't tell you which one because I said I was passed around so many times and I just wrote down the name as they introduced themselves or they said this is who I'm talking to. But I remember they were all ladies. I don't remember talking to any guys. Q. Do you remember whether or not [Consumer 1 or Consumer 2] ever stated anything to you about the fact that that first loan was not paid off. That first loan is what we are supposed to have on this second bid, anything like that?

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A. I'm sorry. Could you repeat that? I want to make sure I am hearing you. Q. Do you remember [Consumer 1 or Consumer 2] ever saying anything at all to you in conversations about the fact that this first loan was not supposed to have been paid off? A. No. Q. Okay. Do you remember the word repo ever coming up during the -- that meeting? A. No. Q. All right. I assume if that word had come up, you would remember it because I'm sure it is not one you use all the time? A. It wouldn't be one you hear a lot in our conversation. Q. Right. And the police, that's also not a word you would use all the time; right? A. Not.

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Q. Not the customer any way? A. Correct. Q. Going onto what is page 14, you didn't sign any of this on the bottom; right? A. No. Q. But you did print this off; right? A. I would believe so. See, originally

0045 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

just so you -- and this is why I can't remember now. Q. Go ahead. A. [Pontiac sales manager] made -- he had all of this deal. He was going to do the delivery. So he may have already had all of this printed up and he brought it all over to me to sign. I can't recall exactly how that went. Because originally that I wasn't supposed to be doing this delivery. I just helped them out with -- the customer was upset and he needed someone else to be involved. So that is why I got involved. Q. You don't recall if -A. I don't recall if I typed it out or if he already had it typed out and I just had them go, you know, worked with them to get it signed. Q. Page 16, any of that in your handwriting? A. Yes. Q. What? A. Under the insurance agency, that information, the insurance carrier and my name is signed at the bottom base line from half the page down. It is my writing.

0046 1 2 3 4 5 6 7 8 9

Q. This was not a spot delivery when you did this one; right? A. In the sense that [Pontiac sales manager] knew they were coming in, no. In the sense that I didn't know anything about it, it was for me because I didn't know they were going to. Q. I'm not asking you in the sense of when you knew or what you knew. A. Okay.

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Q. But in terms of financing, it had been approved? A. No, it was already approved. Q. It was not a spot delivery? A. No, it was not a spot delivery, correct. Q. And other than what you heard [Pontiac sales manager] basically say in your room in your presence, you don't know what, if anything, he ever really said to [Consumer 2] or [Consumer 1]? A. Correct. Q. Page 17, is this one of the documents you had her sign? A. Yes. Q. Page 18, is that one of the documents you had her sign?

0047 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

A. Yes. Q. Page 19, is that one of the documents you had her sign? A. Yes. Q. And you actually signed that one, too; right? A. Yes, I did. Q. Did you fill this one out? Did you print off this form? A. Again, I can't tell you for sure. It may have already been printed, but I was the one that witnessed her signature so I would have signed that. Q. Okay. What did you do to determine if -- well, did you ever actually go out and look at the 2002 Pontiac Montana vehicle identification number that is indicated on this page 19? A. No, I did not. Q. Do you even know whether or not this was there on the dealership lot at the time they are sitting there signing these papers in your office? Did you know that at the time? A. No, I did not know. Q. Didn't know?

0048

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A. I know they got to the dealership, but I don't really know. Q. Page 20, is that one of the documents you had her sign? A. Yes. Q. Page 21, is this a document that you had the two of them sign? A. Yes. Q. Where did you get the information that was placed on here? A. Should have been from a previous application. Q. Basically did you just copy over the old information? A. Yes, I'm sure they were. Q. From their prior credit app? A. Yes. Q. And page -- by the way, is that your handwriting on page 21 anywhere? A. Yes, yes. Q. This is all your handwriting here (indicating)? A. Yes. Q. Other than the signature at the bottom; right?

0049 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

A. Correct. Q. Okay. And page 22, is this one of the forms that you would have had her sign? A. I believe so, yes. Q. After all the paperwork is signed off on, you take your copies of them so to speak and put them in the deal jacket; right? A. Correct. Q. And then you send that over to the business office? A. Yes. Q. For them to process it from there; right? A. Right. Q. Okay. And that would be when [Bookkeeper 1] signed off on this after she got the file; correct? A. Correct. Q. All right. So at the time that

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[Consumer 1] signs this, [Bookkeeper 1] isn't standing in your office; right? A. No. Q. Never is; right? A. No. Q. That is just the way the dealership

0050 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

works; right? A. Correct. Q. So this affidavit where it says sworn to before me, that is not really correct, right, because she wasn't in the room? A. She wasn't there, right. Q. Right? A. Correct. Q. That is just the way the dealership does it; right? A. From my knowledge. Q. Okay. And do you recall any circumstance in your years here at the dealership where an application for title was actually signed by the customer with [Bookkeeper 1] standing in the room watching it being signed? A. No. Q. Or where any of the title department people who process the title were standing in the room watching the customer sign? A. I wouldn't believe so, no. Q. Okay. It is not the way the dealer does it; right? A. Uh-huh. Q. Yes.

0051 1 2 3 4 5 6 7 8 9 10

A. I don't know of any dealer that does it that way. Q. This dealer doesn't do it that way; right? A. Correct. Q. I can tell you where there is one, but we will go on. A. It would have to be an awful small dealership. Q. It is the last one I went through

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this series of questions with. A. Okay. Q. The next one, page 23, that is another one of the forms that you had them sign? A. Yes, yes. Q. Okay. And page 24, is that another one of the forms you had her sign? A. Yes. Q. Actually, I don't understand why you had them sign this if it really isn't a spot delivery because financing was in fact approved. Is that just because this is part of the normal process? A. Correct. Q. Okay. You just always have this

0052 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

signed? A. I do, yes. Q. Even if it is not a spot delivery? A. Yes, sir. Q. And page 25, you had her sign that, too? A. Yes, correct. Q. Page 26, you had her sign that, too? A. Yes. Q. Okay. This is in your office, again, that she signed this along with all these others; right? A. Yes, sir. Q. This is another one of the documents that [Bookkeeper 1] notarizes later; correct? A. Uh-huh. Q. So [Bookkeeper 1] was not in your office when [Consumer 1] signed this one either? A. No, sir. Q. Do you remember anything at all about page 27? A. No, sir. Just the approval from GMAC, but I don't remember anything about it. Q. When the approval comes in from GMAC in the normal course of things, does it come in

0053 1 by way of fax?

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A. Yes. Q. And when it comes in on the fax machine, is the approval imprinted, approval on the top, sent over with the day and time? A. Normally. Sometimes it doesn't come through. A lot of times the fax is jammed or something goes wrong. So we will call them up and get the information over the phone like they may say they are in the S tier and, you know, what to do from there. Q. Then they will send it to you later? A. Then they eventually send it to you later. Q. It will come across the fax? A. Correct. Q. Did it get printed right with that? A. As long as you have got it before it goes down to GMAC, you are okay. So it might have come in the next day. Probably did, yes, sir. Q. Machine might have been jammed up on the 14th? A. It happens a lot. Q. Okay. Did you actually do the

0054 1 credit approval request for GMAC? 2 A. I don't believe so. I think that 3 was already done without me. 4 Q. By who? 5 A. I would guess with either [Pontiac sales manager] 6 or [Name]. 7 Q. Anyone give you any indication why 8 they chose to have the paperwork signed off on 9 the 14th and the deal done then as -10 A. I called. It was because the 11 customer wanted to come in then, but I don't 12 really know. No, no indication. 13 Q. All you know is that early in the 14 afternoon that day [Pontiac sales manager] walks up and brings 15 you into the deal? 16 A. Right, correct. 17 Q. Do you know what the tier rating S 18 means? 19 A. S is the top tier level that they

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have, GMAC has. Q. Do you know what the dealer reserve was on this deal? A. No, no matter what the tier level is, it's a flat rate whether it would have been .90 or 2.90, it is usually $100.

0055 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Q. 2.9? A. It was $100. .90 is still $100. It doesn't vary. Q. You never even saw page 28, right, before now anyway? A. No. Q. Which means page 29, you didn't see that either before now; right? A. No. Q. That is part of what [Bookkeeper 1] would do in her processing of the title and paperwork and such? A. Correct. Q. You never saw page 30 either; right? A. Correct. Q. That is all done after the fact by [Bookkeeper 1] and whoever is in the business office? A. That's correct. Q. Page 31. A. Uh-huh. Q. Upper right-hand says mailed out November 19? A. Uh-huh. Q. Is that your handwriting?

0056 1 2 3 4 5 6 7 8 9 10

A. No. Q. Any idea what that relates to? A. I'm assuming that that means they mailed out the title November the 19th to the customer. Q. This title? A. I'm sorry? Q. The original of that title or you mean a copy memo? A. A copy, memo copy, yeah.

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11 12 13 14 15 16 17 18 19 20 21 22 23 24 36 25

Q. Memo title? A. Original would have went to GMAC. Q. All right. And page 32, just the reverse side of the title; right? A. Right. Q. You have seen that form before? You know what it is? A. Right. Q. All right. Let's skip page 33 and 34. Taking you to what is page 36, though, and at any point along the way in dealing with [Consumer 1 and Consumer 2] or doing the work that you were doing in that time frame last November for [Pontiac sales manager] or with him, did you see this page ? A. If I did, I don't recall it.

0057 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Q. All right. Do you recognize the handwriting that appears on there, the check number? A. No. Q. And check number? A. No. Q. On page 37, did you ever see that before? A. No. Q. You have seen [Pontiac sales manager]'s signature before; right? A. I'm sure I have, but I don't -- I wouldn't recognize it. Q. You wouldn't? A. No. Q. Page 38, is that one of the forms that she signed with you that day, the 14th? A. I don't think so, no. I don't remember seeing this. Q. You don't remember this at all? A. No. This is not one of mine. Q. All right. On page 39? A. Same thing. I don't recall it. Q. Don't remember that? A. No.

0058

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Q. Skip the next page and go to 41, if you would. A. Uh-huh. Q. Any of the handwritten information on there your handwriting? A. No, sir. Q. Ever see this form before? A. Not that I recall. Q. The next page, ever see that form before? A. Not that I recall. Q. Page 43, ever see that form before? A. Not that I recall. Q. Page 44, ever see that form before? A. Again, not that I recall. Q. Page 45, ever see that form before? A. Not that I recall. Q. And page 46, ever see that form before? A. No. Q. Do you recall ever having told a customer that if they didn't do something, that you were requesting them to do that you would call the police? A. No, sir.

