Preview
FILED
2/12/2024 4:48 PM
FELICIA PITRE
DISTRICT CLERK
DALLAS CO., TEXAS
Marissa Gomez DEPUTY
CAUSE NO. DC-23-07534
BERNARD TUBEILEH and SINOSTAR § IN THE DISTRICT COURT OF
INVESTMENTS LLC, §
Plaintiffs, §
§
v. §
§ DALLAS COUNTY, TEXAS
GLOBAL OIL & GAS TEXAS, LLC, and §
GLOBAL OIL & GAS FIELDS §
OKLAHOMA LLC, §
Defendants. § 68th JUDICIAL DISTRICT
PLAINTIFFS BERNARD TUBEILEH AND SINOSTAR INVESTMENTS LLC’S
CONSOLIDATED RESPONSE TO DEFENDANTS’ MOTIONS TO COMPEL
REGARDING PLAINTIFFS’ FINANCIAL INFORMATION
I.
Summary of Argument
This is a breach of contract case brought by Plaintiffs Bernard Tubeileh and
Sinostar Investments LLC (collectively, “Plaintiffs”) against Defendants Global Oil & Gas
Texas, LLC and Global Oil & Gas Fields Oklahoma, LLC’s (collectively, “Defendants”) for
their failure to make certain required payments. Defendants are attempting to defend this
case by claiming that all contracts at issue, which were duly executed by their President
and the CEO of their parent company, Global Oil & Gas AG (“GOGAG”), are invalid, and
have asserted counterclaims based on the monetary compensation paid to Plaintiffs by
virtue of the contracts between Plaintiffs and Defendants. Defendants served
interrogatories asking Plaintiffs to identify all financial account information and also
subpoenaed J.P. Morgan Chase Bank (“Chase”), asking for all of Plaintiffs’ bank account
information. Plaintiffs’ objected and filed a Motion to Quash and for Protection, and
Defendants filed a Motion to Compel Responses to GOG Texas’s First Set of
Interrogatories (“Defendants’ Rog Motion”) and a Motion to Compel and Opposition to
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 1 of 19
Plaintiffs’ Motion to Quash Subpoenas to J.P. Morgan Chase Bank (“Defendants’
Subpoena Motion” and, with Defendants’ Rog Motion, “Defendants’ Motions”).
Defendants waived all affirmative claims against Tubeileh. Further, Defendants’
Subpoenas and Interrogatories are overly broad, not reasonably tailored, harassing, and
seek information that is not relevant to the claims in this lawsuit. Defendants further seek
impermissible net worth discovery, without making the requisite showing. Therefore,
Defendants’ Motions should be denied.
II.
Exhibits & Competent Evidence
Exhibit 1— Correspondence from J. Sindelar to C.
Bowline, transmitted 1/16/2024
Exhibit 2— Employment Agreement, dated June 10,
2022
Exhibit 3— Employment Agreement, dated March 31,
2019
Exhibit 4— Declaration of Bernard Tubeileh
Exhibit 5— Declaration of Courtney Bowline
III.
Facts
Tubeileh worked for Global Oil & Gas AG (“GOGAG”), a German corporation, as
the Chief Executive Officer (CEO) of the Management Board from 2007 through 2015.
On July 31, 2015, after nine years as the CEO for the Management Board for GOGAG,
Tubeileh resigned his position and Dr. Detlef Mader, a seasoned geologist, became the
CEO of GOGAG. Tubeileh moved with his family to the United States, where he worked
as the Manager of GOGAG’s American subsidiaries (the Defendants in this dispute). As
Manager, Tubeileh generated leads for oil and gas investments and presented them to
Dr. Mader in accordance with the parties’ various agreements, and then Defendants
elected to pursue the oil and gas deals.
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 2 of 19
In Tubeileh’s work as Manager for Defendants in the United States, he signed a
number of different employment agreements, each of which was countersigned by Dr.
Mader. On June 10, 2022, Tubeileh and GOGAG/GOG Fields executed a new consulting
management agreement (the “Agreement”) signed by Dr. Mader as GOG Fields’
President and as CEO of GOGAG.
Tubeileh brought a large oil and gas investment with Blackhorn in Kentucky to
GOG Texas. As part of his compensation, Tubeileh was granted ORRI interests in
Blackhorn’s future wells by GOG Texas, which was agreed upon through Dr. Mader.
Tubeileh and GOG Texas executed a Purchase and Sale Agreement effective September
10, 2021, under which GOG Texas agreed to purchase all of Tubeileh’s ORRI interests
in Blackhorn’s vertical and horizontal wells in the Development Area in Kentucky in which
it participated. This Purchase and Sale Agreement was subsequently amended by the
Amendment dated November 12, 2021, and the Second Amendment dated September
9, 2022 (the Purchase and Sale Agreement and the amendments are collectively the
“PSA”).
Defendants routinely had trouble obtaining timely financing through their primary
lender, GDT, for investment in desired oil and gas projects. Defendants frequently
borrowed money from Sinostar Investments LLC (“Sinostar”), a company indirectly owned
by Tubeileh. Tubeileh disclosed this relationship to GOGAG, GOG Fields, and Adler
(previously owned by GOGAG) as early as 2012 (six years prior to GOG Texas’s
formation in 2018).
On February 15, 2023, GOG Texas contracted to borrow $1,227,917.61 from
Sinostar (the “February Sinostar Loan Agreement”). The February Sinostar Loan
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 3 of 19
Agreement required GOG Texas to make monthly $50,000 payments to Sinostar, with
the entire balance due no later than December 31, 2024. Tubeileh subsequently
purchased the February Sinostar Loan Agreement. GOG Texas elected to participate in
the Fatheree #2, Blackhorn #1, and Skipworth #9 wells, and owed Tubeileh $669,600 in
outstanding ORRI purchase price payments pursuant to the PSA. In lieu of immediate
pay-out of the purchase price payments, GOG Texas and Tubeileh agreed to add the
outstanding ORRI purchase price payments to the outstanding amount of the February
Sinostar Loan Agreement. To memorialize this agreement, the parties entered into the
March 15, 2023 Loan Agreement between GOG Texas and Tubeileh (the “Tubeileh Loan
Agreement”), which required GOG Texas to make monthly $80,000 payments to
Tubeileh. GOG Fields warranted and guaranteed the Tubeileh Loan Agreement. GOG
Texas made the required monthly payments on April 1, 2023 and May 1, 2023.
On March 17, 2023, GOG Texas contracted to borrow $405,598.43 from Sinostar
(the “March Sinostar Loan Agreement”). The March Sinostar Loan Agreement required
GOG Texas to make monthly $20,000 payments to Sinostar, with the entire balance due
no later than September 30, 2023. GOG Fields warranted and guaranteed the March
Sinostar Loan Agreement. GOG Texas made the required monthly payments on April 1,
2023 and May 1, 2023.
On April 14, 2023, GOG Texas executed an Authorization for Expenditure (AFE),
electing to participate in Hunt #6 and Hunt #7, vertical wells in the Development Area. On
June 8, 2023, GOG Texas executed AFEs for three additional vertical wells in the
Development Area: Shelby #1, Shelby #2, and Hunt #8. GOG Texas failed to purchase
Tubeileh’s ORRIs, as required by the PSA.
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 4 of 19
On May 5, 2023, without his knowledge and without any prior communications or
concerns from Defendants, Tubeileh was unilaterally removed as Defendants’ Manager.
On May 8, 2023, Dr. Mader informed Tubeileh that Oliver Krautscheid, a German national,
had been appointed as manager for Defendants. On May 11, 2023, even though he had
already been replaced as Defendants’ Manager, Tubeileh, as the Consulting Manager for
GOG Texas and GOG Fields under the Agreement, transmitted his resignation.
After Tubeileh’s departure, Defendants stopped making contractually required
payments. Defendants failed to make the payments required under the Tubeileh Loan
Agreement, the March Sinostar Loan Agreements, and the PSA.
Plaintiffs filed suit against Defendants on June 6, 2023, seeking payments due
under the March Sinostar Loan Agreement, the Tubeileh Loan Agreement, the PSA, and
the Agreement, and seeking a declaratory judgment.1 Defendants answered and made
counterclaims against Plaintiffs, alleging claims for breach of a prior management
agreement, breach of fiduciary duty, unjust enrichment, fraud, negligent
misrepresentation, theft, conversion, fraudulent inducement, and declaratory judgment.
On September 29, 2023, GOG Texas served two interrogatories on Plaintiffs,
seeking all of their financial information (the “Interrogatories”):
1Plaintiffs’ Motions for Summary Judgment regarding the Tubeileh Loan Agreement and the March Sinostar
Loan Agreement are set for hearing before the Court on February 16, 2024.
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 5 of 19
1. Identify all of Tubeileh's financial accounts, including all bank accounts, checking
accounts, savings accounts, money market accounts, brokerage accounts cash
management accounts, retirement accounts, health savings accounts, certificates of
deposit, trnst accounts lines of credit, and any other financial account. This includes
all accounts o, er which Tubeileh has access or control, all accounts in the name of
Tubeileh (whether individually or jointly held), and all accounts that hold or have held
Tubeileh s funds or assets in any form dming the relevant time period. For each
account, identify: (a) the name and address of the bank, custodian, and/ or financial
institutions holding or maintaining the account· (b) the account number; and (c) all
account holders and beneficiaries, ,,vhether primary, secondary or contingent .
2. Identify all of Sinostar LLC's financial accounts, including all bank accounts checking
accounts, savings accounts, money market accounts, brokerage accounts cash
management accounts, retirement accounts, health savings accounts, certificates of
deposit, trust accounts lines of credit, and any other financial account. This includes
all accounts over which Sinostar LLC has access or control, all accounts in the name
of Sinostar LLC (whether indh idually or jointly held), and all accounts that hold or
have held Sinostar LLC funds or assets in any form dming the relevant time period.
