03 MAY 2010 03:23 pm ?CN?Ad?mm?mMOn M. GRAHAM EXHIBIT Case ID: 080500560 Control N0.: 10040612 1 IN THE COURT OF COMMON PLEAS IN AND FOR THE COUNTY OF PHILADELPHIA, PENNSYLVANIA CIVIL DIVISION ---------MAUREEN J. WEBSTER, ADMINISTRATRIX OF THE ESTATE OF NOLAN LAWRENCE WEBSTER, DECEASED Plaintiff, vs. ATKINSON & MULLEN TRAVEL, INC., d/b/a APPLE VACATIONS and GWV VACATIONS, AN APPLE VACATIONS COMPANY and GWV VACATIONS, AN APPLE VACATIONS COMPANY, d/b/a APPLE VACATIONS and AMSTAR DESTINATION MANAGEMENT COMPANY and OASIS INTERNATIONAL GROUP d/b/a OASIS HOTELS AND RESORTS and INTERFACE GROUP-MASSACHUSETTS, LLC and GLOBALIA Defendants. : : : : : : : : : : : : : : : : : : : : : : : : May Term, 2008 : No. 000560 : ---------Tuesday, November 24, 2009 --------------------------------------------------------------DSD REPORTING, INC. 232 Moore Street Philadelphia, PA 19148-1925 (215)389-6303 Case ID: 080500560 Control No.: 10040612 2 ---------- Video Deposition of JULIA DAVIDSON, taken pursuant to notice at the office of Sullivan, Cherner, Broadt & Farrell, 216 S. Orange Street, Media, Pennsylvania, on the above date, beginning at approximately 10:00 a.m., before Celeste Perla, Certified Shorthand Reporter, Merit writer and Notary Public. -----------------------------------------------------DSD REPORTING, INC. 232 Moore Street Philadelphia, PA 19148-1925 (215)389-6303 Case ID: 080500560 Control No.: 10040612 3 1 APPEARANCES: 2 3 4 5 EISENBERG, ROTHWEILER, WINKLER, EISENBERG & JECK BY: NANCY WINKLER, ESQUIRE AND DANIEL J. SHERRY, Jr., ESQUIRE 1634 SPRUCE STREET PHILADELPHIA, PA 19103 Representing the Plaintiffs 6 7 8 9 10 MARGOLIS EDELSTEIN BY: ANDREW J. GALLOGLY, ESQUIRE THE CURTIS CENTER 170 S. INDEPENDENCE MALL SUITE 400E PHILADELPHIA, PA 19106-3337 Representing Atkinson & Mullen Travel, Inc. and GWV Vacations, an Apple Vacations Company 11 12 13 14 KELLY, GRIMES, PIETRANGELO & VAKIL, P.C. BY: DONALD M. GRIMES, ESQUIRE 36 EAST SECOND STREET P.O. BOX 1048 MEDIA, PA 19063 Representing Amstar Destination Management Company 15 16 17 18 19 20 21 22 23 24 MARSHALL, DENNEHEY, WARNER, COLEMAN & GOGGIN BY: THOMAS P. WAGNER, ESQUIRE 1845 WALNUT STREET PHILADELPHIA, PA 19103 Representing Interface Group-Massachusetts, LLC MINTZER, SAROWITZ, ZERIS, LEDVA AND MEYERS BY: EDWARD J. JAROSZ, ESQUIRE 1500 MARKET STREET SUITE 4100 PHILADELPHIA, PA 19102 Representing World Travel Holdings, Inc. ALSO PRESENT: SAUL GAN, VIDEO SPECIALIST Case ID: 080500560 Control No.: 10040612 4 1 INDEX 2 WITNESS PAGE 3 JULIA DAVIDSON 4 Examination by Ms. Winkler 10, 302, 314 5 Examination by Mr. Wagner 291, 313 Examination by Mr. Grimes None Examination by Mr. Jarosz None Examination by Mr. Gallogly 307 6 7 8 9 10 EXHIBITS 11 12 NUMBER DESCRIPTION PAGE 13 Davidson 1 Notice of Videotaped Deposition 18 Linked in Julia Davidson 39 Spoke Job Search Julia Davidson 40 Business Publications Comments 51 Lexdon Business Library Apple Vacations Purchases GWV Vacations 53 Applevacations.com Coupon 1 of 8 Bookings 16544784 Nicole Camarote 86 Records Retention Policy 161 14 Davidson 2 15 16 Davidson 3 17 18 Davidson 4 19 Davidson 5 20 21 Davidson 6 22 23 24 Davidson 7 Case ID: 080500560 Control No.: 10040612 5 1 EXHIBITS (Continued) 2 NUMBER DESCRIPTION PAGE 3 Davidson 8 Apple Hotel Ratings 184 4 Davidson 9 Understanding Apple's Hotel Rating System 184 Applevacations.com America's Favorite Vacation Company Fair Trade Contract 191 Applevacations.com America's Favorite Vacation Company Cancun - Oasis Cancun 194 Davidson 12 Photograph 197 Davidson 13 Applevacations.com Travel Tips 204 Apple Vacations At Your Service Applevacations.com Edoardo Reyes Customer Service Executive 225 5 Davidson 10 6 7 8 Davidson 11 9 10 11 12 13 Davidson 14 14 15 16 Davidson 15 Peter Dunn - FW: The