0059 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

Q. Did you ever recall ever hearing anyone at the dealership ever say that kind of remark to a customer in your presence? A. No, sir. Q. Ever heard the phrase yo-yo in a car dealer sense? A. No, sir. Q. Okay. Is there anybody who you spoke with after that date of November 14, 2001, about what happened that day? A. Other than maybe [Comptroller] who I said I wish I would have never been involved with this, but that is about the only one I can ever think of. Q. He is the only other one that you have talked to? A. Yes. Q. And when was that, do you know? A. I believe when I found out I needed

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to go through this procedure. I don't remember what the date was. Q. Very, very recently? A. Recently, yeah. Q. Within the last week or two? A. Yeah, because I was just trying to

0060 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

help out and now we are into this. Q. And what is it that you asked and what is it you said? A. I think I brought it up and he brought up that we had to be here on this date. I think he sent an E-mail out on something on it and I mentioned to him that I wish I wouldn't have gotten involved in that. Q. Did you just E-mail a response or did you -A. No. I just told him that. Q. All right. And that is pretty much all you said? A. That is pretty much all I said. Q. Did you ask anything about what happened? A. No. Q. Did you tell him anything at all about what happened in the signing of this paperwork? A. Not that I recall. I don't think. I just brought up a -- just a point, I just said that to him. Q. Okay. And you just simply brought up the point about I wish I wouldn't have

0061 1 2 3 4 5 6 7 8 9 10

gotten -A. Wish I hadn't been involved, right. That's it. Q. Okay. Now, I know we have been talking a long time, but is there anything -since we are at the end of all of this. A. Yeah. Q. And we are. Is there anything that you recall from earlier questions that occurred to you along the way that you want to add because

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11 you didn't mention it at the time the question 12 was asked? 13MR. SULLIVAN: Objection. You can 14 answer, if you can. 15THE WITNESS: Okay. There is 16 nothing that I can think of, no. 17 Q. All right. What is your pay basis 18 at the dealership in the job that you do? 19 A. I guess a salary, plus commission. 20 Q. All right. For the deal that 21 occurred here in writing up the paperwork, how 22 are you compensated for that? 23 A. I don't know that I even was on this 24 one. I don't recall to be honest. Normally I do 25 special finance deals so --

0062 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Q. From the dealership's perspective who was the F&I man on that deal? A. Would have been me. Q. Okay. From the dealership's perspective who was the salesman on the deal? A. I don't recall to be honest. Q. Would that have been reflected on the sales contract in the normal process of things? A. It could have been, but sometimes salespeople are not here and I don't know. I will look here real quick and see if I can tell you. It is not listed so -Q. Where it would normally be listed? A. Right. Where salesperson is on the very bottom left. Q. Down at the bottom it is left blank? A. Yes. Possibly because it was another purchase that [Pontiac sales manager] had been handling, probably would have been him. So he might not have had a salesperson even assigned to them. Q. Did he ever give you any indication that General Motors was replacing this vehicle and that is what the deal was supposed to be all

0063 1 along?

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A. No. Q. The pay basis, you said salary plus commission? A. Uh-huh. Q. What is it? MR. SULLIVAN: Now or then? MR. BURDGE: Then. THE WITNESS: That is something I would rather not discuss to be honest. You can probably get it from the office. Q. I think you have to. MR. SULLIVAN: Well -MR. BURDGE: I promise I won't tell anyone. Okay. Unless it becomes relevant to the case. If you want to do it off the record, I don't care. MR. SULLIVAN: We will just disclose it to you later after you and I talk about it. We can give you interrogatory answer, if we can agree on it. MR. BURDGE: If we can agree on it. It's okay with me if you just send the interrogatory. You can just answer it off the record, if you want to rather than on the record.

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That is fine. Is that process okay with you if you just do it off the record as opposed to on? THE WITNESS: I would rather you guys do it. MR. SULLIVAN: As long as -THE WITNESS: Yeah. MR. BURDGE: Okay. That's all I have. Thank you very much for your time today. THE WITNESS: Okay. Sure. MR. BURDGE: Signature? MR. SULLIVAN: We will read. (Thereupon, the deposition was concluded at 2:40 o'clock p.m.) ...

0065 1 I, [EXECUTIVE MANAGER], do hereby certify that 2 the foregoing is a true and accurate

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transcription of my testimony. ... _ _ _ _ _ _ _ _ _ _ _ _ _ _ Dated _ _ _ _ _ _ _ _ _ _ _ _ _ _ ...

0066 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 25

STATE OF OHIO) COUNTY OF MONTGOMERY )SS: CERTIFICATE I, Nicol L. Bradds, a Notary Public within and for the State of Ohio, duly commissioned and qualified, DO HEREBY CERTIFY that the above-named [EXECUTIVE MANAGER], was by me first duly sworn to testify the truth, the whole truth and nothing but the truth; that said testimony was reduced to writing by me stenographically in the presence of the witness and thereafter reduced to typewriting. I FURTHER CERTIFY that I am not a relative or Attorney of either party nor in any manner interested in the event of this action. IN WITNESS WHEREOF, I have hereunto set my hand and seal of office at Dayton, Ohio, on this _ _ _ _ day of _ _ _ _ _ _ _ _, 2002. _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ NICOL L. BRADDS NOTARY PUBLIC, STATE OF OHIO My commission expires 7-19-2004 ...

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0001 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 25 0002 1 2 3 4

Deposition of Car Dealers Office Manager/Notary Public

IN THE COURT OF COMMON PLEAS MONTGOMERY COUNTY, OHIO * * * [Consumer 1], et al., Plaintiffs, vs. CASE NO. [No.] GENERAL MOTORS CORPORATION, et al., Defendants. * * * Deposition of [OFFICE MANAGER], Witness herein, called by the Plaintiffs for cross-examination pursuant to the Rules of Civil Procedure, taken before me, Nicol L. Bradds, a Notary Public in and for the State of Ohio, at [Dealer] Pontiac, [Address], on Tuesday, June 11, 2002, at 2:48 o'clock p.m. * * * ...

6 7 8 9

11 12 13 14 15 25 0003

APPEARANCES: On behalf of the Plaintiffs: Burdge Law Offices By: Ronald L. Burdge Attorney at Law 52299 Miamisburg-Centerville Road Dayton, Ohio 45459 On behalf of the Defendants: Taft, Stettinius & Hollister LLP By: Timothy C. Sullivan Attorney at Law 1800 Firstar Tower 10425 Walnut Street Cincinnati, Ohio 45202 ALSO PRESENT: [Consumer 1] [Consumer 2] * * * ...

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[OFFICE MANAGER] of lawful age, Witness herein, having been first duly cautioned and sworn, as hereinafter certified, was examined and said as follows: CROSS-EXAMINATION BY MR. BURDGE: Q.Your name? A.[Office manager]. Q.And how long have you been employed by the dealership here? A.Since 1988. Q.And from what I understand from everyone else basically you have been doing the same thing since you came here in terms of your job and everything? A.Uh-huh. Q.And what is that? A.Office manager, overseeing day-to-day office procedures, titling, bookkeeping, paper flow in the office. Q.The paper flow of the sales, transactions and titles and leases and all of the normal consumer transactions that are going on of the sales manager? A.Yes. Well, I oversee that. I don't

0004 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

actually okay on each deal. Q.All right. As part of your job of overseeing, I assume that you look at deal files and see that the paperwork is in there that is required and people process it underneath you? A.Yes, correct. Q.In the normal flow of things, does a deal file come to you first in the business department? A.Yes. Q.And then the process as it normally exists would be what? A.What do I actually do with it? Q.What does your department do? What do you and your department do? A.Okay. The first thing that I would do is would be check for any moneys that are owed on the contract, on the deals, down payments. Then I report the sales to the manufacturer, pass

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the deal on to the bookkeeper who processes the paperwork. Q.Put it into the computer? A.Yes. And she gets the title work ready to send to the accountants. Q.Who is that?

0005 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

A.That is [Bookkeeper 1]. Q.Okay. Go ahead. A.She inputs the deal into the computer. Processes the contracts and title work. And she does follow up on making sure that we get the titles sent out to the customer. Q.All right. How long have you known her? A.[Bookkeeper 1]? Q.Yeah. A.Since she started here, but I can't remember. Q.Do you know how long that has been roughly? A.Maybe four years. Q.And has she been doing the same sort of thing in your department since then? A.She started out as a cashier. And she has been working about a year and six months maybe in bookkeeping. Q.Who do you supervise? A.Both, I have a new car bookkeeper, a used car bookkeeper, the cashiers operator, warranty clerk -- warranty clerk. Q.Four people?

0006 1 2 3 4 5 6 7 8 9 10

A.It is probably about seven when you get daytime and nighttime people. Q.All right. You have got some paperwork in front of you beginning at page 35 with GMRVDC information and some specific forms and what are -- that are in there, some of which appear to have your signature on them. A.Uh-huh. Q.You're a notary; right? A.I am.

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Q.How long have you been a notary? A.1980 -- or 1998. Q.All of the notarizing of any kind that you do is done here at the dealership; right? A.Yes. Q.You are not one of those people who sometimes will do notary type things at home or in some other office? It is something to do with your job; right? A.Yes. Q.Okay. When you became a notary, I assume that you had to take a test and all the rest of that stuff that notaries do? A.Yes, I did.

0007 1 Q.What is your recollection of what 2 you had to do? Is it just an application and a 3 test? 4 A.That is correct. An application and 5 I -- I think a 20 question test at the county. 6 Q.And then I think you get some sort 7 of notary certificate or something that gets 8 filed in the county; right? 9 A.Right. 10 Q.All right. There is a notary 11 preparation booklet of sorts the different 12 counties distribute and some others distribute 13 for that matter that tell a person what it is 14 that a notary does and how they do it and what 15 they are supposed to do in order to comply with 16 the law and all of that stuff. Do you remember 17 getting such a thing? 18 A.One of the other ladies here that 19 was already a notary actually gave me her book. 20 Q.Oh, okay. All right. Good. Now, 21 in this deal here, do you remember having any 22 involvement of any kind whatsoever with the [Consumer 1 and Consumer 2] 23 transaction when the vehicle was replaced off the 24 top of your head without looking at paperwork? 25 A.Yeah. [Pontiac sales manager] brought me the 0008 1 paperwork when it came in from I guess GM. Asked 2 me to look it over, to see what he needed to have

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completed. I looked it over. I didn't see anything unusual and I gave it back to him. Q.What did you tell him? A.Just that -- that I didn't see anything unusual. That, you know, certain, you know, signatures here and there. Q.In my office we sometimes have post-it note flag type things that we stick on there that says sign here, notarize there, that sort of jazz. Do you use those? A.Mainly when we use, those they are for the [Dealers] when we need them to sign. I don't normally put them on. Q.So in house so to speak where it's being done you wouldn't normally put that on it? A.No. Q.Would you just simply tell him where that just needed to be signed where it says? A.Correct. Q.So you looked it over and gave it back to him? A.Uh-huh. Q.When was the next involvement of any

kind? A.I believe I was down -- [Consumer 1 and Consumer 2] were down in [Executive manager]'s office signing some paperwork and I went down there and I have been trying to remember, but I do not know why I went down there. But that is as far as I remember until this came up. Q.Okay. Who was in the office when you went down there besides them? A.[Executive manager]. Q.And anyone else? A.Not that I recall. Q.And what did you go there for or what did you do? A.[Executive manager] asked me a question, but I do not remember. I have been trying to remember myself, but I cannot remember why. Q.Did you sort of because he had asked you on the intercom or phone or whatever to come down for a second, he had a question or -A.Uh-huh. Q.-- or did you just happen to be

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walking down? A.No, he called me down. Q.Okay. Do you remember whether he

even told you what the question was on the phone? A.I don't. I honestly don't remember what it was about. Q.All right. But basically you popped your head in the door and answered whatever question it was? A.I assume I answered it to his satisfaction, yeah. Q.Do you remember if his door was open or closed when you did that? Did you have to knock? A.No, I think his door was open. Q.All right. Anything at all strike you as unusual about what was going on in the office at that moment? A.No. Q.Okay. And as we sit here today, you have no recollection of what in the world was even asked you? A.No. Q.Let alone what answer you gave? A.Believe me I have been going over it in my head. I can't remember. Q.What happened after that? A.Nothing until the paperwork came in

on this. Q.The lawsuit paperwork? A.Yes. Q.Okay. After the lawsuit paperwork came in, you heard about it or did you see it? A.I saw it. Q.Tell me about that? A.I believe it came in while [Comptroller] was on medical leave. Q.Okay. A.And I think I pulled it out of the mail. I had gotten some things ready. Or maybe it may have been before he left. I'm not sure, but I know it was -- he was out, you know, he had been off, been showing me things so then

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preparing for him to go -- go ahead. So I had a lot of things going through my desk that I don't normally get. Q.Okay. So either you opened it and saw it that way or he may have opened it and left it and you saw it? A.Yeah. Q.And picked it up from there? A.Yeah. Q.What did you do?