For each account identify: (a) the name and address of the bank, custodian, and/ or
financial institutions holding or maintaining the account; (b) the account number;
and (c) all account holders and beneficiaries whether prima11 secondary, or
contingent .
Ex. A to Defendants’ Rog Motion. Plaintiffs objected to Defendants’ Interrogatories. Ex. B
to Defendants’ Rog Motion.
Defendants also sought to subpoena all of Plaintiffs’ account information from
Chase for more than seven years, seeking the following information for all of Plaintiffs’
Chase accounts:
1. All account information, including account statements, 1099-INT forms,
wire, check or ACH transfers and signature cards for Sinostar [and
Tubeileh] Accounts.
2. All Documents and Communications concerning the transfer of funds
between any Sinostar [or Tubeileh] Accounts and Global Texas.
3. All Documents and Communications concerning the transfer of funds
between any Sinostar [or Tubeileh] Accounts and Global Oklahoma.
4. All Documents and Communications concerning the transfer of funds
between any Sinostar [or Tubeileh] Accounts and Global AG.
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 6 of 19
5. All Documents and Communications concerning the transfer of funds
between any Sinostar [or Tubeileh] Accounts and Jamalabox.
6. All Documents and Communications concerning any Sinostar [or
Tubeileh] Accounts.
7. All Documents and Communications concerning the transfer of funds
between any Sinostar [or Tubeileh] Accounts and Tubeileh.
8. All Documents and Communications concerning the transfer of funds
between any Sinostar Accounts and Sinostar Investments.
9. All Documents and Communications concerning the transfer of funds
between any Tubeileh Accounts and Tubeileh.
10. All Documents and Communications concerning the transfer of funds
between any Sinostar [or Tubeileh] Accounts and Sinostar GmbH.
11. All Documents and Communications concerning the transfer of funds
between any Sinostar [or Tubeileh] Accounts and Billy Huddleston.
12. All Documents and Communications concerning the transfer of funds
between any Sinostar [or Tubeileh] Accounts and Louisiana Offshore.
Plaintiffs filed a Motion to Quash and for Protective Order. See Plaintiffs Bernard Tubeileh
and Sinostar Investments LLC’s Motion to Quash and for Protective Order, filed
11/21/2023 (“Motion to Quash”). The Subpoenas are attached as Exhibits A and B to
Plaintiffs’ Motion to Quash.
Counsel for Defendants and Plaintiffs conferred about Plaintiffs’ Interrogatories
and the Motion to Quash, along with requests for production served by Defendants
seeking Plaintiffs’ financial information, in a conference call on December 1, 2023. See
Ex. 5 at ¶ 3. At that time, Jeffrey Sindelar, counsel for Defendants, informed Plaintiffs’
counsel that he wanted the information requested in the Interrogatories and the
Subpoenas in order to identify accounts belonging to Defendants that Tubeileh may have
set up without Defendants’ knowledge. Id. Plaintiffs informed Defendants’ counsel that
they objected to production of Plaintiffs’ financial information for the reasons set forth in
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 7 of 19
Plaintiffs’ objections to Defendants’ discovery requests and the Motion to Quash. Id.
Plaintiffs later offered to discuss reasonable limitations; however, Defendants’ counsel
refused to limit the requests. See Ex. 1; Ex. 5 at ¶ 4.
Defendants now move to compel both Plaintiffs’ responses to the Interrogatories
and Chase’s response to the Subpoenas on an entirely different basis than that conveyed
in the December 1, 2023 conference. See Ex. 5 at ¶ 3. Defendants’ requests for all of
Plaintiffs’ financial information for more than seven years are overly broad, harassing,
seek to invade Plaintiffs’ right to privacy, and improperly seek net worth discovery; these
requests constitute fishing expeditions, as they seek information that is not relevant to the
claims in the lawsuit and are not narrowly tailored to avoid including tenuous information.
Therefore, Defendants’ Motions should be denied.
IV.
Argument and Authorities
A.
Defendants’ Affirmative Claims Waived
Defendants are not entitled to the discovery sought because they waived all
potential claims against Tubeileh. Defendants have now falsely accused Tubeileh of
“divert[ing] and misappropriate[ing] tens of millions of dollars from the Global US
Subsidiaries through a web of self-dealing and unlawful transactions…” and “extensive
acts of fraud, misrepresentation, self-dealing, bribery, and undue influence,” in
contravention of the agreements between the parties. See Defendants’ Rog Motion at p.
1-2. Defendants filed a 90-plus page counterclaim in the public records, seeking to smear
and insult Tubeileh. See Defendants’ First Amended Answer and Affirmative Defenses to
Plaintiffs’ Second Amended Petition and Application for Declaratory Judgment filed on
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 8 of 19
10/13/2023 (the “Counterclaim”). Defendants inappropriately obtained Tubeileh’s private
emails containing conversations with his accountants and tax returns, then filed this
information in the public record, including information about Tubeileh’s children’s
education expenses (and listing the exact amount of their tuition), housing expenses, and
Plaintiffs’ tax returns. Id. at p. 53-56; Defendants’ Rog Motion at 9-10, and Defendants’
MSJ Response filed on 2/9/2024. Defendants’ Counterclaim seeks to invalidate all of the
agreements between Plaintiffs and Defendants other than the 2019 Employment
Agreement (all of which were duly signed by Dr. Mader, Defendants’ president and the
CEO of GOGAG) and recoup all compensation paid to Plaintiffs.
Defendants’ Counterclaim, while lengthy and replete with malicious accusations,
is short any actual facts supporting Defendants’ allegations against Plaintiffs. Defendants
fail to acknowledge that they waived all claims and agreed to release and indemnify
Tubeileh for any allegations related to his work for Defendants:
2. BT agrees to serve in the assigned position and to perform diligently and to the best
of BT's abilities the duties and services either from the US or abroad. BT's responsibilities
are the management and overview of day-to-day operations of Global's US entities as well
as new acquisitions. Specifically, BT shall not be responsible or liable for any tax-related
topics, financials, audits or accounting of Global US entities. In addition, Global and any
other of Global' s US entities herewith waives any possible claims against BT and herewith
pledge all assets to hold BT harmless and fully financially defend BT to and against any types
of claims, punitive or civil damages or any similar charges, no matter whether originating
from internal or external investigations, made against BT in connection with his
management role at Global or Global's entities.
See Agreement, Ex. 2, BT 000150, at ¶ 2. Defendants now seek to invalidate that
Agreement. However, the 2019 Agreement, under which Defendants have brought their
claims, contains a similar provision waiving all claims against Tubeileh and agreeing to
indemnify Tubeileh for any allegations related to his work for Defendants:
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 9 of 19
2. Employee agr·ees to serve in the assigned pos ft ion an d to perform diligently and to
t he best of Employee's abilit ies the duties and services, as well as such add itional or
different duties and services appropriate to such posit ion which Employee from time to
t ime may be reasonably dire<:ted to pert·orm by Global or GOG in writ ing {email). Employee
shall not be responsib l.e or liable for any tax~relat ed or accounting of either Global or any
ot her subsidiary of GOG. In addition, Global herewith wa ives any possible claims against
Em Joyee and herewit h ledges its assets to hold Em lo ee harmless t o an !YJ)es of ctaims,
punttive or cTvil damages or any s[milar charges made aga inst Employee in connection wit h
his emp lo ment either at Global or any other subsidia r of GOG for an tax, accounting or
day-to-da'y financial management. Employee shall at all t imes comply with and be subjet:t t o
such policies and proced ures as Global or GOG may establish from t ime t o t ime, incl ding
any publlshecf compa ny Code of Business C-0n duct.
See 2019 Agreement, Ex. 3, BT 000155, at ¶ 2. Defendants failed to comply with the
waivers or the indemnity provisions in the 2019 Agreement and the Agreement. See Ex.
4 at ¶ 7. Defendants have waived “any possible claims against Employee;” therefore all
of the allegations in the Counterclaim are without merit, and discovery on Defendants’
claims is moot. See Ex. 2, 3. Defendants’ Interrogatories and Subpoenas are not
reasonably calculated to lead to the discovery of admissible evidence, because
Defendants waived all claims against Tubeileh. See TEX. R. CIV. P. 192.3 Therefore,
Defendants’ Motions should be denied.
B.
The Interrogatories and the Subpoenas are Overly Broad,
Seek Information that is Not Relevant or Reasonably Calculated to
Lead to the Discovery of Admissible Evidence, and Constitute a Fishing Expedition
Defendants’ Interrogatories and the Subpoenas constitute an improper, overly
broad, harassing, fishing expedition. A party may obtain discovery of non-privileged
information that is relevant to the subject matter of the pending action. See TEX. R. CIV.
P. 192.3(a). A discovery request which calls for the production of documents that are
irrelevant to the parties’ claims or defenses constitutes an impermissible “fishing
expedition.” See In re Am. Optical Corp., 988 S.W.2d 711, 713 (Tex. 1998) (discovery
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 10 of 19
may not be used as a fishing expedition and discovery requests must be reasonably
tailored to include only matters relevant to the case). Requests must show a reasonable
expectation of obtaining information that will aid the dispute's resolution. In re Nat’l
Collegiate Athletics Ass’n, 543 S.W.3d 487, 491 (Tex. App.—Dallas 2018, orig.
proceeding) (citing Am. Optical, 988 S.W.2d at 713). “A central consideration in
determining overbreadth of a discovery request is whether the request could have been
more narrowly tailored to avoid including tenuous information and still obtain the
necessary, pertinent information.” In re UPS Ground Freight, Inc., 646 S.W.3d 828, 832
(Tex. 2022) (citing In re CSX Corp., 124 S.W.3d 149, 153 (Tex. 2003).