Death of Nolan Webster at Grand Oasis Cancun 1/7/07 Email: Julia Davidson Date: 5/11/2007 2:17 PM 245 Davidson 16 Answer of Atkinson & Mullen Travel, Inc., d/b/a Apple Vacations and GWV Vacations, an Apple Vacations Company to Plaintiff's First Set of Interrogatories 257 Davidson 17 Apple Vacations Customer Service Representative Manual 2008 Edition 273 17 18 19 20 21 22 23 24 Case ID: 080500560 Control No.: 10040612 6 1 EXHIBITS (Continued) 2 NUMBER DESCRIPTION PAGE 3 Davidson 18 Death in Resort: Mr. Webster 16244046 Oasis Cancun - 7th January 2007 286 Asset Purchase Agreement By and Between Interface Group-Massachusetts, LLC and AVB, LLC 294 Apple Vacations Mexico Travel Guide Cancun & Riviera Maya Volume XIII 2006 303 4 5 Davidson 19 6 7 Davidson 20 8 9 10 11 MARKED REQUEST PAGE 12 MS. WINKLER: 13 to ask that you provide that to me as promptly 14 as possible. 15 Q. 16 I would appreciate it if you could try to 17 find out how you ascertained that information 18 and provide that information to Mr. Gallogly. 268 19 Q. 20 see who she is and what job functions she has -- 21 what job titles she has held since she has been 22 with the company and provide that information to 23 Mr. Gallogly? And, Mr. Gallogly, I am going 267 If that is not provided in the contract, Now, if you would, I'd ask you to check to 278 24 Case ID: 080500560 Control No.: 10040612 7 JULIA DAVIDSON 1 ----------- 2 PROCEEDINGS 3 ----------- 4 5 6 VIDEO OPERATOR: The following is a videotape deposition. My name is Saul Gan, and I am 7 with Photo/Facts of Bala Cynwyd, 8 Pennsylvania. 9 This deposition is being 10 taken on Tuesday, November the 24th, 11 2009, scheduled for 10 o'clock PM at 12 the law firm of Sullivan, Cherner, 13 Broadt & Farrell, PC, located at 216 14 South Orange Street, Media, 15 Pennsylvania, taken in the case of 16 Maureen J. Webster, Administratrix for 17 the Estate of Nolan Lawrence Webster, 18 Deceased, versus Atkinson & Mullen 19 Travel, Incorporated, doing business as 20 Apple Vacations and GWV Vacations, and 21 others, May 2008 Term, Case Number 22 000560, filed in the Court of Common 23 Pleas of Philadelphia County, 24 Pennsylvania. Case ID: 080500560 Control No.: 10040612 8 JULIA DAVIDSON 1 Present today is the witness, 2 Julia Davidson, who is testifying on 3 her own behalf. 4 5 And our counsel present will now identify themselves for the record. 6 MS. WINKLER: 7 Eisenberg, Rothweiler, Winkler, 8 Eisenberg & Jeck, on behalf of the 9 Plaintiff. 10 MR. SHERRY: Nancy Winkler, Daniel J. 11 Sherry, Jr., Eisenberg, Rothweiler, 12 Winkler, Eisenberg & Jeck, for the 13 Plaintiff. 14 MR. GALLOGLY: 15 Gallogly, Margolis Edelstein, for 16 Atkinson & Mullen Travel, trading as 17 Apple Vacations and for AVB, LLC, 18 Trading As GWV Vacations. 19 MR. WAGNER: Andrew Thomas P. 20 Wagner, Esquire, of Marshall, Dennehey, 21 Warner, Coleman & Goggin, for Interface 22 Group-Massachusetts, LLC. 23 24 MR. GRIMES: Don Grimes for Amstar. Case ID: 080500560 Control No.: 10040612 9 JULIA DAVIDSON 1 VIDEO OPERATOR: And our 2 court reporter's name is Celeste Perla 3 from DSD Reporting. 4 approximately now 10:15 AM, and our 5 court reporter will now swear in the 6 witness. 7 The time is MS. WINKLER: Prior to 8 swearing the witness, I would like to 9 make a statement for the record. 10 Frank Blatcher has been 11 notified of this deposition. 12 entered his appearance on behalf of 13 Globalia and I understand that he is 14 not attending this deposition per my 15 conversation with Mr. Gallogly prior to 16 going on the record. 17 He has And David Cohen has been 18 notified of the deposition and prior to 19 going on the record I spoke with him, 20 he is sending an associate to the 21 deposition but has said that it was 22 fine to begin in his absence. 