A.I don't -- I don't know if I made copies or he did. I know the packet has been in his office and I know I have moved it, you know, and I don't recall ever getting into the paperwork after that, though. Q.You don't recall it at all? A.No. Q.All right. My impression is that you are sort of answering based on what you think you probably would have done as opposed to being able to specifically recall this is what you did. A.Well, I have a lot -- I go through a lot of paperwork. I mean with all the deals and stuff so I can't remember. Q.Sure. I understand that. I understand that. All I'm asking is do you specifically recall it or are you basically and I was surmising that this is what you would have done? MR. SULLIVAN: Objection. THE WITNESS: Recall what? Q.Recall what you did with it when you saw it and you received it and everything or are you surmising this is probably what you would have done in the normal course?

MR. SULLIVAN: Same objection. What is it? Q.It being the complainant's paperwork that she was talking about having seen come in the mail. Do you understand what I'm asking? A.No, I don't. Q.Okay. What I'm asking is do you specifically recall opening the notice when it

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came in the mail? A.No, I don't. Q.Okay. Are you -- do you specifically recall if it was left for you by [Comptroller]? A.No, I don't. Q.So you are surmising that it was one of those two ways that you came across it; correct? A.Correct. Q.All right. And are you also surmising that you probably would have made copies and started distributing it to whoever you would make it to? A.Correct. Q.You don't specifically recall that as you sit here today; right?

A.No, I don't. Q.That is what I want. Thank you. A.Okay. Q.What, if any, involvement occurred after that that you can recall? A.Nothing up until this point. Q.Up until we sit down here today? A.Correct. Q.All right. Do you remember what day it was when you went to [Executive manager]'s office? of the week or date? A.No. Q.Did it appear to you that Mr. and [Consumer 1] were signing papers there with him? A.Yes. Q.Or they were there for purposes of F and I closing? A.Yes, I mean that is what it appeared to me. Q.Did you see any of the paper sitting out that looked like forms that were normal to be ready to sign? A.No, I didn't. Q.Taking a look at what is page 36, if you would, and if you will look at 36 through 46.

What

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1 (Pause in proceedings.) 2 THE WITNESS: Okay. 3 Q.Do those look like some of the 4 documents that were in the GMRVDC file that 5 [Pontiac sales manager] brought to you when it arrived and asked you 6 to look over and see if it all looked right? 7 A.Yes. 8 Q.Okay. On this first one on page 36, 9 and before we get to that, have you seen very 10 many of these RVDC files? 11 A.This would be the first one that I 12 have seen. 13 Q.Okay. Since 1988 then this is the 14 very first one you ever encountered? 15 A.Yes. 16 Q.Did you have to call anyone or talk 17 to anyone about this in deciding whether or not 18 it looked okay? 19 A.No. 20 Q.Did you look through this and feel 21 like it was basically sort of self-explanatory on 22 what needed done and everything and so you didn't 23 need -- you didn't feel a need to call GM and ask 24 what you were to do with this? 25 A.Yes. 0016 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

Q.All right. On page 36, there are two things that are handwritten. There is a check number and a check. Was that written on there when you first saw this? Do you recall? A.I don't recall. Q.Okay. Do you have any idea when those were written on there? A.No. Q.It's not in your handwriting; right? A.No, that's not mine. Q.All right. On page 37, nothing on that page is in your handwriting; correct? A.Yes. Q.Yes, I am correct or yes there is? A.Yes, there is. My handwriting is on there. Q.Okay. Where? A.The date on which the vehicle was taken possession, those numbers, the date is my

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handwriting. State in which the vehicle is titled in Ohio, that is my handwriting. And [Pontiac sales manager], that is my handwriting. Q.There is a signature below that on the left-hand side and a date handwritten on the right-hand side. So you did that?

A.Uh-huh. Q.Whose signature is that on the dealership representative line? A.That is [Pontiac sales manager]. Q.And is that his handwriting for the deal? A.Yes. Q.Do you recall this form and what -how it came to be filled out by you? A.This was in the packet. Q.Did you fill that out before you gave the packet back to him or after you got the packet back from him? A.I don't recall whether I filled it out before or after. Q.Did you give the packet back to him the same day he gave it to you? A.Yes. Because he was in a -- he was in a hurry to get it. I mean he wanted it back right away. He didn't want it left sitting. So I gave it back to him. Q.And after some passage of time did he end up giving that packet back to you for you to finish it up? A.Yes.

Q.So to speak. A.Yes. Q.Yes. And in the course of finishing it up, so to speak, did you have to fill out some of the forms? A.I would say yes, I did. Q.Okay. Could that have been when you wrote the date down here 11-8? A.That could have been. I can't tell you for sure. Q.The first page that we looked at is a letter dated October 31, 2001.

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A.Uh-huh. Q.Does the receipt josh your memory in terms of when it was that he gave the pack to you? A.No. Q.All right. The next page 38, is that your signature down at the bottom? A.That is my signature, yes. Q.And would you have filled this out or signed this down at the bottom after the pack was returned to you by [Pontiac sales manager]? A.I would say yes, because I would not have notarized it without [Consumer 1]'s signature

on there. Q.Signature is there on this? A.I would not have notarized it beforehand. I would not have notarized it beforehand. Q.I would hope not. They only did that at Enron. The consumer signature line on here, though, that was already signed when you got the packet? A.It would have been, yes, because I would not have signed it before. Q.All right. Did you see her sign that? A.I did not. Q.Okay. So you don't know whether that is really her signature or not. You were just trusting [Pontiac sales manager] when he returned the packet to you? A.Correct. Q.Is that the way you would normally notarize things here at the dealership? A.Yes. Q.You wouldn't require the actual person to be standing there in front of you or you to be in their presence when you signed it then?

A.Correct. Q.Is that just the way the dealership does it? A.Yes. Q.Okay. Going on to what is page 39,

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6 actually I think that is a second copy. Did they 7 require two of these forms, do you recall? 8 A.I don't recall. 9 Q.Okay. You don't remember if you 10 signed twice, notarized twice? 11 A.No, I don't. 12 Q.All right. Do you remember when 13 the -- turning the page over to what is page 40, 14 when the file is returned to you by [Pontiac sales manager], 15 was this document in there? 16 A.If this is on the vehicle that they 17 were purchasing, no, it would not have been in 18 there. Because we wouldn't have gotten it back 19 until after she had applied for the plates. 20 Q.Well, I believe this VIN number on 21 here indicates it is for the vehicle they were 22 turning in? 23 A.Turning in. 24 Q.The only one that was going to be 25 replaced by the new one -- not the new one -0021 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

A.It could have been in there. I don't know. Q.All right. Page 41, any of that in your handwriting? A.No. Q.And you were not present when it was filled out; right? A.No. Q.Page 42, there is a dollar number written in a blank line there. There is a dollar sign, a blank line with 16,930.55. Is that your handwriting? A.No, that is not. Q.Do you know where that came from? A.No, I don't. Q.Or who wrote it? A.No. Q.Do you recall that form specifically? A.Specifically seeing it, yes. I mean I do recall seeing it. Q.At that time? A.In with the packet of papers that I received from [Pontiac sales manager], yes.

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Q.Okay.

What makes you recall that

form as opposed to just generally remembering the form? A.Well, I mean it is just -- it is part of the packet that was there. I just -Q.Okay. But it doesn't stand out in your mind as something you distinctly recall separate from the other. It's just one of the ones you saw? A.Yeah. Q.Okay. Page 43, did you have anything to do with that one and the processing of the RVDC packet through the dealership? A.Only for the fact that he gave me the packet to handle. Q.Was the box already checked when you got it or do you remember? A.I don't remember. Q.On this page 44, the repurchase facilitator of the dealership here; right? A.Yes. Q.And is it your understanding that basically this is like the instruction sheet on the things that are supposed to be enclosed in here so you are for sure you are doing everything you are supposed to do?

A.Yes. Q.Anyone ever give you any instructions or guidance or have you ever seen any instructions or guidance on how to process an RVDC replacement? A.No. Q.Or an RVDC repurchase? A.No. Q.The data written in the upper right-hand corner is not your handwriting, is it? A.No, it's not. Q.And that would be true on page 45 as well; right? A.That's correct. Q.The information written in the middle of that page 45 where we have the handwritten notes, that is not your handwriting;

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right? A.That is correct. That is not my handwriting. Q.And you don't remember whether that was on there at the time you first saw this or not; right? A.No, I don't. Q.And on page 46, there is another

dollar amount that is written on a blank line. Do you remember whether or not that was already on there when you got the form? A.No, I don't. Q.When you received this package back, what did you do and if you don't recall specifically, then just simply tell me what you would have done and then go from there? A.Well, I don't specifically recall. So what I would have done was check the paperwork out and make sure everything that he specifically wanted was there. And then -- and then processed it. Q.What would you do to process it? A.Well, if they wanted things mailed to them, we would have gotten them all ready and mailed them out, me or myself or [Bookkeeper 1]. Q.You don't recall in this specific case whether it was you or [Bookkeeper 1] that did it, do you? A.No, I don't. Q.No one else would have done it, though? It would have been one of the two of you? A.Yes, correct.

Q.Anyone at the dealership ever admonish you on any of the policies or procedures that you have implemented or that you have been doing? In other words -- you look puzzled. Let me explain that. Has anyone in the dealership in the management capacity ever said to you don't do it that way, do it this way, with regard to what you do in your department? A.No. Q.And that would be true for the

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notarizations that you perform, too; right? A.Right. Q.Okay. Do you recall -- and I will strike that. Let me ask it this way: [Comptroller] knows that that is the way that you notarize documents; right? A.Yes. Q.[Dealer] knows that's the way you notarize documents; right? A.Yes. Q.And neither one of them have ever told you not to do it this way; right? A.Correct. Q.Does [Pontiac sales manager] know that is the way you notarize documents?

A.Yes. Q.He hasn't told you not to do it that way; correct? A.Correct. Q.Okay. And I know we are at the end of it. We have been talking and I asked a lot of questions along the way, but is there anything that you have recalled since we started about the specifics of what happened with any of the documents that you presently are involved in that you haven't told me about or that you just now remembered? MR. SULLIVAN: Objection. THE WITNESS: No. MR. BURDGE: Okay. That is all I have. MR. SULLIVAN: Okay. That is it. (Thereupon, the deposition was concluded at 3:12 o'clock p.m.) ...

I, [OFFICE MANAGER], do hereby certify that the foregoing is a true and accurate transcription of my testimony. ... _ _ _ _ _ _ _ _ _ _ _ _ _ _ Dated _ _ _ _ _ _ _ _ _ _ _ _ _ _

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...

STATE OF OHIO) COUNTY OF MONTGOMERY ) SS: CERTIFICATE I, Nicol L. Bradds, a Notary Public within and for the State of Ohio, duly commissioned and qualified, DO HEREBY CERTIFY that the above-named [OFFICE MANAGER], was by me first duly sworn to testify the truth, the whole truth and nothing but the truth; that said testimony was reduced to writing by me stenographically in the presence of the witness and thereafter reduced to typewriting. I FURTHER CERTIFY that I am not a relative or Attorney of either party nor in any manner interested in the event of this action. IN WITNESS WHEREOF, I have hereunto set my hand and seal of office at Dayton, Ohio, on this _ _ _ _ day of _ _ _ _ _ _ _ _, 2002. _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ NICOL L. BRADDS NOTARY PUBLIC, STATE OF OHIO My commission expires 7-19-2004

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8.6

Deposition of Car Dealers Sales Manager

0001 1 IN THE COURT OF COMMON PLEAS 2 MONTGOMERY COUNTY, OHIO 3 * * * 4 [Consumer 1], et al., 5 Plaintiffs, 6 vs.CASE NO. [No.] 7 GENERAL MOTORS 8 CORPORATION, et al., 9 Defendants. 10 * * * 11 Deposition of [PONTIAC SALES MANAGER], Witness 12 herein, called by the Plaintiffs for 13 cross-examination pursuant to the Rules of Civil 14 Procedure, taken before me, Kimberly C. Causlin, 15 a Notary Public in and for the State of Ohio, at 16 the offices of Burdge Law Office, 2299 17 Miamisburg-Centerville Road, Dayton, Ohio, on 18 Thursday, the 14th day of November, 2002, at 4:05 19 o'clock p.m. 20 * * * 21 ... 25

0002 1 APPEARANCES: 2 On behalf of the Plaintiffs: 3 Burdge Law Office 4 By: Ronald L. Burdge Attorney at Law 5 2299 Miamisburg-Centerville Road Dayton, Ohio 45429 6 On behalf of the Defendants: 7 Taft, Stettinius & Hollister 8 By: Timothy C. Sullivan 9 Attorney at Law 1800 Firstar Tower 10 425 Walnut Street Cincinnati, Ohio 45202 11 ALSO PRESENT: 12 [Consumer 1] 13 [Consumer 2] 14 * * * 15 ...