Defendants allege that the information sought by the Interrogatories and the
Subpoenas is “directly relevant to Plaintiffs’ alleged acts of fraud, misrepresentation, self-
dealing, bribery, and undue influence.” See Defendants’ Rog Motion at p. 2; Defendants’
Subpoena Motion at p. 2. Defendants later claim that the information sought by the
Interrogatories is relevant to Defendants’ “claims for breach of employment agreement,
breach of fiduciary duty, unjust enrichment, fraud and misrepresentation, negligent
misrepresentation, theft, conversion, declaratory judgment, and fraudulent inducement.”
Defendants’ Rog Motion at p. 5. However, when actually tied to Defendants’ claims as
set forth in the Counterclaim, these arguments fail, as follows:
1. Count I (Breach of Employment Agreement against Tubeileh only) seeks
recovery for payments from Defendants to Tubeileh, along with
assignments of working interests and ORRIs in Global projects, and breach
of an alleged non-compete (Counterclaim at ¶¶ 308-316);
2. Count II (Breach of Fiduciary Duty against Tubeileh only) alleges that
Tubeileh engaged in self-dealing in a number of specific transactions, each
of which involve transactions with Defendants, and assignments of oil and
gas interests (Id. at ¶¶ 321);
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 11 of 19
3. Count III (Unjust Enrichment) seeks recovery for benefits conferred on
Plaintiffs by Defendants (Id. at ¶¶ 327, 332);
4. Count IV (Fraud and Misrepresentation) seeks recovery for “material false
representations regarding the status of Blackhorn Wells, his ownership of
ORRIs, his entitlement to CWIs, and the need of the Global U.S.
Subsidiaries to obtain loans to fund Blackhorn Well investments” (Id. at ¶
338);
5. Count V (Negligent Misrepresentation) relates only to transactions involving
Defendants (Id. at ¶¶ 346-357);
6. Count VI (Theft, as to Tubeileh only) seeks recovery for unlawful
appropriation of Defendants’ property (Id. at ¶¶ 358-367);
7. Count VII (Conversion, as to Tubeileh only) seeks recovery for control over
Defendants’ property and funds in denial of an inconsistent with Defendants’
right to the same (Id. at ¶¶ 368-372);
8. Count VIII (Declaratory Judgment) only involves the PSA between GOG
Texas and Tubeileh (Id. at ¶¶ 373-376);
9. Count IX (Declaratory Judgment) only involves the assignment of interests
in Blackhorn Wells (Id. at ¶¶ 377-382);
10. Counts X and XI (Fraudulent Inducement) and Count XII (Declaratory
Judgment) relate solely to the February Sinostar Loan Agreement, the
Tubeileh Loan Agreement, the March Sinostar Loan Agreement, and the
accompanying promissory notes between Defendants and Tubeileh (Id. at
¶¶ 383-410); and
11. Defendants’ allegations of undue influence and bribery throughout the
Counterclaim are only addressed to Tubeileh’s dealings with Dr. Detlef
Mader (Id. at ¶¶ 50-79).
Any of Plaintiffs’ financial account information, or any financial transactions other
than those with Defendants, are not relevant to any of Defendants’ claims. Defendants’
requests are comparable to a borrower asking its mortgage lender to provide all
information regarding all of its accounts, including all other mortgage loans, when only
the borrower’s mortgage is at issue. The Interrogatories and the Subpoenas are overly
broad and not reasonably calculated to the lead to the discovery of admissible evidence.
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 12 of 19
Moreover, Defendants’ Interrogatories and Subpoenas are not reasonably tailored
to include only matters relevant to the case. The requesting party has the responsibility
to narrowly tailor its requests. In re Houstonian Campus, L.L.C., 312 S.W.3d 178, 182
(Tex. App.—Houston [14th Dist.] 2010, orig. proceeding). The only transactions arguably
relevant to Defendants’ claims are the transactions with Defendants. On information and
belief, Defendants are already in possession of information regarding payments between
Plaintiffs and Defendants, and this information has been produced by Plaintiffs in this
case.
Defendants argue that Plaintiffs’ financial transactions with certain, identified third
parties are at issue in this litigation;2 even if that argument is accepted, these
Interrogatories and Subpoenas are still overly broad because they are not limited to only
the transactions and entities at issue. The information sought by Defendants (transactions
between Plaintiffs and Defendants, and perhaps some limited, identified additional
entities) are available through less intrusive means. See In re Weekley Homes, L.P., 295
S.W. 3d 309, 316 (Tex. 2009). However, Defendants failed to appropriately tailor their
discovery requests, even though Plaintiffs’ counsel offered to confer with Defendants to
narrow the scope of Defendants’ financial requests to only include relevant transactions.
See Ex. 1; Ex. 5 at ¶ 4. It appears that Defendants failed to 1) appropriately tailor their
requests, or 2) agree to narrow their requests, because they want to comb through
Plaintiffs’ financial records to harass and intimidate Plaintiffs, as shown by public filings
in this case.
2 Plaintiffs dispute that any financial transactions other than those with Defendants are at issue in this
litigation. However, in the event that the Court determines that Defendants are entitled to discovery
regarding Plaintiffs’ financial information, Plaintiffs respectfully request that the Court limit the discoverable
information to transactions with the relevant entities—Defendants, Dr. Detlef Mader, and Blackhorn.
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 13 of 19
The Subpoenas seek all account information (including “checking accounts,
savings accounts, money market accounts, brokerage accounts, cash management
accounts, retirement accounts, health savings accounts, certificates of deposit, trust
accounts, lines of credit, and any other financial account”), including bank statements, for
more than seven years. This would identify all transactions for any account held with
Chase; it is not limited to relevant entities or the relevant time period. The Interrogatories
and Subpoenas request information regarding accounts owned by others that are clearly
not relevant to the claims in this case; they seek all information pertaining to “all accounts
that hold or have held [Plaintiffs’] funds or assets in any form” over the past seven years.
This definition is so broad that it could conceivably encompass the accounts of anyone
with whom either Plaintiff ever transacted business over the past seven years.
Defendants appear to recognize that their Interrogatories and Subpoenas are
fishing expeditions and that they are using them to search for additional possible claims,
making the following admissions:
1. “The bank records sought are also likely to contain information to other acts
of diversion that the Global U.S. Subsidiaries are yet to uncover…”3
2. “The Interrogatories seek information about the accounts used in
connection with these allegations, and may also lead to the discovery of
additional transactions in which Mr. Tubeileh diverted money from the
Global U.S. Subsidiaries...”4
3. “By seeking further information about the identity of financial accounts, the
Interrogatories may lead to discoverable information about other
accounts…”5
3
Defendants’ Subpoena Motion at p. 8.
4 Defendants’ Rog Motion at p. 6.
5 Defendants’ Rog Motion at p. 10.
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 14 of 19
Therefore, because the Interrogatories and the Subpoenas are overly broad and
constitute an overly broad, harassing fishing expedition, Plaintiffs’ objections to the
Interrogatories should be sustained and the Motion to Quash and Motion for Protection
should be granted.
C.
The Interrogatories and Subpoenas Violate Plaintiffs’ Right to Privacy
Defendants’ Interrogatories and the Subpoenas seek not only checking accounts
but “savings accounts, money market accounts, brokerage accounts, cash management
accounts, retirement accounts, health savings accounts, certificates of deposit, trust
accounts, lines of credit, and any other financial account,” along with “all accounts over
which [Plaintiffs have] access or control, all accounts whether individually or jointly held,
and all accounts that hold or have held [Plaintiffs’] funds or assets in any form.” See
Interrogatories, Subpoenas. The information sought includes accounts that are not
relevant or reasonably calculated to the discovery of admissible evidence—for example,
without limitation, it would be difficult to see how Plaintiffs’ health savings accounts or
retirement counts could relate to the disputed transactions with Defendants. Due to the
overbreadth of Defendants’ definitions of “Account,” their Interrogatories and Subpoenas
necessarily include private information, including private health information protected by
the Health Insurance Portability and Accountability Act (“HIPAA”), and private information
of others not affiliated with this Lawsuit. Information including all of Plaintiffs’ financial
accounts and transactions, including Plaintiffs’ health expenses and retirement accounts,
is clearly not discoverable in this case. Production of this information would violate
Plaintiffs’ right to privacy.
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 15 of 19
D.
Defendants Already Have Sinostar’s Information
Defendants wrongfully accessed emails from Tubeileh’s Sinostar email account.
Defendants have accessed Plaintiffs’ communications with their tax advisors, including
Rhea Dickey, William Cai, Jignesh Bhakta, Crystal Gates, and others, and Plaintiffs’ tax
returns. Defendants have also accessed and produced numerous financial documents
from Sinostar, including but not limited to the following:
1. A blank check from Sinostar’s Chase account, produced as Global 38163;
2. Sinostar’s December 2018 Chase account statement, produced as Global
11278-11281 and Global 12807-12810;
3. Sinostar’s July 2020 Chase account statement, produced as Global
47006-47009;
4. Sinostar’s August 2020 Chase account statement, produced as Global
47002-47005;
5. Sinostar’s September 2020 Chase account statement, produced as
Global 47010-47013; and
6. Sinostar’s financial statements for 2015, 2018, 2019, 2020 produced as
Global 16418-16430, 56246-56265, 28538-28557, and 38408-38409.6
As Defendants already have this information, additional intrusive financial discovery is
unnecessary.
E.