23 you. 24 Thank ---------- Case ID: 080500560 Control No.: 10040612 10 JULIA DAVIDSON 1 JULIA DAVIDSON, having 2 been first duly sworn, testified as 3 follows: 4 ----------- 5 VIDEO OPERATOR: 6 Please proceed. 7 ---------- 8 BY MS. WINKLER: 9 Q. Ms. Davidson, my name Nancy Winkler. Good 10 morning. 11 A. Good morning. 12 Q. Prior to coming in here today, have you had an 13 opportunity to meet with Mr. Gallogly and to speak 14 about what would happen in this room today? 15 A. I have. 16 Q. Have you also had your deposition taken at any 17 time prior to today? 18 A. Yes. 19 Q. How many times? 20 A. More than ten and less than twenty. 21 Q. Where do you live? 22 A. West Chester, Pennsylvania. 23 Q. And what is your address? 24 A. 6 Fawn Court, West Chester, PA. Case ID: 080500560 Control No.: 10040612 11 JULIA DAVIDSON 1 Q. Is that fond, F-O-N-D? 2 A. No. 3 Q. Thank you. 4 Fawn, as in a small deer. Who lives with you at that address? 5 A. My husband. 6 Q. How old are you? 7 A. Fifty-seven. 8 Q. Can you tell me a little bit about your 9 educational background? What is the highest level of 10 schooling that you attended? 11 A. 12 have a Canadian Chartered Accountant's designation and 13 an American Certified Public Accountant's designation. 14 Q. 15 Canadian? 16 A. 17 Canadian equivalency of a CPA. 18 Q. 19 degree that you have? 20 A. 21 Master's in environmental studies, a Master's in 22 science from Dalhousie University, D-A-L-H-O-U-S-I-E, 23 from Halifax, Nova Scotia, H-A-L-I-F-A-X. 24 Q. I have a Master's in environmental studies and I Can you explain that to me a little bit, the What is it, the Canadian -- -- Chartered Accountant designation. It is the And from the United States, what is it, the It isn't a United States degree. It is a I thought that you had said that you had also had Case ID: 080500560 Control No.: 10040612 12 JULIA DAVIDSON 1 some accounting degree in the states, am I correct? 2 A. A Certified Public Accountant's designation. 3 Q. And is that based upon your Chartered Accountant 4 Degree from Canada? 5 A. It is a reciprocity based designation. 6 Q. When did you receive your Master's in 7 environmental studies? 8 A. 1981. 9 Q. Where are you currently employed? 10 A. I am employed by a company called Belmullet Group 11 II, LLC. 12 is Roman Numeral II. 13 Q. B-E-L-M-E -- 14 A. M-U-L-L-E-T, Roman Numeral II. 15 II, LLC. 16 Q. What type of company is that? 17 A. It is an executive leasing company. 18 Q. What does it lease? 19 A. It leases executives. 20 Q. On a short-term or long-term basis? 21 A. I guess you would say long-term. 22 Q. In any particular industry? 23 A. No. 24 companies. Belmullet is spelled, B-E-L-M-U-L-L-E-T, it Belmullet Group It is -- leases executives to particular Case ID: 080500560 Control No.: 10040612 13 JULIA DAVIDSON 1 Q. What companies does it work with? 2 A. Well, the company that I am leased to or one of 3 the companies that I am leased to are all its 4 subsidiary companies of a Apple Vacations Crestline 5 Holdings, LLC. 6 C-R-E-S-T-L-I-N-E. 7 Q. 8 you go through that with me again so I understand, 9 please? Crestline is spelled, So they are all of these subsidiaries of -- can 10 A. I am leased to all the subsidiary companies of 11 Apple Vacations Crestline Holdings, LLC. 12 Q. 13 LLC located? 14 A. 7 Campus Boulevard, Newtown Square, Pennsylvania. 15 Q. How many subsidiary companies are there for Apple 16 Vacations Crestline Holdings, LLC? 17 A. I would have to count them, but it's around ten. 18 Q. Would you be able to name them for me, please? 