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0003 1 [PONTIAC SALES MANAGER] 2 of lawful age, Witness herein, having been first 3 duly cautioned and sworn, as hereinafter 4 certified, was examined and said as follows: 5 CROSS-EXAMINATION 6 BY MR. BURDGE: 7 Q.[Pontiac sales manager], would you tell me what 8 your name is and your address? 9 A.My name is [Pontiac sales manager]. [Address] 10 [Address] 11 Q.Do you have the spelling on that? 12 A.[Address]. 13 Q.Okay. Tell me everything you did to 14 prepare for the deposition today. I don't want 15 to know what you said to your attorney or what 16 your attorney said to you though. 17 A.It's been quite some time since the 18 deal. I reviewed the deal and some of the 19 paperwork and things like that. Other than that, 20 that's all I did. 21 Q.The final deal? 22 A.Yes. 23 Q.Did you talk to the people there at 24 the dealership who had their deposition taken? 25 A.No.

0004 1 Q.Did you have a chance to read the 2 depositions? 3 A.No. 4 Q.Did you ever see the depositions 5 that have been printed up in the case? 6 A.No. 7 Q.You did have a chance, but you 8 didn't? During the time that I ask you any 9 questions at all, I don't want you to tell me 10 anything you said to him or he said to you with 11 respect to any of the questions. 12 A.Okay. 13 Q.Okay. Also when I'm asking any 14 questions, if anything isn't real clear to you 15 when I ask it, tell me so I can ask it in a way

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that you understand, okay? A.Okay. Q.You're not on any kind of cold medication or anything like that that would make it difficult for you to remember anything, are you? A.No. Q.One of the rules that we have is you need to say yes or no, an oral response as opposed to shaking or nodding of heads because

0005 1 she tries to type down a nod or shook his head 2 right to left or whatever, okay? 3 A.Okay. Yes. 4 Q.Okay. 5 A.I said okay. 6 Q.It's a bad habit to break and I 7 know, so I'll take my time going through this. 8 Now what I would like for you to do, if you 9 would, would be to tell me as best as you can 10 recall everything that happened in the 11 replacement vehicle transaction with 12 [Consumer 1 and Consumer 2]. 13 MR. SULLIVAN: I'll object to the 14 form. Don't answer that. 15 Q.From the beginning to the end, as 16 best as you can recall. 17 MR. SULLIVAN: Object to the form of 18 the question. You are going to have to ask 19 questions and then have him answer so I have a 20 chance to object to testimony. 21 MR. BURDGE: I understand. 22 MR. SULLIVAN: There's no way you 23 can have a deposition and ask tell me everything 24 that happened. 25 MR. BURDGE: Sure there is. That's

0006 1 the whole idea of avoiding interrogatories. 2 Q.You'll hear questions like that, 3 that's lawyer stuff. Unless he tells you not to 4 answer though, you're still supposed to answer. 5 MR. SULLIVAN: I did just instruct 6 him not to answer.

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MR. BURDGE: Just like he just did. MR. SULLIVAN: Just so the record is clear. MR. BURDGE: Well, the record couldn't be clearer. Q.Now, going back to where we were, when was the first time you became aware of any issue concerning the replacement or buy back of the 2001 Pontiac from [Consumer 1 and Consumer 2]? A.Probably when they approached me on a Saturday afternoon after they had bought the first vehicle, they came in Saturday with water coming out of the ceiling of the original vehicle, out of around the front portion of the head liner. Q.Okay. When was the next time? A.It's very difficult to say, but it was involving the original vehicle and the -- the problem with water leaking.

0007 1 Q.There were a number of times where 2 that occurred, right? 3 A.Yes, sir. 4 Q.It eventually reached a point where 5 you became aware there was some sort of 6 conversations going on with somebody at GM about 7 taking the vehicle back or replacing it? 8 A.That's correct. 9 Q.Something like that? 10 A.That's correct. 11 Q.When was that and when did you 12 become aware of it and how? 13 A.I can't give you an exact date. 14 Alls I know is that I was in contact with the 15 area service manager who said that they were in 16 the process or working on repurchasing their 17 vehicle. 18 Q.And who would that have been? 19 A.His -- his name -- it fails me now, 20 but I do have a contact in my address book of 21 whatever I could refer to and give you his name. 22 Q.[Area Service Manager]? 23 A.Yes, [Area Service Manager]. 24 Q.Did you talk to anybody else about 25 that aspect at any time?

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0008 1 A.The only other person I spoke with 2 was the lady that was handling it and I spoke 3 with her on the phone from General Motors. I 4 believe her name was [Name], 5 something like that. 6 Q.About how many times do you think 7 you talked with her? 8 A.Maybe three times, four times. 9 Q.And what was going on in those 10 conversations, as best as you can recall? 11 A.Best as I can recall was that she 12 would be faxing information back and forth as to 13 what the agreement would be as far as the 14 repurchase went. 15 Q.Did that occur? 16 A.Yes, it did. 17 Q.Do you remember seeing those? 18 A.Yes, I do. 19 Q.What do you remember of those 20 documents? 21 A.I've been involved in a few 22 buy-backs, repurchases. It was -- it was fairly 23 standard. It was the terms of the agreement, 24 what General Motors was willing to do as far as 25 the repurchase of the defective vehicle.

0009 1 Q.Okay. 2 A.As far as specifics go, no, I can't 3 recall any specific wording or language and, you 4 know, in -- in the agreement. 5 Q.Recognizing you may not recall 6 specific wording on any that you reviewed, do you 7 remember any general impression that you had from 8 the documents that you saw about what the deal or 9 understanding was that appeared to exist between 10 General Motors and -11 A.To be honest with you, no. 12 Q.-- and [Consumer 1 and Consumer 2]? 13 A.No, I did not -- I mean, it 14 wasn't -- it wasn't really important for me to 15 know what the details of their agreement was that 16 they reached between them. I mean, I was

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following instructions and they sent detailed information as to what the steps are concerning a repurchase in that, so, no, nothing specific. Q.Who were your instructions from what you were following? A.From General Motors. Q.Who at General Motors? A.The ladies I spoke of originally. Q.The one you had three different

0010 1 phone conversations with along the way? 2 A.Um-hmm. 3 Q.Was it your impression that your 4 phone conversations with her occurred after the 5 decision had been made about replacing or buying 6 back the vehicle? 7 A.Yes. Yes. 8 Q.All right. Did you have an 9 impression about who had made that decision on 10 behalf of General Motors? 11 A.I assume that it was the service 12 manager because the service -- the area service 13 manager usually is the person that makes that 14 sort of decision. 15 Q.[Pontiac district sales manager]? 16 A.Correct. 17 Q.Do you remember having any direct 18 conversation with him where he said as much to 19 you? 20 A.No, sir. 21 Q.Do you remember having any kind of 22 conversation with anybody about the vehicle being 23 replaced as opposed to being repurchased? 24 A.Not specifically. The only people 25 that I had anything to do with on the replacement

0011 1 vehicle were [Consumer 1 and Consumer 2] themselves. 2 Q.Okay. But my question is not who 3 you had to deal with -4 A.The answer would be no. 5 Q.So you did not have any kind of a 6 conversation that you can remember with anybody 7 at GM about the vehicle being replaced?

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A.Correct. The answer would be no. Q.Every conversation you had with anybody at GM was about the vehicle being repurchased then? A.Correct. Q.And did you bring that up in that sense or were the people at GM that you were talking to, one of those two people, were they always the one who used the repurchase language in discussing it with you? A.I'm sorry, can you ask me again? Q.Yeah. Who was using the phrase repurchase as opposed to replacement? A.Well, I think the repurchase was -was the language on the -- the agreement that -that was sent over. It's not -- I mean, it's not -- it's not a -- it's not something that -it's not a word that I conversed with them about.

0012 1 It was about getting -- getting some people that 2 were unhappy with their vehicle out of the 3 vehicle that they were in. That was my main 4 concern. It was not what language we used or 5 anything like that. That was my -- that was 6 my -- my largest concern was getting them out of 7 that vehicle. 8 Q.Because you cared about the 9 customer? 10 A.Yes, I did. 11 Q.Okay. My question really though was 12 trying to find out your recollection of whether 13 the idea of buy-back, whether that idea 14 originated on your end of the conversation from 15 you or from GM's end of the conversation in 16 talking with you? 17 A.That would be GM. That would be 18 GM's decision, I mean, as far as buy-back. 19 Q.You didn't have any direct dealings 20 at all with [Consumer 1 and Consumer 2] about the notion 21 of the vehicle being replaced during this time 22 frame that you're talking with GM? 23 A.That's correct. 24 Q.At what point did you become 25 involved in that discussion then with them?

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0013 1 A.I became involved in that discussion 2 with them because they had to have -- I mean, 3 they had to have another vehicle. 4 Q.Why? 5 A.Because they were giving -- GM was 6 buying theirs back. 7 Q.Any other reason that came to mind? 8 A.No. 9 Q.So what did you do then to bring 10 that up and to discuss it and sell them the next 11 vehicle or do whatever you did concerning the 12 vehicle? 13 MR. SULLIVAN: Object to form and 14 assumes facts not in evidence. 15 MR. BURDGE: That's because we 16 weren't there yet, but go ahead. 17 THE WITNESS: I'm sorry, sir? 18 Q.What did you do then? 19 A.I dealt with [Consumer 1 and Consumer 2] as far as 20 picking out and finding another vehicle for them 21 and getting the equipment replaced on the first 22 vehicle -- that were on the first vehicle, 23 pinstripes, accessories and things like that. 24 Q.Were you trying to put them into a 25 vehicle that was substantially the same as they

0014 1 were coming out of? 2 A.Correct. 3 Q.If it was a buy-back situation, then 4 why was that the effort on your part? 5 A.Because my job is to move cars and 6 whether General Motors buys the car or [Consumer 1 and Consumer 2] 7 buy the car, I mean, it doesn't matter to me who 8 pays for it. 9 Q.The vehicle that they were delivered 10 as a result of this -- this -- can we call it the 11 lemon car in your mind, the first car? 12 A.Defect is a better word, a better 13 word in my mind. 14 Q.Let's call it that. As far as the 15 existence of the lemon car, the first one, the 16 vehicle they ended up getting from the dealership

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was given to them on November 8, correct? A.I could not give you specific dates. Q.Was it about that time? A.I would think so because I think the -- the paperwork was signed on the 11th, to my recollection. Q.The paperwork was actually signed a few days or so later? A.Correct.