Net Worth Discovery
Further, Defendants’ Interrogatories and the Subpoenas are improper attempts to
obtain net worth discovery. Pursuant to Section 41.0115(a) of the Texas Civil Practice
and Remedies Code, a party may obtain net worth discovery only after (1) filing a motion,
(2) serving proper notice, (3) attending a hearing, and (4) obtaining a court order, wherein
6 These documents were produced by Defendants under the Protective Order.
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 16 of 19
the judge finds that the claimant has demonstrated a substantial likelihood of success on
the merits of a claim for exemplary damages. See TEX. CIV. PRAC. REM. CODE §
41.0115(a).
Defendants argue that because they only seek identifying account information, the
Interrogatories do not constitute net worth discovery. This is a disingenuous argument;
Defendants have acknowledged that they seek Plaintiffs’ account information to “allow
[Defendants] to serve third-party subpoenas on the institutions housing Mr. Tubeileh’s
and Sinostar’s financial accounts.” See Defendants’ Rog Motion at p. 3. The information
sought regarding all of Plaintiffs’ accounts, including retirement accounts, is an attempt
at post-judgment discovery. Defendants failed to even attempt to make the requisite
showing that they are entitled to exemplary damages.7 Defendants are not entitled to the
discovery of this information regarding Plaintiffs’ financial assets and net worth without
first obtaining a court order finding substantial likelihood of success on the merits of a
claim for exemplary damages.
V.
Conclusion
Because Defendants waived all claims against Tubeileh, and because Defendants’
Interrogatories and the Subpoenas are overbroad, harassing, not reasonably tailored to
lead to discovery of admissible evidence, and constitute an impermissible attempt to
obtain net worth discovery, and because Plaintiffs properly objected to the Interrogatories
and moved to quash and seek protection from the Subpoenas prior to the deadline for
7 Defendants are not entitled to any damages from Plaintiffs, let alone exemplary damages. As set forth in
IV.A above, Defendants waived all claims against Tubeileh arising from his work with Defendants and
GOGAG.
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 17 of 19
response, Plaintiffs ask this Court to sustain their objections and grant their Motion to
Quash and Motion for Protective Order.
WHEREFORE, PREMISES CONSIDERED, Plaintiffs Bernard Tubeileh and
Sinostar Investments LLC pray that the Court (1) sustain their objections to the
Interrogatories, (2) quash the Subpoenas issued to JP Morgan Chase Bank, NA
requesting banking records related to (i) Bernard Tubeileh, and (ii) Sinostar Investments
LLC, respectively, (3) grant their Motion for Protective Order, and (4) deny Defendants’
Motions, and to further grant Plaintiffs all such further relief whether in law or in equity
upon which they may show themselves justly entitled.
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 18 of 19
Respectfully Submitted,
BRIAN LAUTEN, P.C.
"-cl~ I _)
________________________________
Brian P. Lauten
State Bar No. 24031603
blauten@brianlauten.com
Courtney G. Bowline
State Bar No. 24055206
cbowline@brianlauten.com
Kaylee Vanstory
State Bar No. 24115009
kvanstory@brianlauten.com
3811 Turtle Creek Blvd., Suite 825
Dallas, Texas 75219
(214) 414-0996 telephone
(214) 744-3015 facsimile
ATTORNEYS FOR PLAINTIFFS
BERNARD TUBEILEH and
SINOSTAR INVESTMENTS LLC
CERTIFICATE OF SERVICE
In accordance with Rule 21a of the Texas Rules of Civil Procedure, the
undersigned attorney hereby certifies that on February 12, 2024, a true and correct copy
of the foregoing instrument was forwarded to all counsel of record by way of the ECF
case manager system.
,_J_~ ' ~J
_______________________________
BRIAN P. LAUTEN
ATTORNEY FOR PLAINTIFFS
Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel
Regarding Plaintiffs’ Financial Information Page 19 of 19
EXHIBIT 1.1
From: Sindelar, Jeffrey C.
To: Courtney Bowline; Brian Lauten; Kaylee Vanstory; Michelle Logan
Cc: Fellenbaum, Joshua L.; Zellers, Michael; Christopher Staine; Wilk, Christen M.
Subject: RE: GOG - Defendants" Motion to Compel RFP Responses (Sets 1-4)
Date: Tuesday, January 16, 2024 8:06:25 PM
Thank you for letting us know you are opposed to the motion. We’ll set the motion for a
hearing as soon as possible.
Jeffrey C. Sindelar Jr. | Attorney | Tucker Ellis LLP
950 Main Avenue, Suite 1100 | Cleveland, OH 44113-7213
Direct: 216-696-3697 | Fax: 216-592-5009 | Mobile: 216.577.4208
jeffrey.sindelar@tuckerellis.com Online Biography - Jeffrey Sindelar Jr
tuckerellis.com
This e-mail is sent by the law firm of Tucker Ellis LLP and may contain information that is privileged or
confidential. If you are not the intended recipient, please delete the e-mail and notify us immediately by
return email.
From: Courtney Bowline
Sent: Tuesday, 16 January, 2024 17:12
To: Sindelar, Jeffrey C. ; Brian Lauten
; Kaylee Vanstory ; Michelle Logan
Cc: Fellenbaum, Joshua L. ; Zellers, Michael
; Christopher Staine ;
Wilk, Christen M.
Subject: RE: GOG - Defendants' Motion to Compel RFP Responses (Sets 1-4)
<<< EXTERNAL EMAIL >>>
Hi Jeff. Yes, we’re opposed to your motion.
We didn’t ignore your letter. I told you at the hearing on our motion to compel on January 5 in front
of Judge Craig that I’m working on getting together all of Mr. Tubeileh’s Global emails, along with the
attachments, for production to you. Once we’ve completed our review to redact confidential
information, we’ll produce them—on or before Tuesday, 1/23 (a week from today). This will
eliminate General Reservation 5 from our responses to your clients’ second, third, and fourth sets of
requests, and I will withdraw this reservation. This production will be made without waiver of 1)
Plaintiffs’ objections to the relevant requests, or 2) Plaintiffs’ objections as to the admissibility of
these documents. I will produce all of the emails from Mr. Tubeileh’s Global email account, and I will
not withhold any of these documents on the basis of our objections. I believe that this production
should satisfy the majority of your second, third, and fourth sets of requests. In addition, some of
the specific documents you’ve requested have been previously produced (such as BT 155-161 (2019
agreement) and BT 150-152 (2022 agreement)).
You told me during our December 1 call that you wanted all of my clients’ financial information in
EXHIBIT 1.2
order to identify other Global accounts that you claim Mr. Tubeileh may have set up without your
clients’ knowledge; based on the attached draft, it looks like you’ve changed your reason for wanting
access to this information. Regardless, as I told you before, we’re opposed to these requests for the
reasons stated in the objections (RFP 1-6, 101-102). If you’d like to narrow your requests, I’d be
happy to talk to you about reasonable limitations.
Thank you.
Courtney Bowline | Partner
Brian Lauten, PC
3811 Turtle Creek Blvd., Suite 825
Dallas, Texas 75219
214.414.0996 T | 214.744.3015 F
cbowline@brianlauten.com
brianlauten.com
From: Sindelar, Jeffrey C.
Sent: Tuesday, January 16, 2024 10:06 AM
To: Courtney Bowline ; Brian Lauten ;
Kaylee Vanstory ; Michelle Logan
Cc: Fellenbaum, Joshua L. ; Zellers, Michael
; Christopher Staine ;
Wilk, Christen M.
Subject: GOG - Defendants' Motion to Compel RFP Responses (Sets 1-4)
Counsel:
We had asked to meet and confer with you by January 12, 2024, regarding our deficiency
letter addressing your RFP responses. We have not heard from you regarding the letter.
Accordingly, please see attached a draft motion to compel responses and documents in
relation to Plaintiffs’ RFP Sets 1-4. Please let us know today whether or not you consent in
full to the relief sought in the motion or whether you intend to oppose the motion.
Thank you,
Jeff
Jeffrey C. Sindelar Jr. | Attorney | Tucker Ellis LLP
950 Main Avenue, Suite 1100 | Cleveland, OH 44113-7213
Direct: 216-696-3697 | Fax: 216-592-5009 | Mobile: 216.577.4208
jeffrey.sindelar@tuckerellis.com Online Biography - Jeffrey Sindelar Jr
tuckerellis.com
This e-mail is sent by the law firm of Tucker Ellis LLP and may contain information that is privileged or
confidential. If you are not the intended recipient, please delete the e-mail and notify us immediately by
return email.
EXHIBIT 2.1
AGREEMENT
This Agreement is entered into this 10th day of June, 2022, between Global Oil & Gas Fields
Oklahoma, LLC, an Oklahoma limited liability company having its principal offices located
5830 Granite Pkwy, Suite 1025, Plano, Texas 75024, hereinafter referred to as "Global" and
Bernard Tubeileh, an individual currently residing at 400 Southridge Lakes Pkwy, Southlake,
Texas 76092, hereinafter referred to as "BT". It is agreed:
1. Global Oil & Gas AG ("GOG"), the holding company of Global, and Global hereby
agree to employ BT as a consulting manager, and BT agrees to take over the management
of Global and associated companies beginning as of ist January 2023 and ending 31st
December 2025 ("Agreement Term"). Global hereby engages BT as the consulting manager
for Global Oil & Gas Texas LLC and Global ("Global's US entities").
2. BT agrees to serve in the assigned position and to perform diligently and to the best
of BT's abilities the duties and services either from the US or abroad. BT's responsibilities
are the management and overview of day-to-day operations of Global's US entities as well
as new acquisitions. Specifically, BT shall not be responsible or liable for any tax-related
topics, financials, audits or accounting of Global US entities. In addition, Global and any
other of Global's US entities herewith waives any possible claims against BT and herewith
pledge all assets to hold BT harmless and fully financially defend BT to and against any types
of claims, punitive or civil damages or any similar charges, no matter whether originating
from internal or external investigations, made against BT in connection with his
management role at Global or Global's entities.