19 A. Yes, I can, or I can attempt to. And where is Apple Vacations Crestline Holdings, 20 The subsidiaries would be Atkinson & 21 Mullen Travel II, LLC; AVB II, LLC; Amcal Vacations II, 22 LLC; ABB, LLC; Belmullet Group II, LLC; The Coryn Group 23 II, LLC; Kelsey & Coryn Data Services, LLC; Busy Bee 24 Travel, LLC. I think that is it. Case ID: 080500560 Control No.: 10040612 14 JULIA DAVIDSON 1 Q. Okay. 2 Before coming in here today, did you 3 review any documents? 4 A. Yes. 5 Q. Can you tell us what you reviewed? 6 A. I reviewed the responses to the Interrogatories 7 and the request for production of documents and the 8 supplemental requests for production of documents. 9 reviewed the Purchase Agreement for the Asset Purchase I 10 Agreement between Interface Group and AVB, LLC. And 11 documents related to the conversion of the booked but 12 not traveled passengers associated with that Purchase 13 Agreement, Asset Purchase Agreement. 14 Q. 15 What did you review specifically in terms of those 16 documents? 17 A. 18 the listing of booked but not traveled passengers which 19 were part of the assets from that Asset Purchase. 20 Q. 21 Agreement? 22 A. 23 release or the letters to the travel agents or the 24 passengers were part of the Purchase Agreement, nor do Can you are describe that for me, that letter? I reviewed the notices and the press releases and Were those exhibits to the Asset Purchase Excuse me. Not necessarily. I don't believe the press Case ID: 080500560 Control No.: 10040612 15 JULIA DAVIDSON 1 I believe that a listing of the booked but not traveled 2 passengers was attached to the Purchase Agreement. 3 followed from that. 4 Q. 5 passengers, so that I understand what you are speaking 6 of, do you mean that these traveled -- these passengers 7 had their vacations booked at the time of the signing 8 of the Asset Purchase Agreement, but the travel had not 9 yet taken place? It And when you say booked but not traveled 10 A. They had purchased or booked, they may have 11 completed the purchase or they may have only been under 12 deposit prior to the Asset Purchase transaction and 13 were scheduled to travel after the date of the 14 transaction. 15 Q. 16 describe for me what those were? 17 A. 18 pending Asset Purchase transaction describing Apple 19 Vacations/AVB, and announcing it as a good transaction 20 for consumers in the area. 21 Q. 22 AVB stand for? 23 A. 24 not actually anything that is used. And the press releases that you reviewed, can you They were one page documents announcing the And when you say Apple Vacations/AVB, what does It stands for Apple Vacations Boston, but that is The initials AVB Case ID: 080500560 Control No.: 10040612 16 JULIA DAVIDSON 1 are used and then that company initially did business 2 as GWV. 3 the tradename GWV Vacations, which was the name they 4 had conducted business under prior to our purchase of 5 their assets. 6 of time following. 7 licenses the tradename Apple Vacations. 8 Q. Did GWV also use the tradename Apple Vacations? 9 A. GWV is a tradename. One of the assets acquired from Interface was And we use that tradename for a period It's now fallen way and AVB It can't use another 10 tradename. 11 would have had no right to the tradename Apple 12 Vacations. 13 four companies only. 14 Q. And what four companies are they? 15 A. It is licensed -- well, there are current 16 licenses and there are past licenses, because the 17 companies that do business today are not the companies 18 that were in existence at the time of the transaction. 19 The transaction being the purchase and sale. 20 Interface Group did business as GWV. It Apple Vacations is a tradename licensed to The companies that were licensed to use 21 the tradename Apple Vacations at that time were Amcal 22 Vacations, Inc.; AVW, Inc.; Atkinson & Mullen Travel, 23 Inc.; and later AVB. 24 The companies licensed to use that Case ID: 080500560 Control No.: 10040612 17 JULIA DAVIDSON 1 tradename now are: Amcal Vacations II, LLC; AVW II, 2 LLC; Atkinson & Mullen Travel II, LLC; and AVB, LLC. 3 Q. 4 can you tell me how many press releases you did review? 