0015 1 Q.They were delivered the vehicle 2 though somewhere right around the 8th? 3 A.They were given the vehicle to 4 drive. Yes, they were given the vehicle. 5 Q.What's the difference between giving 6 the vehicle to drive and delivering it to them? 7 A.There were a lot of things going on 8 at that time. 9 Q.Such as what? 10 A.There was a problem with them being 11 able to get in and get the paperwork done. 12 MR. SULLIVAN: Object to interfering 13 with his answers, that's twice you did it in 14 response to the same question. 15 MR. BURDGE: Fine. 16 MR. SULLIVAN: Please let him finish 17 the answer. 18 MR. BURDGE: I appreciate that. 19 THE WITNESS: I don't recall what it 20 was. Somebody was out of town -- there were some 21 things going on. You have to understand that I 22 dealt with these folks on quite a few occasions 23 and, you know, I always -- in my mind, I always 24 acted in good faith. I would give them something 25 to drive, a regular customer of mine, not

0016 1 considering it a delivery or they own the car or 2 anything of that nature, just because of the 3 nature I do business, that is something I offer 4 to -- I offer to people. Not just [Consumer 1 and Consumer 2], 5 but other people. 6 Q.How many times had you sold a car to

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them in the past? A.One other time. Q.The 2001 vehicle? A.I did not sell it personally, but one of my salespeople did, but indirectly I had sold them a car before. Q.How many times did you personally sell them a car? A.Personally none. Q.And only one time did, as you put it, one of your salespeople there at the dealership sell them a car prior to the delivery of the 2001 vehicle? A.My salespeople did. I was directly involved in putting together the replacement vehicle. Q.What was your job position -- when you say the replacement, the 2002? A.The one they drive today, yes.

0017 1 Q.But prior to the 2002, you never had 2 any direct dealings at all with them in selling 3 them any car, right? 4 A.Other than in passing and knowing 5 who they were, no. 6 Q.All right. Now, if they were coming 7 in to pick up direct delivery of the vehicle, why 8 couldn't they sign off the car when the 2002 was 9 delivered to them? 10 MR. SULLIVAN: Object to form. He 11 specifically said the car was not delivered on 12 the 8th. 13 THE WITNESS: She came in and signed 14 the papers on her own as far as the repurchase 15 went and I -- I don't know -- I don't recall 16 exactly how long they kept that car from that 17 point, from the time that she signed that 18 agreement. 19 Q.That car? 20 A.The defective vehicle. 21 Q.Okay. You're indicating that 22 Mrs. -23 A.I don't recall -- I don't recall if 24 she exactly continued to drive the car from that 25 point.

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0018 1 Q.The lemon? 2 A.Correct. 3 Q.Go ahead. 4 A.I don't -- I don't know. I mean, I 5 don't know how long she continued to drive it 6 after she signed the agreement for the 7 repurchase. 8 Q.All right. Let me see if we can get 9 the sequence right then. 10 A.Okay. 11 Q.There's a situation in the course of 12 this series of events that the first thing that 13 happens is that [Consumer 1] signs off on the GM 14 paperwork? 15 A.Um-hmm. 16 Q.The second thing is where the 17 2000 -- excuse me, the 2001 vehicle gets dropped 18 off; is that right? 19 A.Correct. 20 Q.And it does not occur at the time 21 that the GM paperwork is being signed? 22 A.That's correct. 23 Q.How much time passes between the 24 two? 25 A.I don't know.

0019 1 Q.Okay. When the 2001 vehicle is 2 dropped off, the next thing that happens in the 3 sequence is what? They get the 2002? 4 A.I don't know if they got it 5 immediately. There were things I was going to 6 get done. I was trying to get heated seats 7 installed, also trying to get some pinstripes and 8 environment package put in too. I don't know if 9 they took it immediately when they dropped the 10 other car off. I don't recall. 11 Q.All right. When they take the 2002 12 vehicle, then the next thing that happens in the 13 sequence is what? 14 A.The next thing that happens is -- I 15 don't know exactly what I said to [Consumer 1] when 16 she came and got the car. I know I contacted her

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a couple days after she had been driving the other car. I said we need to do the paperwork on the car that you're driving now and that's -- you know, that's the next thing that happened, in my mind, is me contacting her and telling her we need to do the paperwork on the car that she's driving. Q.Do you remember exactly what your words were at all or just generally speaking you

0020 1 said -2 A.Exactly, no, I don't recall. 3 Q.And as best as you can recall, it 4 was something about we need to do the paperwork? 5 A.Correct. 6 Q.Now, when the 2002 vehicle was given 7 to them on November 8, did you have any 8 understanding about whether they were going to 9 have anything installed on the vehicle? 10 A.Did I have an understanding? 11 Q.Yes. 12 A.Yes, I handled it for them, 13 actually. 14 Q.What? 15 A.I -- heated seats, which I provided 16 to them at our cost. 17 Q.I mean, stuff that they were going 18 to be putting on the vehicle after they got it on 19 November 8? 20 A.Oh, I think they were going to get 21 some bug deflectors and some wind things on the 22 side of it or something like that. I don't know 23 if they did that or not. 24 Q.Anything else that you can recall? 25 A.The only thing that I can recall is

0021 1 an accessory heater/cooler item that they 2 purchased from our parts department that I had 3 removed from the old vehicle and had installed 4 into the new vehicle. 5 Q.Anything else that you can recall 6 that you were going to put on the vehicle that 7 you were aware of on November 8 when they got it?

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A.No, sir, I don't. Q.Do you recall anything about a remote starter that they were going to put on? A.It could have been, but not specifically. Q.Okay. As we are sitting here now anyway, you don't know whether that was or wasn't said back there? A.I don't recall whether it was said or wasn't said. Q.You do remember something about some bug deflectors or wind something? A.Something to that effect. Q.They were going to have the vehicle taken out and have it put on? A.They really seemed to like accessories and accessorizing their vehicle. Q.Was any sort of a price mentioned

0022 1 when they got the vehicle on November 8? 2 A.The only price discussions were -3 like I was having the -- I was having everything 4 done basically at no charge as far as I had the 5 pinstripes replaced at no charge, I had an 6 environmental package replaced on the other car 7 at no charge. 8 Q.The 2002? 9 A.The replacement vehicle, yes. 10 Q.Okay. 11 A.And the heated seats, they had to be 12 done in Cincinnati and there was a charge on 13 those, which I -- I told them I would pass along 14 the savings as far as my cost, that's all they 15 would have to pay would be my cost, the heated 16 seats. 17 Q.Was there any discussion about what 18 the price would be for the vehicle itself with or 19 without these things? 20 A.Yeah, because it was actually -- the 21 price -- the GMS price, the car was less than 22 the -- the defective car. It didn't have as many 23 options as it did, as the defective car. 24 Q.As best as you can recall, what did 25 you say to them and what did they say to you on

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0023 1 or prior to November 8 about what the cost would 2 be to acquire this vehicle, the 2002? 3 A.Nothing specific. I mean, as far as 4 dollar amounts or figures, I mean, I can't recall 5 anything specific. 6 Q.Do you recall whether or not 7 anything specific was discussed? 8 A.The only time anything was discussed 9 about the price of the vehicle was when they were 10 actually there to sign the papers for the 11 replacement vehicle. 12 Q.For the 2002? 13 A.Correct. 14 Q.A few days later, November 11 or so? 15 A.Um-hmm. 16 Q.That's a yes? 17 A.Yes. 18 Q.Thank you. All right. When they 19 came in to get the 2002 around November 8, who 20 was present when they were given the keys? 21 A.Myself and [Executive manager]. 22 Q.Anyone else? 23 A.I don't recall, no. 24 Q.Were [Consumer 1 and Consumer 2] both there 25 or only one of them?

0024 1 A.I don't recall that either. 2 Q.Could both of them have been there? 3 A.It's a possibility, yes. Yes. 4 Q.So you make the phone call to them a 5 few days later and you say they need to come in 6 and do some paperwork? 7 A.Yes. 8 Q.Thank you. What happens next? 9 A.I wanted to make sure that there 10 were -- you know, that all of the paperwork 11 was -- as far as the titling and everything was 12 done properly. I can sign people up. It's not 13 my regular area of expertise, so I employed the 14 finance guy, one of our finance guys to go over 15 the paperwork and make sure that everybody had a 16 clear understanding of what was going on so there 17 were no mistakes as far as the paperwork went,

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the titling, the pricing, all -- everything that had to do with the deal. Q.In other words, they come in? A.Correct. Q.That's what happens next and then all of this other stuff happens after they come into the dealership, right? A.Correct.

0025 1 Q.When they left on November 8 with 2 the 2002, where did the license plates come from 3 that they drove off on? 4 A.I believe I supplied them with a 5 dealer tag to drive home. 6 Q.What happened to the license plates 7 on the 2001? 8 A.I don't recall. I don't know if 9 they were still on the vehicle or I gave them 10 back to them or -- I don't recall exactly. 11 Q.Okay. 12 A.I think she has personalized plates. 13 Q.Now, as best as you can recall, I 14 know you gave me sort of a brief overall a moment 15 ago. Let's go specifically to when they came 16 over to the dealership in response to your phone 17 call indicating we have to do some paperwork. 18 They come in, and I would like for you to tell me 19 what happened from there as best as you can in as 20 much detail as you can recall. 21 A.Okay. 22 Q.Obviously, they show up? 23 A.Go into the office, start to go over 24 the figures. 25 Q.[Executive manager]'s office?

0026 1 A.We go into [Executive manager]'s office. 2 They start reviewing the numbers. Immediately 3 [Consumer 2] has a problem with some of the figures, 4 some things that they had -- extended warranty 5 they had bought on the defective vehicle and some 6 accident life/health insurance, some things that 7 he had purchased on top of just buying the

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vehicle and the price difference between the -the defective and the other vehicle, the vehicle that they were driving then, because it was -the price was less than -- it was less than the original vehicle, than the defective vehicle. Q.So what did you do? A.Well, I turned -- that's why I turned it over to my finance guy. I mean, I let him go over the figures so everything would be absolutely clear on what they were buying and paying for and what they were getting. Q.Did you stay in the room? A.Yes, I did. Q.What was said? What was done? A.[Consumer 2] objected to the -objected to the figures. He didn't -- he didn't understand it. He didn't -- he didn't know why he wasn't getting, you know, certain things back

0027 1 at -- you know, at that time as far as the extra 2 insurance that he purchased, which would come 3 from the company that he -- you know, that he 4 purchased it from and the price of the vehicle. 5 And they -- and also the interest rate. They 6 weren't happy that they had to pay like point 7 nine percent instead of zero or two point nine 8 instead of point nine. I don't exactly recall 9 what the interest rates were. For some reason 10 they felt they should just -- you know, just walk 11 away with this vehicle and continue to pay and 12 not do any paperwork whatsoever, not even title 13 work and that was their car and, you know, things 14 just don't work that way. 15 Q.Did they explain to you why they 16 felt that way? 17 A.No, not really. 18 Q.Did they explain to you where they 19 got that impression? 20 A.They may have said that they had 21 spoken to somebody at General Motors or 22 something, but that's -- I mean, I can't go by 23 what somebody said to them. I can only go by 24 what's in black and white and what's in writing 25 and, you know, I just -- I just couldn't give

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0028 1 them a vehicle. That's not -- that's not how it 2 works. 3 Q.You sound like you've been through 4 this process before, buying back and replacing 5 vehicles? 6 A.Um-hmm. 7 Q.About how many times do you think 8 you have been involved in that process -9 A.Maybe -10 Q.Let me finish -- at [Dealer]? 11 A.At [Dealer]? 12 Q.Yes. 13 A.Maybe twice. 14 Q.Okay. At any other dealership? 15 A.Yes, I was involved in some before. 16 Q.About how many times? 17 A.Maybe three, four times. 18 Q.So something like five or six times 19 you have been through this sort of a process? 20 A.They're all different though. 21 Q.What was different about this one 22 than the others that you've done? 23 A.I've never been involved with a GM 24 employee for one thing. It's totally different, 25 the pricing and, you know, there's -- when you

0029 1 buy back a vehicle, there's a formula that you 2 use as far as the use and the time that they've 3 had it. I mean, there's an exact formula that 4 the factory uses as far as a repurchase goes. 5 Q.You weren't involved in that, right? 6 A.What? 7 Q.The formula. 8 A.No, sir, not with [Consumer 1 and Consumer 2], no. 9 Q.Okay. What else was different other 10 than it was some sort of employee discount type 11 numbers that were being used and some formula? 12 Anything else? 13 A.Not really. I mean -14 Q.All right. Out of the other deals 15 that you've been involved in in some other sort 16 of situation, were any of the situations 17 involving a replacement as opposed to a

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repurchase by General Motors? A.I would say no. Q.Okay. So in every instance that you can recall where GM took back a vehicle that you were involved in some sort of a way anyway, and the vehicle was taken back because it was a lemon, it always involved the vehicle being bought back as opposed to being replaced,

0030 1 correct? 2 A.One time I had -- it was collateral 3 exchange. 4 Q.So there was one -5 A.Um-hmm. 6 Q.What do you understand happens at a 7 collateral exchange? 8 A.Collateral exchange, the lending 9 institution has to agree to exchange collateral 10 as far as the collateral that's named in the loan 11 agreement. 12 Q.Anything else? 13 A.As far as I know, it's -- you know, 14 you have to completely re-sign paperwork. It's 15 like doing another complete deal but the VIN 16 number changes basically. 17 Q.That's a whole new set of paperwork? 18 A.Um-hmm. 19 Q.New sales contract? 20 A.If I recall -- yes, I recall. 21 Q.And the finance contract? 22 A.Yes. 23 Q.So basically then it's the same as a 24 buy-back and the way that's processed except that 25 they're getting a new vehicle but you have a

0031 1 whole new set of paperwork and everything just 2 like they were walking out on the street to buy a 3 new -- another vehicle, correct? 4 A.Correct. 5 Q.Where did you get the understanding 6 that you just explained to me? Is it just your 7 own experience? 8 A.My own experience.