3. Global agrees to pay BT the sum of US$ 38,500 per month ("BT's salary") for the first
twelve months starting Jan 1st• 2023. This will be paid out as a salary per month, payable bi-
weekly. The usual payments for taxes, social security and Medicare (in case in the US) will
be deducted. This salary will increase by 10% for the following twelve months for each
consecutive year. Global will also pay BT a transport allo
Preview
FILED 2/12/2024 4:48 PM FELICIA PITRE DISTRICT CLERK DALLAS CO., TEXAS Marissa Gomez DEPUTY CAUSE NO. DC-23-07534 BERNARD TUBEILEH and SINOSTAR § IN THE DISTRICT COURT OF INVESTMENTS LLC, § Plaintiffs, § § v. § § DALLAS COUNTY, TEXAS GLOBAL OIL & GAS TEXAS, LLC, and § GLOBAL OIL & GAS FIELDS § OKLAHOMA LLC, § Defendants. § 68th JUDICIAL DISTRICT PLAINTIFFS BERNARD TUBEILEH AND SINOSTAR INVESTMENTS LLC’S CONSOLIDATED RESPONSE TO DEFENDANTS’ MOTIONS TO COMPEL REGARDING PLAINTIFFS’ FINANCIAL INFORMATION I. Summary of Argument This is a breach of contract case brought by Plaintiffs Bernard Tubeileh and Sinostar Investments LLC (collectively, “Plaintiffs”) against Defendants Global Oil & Gas Texas, LLC and Global Oil & Gas Fields Oklahoma, LLC’s (collectively, “Defendants”) for their failure to make certain required payments. Defendants are attempting to defend this case by claiming that all contracts at issue, which were duly executed by their President and the CEO of their parent company, Global Oil & Gas AG (“GOGAG”), are invalid, and have asserted counterclaims based on the monetary compensation paid to Plaintiffs by virtue of the contracts between Plaintiffs and Defendants. Defendants served interrogatories asking Plaintiffs to identify all financial account information and also subpoenaed J.P. Morgan Chase Bank (“Chase”), asking for all of Plaintiffs’ bank account information. Plaintiffs’ objected and filed a Motion to Quash and for Protection, and Defendants filed a Motion to Compel Responses to GOG Texas’s First Set of Interrogatories (“Defendants’ Rog Motion”) and a Motion to Compel and Opposition to Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 1 of 19 Plaintiffs’ Motion to Quash Subpoenas to J.P. Morgan Chase Bank (“Defendants’ Subpoena Motion” and, with Defendants’ Rog Motion, “Defendants’ Motions”). Defendants waived all affirmative claims against Tubeileh. Further, Defendants’ Subpoenas and Interrogatories are overly broad, not reasonably tailored, harassing, and seek information that is not relevant to the claims in this lawsuit. Defendants further seek impermissible net worth discovery, without making the requisite showing. Therefore, Defendants’ Motions should be denied. II. Exhibits & Competent Evidence Exhibit 1— Correspondence from J. Sindelar to C. Bowline, transmitted 1/16/2024 Exhibit 2— Employment Agreement, dated June 10, 2022 Exhibit 3— Employment Agreement, dated March 31, 2019 Exhibit 4— Declaration of Bernard Tubeileh Exhibit 5— Declaration of Courtney Bowline III. Facts Tubeileh worked for Global Oil & Gas AG (“GOGAG”), a German corporation, as the Chief Executive Officer (CEO) of the Management Board from 2007 through 2015. On July 31, 2015, after nine years as the CEO for the Management Board for GOGAG, Tubeileh resigned his position and Dr. Detlef Mader, a seasoned geologist, became the CEO of GOGAG. Tubeileh moved with his family to the United States, where he worked as the Manager of GOGAG’s American subsidiaries (the Defendants in this dispute). As Manager, Tubeileh generated leads for oil and gas investments and presented them to Dr. Mader in accordance with the parties’ various agreements, and then Defendants elected to pursue the oil and gas deals. Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 2 of 19 In Tubeileh’s work as Manager for Defendants in the United States, he signed a number of different employment agreements, each of which was countersigned by Dr. Mader. On June 10, 2022, Tubeileh and GOGAG/GOG Fields executed a new consulting management agreement (the “Agreement”) signed by Dr. Mader as GOG Fields’ President and as CEO of GOGAG. Tubeileh brought a large oil and gas investment with Blackhorn in Kentucky to GOG Texas. As part of his compensation, Tubeileh was granted ORRI interests in Blackhorn’s future wells by GOG Texas, which was agreed upon through Dr. Mader. Tubeileh and GOG Texas executed a Purchase and Sale Agreement effective September 10, 2021, under which GOG Texas agreed to purchase all of Tubeileh’s ORRI interests in Blackhorn’s vertical and horizontal wells in the Development Area in Kentucky in which it participated. This Purchase and Sale Agreement was subsequently amended by the Amendment dated November 12, 2021, and the Second Amendment dated September 9, 2022 (the Purchase and Sale Agreement and the amendments are collectively the “PSA”). Defendants routinely had trouble obtaining timely financing through their primary lender, GDT, for investment in desired oil and gas projects. Defendants frequently borrowed money from Sinostar Investments LLC (“Sinostar”), a company indirectly owned by Tubeileh. Tubeileh disclosed this relationship to GOGAG, GOG Fields, and Adler (previously owned by GOGAG) as early as 2012 (six years prior to GOG Texas’s formation in 2018). On February 15, 2023, GOG Texas contracted to borrow $1,227,917.61 from Sinostar (the “February Sinostar Loan Agreement”). The February Sinostar Loan Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 3 of 19 Agreement required GOG Texas to make monthly $50,000 payments to Sinostar, with the entire balance due no later than December 31, 2024. Tubeileh subsequently purchased the February Sinostar Loan Agreement. GOG Texas elected to participate in the Fatheree #2, Blackhorn #1, and Skipworth #9 wells, and owed Tubeileh $669,600 in outstanding ORRI purchase price payments pursuant to the PSA. In lieu of immediate pay-out of the purchase price payments, GOG Texas and Tubeileh agreed to add the outstanding ORRI purchase price payments to the outstanding amount of the February Sinostar Loan Agreement. To memorialize this agreement, the parties entered into the March 15, 2023 Loan Agreement between GOG Texas and Tubeileh (the “Tubeileh Loan Agreement”), which required GOG Texas to make monthly $80,000 payments to Tubeileh. GOG Fields warranted and guaranteed the Tubeileh Loan Agreement. GOG Texas made the required monthly payments on April 1, 2023 and May 1, 2023. On March 17, 2023, GOG Texas contracted to borrow $405,598.43 from Sinostar (the “March Sinostar Loan Agreement”). The March Sinostar Loan Agreement required GOG Texas to make monthly $20,000 payments to Sinostar, with the entire balance due no later than September 30, 2023. GOG Fields warranted and guaranteed the March Sinostar Loan Agreement. GOG Texas made the required monthly payments on April 1, 2023 and May 1, 2023. On April 14, 2023, GOG Texas executed an Authorization for Expenditure (AFE), electing to participate in Hunt #6 and Hunt #7, vertical wells in the Development Area. On June 8, 2023, GOG Texas executed AFEs for three additional vertical wells in the Development Area: Shelby #1, Shelby #2, and Hunt #8. GOG Texas failed to purchase Tubeileh’s ORRIs, as required by the PSA. Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 4 of 19 On May 5, 2023, without his knowledge and without any prior communications or concerns from Defendants, Tubeileh was unilaterally removed as Defendants’ Manager. On May 8, 2023, Dr. Mader informed Tubeileh that Oliver Krautscheid, a German national, had been appointed as manager for Defendants. On May 11, 2023, even though he had already been replaced as Defendants’ Manager, Tubeileh, as the Consulting Manager for GOG Texas and GOG Fields under the Agreement, transmitted his resignation. After Tubeileh’s departure, Defendants stopped making contractually required payments. Defendants failed to make the payments required under the Tubeileh Loan Agreement, the March Sinostar Loan Agreements, and the PSA. Plaintiffs filed suit against Defendants on June 6, 2023, seeking payments due under the March Sinostar Loan Agreement, the Tubeileh Loan Agreement, the PSA, and the Agreement, and seeking a declaratory judgment.1 Defendants answered and made counterclaims against Plaintiffs, alleging claims for breach of a prior management agreement, breach of fiduciary duty, unjust enrichment, fraud, negligent misrepresentation, theft, conversion, fraudulent inducement, and declaratory judgment. On September 29, 2023, GOG Texas served two interrogatories on Plaintiffs, seeking all of their financial information (the “Interrogatories”): 1Plaintiffs’ Motions for Summary Judgment regarding the Tubeileh Loan Agreement and the March Sinostar Loan Agreement are set for hearing before the Court on February 16, 2024. Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 5 of 19 1. Identify all of Tubeileh's financial accounts, including all bank accounts, checking accounts, savings accounts, money market accounts, brokerage accounts cash management accounts, retirement accounts, health savings accounts, certificates of deposit, trnst accounts lines of credit, and any other financial account. This includes all accounts o, er which Tubeileh has access or control, all accounts in the name of Tubeileh (whether individually or jointly held), and all accounts that hold or have held Tubeileh s funds or assets in any form dming the relevant time period. For each account, identify: (a) the name and address of the bank, custodian, and/ or financial institutions holding or maintaining the account· (b) the account number; and (c) all account holders and beneficiaries, ,,vhether primary, secondary or contingent . 2. Identify all of Sinostar LLC's financial accounts, including all bank accounts checking accounts, savings accounts, money market accounts, brokerage accounts cash management accounts, retirement accounts, health savings accounts, certificates of deposit, trust accounts lines of credit, and any other financial account. This includes all accounts over which Sinostar LLC has access or control, all accounts in the name of Sinostar LLC (whether indh idually or jointly held), and all accounts that hold or have held Sinostar LLC funds or assets in any form dming the relevant time period. For each account identify: (a) the name and address of the bank, custodian, and/ or financial institutions holding or maintaining the account; (b) the account number; and (c) all account holders and beneficiaries whether prima11 secondary, or contingent . Ex. A to Defendants’ Rog Motion. Plaintiffs objected to Defendants’ Interrogatories. Ex. B to Defendants’ Rog Motion. Defendants also sought to subpoena all of Plaintiffs’ account information from Chase for more than seven years, seeking the following information for all of Plaintiffs’ Chase accounts: 1. All account information, including account statements, 1099-INT forms, wire, check or ACH transfers and signature cards for Sinostar [and Tubeileh] Accounts. 