United States District Court, D. Nebraska
Michael D. Nelson United States Magistrate Judge
matter is before the Court on following a telephone status
conference requested by Defendant Churchill Lane Associates
(“Churchill”), held on March 19, 2018. The Court
and counsel for both parties discussed the parties' Joint
Status Report (Filing No. 184) and Churchill's
Motion to Compel Post-Termination Royalty Discovery
(Filing No. 135).
filed its motion to compel on September 22, 2017, requesting
that the Court order ACI Worldwide Corp. (“ACI”)
to full answer Interrogatory Nos. 14 and 15, and to provide
documents responsive to Churchill's Requests for
Production of Documents Nos. 82-86, 89-90, and 94-95. Broadly
speaking, Churchill's requests seek documents and
communications related to the terminations of sublicense
agreements between ACI and its affiliates and their
customers, and documents and information Churchill believes
is necessary to calculate post-termination royalty fees.
Churchill's motion to compel was ripe, on October 19,
2017, ACI filed a Partial Motion for Summary Judgment
(Filing No. 150). Chief Judge Smith Camp declined
ACI's request to issue a unified ruling on ACI's
summary judgment motion and Churchill's motion to compel;
however, the Court determined that Chief Judge Smith Camp
would rule on the summary judgment motion before the
undersigned ruled on the motion to compel. (Filing No.
176). Chief Judge Smith Camp issued a Memorandum and
Order on February 7, 2018, denying ACI's partial motion
for summary judgment, and granting Churchill's motion to
defer ruling on summary judgment pending further discovery.
(Filing No. 182).
Chief Judge Smith Camp's ruling, the Court ordered the
parties to meet and confer to attempt to resolve issues
raised in the motion to compel. On February 23, 2018, the
parties filed a Joint Status Report (Filing No. 184)
wherein they agreed that by March 9, 2018, ACI would provide
Churchill with information and documents responsive to
Interrogatory Nos. 14 and 15, and Request for Production Nos.
82 (to the extent it requests master agreements), 83, and 85
(excluding emails related to invoices). ACI also agreed to
produce documents in accordance with the Rule 26(f) Report,
including production of electronic documents as searchable
TIFF images with load files that indicate the beginning and
end of each document and include all relevant metadata. ACI
stood on its remaining objections. (Filing No. 184).
requested a status conference with the Court after ACI
indicated that its supplemental production would not be
produced as previously agreed, due to the appearance of new
lead counsel for ACI. The Court held the status conference to
address Churchill's concerns and the pending motion to
Nos. 14 and 15
motion requests that ACI be compelled to fully answer
Interrogatory Nos. 14 and 15, which ask ACI to identify,
“for each customer with a sublicense for the New
Technology that was granted before and still in effect as of
July 21, 2014, the date (if any) the customer stopped
licensing the New Technology and all agreements with the
customer related to the New Technology executed since June
30, 2014.” (Filing No. 135; Filing No.
138-4). During the telephone conference, counsel for ACI
represented that it would provide its answers to these
requested interrogatories by way of their supplemental
production of documents. See Fed. R. Civ. P.
33(d)(permitting an answer to interrogatory to be made
by production of business records). Accordingly,
Churchill's motion is denied as to these interrogatories,
subject to reassertion if ACI's production does not
provide full answers.
for Production No. 82
Request for Production No. 82 requests “Complete
copies, including all attachments and exhibits, of all
contracts for the license, use and/or maintenance of the New
Technology for all ACI customers that were using the New
Technology as of June 30, 2014 (in English).”
(Filing No. 138-5 at p. 2). Churchill represented
that it was not in possession of these agreements, and
following discussion with counsel, ACI agreed to produce
relevant master agreements with attachments responsive to
this request, by March 30, 2018. Therefore, Churchill's
motion is denied as to Request No. 82, subject to reassertion
after review of ACI's supplemental production.
for Production No. 83
Request for Production No. 83 seeks copies of “all
contract renewals, extensions, amendments, appendices,
exhibits, and changes of any kind, including agreements for
capacity increases cancellations, or replacement agreements
related to all contracts for the license, use and/ or
maintenance of the New Technology for all ACI's customers
that were using the New Technology as of June 30,
2014.” ACI agreed to produce documents responsive to
this request by April 13, 2018, ...