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Q.Okay. On the original vehicle, the 2001 lemon, they had credit life and credit disability in the deal? A.I believe so. Q.As the deal was rewritten on the 2002 vehicle, was that still included in the deal? A.That was offered to them. Q.Was it in the deal? A.No, sir. Q.On the original 2001 lemon, did it have pinstriping, do you remember? A.I believe so, but I couldn't -- I wouldn't swear to it. Q.All right. And the 2002 vehicle you said you had pinstriping put on? A.Correct.

0032 1 Q.The 2001 vehicle, did it have heated 2 seats? 3 A.Factory heated seats. 4 Q.The 2002 vehicle, you had heated 5 seats put into it? 6 A.I had them installed, yes, sir. 7 Q.The 2001 was what make and model of 8 vehicle? 9 A.Pontiac Montana. 10 Q.And the 2002 was what make and 11 model? 12 A.Pontiac Montana. 13 Q.By the time you got finished with 14 what was being done to the 2002 for them on 15 November 8, when they drove away, was there any 16 equipment difference on the vehicle between the 17 2001 and the 2002 that you can recall? 18 A.I know that something was different 19 because the price was different. The GMS price 20 was different. There was something that -- I 21 don't -- I don't know what it was exactly. You 22 know, I can't put my finger on it, but there was 23 something -- there was something different 24 because the price was different and GM price is a 25 GM price.

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0033 1 Q.When the discussion took place about 2 the numbers being different -3 A.Um-hmm. 4 Q.-- and you had indicated that 5 [Consumer 2] didn't understand why the numbers were 6 different and why there was paperwork and 7 whatever else, did [Consumer 1] say anything during 8 this conversation that you heard while you were 9 there with Mr. -- was it [Executive manager]? 10 A.[Executive manager]? Something to the effect 11 that she was -- it turned kind of ugly. 12 Q.What do you mean? 13 A.Just -- it's just that it turned 14 ugly because up to that point we -- I had been -15 we had been -- had a relationship where it was -16 you know, I was trying to provide a service to 17 them and get something done for them. 18 Q.And what service? 19 A.The sale of another vehicle. 20 Q.Okay. 21 A.You know, and try to make it as 22 pleasant of an experience as I possibly could and 23 it came apart in there. 24 Q.How did that come apart? 25 A.Well, they weren't willing -- they

0034 1 weren't willing to -- you know, they weren't 2 willing to pay the price or -- or commence -- you 3 know, to finish the deal there. They felt like 4 they were getting screwed, they were getting 5 taken advantage of and, you know, it got kind of 6 ugly. 7 Q.What else was said or done by 8 anybody in the room that you remember? 9 A.I -10 Q.In the generalized -11 A.I told them they did not have to 12 accept delivery of that vehicle. I offered them 13 a ride home. I offered them a taxi. I offered 14 them a rental car. At that time I told them no 15 way, shape or form did they have to take delivery 16 of that car. [Consumer 2] -- [Consumer 2] said that 17 they would take delivery of it and deal with it 18 later, that we will do this now and deal with it

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later. Q.What did you say or did [Executive manager] say in response, that you remember? A.I don't recall specific words. Alls I know is that we tried to give them every opportunity to not take delivery of that vehicle at that time.

0035 1 Q.Do you remember saying to them that 2 they could not leave with the 2002 vehicle unless 3 they signed the documents? 4 A.I said -- I said they could not 5 leave with the vehicle unless we did the 6 paperwork and everything was agreeable. 7 Q.Did they sign the documents? 8 A.That everything was agreeable? 9 Q.Did you say they had to sign the 10 documents? 11 A.I don't recall saying that. 12 Q.Do you remember [Executive manager] saying 13 that? 14 A.No, I don't. 15 Q.Would you agree with me that if they 16 didn't sign the documents that no matter what 17 else happened they weren't leaving with that 2002 18 at that time -19 A.That's correct. 20 Q.-- in your mind? 21 A.Yes. 22 Q.So signing the documents was part of 23 everything that was happening in the room or they 24 weren't going to leave with the 2002, right? 25 A.Signing of the documents was

0036 1 required or they would not take delivery of the 2 2002. 3 Q.Which had already been given to them 4 some three or four days before? 5 A.It was given to them to drive. I 6 mean, it was not delivered to them. 7 Q.Was it given to them to sort of test 8 drive? 9 A.No, it was given as a courtesy to

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drive until -- until they could get together -until we could all get together and finish the deal. You know, there were times when she could come, he didn't come, he was out of town, she was out of town. It -- it was not -- they weren't given the car as if they were taking ownership of it. I don't know where that comes from. Q.They were given the car then as what, if not -A.As a goodwill gesture if nothing else. Q.Did you have them sign anything when they took the vehicle on November 8? A.I don't recall. Normally as regular practice we have somebody sign a rental agreement, that way if they smack the car up or

0037 1 crack it, then their insurance is responsible. 2 Q.Right. 3 A.I don't recall if I did that or not. 4 Q.Do you remember whether anyone else 5 dealt with them on November 8 other than you when 6 the keys to the 2002 were given to them? 7 A.I don't recall specifically, no. 8 Q.Okay. In the normal process of 9 things that was going on at the time and the way 10 this sort of situation was handled, it would have 11 been just you, right? 12 MR. SULLIVAN: Object to form. 13 THE WITNESS: Typically, yes. 14 Q.Okay. On November 8 when the 2002 15 Pontiac keys were given them, did you give them 16 the keys, do you remember that? 17 A.I don't recall, no. 18 Q.Every new car comes with a -- what I 19 call the glove box literature. It's the pack 20 that has the warranty, owner's manual. Do you 21 know what I mean? 22 A.Um-hmm. 23 Q.Yes? 24 A.Yes. Thank you. 25 Q.Did you give that to them or was

0038

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that already in the vehicle on November 8? A.I don't recall. Typically, they don't. The owner's manuals are kept in the filing cabinet with the key fobs. Q.Did you give that to them on November 8? A.I don't recall. Q.Did you give it to them on November 11 or whenever this signing process was supposed to happen? A.I don't recall. Q.Would you have been the one to give it to them then? A.No, the salesperson would have gone over the delivery and checklist with them. Q.Who was the salesperson on the 2002 Pontiac deal as far as the dealership was concerned? A.There was no specific salesperson assigned to it. I was pretty much the middleman. As far as that goes, I was working with them. Q.When you say middleman, I assume you took control of everything? A.Salesman. Q.Salesman, okay.

0039 1 A.Yes. 2 Q.Around November 11 then when you and 3 [Consumer 1 and Consumer 2] and [Executive manager] are in that 4 office talking about this and things turned ugly 5 or whatever -6 A.Um-hmm. 7 Q.-- did anyone else ever come into 8 the room during that entire process other than 9 the four of you being there? 10 A.Not that I recall, no. 11 Q.Were all four of you in the room 12 together the entire time -13 A.Not entirely. I left because I had 14 other things going on and other duties. 15 Q.Okay. Do you remember how many 16 times you left or any specific reason that you 17 left? 18 A.Nope.

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Q.At the end of that entire process, were you there when they signed the paperwork, do you remember? A.I don't remember if I was in the room when they actually signed it. I may have -I may have been. I may have been. Q.Do you remember anything that was

0040 1 said either to them or by them, either one of 2 them, [Consumer 1 and Consumer 2], when the paperwork was 3 being signed or immediately after? 4 A.I just know that -- I don't think 5 [Consumer 1] wanted to do it. [Consumer 2] wanted to 6 sign it because -- and I don't recall his exact 7 words, but that the deal -- they would deal with 8 it later, they would call somebody or they 9 would -- you know, that they would -- you know, 10 they insinuated that, you know, they were going 11 to contact an attorney or something to that 12 effect. 13 Q.Do you remember anything along the 14 lines of this isn't the end of it or you haven't 15 heard the last of this or anything like that? 16 A.I don't know if that language was 17 used. I don't recall that. 18 Q.Was it -19 A.I knew -- I had a feeling that it 20 wasn't the end of it. 21 Q.That there was going to be something 22 coming out of this? 23 A.I was quite sure of that at that 24 point and if I -- if I could have, you know -25 I -- that's all I have to say.

0041 1 Q.All right. After they signed all of 2 the paperwork, were the 2002 keys given to them? 3 A.I don't -- I don't recall 4 specifically. 5 Q.Did they leave? 6 A.Yes, they did. 7 Q.During the time that they were 8 there, where was the 2002 unit itself? 9 A.The parking lot in front of the

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dealership. Q.In front of the dealership? A.Um-hmm. Q.Was there any point in time that anybody pulled anything in front of it to block it so it couldn't be moved? A.No. Q.Did you ever instruct anybody to do that? A.No. Q.Did you ever hear of anybody doing that? A.No, sir. Q.When they left, what happened next with the dealership in relation to this situation?

0042 1 A.Processed the paperwork and turned 2 it in. 3 Q.Did you have any more conversations 4 with anybody about the transaction? 5 A.Not that I recall, not until -- you 6 know, until we get contacted from the legal 7 people or whatever that they're -- you know, that 8 there's a problem. I don't recall speaking to 9 them after that. 10 Q.This blow-up that occurs in that 11 office -12 A.Um-hmm. 13 Q.-- where I think you characterized 14 it as things got out of hand or turned ugly or 15 whatever the phrase is, I assume that kind of a 16 situation doesn't happen very often? 17 A.No, it does not. 18 Q.Can you remember -- by the way, how 19 long have you been involved in the motor vehicle 20 business? 21 A.Since 1988. 22 Q.Can you recall where things got that 23 ugly? 24 A.Absolutely. Ugly might be the wrong 25 characterization.