2. All Documents and Communications concerning the transfer of funds between any Sinostar [or Tubeileh] Accounts and Global Texas. 3. All Documents and Communications concerning the transfer of funds between any Sinostar [or Tubeileh] Accounts and Global Oklahoma. 4. All Documents and Communications concerning the transfer of funds between any Sinostar [or Tubeileh] Accounts and Global AG. Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 6 of 19 5. All Documents and Communications concerning the transfer of funds between any Sinostar [or Tubeileh] Accounts and Jamalabox. 6. All Documents and Communications concerning any Sinostar [or Tubeileh] Accounts. 7. All Documents and Communications concerning the transfer of funds between any Sinostar [or Tubeileh] Accounts and Tubeileh. 8. All Documents and Communications concerning the transfer of funds between any Sinostar Accounts and Sinostar Investments. 9. All Documents and Communications concerning the transfer of funds between any Tubeileh Accounts and Tubeileh. 10. All Documents and Communications concerning the transfer of funds between any Sinostar [or Tubeileh] Accounts and Sinostar GmbH. 11. All Documents and Communications concerning the transfer of funds between any Sinostar [or Tubeileh] Accounts and Billy Huddleston. 12. All Documents and Communications concerning the transfer of funds between any Sinostar [or Tubeileh] Accounts and Louisiana Offshore. Plaintiffs filed a Motion to Quash and for Protective Order. See Plaintiffs Bernard Tubeileh and Sinostar Investments LLC’s Motion to Quash and for Protective Order, filed 11/21/2023 (“Motion to Quash”). The Subpoenas are attached as Exhibits A and B to Plaintiffs’ Motion to Quash. Counsel for Defendants and Plaintiffs conferred about Plaintiffs’ Interrogatories and the Motion to Quash, along with requests for production served by Defendants seeking Plaintiffs’ financial information, in a conference call on December 1, 2023. See Ex. 5 at ¶ 3. At that time, Jeffrey Sindelar, counsel for Defendants, informed Plaintiffs’ counsel that he wanted the information requested in the Interrogatories and the Subpoenas in order to identify accounts belonging to Defendants that Tubeileh may have set up without Defendants’ knowledge. Id. Plaintiffs informed Defendants’ counsel that they objected to production of Plaintiffs’ financial information for the reasons set forth in Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 7 of 19 Plaintiffs’ objections to Defendants’ discovery requests and the Motion to Quash. Id. Plaintiffs later offered to discuss reasonable limitations; however, Defendants’ counsel refused to limit the requests. See Ex. 1; Ex. 5 at ¶ 4. Defendants now move to compel both Plaintiffs’ responses to the Interrogatories and Chase’s response to the Subpoenas on an entirely different basis than that conveyed in the December 1, 2023 conference. See Ex. 5 at ¶ 3. Defendants’ requests for all of Plaintiffs’ financial information for more than seven years are overly broad, harassing, seek to invade Plaintiffs’ right to privacy, and improperly seek net worth discovery; these requests constitute fishing expeditions, as they seek information that is not relevant to the claims in the lawsuit and are not narrowly tailored to avoid including tenuous information. Therefore, Defendants’ Motions should be denied. IV. Argument and Authorities A. Defendants’ Affirmative Claims Waived Defendants are not entitled to the discovery sought because they waived all potential claims against Tubeileh. Defendants have now falsely accused Tubeileh of “divert[ing] and misappropriate[ing] tens of millions of dollars from the Global US Subsidiaries through a web of self-dealing and unlawful transactions…” and “extensive acts of fraud, misrepresentation, self-dealing, bribery, and undue influence,” in contravention of the agreements between the parties. See Defendants’ Rog Motion at p. 1-2. Defendants filed a 90-plus page counterclaim in the public records, seeking to smear and insult Tubeileh. See Defendants’ First Amended Answer and Affirmative Defenses to Plaintiffs’ Second Amended Petition and Application for Declaratory Judgment filed on Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 8 of 19 10/13/2023 (the “Counterclaim”). Defendants inappropriately obtained Tubeileh’s private emails containing conversations with his accountants and tax returns, then filed this information in the public record, including information about Tubeileh’s children’s education expenses (and listing the exact amount of their tuition), housing expenses, and Plaintiffs’ tax returns. Id. at p. 53-56; Defendants’ Rog Motion at 9-10, and Defendants’ MSJ Response filed on 2/9/2024. Defendants’ Counterclaim seeks to invalidate all of the agreements between Plaintiffs and Defendants other than the 2019 Employment Agreement (all of which were duly signed by Dr. Mader, Defendants’ president and the CEO of GOGAG) and recoup all compensation paid to Plaintiffs. Defendants’ Counterclaim, while lengthy and replete with malicious accusations, is short any actual facts supporting Defendants’ allegations against Plaintiffs. Defendants fail to acknowledge that they waived all claims and agreed to release and indemnify Tubeileh for any allegations related to his work for Defendants: 2. BT agrees to serve in the assigned position and to perform diligently and to the best of BT's abilities the duties and services either from the US or abroad. BT's responsibilities are the management and overview of day-to-day operations of Global's US entities as well as new acquisitions. Specifically, BT shall not be responsible or liable for any tax-related topics, financials, audits or accounting of Global US entities. In addition, Global and any other of Global' s US entities herewith waives any possible claims against BT and herewith pledge all assets to hold BT harmless and fully financially defend BT to and against any types of claims, punitive or civil damages or any similar charges, no matter whether originating from internal or external investigations, made against BT in connection with his management role at Global or Global's entities. See Agreement, Ex. 2, BT 000150, at ¶ 2. Defendants now seek to invalidate that Agreement. However, the 2019 Agreement, under which Defendants have brought their claims, contains a similar provision waiving all claims against Tubeileh and agreeing to indemnify Tubeileh for any allegations related to his work for Defendants: Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 9 of 19 2. Employee agr·ees to serve in the assigned pos ft ion an d to perform diligently and to t he best of Employee's abilit ies the duties and services, as well as such add itional or different duties and services appropriate to such posit ion which Employee from time to t ime may be reasonably dire<:ted to pert·orm by Global or GOG in writ ing {email). Employee shall not be responsib l.e or liable for any tax~relat ed or accounting of either Global or any ot her subsidiary of GOG. In addition, Global herewith wa ives any possible claims against Em Joyee and herewit h ledges its assets to hold Em lo ee harmless t o an !YJ)es of ctaims, punttive or cTvil damages or any s[milar charges made aga inst Employee in connection wit h his emp lo ment either at Global or any other subsidia r of GOG for an tax, accounting or day-to-da'y financial management. Employee shall at all t imes comply with and be subjet:t t o such policies and proced ures as Global or GOG may establish from t ime t o t ime, incl ding any publlshecf compa ny Code of Business C-0n duct. See 2019 Agreement, Ex. 3, BT 000155, at ¶ 2. Defendants failed to comply with the waivers or the indemnity provisions in the 2019 Agreement and the Agreement. See Ex. 4 at ¶ 7. Defendants have waived “any possible claims against Employee;” therefore all of the allegations in the Counterclaim are without merit, and discovery on Defendants’ claims is moot. See Ex. 2, 3. Defendants’ Interrogatories and Subpoenas are not reasonably calculated to lead to the discovery of admissible evidence, because Defendants waived all claims against Tubeileh. See TEX. R. CIV. P. 192.3 Therefore, Defendants’ Motions should be denied. B. The Interrogatories and the Subpoenas are Overly Broad, Seek Information that is Not Relevant or Reasonably Calculated to Lead to the Discovery of Admissible Evidence, and Constitute a Fishing Expedition Defendants’ Interrogatories and the Subpoenas constitute an improper, overly broad, harassing, fishing expedition. A party may obtain discovery of non-privileged information that is relevant to the subject matter of the pending action. See TEX. R. CIV. P. 192.3(a). A discovery request which calls for the production of documents that are irrelevant to the parties’ claims or defenses constitutes an impermissible “fishing expedition.” See In re Am. Optical Corp., 988 S.W.2d 711, 713 (Tex. 1998) (discovery Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 10 of 19 may not be used as a fishing expedition and discovery requests must be reasonably tailored to include only matters relevant to the case). Requests must show a reasonable expectation of obtaining information that will aid the dispute's resolution. In re Nat’l Collegiate Athletics Ass’n, 543 S.W.3d 487, 491 (Tex. App.