0043

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Q.What would be the right characterization? A.They were noticeably upset. It had -- I had a great relationship with them up to that point, at least I thought I did. And they just -- I don't know. I don't know what their expectations were. I think their expectations were way above what was taking place and I wasn't comfortable with what was going on nor were they, so in my mind the easiest thing is to stop -- you know, stop whatever is going on and do something different. You don't continue on with something that's going to go south. It doesn't make sense. Q.What did you do to stop everything from going forward? A.I offered them the opportunity to not to do the deal, to walk away. Q.To walk home? A.To walk away. No, I offered them a ride home myself or a rental car or a taxi. They could have -- it all could have stopped right there. It could have stopped. They didn't have to do anything, but they -- they -- in my mind that they -- they had already made up their minds what they were going to do before they ever

0044 1 signed any paperwork. 2 Q.When did you perceive -- or when did 3 you conclude that they had made up their mind -4 A.With [Consumer 2]'s comments that we're 5 going to do this and we'll take care of it. 6 Q.So during the course of this meeting 7 in that office between the four of you, it became 8 apparent to you that [Consumer 2] had decided just 9 to go ahead and go on through with it and get it 10 over with and get out of there? 11 A.I don't know if that was -- you 12 know, that was his intentions. 13 Q.I'm asking you if it became apparent 14 to you. In other words, is that what you 15 figured? 16 A.Yes. And they would do whatever 17 after the fact. 18 Q.Okay. What was the next 19 conversation of any kind that occurred concerning

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20 the [Consumer 1 and Consumer 2] transaction other than as you described 21 it something with legal? 22 A.That's really it. I mean, that's -23 you just -- it's kind of a wait. You kind of 24 wait and see what happens. It's in somebody 25 else's hands. It's in your guys' hands.

0045 1 Q.In other words, after legal got into 2 it, a lawsuit or whatever else from that point 3 on, it was in somebody else's hands as far as 4 you're concerned? 5 A.Um-hmm. 6 Q.(Indicating.) 7 A.Yes. 8 Q.Thank you. From then until now, 9 have you had any conversations about what 10 occurred with anybody there at the dealership? 11 A.I spoke with [Executive manager]. 12 Q.When? 13 A.I don't know. Maybe the same day. 14 Maybe a couple days after, whatever. 15 Q.As best as you can recall, what did 16 you say and what did he say? 17 A.That we didn't -- I didn't feel like 18 we had done anything wrong, nor did he. We gave 19 them every opportunity to walk away from it and 20 that's all I can -- that's all we can do. That's 21 all we can do is -- you know, I -- I take a lot 22 of pride in my job and I take a lot of pride in 23 treating people the way they're supposed to be 24 treated and once you get to a certain point, it 25 doesn't -- it doesn't make any difference. In my

0046 1 mind there's a point of no return and we reached 2 that point of no return in the office with the 3 [Consumer 1 and Consumer 2] that day, that no matter what I did or no 4 matter what happened, there's no way to turn the 5 situation around, no way whatsoever. 6 Q.What do you mean by point of no 7 return? 8 A.Just that they were -- just that

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they were so disgruntled and so unhappy with what was going on that no matter what happened, it was not -- it would not change -- it would not change the nature of the transaction or the nature of their feelings towards what was going on. Q.At the time that this was happening in the office with the four of you, did you come to that feeling? A.Absolutely. Q.The point of no return, so to speak? A.Absolutely. Q.Why didn't you simply say we're not going to sell you this vehicle? A.If I had to do it over again, that's what I would have done. Q.Okay. Why didn't you do it at that time? Is there any reason as opposed to going on

0047 1 through the deal? 2 A.The only answer that I can give you 3 is that I -- maybe I put too much faith in 4 people, you know. That's the only reason I can 5 give you and I -- I can tell you that it's -6 this situation has changed the way I do business, 7 absolutely. 8 Q.How? 9 A.I -- I don't go to the great lengths 10 that I would go to that I went to with these 11 folks to try -- you know, to try to make -- to 12 try to make them happy or whatever because it 13 just -- you know, it's -- it doesn't work. 14 Q.I don't understand what you mean by 15 you don't go to great lengths. 16 A.I feel like I went over and above 17 for these folks to get things done for them, the 18 striping and, you know, the protection package 19 reapplied to their car and it just -- it didn't 20 work out. You know, it didn't work out. So I do 21 what needs to be done, but I don't do a whole lot 22 extra. 23 Q.Was it your feeling at the end of 24 that process there in November that you had put 25 the effort into it to the point where they had

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0048 1 a 2002 vehicle that was basically just about 2 identical to what it was they had with the 2001 3 except they didn't have a lemon now? 4 A.Almost. 5 Q.Okay. This make, year of vehicle 6 was not a hot model, so to speak, was it? 7 A.Never has been. 8 Q.Do you remember how many you had on 9 the lot roughly at that time? 10 A.No. 11 Q.But they were slow movers, in any 12 event? 13 A.They've never been a great mover. 14 Q.You know what I mean by a slow mover 15 in the business, right? 16 A.Yes, sir. 17 Q.Thank you. Who arranged for the 18 financing of the 2002 at the dealership's end? 19 A.Who arranged the financing? 20 Q.Yes. 21 A.That would be [Executive manager]. 22 Q.Did you have any role in it at all? 23 A.I don't recall exactly. I don't 24 kow if I took a credit app from her -- or I 25 don't recall.

0049 1 Q.You don't know if you did or didn't? 2 A.I don't recall. 3 Q.Okay. Listen to my question all of 4 the way to the end. Do you remember whether you 5 did or you didn't or could it have been you don't 6 remember either way at this point? 7 A.I would say that I didn't. 8 Q.Have you ever seen a collateral 9 substitution form? 10 A.I believe I have, yes. 11 Q.Do you remember when and whose it 12 was? Was it -13 A.It was involving a GMC truck and it 14 was in the Cincinnati area. 15 Q.Was it Fifth Third Bank or 16 Huntington Bank? 17 A.I believe it was GMC. 18 Q.So you know such a form exists?

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A.Yes, sir. Q.That would have been before the [Consumer 1 and Consumer 2] transaction in this case? A.Correct. Q.I assume you have not had another involvement with a GM buy-back -A.No, sir.

0050 1 Q.-- since the [Consumer 1 and Consumer 2] incident? 2 A.No, sir. 3 Q.Did you have any other conversations 4 of any kind with [Pontiac district sales manager] after the paperwork 5 was signed by [Consumer 1 and Consumer 2] in November? 6 A.No, sir. 7 Q.You indicated either that day or the 8 next day you had some kind of conversation with 9 [Executive manager]. Did you have any other kind of 10 conversations with [Executive manager] after that one all 11 of the way up to now -12 A.No, sir. 13 Q.-- about this deal? 14 A.No, sir. 15 Q.Did you ever have any conversations 16 with [Office manager] about this deal? 17 A.Not specifically that I recall, no. 18 Q.All right. Did you have any 19 conversations of any kind with [Comptroller] 20 about this deal? 21 A.No, sir. 22 Q.Or with any of the [Dealers]? 23 A.Only about the deposition and 24 rescheduling and -25 Q.Scheduling things?

0051 1 A.Correct. 2 Q.Other than scheduling things, 3 anything? 4 A.No, sir. 5 Q.All right. So then from the day the 6 paperwork was signed, from that date until now, 7 the only conversation about what has happened in 8 the signing of it and with -- and prior to the

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signing with [Consumer 1 and Consumer 2] was the conversation with [Executive manager] that occurred either the day of the signing or within a few days after the signing? A.Correct. Q.Okay. How long have you worked for the [Dealer] group? A.Four years. Q.And during that entire time have you had the same job position? A.No, sir, I worked in service for a year and a half or so. Q.What did you do in service? A.I was the service -- assistant service manager. Q.Supervisor? A.Assistant service manager.

0052 1 Q.In Pontiac? 2 A.In the Pontiac. 3 Q.You went from there to what job 4 description? 5 A.I did finance/insurance. 6 Q.And F&I? 7 A.Yes, sir. 8 Q.How long did you do F&I? 9 A.About three or four months. 10 Q.Who trained you in F&I? 11 A.I had some training in the late '80s 12 at Cincinnati and some training from [Dealer] from 13 the gentleman that I took his place, [Former Pontiac sales manager]. 14 Q.Who was it? 15 A.[Former Pontiac sales manager]. 16 Q.How much training did he give you on 17 F&I? 18 A.Not a great deal. 19 Q.Basically this is what we do and how 20 we do it? 21 A.Correct, updated forms. 22 Q.More on the job than perhaps 23 anything else? 24 A.Correct. 25 Q.You said you had some training in

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0053 1 the '80s? 2 A.It was a company that did -- did 3 warranties, basically a warranty. 4 Q.Ever receive training in Maine, 5 M A I N E? 6 A.No, sir. 7 Q.The finance company, not Maine the 8 state -9 A.No. 10 Q.-- or the soft products. 11 A.No. 12 Q.What about anybody else in F&I? 13 A.No, sir. 14 Q.What training have you had in sales? 15 A.As far as? 16 Q.Motor vehicle training sales. 17 A.Lots of training from General 18 Motors. 19 Q.Like what? 20 A.Product training, that kind of 21 thing. 22 Q.Product knowledge? 23 A.Product knowledge, yes. 24 Q.When I say sales, I don't mean 25 product knowledge. I think what I'm getting at

0054 1 is how to sell. 2 A.As far as practices or -3 Q.Sure. 4 A.Nothing formal. 5 Q.All right. All, more or less, on 6 the job? 7 A.Correct. 8 Q.Now, you said you were in F&I for 9 three or four months or so? 10 A.Correct. 11 Q.That was also at [Dealer] Pontiac? 12 A.Correct. 13 Q.What happened at the end of that 14 time frame? 15 A.I was promoted to sales manager. 16 Q.And you've been in that position

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ever since? A.Correct. Q.At [Dealer] Pontiac? A.Correct. Q.As sales manager, who do you immediately report to above you? A.[Dealer]. Q.And how many employees work under you?

0055 1 A.Approximately eight. 2 Q.Are they in teams? 3 A.No, sir. 4 Q.They're all individual salespeople 5 doing whatever deals they're doing? 6 A.Correct. 7 Q.New car only or new and used? 8 A.New car only. 9 Q.Pontiac only? 10 A.Pontiac only. 11 Q.Ever work for any of the other 12 [Dealer] stores? 13 A.No, sir. 14 Q.Prior to joining [Dealer], where did 15 you work? 16 A.Mel's Auto Glass. 17 Q.What did you do? 18 A.Operations manager. 19 Q.What does that mean? 20 A.I basically ran the op -- day-to-day 21 operations of for the owner. 22 Q.Managerial capacity? 23 A.Correct. 24 Q.How many employees did you have 25 there that you were in charge of?

0056 1 A.Thirty-five. 2 Q.That you were in charge of 3 supervising? 4 A.Thirty-five. 5 Q.Were those installers? 6 A.Installers and runners and a 7 dispatcher.

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Q.All right. You didn't do any hands-on work, so to speak, yourself? A.No, sir. Q.How long were you in that position? A.Two years. Q.Prior to that what did you do? A.I work for Borcherding Automotive. Q.Doing what? A.I was the service manager and I worked in sales prior to that. I was with them for nine years. Q.How long was it service manager and how long was it in sales? A.Probably equally split. Q.About four, four and a half years each? A.Correct. Q.Started out in service?

0057 1 A.Sales. 2 Q.Sales? 3 A.Um-hmm. 4 Q.Switched to service? 5 A.Yes. 6 Q.Why switch to service out of sales? 7 A.Because I had a family and the hours 8 were regular and the income was a lot more 9 regular. 10 Q.Okay. Prior to that what did you 11 do? 12 A.I worked in the restaurant business. 13 Q.Doing what? 14 A.I was a chef. Club Corporation of 15 America. 16 Q.I'm sorry? 17 A.Club Corporation of America. 18 Q.I'm afraid I haven't heard of that. 19 A.I worked at the Lafayette Club in 20 Lexington, Kentucky. 21 Q.For how long? 22 A.For about four years. 23 Q.Prior to that did you ever have any 24 employment in sales? 25 A.No, sir.

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0058 1 Q.All right. So basically all of your 2 sales experience then has been in relation to the 3 motor vehicle retail industry? 4 A.Correct. 5 Q.And it sounds like it started at 6 Borcherding really? 7 A.Correct. 8 Q.You're licensed by the state of Ohio 9 as a salesperson; is that correct? 10 A.That's correct. 11 Q.And you were at the time of the 12 dealings with [Consumer 1 and Consumer 2]? 13 A.That's correct. 14 Q.Do you have any other licenses from 15 the state of Ohio other than a driver's license? 16 A.No, sir. 17 Q.Did you at that time? 18 A.No, sir. 19 Q.In the Pontiac store, was there any 20 other persons who were in the same managerial 21 responsibility as you beneath [Dealer] in that 22 time frame? 23 A.In the same capacity as myself? 24 Q.Correct. 25 A.No.