—Dallas 2018, orig. proceeding) (citing Am. Optical, 988 S.W.2d at 713). “A central consideration in determining overbreadth of a discovery request is whether the request could have been more narrowly tailored to avoid including tenuous information and still obtain the necessary, pertinent information.” In re UPS Ground Freight, Inc., 646 S.W.3d 828, 832 (Tex. 2022) (citing In re CSX Corp., 124 S.W.3d 149, 153 (Tex. 2003). Defendants allege that the information sought by the Interrogatories and the Subpoenas is “directly relevant to Plaintiffs’ alleged acts of fraud, misrepresentation, self- dealing, bribery, and undue influence.” See Defendants’ Rog Motion at p. 2; Defendants’ Subpoena Motion at p. 2. Defendants later claim that the information sought by the Interrogatories is relevant to Defendants’ “claims for breach of employment agreement, breach of fiduciary duty, unjust enrichment, fraud and misrepresentation, negligent misrepresentation, theft, conversion, declaratory judgment, and fraudulent inducement.” Defendants’ Rog Motion at p. 5. However, when actually tied to Defendants’ claims as set forth in the Counterclaim, these arguments fail, as follows: 1. Count I (Breach of Employment Agreement against Tubeileh only) seeks recovery for payments from Defendants to Tubeileh, along with assignments of working interests and ORRIs in Global projects, and breach of an alleged non-compete (Counterclaim at ¶¶ 308-316); 2. Count II (Breach of Fiduciary Duty against Tubeileh only) alleges that Tubeileh engaged in self-dealing in a number of specific transactions, each of which involve transactions with Defendants, and assignments of oil and gas interests (Id. at ¶¶ 321); Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 11 of 19 3. Count III (Unjust Enrichment) seeks recovery for benefits conferred on Plaintiffs by Defendants (Id. at ¶¶ 327, 332); 4. Count IV (Fraud and Misrepresentation) seeks recovery for “material false representations regarding the status of Blackhorn Wells, his ownership of ORRIs, his entitlement to CWIs, and the need of the Global U.S. Subsidiaries to obtain loans to fund Blackhorn Well investments” (Id. at ¶ 338); 5. Count V (Negligent Misrepresentation) relates only to transactions involving Defendants (Id. at ¶¶ 346-357); 6. Count VI (Theft, as to Tubeileh only) seeks recovery for unlawful appropriation of Defendants’ property (Id. at ¶¶ 358-367); 7. Count VII (Conversion, as to Tubeileh only) seeks recovery for control over Defendants’ property and funds in denial of an inconsistent with Defendants’ right to the same (Id. at ¶¶ 368-372); 8. Count VIII (Declaratory Judgment) only involves the PSA between GOG Texas and Tubeileh (Id. at ¶¶ 373-376); 9. Count IX (Declaratory Judgment) only involves the assignment of interests in Blackhorn Wells (Id. at ¶¶ 377-382); 10. Counts X and XI (Fraudulent Inducement) and Count XII (Declaratory Judgment) relate solely to the February Sinostar Loan Agreement, the Tubeileh Loan Agreement, the March Sinostar Loan Agreement, and the accompanying promissory notes between Defendants and Tubeileh (Id. at ¶¶ 383-410); and 11. Defendants’ allegations of undue influence and bribery throughout the Counterclaim are only addressed to Tubeileh’s dealings with Dr. Detlef Mader (Id. at ¶¶ 50-79). Any of Plaintiffs’ financial account information, or any financial transactions other than those with Defendants, are not relevant to any of Defendants’ claims. Defendants’ requests are comparable to a borrower asking its mortgage lender to provide all information regarding all of its accounts, including all other mortgage loans, when only the borrower’s mortgage is at issue. The Interrogatories and the Subpoenas are overly broad and not reasonably calculated to the lead to the discovery of admissible evidence. Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 12 of 19 Moreover, Defendants’ Interrogatories and Subpoenas are not reasonably tailored to include only matters relevant to the case. The requesting party has the responsibility to narrowly tailor its requests. In re Houstonian Campus, L.L.C., 312 S.W.3d 178, 182 (Tex. App.—Houston [14th Dist.] 2010, orig. proceeding). The only transactions arguably relevant to Defendants’ claims are the transactions with Defendants. On information and belief, Defendants are already in possession of information regarding payments between Plaintiffs and Defendants, and this information has been produced by Plaintiffs in this case. Defendants argue that Plaintiffs’ financial transactions with certain, identified third parties are at issue in this litigation;2 even if that argument is accepted, these Interrogatories and Subpoenas are still overly broad because they are not limited to only the transactions and entities at issue. The information sought by Defendants (transactions between Plaintiffs and Defendants, and perhaps some limited, identified additional entities) are available through less intrusive means. See In re Weekley Homes, L.P., 295 S.W. 3d 309, 316 (Tex. 2009). However, Defendants failed to appropriately tailor their discovery requests, even though Plaintiffs’ counsel offered to confer with Defendants to narrow the scope of Defendants’ financial requests to only include relevant transactions. See Ex. 1; Ex. 5 at ¶ 4. It appears that Defendants failed to 1) appropriately tailor their requests, or 2) agree to narrow their requests, because they want to comb through Plaintiffs’ financial records to harass and intimidate Plaintiffs, as shown by public filings in this case. 2 Plaintiffs dispute that any financial transactions other than those with Defendants are at issue in this litigation. However, in the event that the Court determines that Defendants are entitled to discovery regarding Plaintiffs’ financial information, Plaintiffs respectfully request that the Court limit the discoverable information to transactions with the relevant entities—Defendants, Dr. Detlef Mader, and Blackhorn. Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 13 of 19 The Subpoenas seek all account information (including “checking accounts, savings accounts, money market accounts, brokerage accounts, cash management accounts, retirement accounts, health savings accounts, certificates of deposit, trust accounts, lines of credit, and any other financial account”), including bank statements, for more than seven years. This would identify all transactions for any account held with Chase; it is not limited to relevant entities or the relevant time period. The Interrogatories and Subpoenas request information regarding accounts owned by others that are clearly not relevant to the claims in this case; they seek all information pertaining to “all accounts that hold or have held [Plaintiffs’] funds or assets in any form” over the past seven years. This definition is so broad that it could conceivably encompass the accounts of anyone with whom either Plaintiff ever transacted business over the past seven years. Defendants appear to recognize that their Interrogatories and Subpoenas are fishing expeditions and that they are using them to search for additional possible claims, making the following admissions: 1. “The bank records sought are also likely to contain information to other acts of diversion that the Global U.S. Subsidiaries are yet to uncover…”3 2. “The Interrogatories seek information about the accounts used in connection with these allegations, and may also lead to the discovery of additional transactions in which Mr. Tubeileh diverted money from the Global U.S. Subsidiaries...”4 3. “By seeking further information about the identity of financial accounts, the Interrogatories may lead to discoverable information about other accounts…”5 3 Defendants’ Subpoena Motion at p. 8. 4 Defendants’ Rog Motion at p. 6. 5 Defendants’ Rog Motion at p. 10. Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 14 of 19 Therefore, because the Interrogatories and the Subpoenas are overly broad and constitute an overly broad, harassing fishing expedition, Plaintiffs’ objections to the Interrogatories should be sustained and the Motion to Quash and Motion for Protection should be granted. C. The Interrogatories and Subpoenas Violate Plaintiffs’ Right to Privacy Defendants’ Interrogatories and the Subpoenas seek not only checking accounts but “savings accounts, money market accounts, brokerage accounts, cash management accounts, retirement accounts, health savings accounts, certificates of deposit, trust accounts, lines of credit, and any other financial account,” along with “all accounts over which [Plaintiffs have] access or control, all accounts whether individually or jointly held, and all accounts that hold or have held [Plaintiffs’] funds or assets in any form.” See Interrogatories, Subpoenas. The information sought includes accounts that are not relevant or reasonably calculated to the discovery of admissible evidence—for example, without limitation, it would be difficult to see how Plaintiffs’ health savings accounts or retirement counts could relate to the disputed transactions with Defendants. Due to the overbreadth of Defendants’ definitions of “Account,” their Interrogatories and Subpoenas necessarily include private information, including private health information protected by the Health Insurance Portability and Accountability Act (“HIPAA”), and private information of others not affiliated with this Lawsuit. Information including all of Plaintiffs’ financial accounts and transactions, including Plaintiffs’ health expenses and retirement accounts, is clearly not discoverable in this case. Production of this information would violate Plaintiffs’ right to privacy. Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 15 of 19 D. Defendants Already Have Sinostar’s Information Defendants wrongfully accessed emails from Tubeileh’s Sinostar email account. Defendants have accessed Plaintiffs’ communications with their tax advisors, including Rhea Dickey, William Cai, Jignesh Bhakta, Crystal Gates, and others, and Plaintiffs’ tax returns. Defendants have also accessed and produced numerous financial documents from Sinostar, including but not limited to the following: 1. A blank check from Sinostar’s Chase account, produced as Global 38163; 2. Sinostar’s December 2018 Chase account statement, produced as Global 11278-11281 and Global 12807-12810; 3. Sinostar’s July 2020 Chase account statement, produced as Global 47006-47009; 4. Sinostar’s August 2020 Chase account statement, produced as Global 47002-47005; 5. Sinostar’s September 2020 Chase account statement, produced as Global 47010-47013; and 6. Sinostar’s financial statements for 2015, 2018, 2019, 2020 produced as Global 16418-16430, 56246-56265, 28538-28557, and 38408-38409.6 As Defendants already have this information, additional intrusive financial discovery is unnecessary. E. Net Worth Discovery Further, Defendants’ Interrogatories and the Subpoenas are improper attempts to obtain net worth discovery. Pursuant to Section 41.0115(a) of the Texas Civil Practice and Remedies Code, a party may obtain net worth discovery only after (1) filing a motion, (2) serving proper notice, (3) attending a hearing, and (4) obtaining a court order, wherein 6 These documents were produced by Defendants under the Protective Order. Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 16 of 19 the judge finds that the claimant has demonstrated a substantial likelihood of success on the merits of a claim for exemplary damages. See TEX. CIV. PRAC. REM. CODE § 41.0115(a). Defendants argue that because they only seek identifying account information, the Interrogatories do not constitute net worth discovery. This is a disingenuous argument; Defendants have acknowledged that they seek Plaintiffs’ account information to “allow [Defendants] to serve third-party subpoenas on the institutions housing Mr. Tubeileh’s and Sinostar’s financial accounts.” See Defendants’ Rog Motion at p. 3. The information sought regarding all of Plaintiffs’ accounts, including retirement accounts, is an attempt at post-judgment discovery. Defendants failed to even attempt to make the requisite showing that they are entitled to exemplary damages.7 Defendants are not entitled to the discovery of this information regarding Plaintiffs’ financial assets and net worth without first obtaining a court order finding substantial likelihood of success on the merits of a claim for exemplary damages. V. Conclusion Because Defendants waived all claims against Tubeileh, and because Defendants’ Interrogatories and the Subpoenas are overbroad, harassing, not reasonably tailored to lead to discovery of admissible evidence, and constitute an impermissible attempt to obtain net worth discovery, and because Plaintiffs properly objected to the Interrogatories and moved to quash and seek protection from the Subpoenas prior to the deadline for 7 Defendants are not entitled to any damages from Plaintiffs, let alone exemplary damages. As set forth in IV.A above, Defendants waived all claims against Tubeileh arising from his work with Defendants and GOGAG. Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 17 of 19 response, Plaintiffs ask this Court to sustain their objections and grant their Motion to Quash and Motion for Protective Order. WHEREFORE, PREMISES CONSIDERED, Plaintiffs Bernard Tubeileh and Sinostar Investments LLC pray that the Court (1) sustain their objections to the Interrogatories, (2) quash the Subpoenas issued to JP Morgan Chase Bank, NA requesting banking records related to (i) Bernard Tubeileh, and (ii) Sinostar Investments LLC, respectively, (3) grant their Motion for Protective Order, and (4) deny Defendants’ Motions, and to further grant Plaintiffs all such further relief whether in law or in equity upon which they may show themselves justly entitled. Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 18 of 19 Respectfully Submitted, BRIAN LAUTEN, P.C. "-cl~ I _) ________________________________ Brian P. Lauten State Bar No. 24031603 blauten@brianlauten.com Courtney G. Bowline State Bar No. 24055206 cbowline@brianlauten.com Kaylee Vanstory State Bar No. 24115009 kvanstory@brianlauten.com 3811 Turtle Creek Blvd., Suite 825 Dallas, Texas 75219 (214) 414-0996 telephone (214) 744-3015 facsimile ATTORNEYS FOR PLAINTIFFS BERNARD TUBEILEH and SINOSTAR INVESTMENTS LLC CERTIFICATE OF SERVICE In accordance with Rule 21a of the Texas Rules of Civil Procedure, the undersigned attorney hereby certifies that on February 12, 2024, a true and correct copy of the foregoing instrument was forwarded to all counsel of record by way of the ECF case manager system. ,_J_~ ' ~J _______________________________ BRIAN P. LAUTEN ATTORNEY FOR PLAINTIFFS Plaintiffs’ Consolidated Response to Defendants’ Motions to Compel Regarding Plaintiffs’ Financial Information Page 19 of 19 EXHIBIT 1.1 From: Sindelar, Jeffrey C. To: Courtney Bowline; Brian Lauten; Kaylee Vanstory; Michelle Logan Cc: Fellenbaum, Joshua L.; Zellers, Michael; Christopher Staine; Wilk, Christen M. Subject: RE: GOG - Defendants" Motion to Compel RFP Responses (Sets 1-4) Date: Tuesday, January 16, 2024 8:06:25 PM Thank you for letting us know you are opposed to the motion. We’ll set the motion for a hearing as soon as possible. Jeffrey C. Sindelar Jr. | Attorney | Tucker Ellis LLP 950 Main Avenue, Suite 1100 | Cleveland, OH 44113-7213 Direct: 216-696-3697 | Fax: 216-592-5009 | Mobile: 216.577.4208 jeffrey.sindelar@tuckerellis.com Online Biography - Jeffrey Sindelar Jr tuckerellis.com This e-mail is sent by the law firm of Tucker Ellis LLP and may contain information that is privileged or confidential. If you are not the intended recipient, please delete the e-mail and notify us immediately by return email. From: Courtney Bowline Sent: Tuesday, 16 January, 2024 17:12 To: Sindelar, Jeffrey C. ; Brian Lauten ; Kaylee Vanstory ; Michelle Logan Cc: Fellenbaum, Joshua L. ; Zellers, Michael ; Christopher Staine ; Wilk, Christen M. Subject: RE: GOG - Defendants' Motion to Compel RFP Responses (Sets 1-4) <<< EXTERNAL EMAIL >>> Hi Jeff. Yes, we’re opposed to your motion. We didn’t ignore your letter. I told you at the hearing on our motion to compel on January 5 in front of Judge Craig that I’m working on getting together all of Mr. Tubeileh’s Global emails, along with the attachments, for production to you. Once we’ve completed our review to redact confidential information, we’ll produce them—on or before Tuesday, 1/23 (a week from today). This will eliminate General Reservation 5 from our responses to your clients’ second, third, and fourth sets of requests, and I will withdraw this reservation. This production will be made without waiver of 1) Plaintiffs’ objections to the relevant requests, or 2) Plaintiffs’ objections as to the admissibility of these documents. I will produce all of the emails from Mr. Tubeileh’s Global email account, and I will not withhold any of these documents on the basis of our objections. I believe that this production should satisfy the majority of your second, third, and fourth sets of requests. In addition, some of the specific documents you’ve requested have been previously produced (such as BT 155-161 (2019 agreement) and BT 150-152 (2022 agreement)). You told me during our December 1 call that you wanted all of my clients’ financial information in EXHIBIT 1.2 order to identify other Global accounts that you claim Mr. Tubeileh may have set up without your clients’ knowledge; based on the attached draft, it looks like you’ve changed your reason for wanting access to this information. Regardless, as I told you before, we’re opposed to these requests for the reasons stated in the objections (RFP 1-6, 101-102). If you’d like to narrow your requests, I’d be happy to talk to you about reasonable limitations. Thank you. Courtney Bowline | Partner Brian Lauten, PC 3811 Turtle Creek Blvd., Suite 825 Dallas, Texas 75219 214.414.0996 T | 214.744.3015 F cbowline@brianlauten.com brianlauten.com From: Sindelar, Jeffrey C. Sent: Tuesday, January 16, 2024 10:06 AM To: Courtney Bowline ; Brian Lauten ; Kaylee Vanstory ; Michelle Logan Cc: Fellenbaum, Joshua L. ; Zellers, Michael ; Christopher Staine ; Wilk, Christen M. Subject: GOG - Defendants' Motion to Compel RFP Responses (Sets 1-4) Counsel: We had asked to meet and confer with you by January 12, 2024, regarding our deficiency letter addressing your RFP responses. We have not heard from you regarding the letter. Accordingly, please see attached a draft motion to compel responses and documents in relation to Plaintiffs’ RFP Sets 1-4. Please let us know today whether or not you consent in full to the relief sought in the motion or whether you intend to oppose the motion. Thank you, Jeff Jeffrey C. Sindelar Jr. | Attorney | Tucker Ellis LLP 950 Main Avenue, Suite 1100 | Cleveland, OH 44113-7213 Direct: 216-696-3697 | Fax: 216-592-5009 | Mobile: 216.577.4208 jeffrey.sindelar@tuckerellis.com Online Biography - Jeffrey Sindelar Jr tuckerellis.com This e-mail is sent by the law firm of Tucker Ellis LLP and may contain information that is privileged or confidential. If you are not the intended recipient, please delete the e-mail and notify us immediately by return email. EXHIBIT 2.1 AGREEMENT This Agreement is entered into this 10th day of June, 2022, between Global Oil & Gas Fields Oklahoma, LLC, an Oklahoma limited liability company having its principal offices located 5830 Granite Pkwy, Suite 1025, Plano, Texas 75024, hereinafter referred to as "Global" and Bernard Tubeileh, an individual currently residing at 400 Southridge Lakes Pkwy, Southlake, Texas 76092, hereinafter referred to as "BT". It is agreed: 1. Global Oil & Gas AG ("GOG"), the holding company of Global, and Global hereby agree to employ BT as a consulting manager, and BT agrees to take over the management of Global and associated companies beginning as of ist January 2023 and ending 31st December 2025 ("Agreement Term"). Global hereby engages BT as the consulting manager for Global Oil & Gas Texas LLC and Global ("Global's US entities"). 2. BT agrees to serve in the assigned position and to perform diligently and to the best of BT's abilities the duties and services either from the US or abroad. BT's responsibilities are the management and overview of day-to-day operations of Global's US entities as well as new acquisitions. Specifically, BT shall not be responsible or liable for any tax-related topics, financials, audits or accounting of Global US entities. In addition, Global and any other of Global's US entities herewith waives any possible claims against BT and herewith pledge all assets to hold BT harmless and fully financially defend BT to and against any types of claims, punitive or civil damages or any similar charges, no matter whether originating from internal or external investigations, made against BT in connection with his management role at Global or Global's entities. 3. Global agrees to pay BT the sum of US$ 38,500 per month ("BT's salary") for the first twelve months starting Jan 1st• 2023. This will be paid out as a salary per month, payable bi- weekly. The usual payments for taxes, social security and Medicare (in case in the US) will be deducted. This salary will increase by 10% for the following twelve months for each consecutive year. Global will also pay BT a transport allo