0059 1 Q.In working at [Dealer 2] Ford, did 2 you ever take any Ford training? 3 A.They -- not on the Ford franchise. 4 It was Buick, Pontiac, GMC truck. 5 Q.I'm sorry. Have you heard of the 6 half a car program? 7 A.No, sir. 8 Q.Okay. Or the lease first program? 9 A.No, sir. 10 Q.You -- you understand what I mean 11 with red carpet leasing, you've heard of that 12 though? 13 A.I have heard of it. I'm -- I'm not 14 familiar with the programs or anything like that. 15 It's Ford's program. 16 Q.Do you know how much dealer profit 17 was made off the 2002 unit?

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A.On the Pontiac on -- on the replacement vehicle? Q.Yes. A.I don't believe there was any. Q.Okay. Do you recall whether or not you were paid any commission on the deal that you did? A.I was not paid.

0060 1 Q.Do you know if anybody else was? 2 A.No, nobody was. 3 Q.Do you know? 4 A.I know that. 5 Q.Is that what somebody else told you? 6 A.I book the deals out. 7 Q.You booked this one, the 2002? 8 A.I'm sure I did. 9 Q.Did you book the 2001? 10 A.I don't recall. 11 Q.Your employment there at the 12 dealership, is it commission based? 13 A.Commission and salary. 14 Q.Set salary plus commission? 15 A.Correct. 16 Q.Is the salary deducted from the 17 commission numbers? 18 A.No. 19 Q.Salary plus commission? 20 A.Salary plus. 21 Q.Is the commission based purely on 22 sales and not on any F&I aspect of a deal or do 23 you get a piece of the F&I? 24 A.I get a piece of everything. 25 Q.All right. Have you ever been

0061 1 convicted of a felony? 2 A.No, sir. 3 Q.Do you know what TO means -4 A.Right. 5 Q.-- in the business? 6 A.Yes. 7 Q.You know what a closer is in the 8 business?

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A.Yes. Q.You know what F&I means in the business? A.Yes. Q.You know what landing a customer means in the business? A.Pardon me? Q.Do you know what landing a customer on a vehicle means in the business? A.No, I haven't heard that term. Q.Front end of the deal? A.Yes. Q.Back end? A.Yes. Q.You know what upside down means? A.Yes. Q.Is [Dealer] a fast track operation?

0062 1 A.Not to my knowledge. 2 Q.Are they a tower operation? 3 A.No. 4 Q.Okay. Do you know what the down 5 struck means in a deal? 6 A.Correct. 7 Q.You know what upside -8 A.Correct. 9 Q.Does [Dealer] use a desk man? 10 A.I'm the desk man, sales manager. 11 Q.You know what a spiff is? 12 A.Yes. 13 Q.Dealer pack is? 14 A.Um-hmm. 15 Q.Have you ever heard of the phrase 16 homerun in the auto sales? 17 A.Oh, yes. 18 Q.Smoking a customer? 19 A.I've heard it. It's not a term I 20 use. 21 Q.Have you heard the term of ether, 22 putting the customer in ether? 23 A.Yes, I've heard the term. 24 Q.Do you know what the phrase the 25 store means? The store is the dealership?

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0063 1 Right? 2 A.Correct. 3 Q.Did you get any messages from 4 [Customer relations manager] around November 6? 5 A.What sort of message? 6 Q.Any kind of message from 7 [Customer relations manager] at General Motors. 8 A.She is the lady that contacted 9 General Motors that sent me the paperwork. 10 Q.Do you recall getting any kind of a 11 message from her around November 6? 12 A.She may have faxed me the paperwork 13 on the 6th. I don't recall the exact dates. 14 Q.Do you remember making any kind of a 15 call to GMAC or General Motors about how to write 16 up the deal on the 2002? 17 A.No, I don't recall. 18 Q.Do you recall ever anyone at the 19 dealership calling GMC or General Motors 20 regarding how to write up the deal on the 2002? 21 A.I don't recall. 22 Q.Do you know who at the dealership 23 called General Motors as far as how to write the 24 deal as a substitution? 25 A.No. No.

0064 1 Q.Do you know whether or not anybody 2 actually did? 3 A.No. 4 Q.You did not yourself make any calls 5 to GMAC in relation to the [Consumer 1 and Consumer 2] transaction or 6 on the 2002 Pontiac, right? 7 A.No, sir. 8 Q.And you did not yourself make any 9 calls to GMAC in connection to the [Consumer 1 and Consumer 2] 2001 10 Pontiac either, right? 11 A.No, sir. 12 MR. BURDGE: Well, take a break. I 13 think we'll be done in a few minutes, Tim. 14 MR. SULLIVAN: Okay. 15 (Pause in proceedings.) 16 Q.A couple of things. In that meeting

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that you were talking about in the office there between the four of you, or immediately before or after that meeting, do you remember any kind of a remark being made by anybody about paying the extra two percent that was being added on to the finance charge now from the original numbers, going from the point nine to the two point nine? A.Who was paying for it? Q.Yeah. Any discussion about that?

0065 1 A.Nothing specific, no. I know that 2 was part of the issue with -3 Q.All right. When the 2002 vehicle 4 was given to them on November 8, do you remember 5 having to get an extra key because the keys are 6 coded electronically? 7 A.I don't remember. I may have. 8 Q.You don't remember anything about 9 this? 10 A.I may have. I don't recall 11 specifically. 12 Q.Do you recall any inquiry being made 13 at that point about when the fourteen hundred 14 dollar check would be given to them? 15 A.Again, they may have. I don't -16 it's -- well, it was a long time ago. 17 Specifically, no. 18 Q.Do you remember any kind of a 19 response that you gave to that inquiry at all? 20 A.No, sir. 21 Q.In that meeting in the office on 22 November 11 or whatever, you said things got 23 ugly. Do you remember any sort of comment about 24 calling the police made by anybody? 25 A.Not specifically, not exactly, no.

0066 1 Q.Do you remember generally? 2 A.No. 3 Q.Or inexactly? 4 A.No. 5 Q.Do you remember whether or not it 6 was mentioned at all? 7 A.I don't know. I don't know if it

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was or it wasn't. Q.Okay. Now, you said the documents were signed in that meeting before the meeting got to the end of it, so to speak. This is the Exhibit 1 package that was used in the previous depositions with people there at the dealership. Just to make it easy so we don't have to go through all of it again, what I would like for you to do is go through this and tell me what documents were signed that day in the course of that meeting. A.In the meeting with [Executive manager]? Q.Yes. A.I don't know exactly. I know generally what they would be. Q.Would it help to even look at these documents? A.Sure, I'll look at them. But as far

0067 1 as me looking over the shoulder to see what they 2 signed -3 Q.What do you remember generally, as 4 you're looking now -5 A.It would have been loan agreement, 6 title work. 7 Q.The usual paperwork in a deal? 8 A.Yes. 9 Q.Buyer's order or sales contract? 10 A.Correct. 11 Q.Finance contract? 12 A.Correct. 13 Q.Odometer statement, yes? 14 A.Correct. 15 Q.You would have power of attorney 16 forms to get the transferring of title and 17 everything done, right? 18 A.Correct. 19 Q.Would you also have the GM lemon law 20 disclosure notice form? 21 A.Yes, that's standard paperwork. 22 Q.And you would have the optional -23 the state optional insurance disclosure form to 24 initial off on it? 25 A.Correct.

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0068 1 Q.Are you seeing any of the documents 2 that would have been signed in that meeting? 3 A.Probably all of these. 4 Q.Well, you're now at a section where 5 you're saying all of these. Certainly -6 A.I did not see them sign anything 7 specifically. I did not look over his shoulder 8 and see what they were signing. I know generally 9 what's signed with every deal. 10 Q.You don't really know what was 11 signed in there? 12 A.No, sir. 13 Q.You just know generally what would 14 have been signed in the normal deal? 15 A.Correct. 16 Q.All right. Was there any time other 17 than in that meeting where you remember them 18 signing paperwork? 19 A.I remember [Consumer 1] signed the 20 agreement from General Motors that was faxed to 21 me by [Customer relations manager] or -- I believe that was her 22 name. 23 Q.Concerning whatever deal had been 24 made between -25 A.Whatever the arrangements were

0069 1 between them. 2 Q.Between -3 A.Which I forwarded to General Motors. 4 Q.-- between [Consumer 1 and Consumer 2] and 5 GM, right? 6 A.Correct. 7 Q.And they would have -- by the way, 8 they would have signed that on November 8 when 9 they got the 2002 unit, right? 10 A.I don't believe that they took -11 that she took the vehicle the same day. I don't 12 believe that to be true. I don't -- I can't 13 recall specifically, but I don't believe that's 14 what happened. 15 Q.What makes you think that, just the 16 general recollection? 17 A.Just the general recollection, she

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came in in the middle of the day, I had the paperwork, she signed it, we sent it back, I told her we have to send this back before anything gets done. Q.When she -- she signed that paperwork, you're talking about with you in your office, right? A.Correct.

0070 1 Q.Was anyone else present in the room 2 at that time? 3 A.No. There may have been people in 4 and out because it's a busy office, but nobody 5 was sitting there witnessing or anything like 6 that. 7 Q.And they didn't have anything to do 8 with the paperwork that was going on between you 9 and [Consumer 1]? 10 A.No, sir. 11 Q.Okay. When they signed the 12 paperwork on November 11 or whatever that date 13 was later, who filled out the odometer statement 14 on the 2002 unit at that time? 15 A.That would have been [Executive manager]. 16 Q.How would he have gotten the 17 odometer reading? 18 A.He may have sent someone to get it. 19 He may have gotten it himself. 20 Q.Or he may have simply pulled it off 21 the file? Would that be unusual in your 22 experience? 23 A.That would be unusual, yes. 24 Q.Do you remember saying anything at 25 all during that meeting before or immediately

0071 1 after that meeting to [Consumer 1 and Consumer 2] about 2 you had lost enough money on this deal? 3 A.I don't recall saying that 4 specifically, no. 5 Q.Do you remember anything like that 6 being said by you? 7 A.No. 8 MR. BURDGE: All right. That's all.

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Type and sign and file. MR. SULLIVAN: Yes, we will read. (Thereupon, the deposition was concluded at 5:21 o'clock p.m.) ...

0072 1 I, [PONTIAC SALES MANAGER], do hereby certify that the 2 foregoing is a true and accurate transcription of 3 my testimony. 4 ... 6 _ _ _ _ _ _ _ _ _ _ _ _ _ _ 7 8 Dated _ _ _ _ _ _ _ _ _ _ _ _ _ _ 9 ... 25

0073 1 STATE OF OHIO ) 2 COUNTY OF MONTGOMERY ) SS: CERTIFICATE 3 I, Kimberly C. Causlin, a Notary Public 4 within and for the State of Ohio, duly 5 commissioned and qualified, 6 DO HEREBY CERTIFY that the above-named 7 [PONTIAC SALES MANAGER], was by me first duly sworn to testify 8 the truth, the whole truth and nothing but the 9 truth; that said testimony was reduced to writing 10 by me stenographically in the presence of the 11 witness and thereafter reduced to typewriting. 12 I FURTHER CERTIFY that I am not a 13 relative or Attorney of either party nor in any 14 manner interested in the event of this action. 15 IN WITNESS WHEREOF, I have hereunto set 16 my hand and seal of office at Dayton, Ohio, on 17 this _ _ _ _ day of _ _ _ _ _ _ _ _, 2002. 18 19 _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ KIMBERLY C. CAUSLIN 20 NOTARY PUBLIC, STATE OF OHIO My commission expires 9-4-04 21 ... 25

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