5 A. I think there was only one press release, perhaps 6 two. They would have looked very much the same. 7 would have been potentially one to the trade 8 publications and perhaps a general press release. 9 one I recall was to what is called the trade You were telling me about the press releases and There The 10 publications. 11 Weekly and other travel industry publications. 12 Q. What else did you review? 13 A. I reviewed the list of booked but not traveled 14 passengers, I reviewed the notification letter that 15 came from Interface and AVB to the passengers, and I 16 reviewed the fax and letter to the travel agents. 17 Q. Do you have those documents with you here today? 18 A. I do not. 19 Q. I will show you -- 20 That would be publications like Travel MS. WINKLER: First of all, 21 we are going to mark this as Davidson 1 22 for identification. 23 counsel and then I will show it to you. 24 I will show it to ----------- Case ID: 080500560 Control No.: 10040612 18 JULIA DAVIDSON 1 (Whereupon, Davidson 1, Notice of 2 Videotaped Deposition, was marked for 3 identification.) 4 ----------- 5 BY MS. WINKLER: 6 Q. 7 what has been marked as Davidson 1 for identification. 8 It is a Notice of Videotape Deposition scheduling your 9 deposition here today at 10 o'clock a.m. Ms. Davidson, for the record, I am showing you And you will 10 also notice on the second page of the Notice of 11 Deposition is says, "Ms. Davidson is to bring to the 12 deposition any and all documents and/or other 13 information in her possession relating to the death of 14 Nolan Webster." 15 A. Un-hun. 16 Q. Did you see that notice prior to coming in here 17 today? 18 A. I did. 19 Q. Do you have any documents here with you? 20 A. No, I don't have any documents relating to that 21 death and have not been produced through counsel. 22 Q. 23 by counsel or not. 24 and all documents in your possession in any way Well, I didn't ask you whether they were produced I asked you to bring with you any Case ID: 080500560 Control No.: 10040612 19 JULIA DAVIDSON 1 relating to the death of Nolan Webster. 2 MR. GALLOGLY: Well, that is 3 fine, Nancy. We have produced all the 4 documents that you asked for that we 5 were ordered to produce. 6 chose to bring with you to the 7 deposition was your call. 8 not you brought them along is not our 9 problem. What you Whether or We are not going to haul 10 three drawers of file cabinet documents 11 along with us to this deposition. 12 besides, if you are implying that these 13 letters had anything to do with the 14 death of Nolan Webster, they did not. 15 The documents that Ms. Davidson was 16 just telling you about had nothing to 17 do with Mr. Nolan Webster's death. 18 they would not fall within the scope of 19 your request, Nancy. 20 MS. WINKLER: Plus So Andrew, I 21 understand. I just want to have a 22 clear understanding as to whether Ms. 23 Davidson did bring anything with her 24 today or not. Case ID: 080500560 Control No.: 10040612 20 JULIA DAVIDSON 1 MR. GALLOGLY: 2 And she's told you she didn't. 3 BY MS. WINKLER: 4 Q. 5 records -- strike that. And it is your understanding that the only 6 After going through documents in 7 preparation for this deposition with Mr. Gallogly, is 8 it your understanding that all of the documents that 9 you have in your possession have been turned over to 10 Mr. Gallogly already and have been provided to us in 11 discovery? 12 A. 13 Nolan Webster? 14 Q. Yes. 15 A. I have. 16 Q. And you know in a little while we may go through 17 some of the discovery. 18 designated corporate designee to review the discovery 19 and to provide answers to discovery; is that correct? 20 A. Correct. 21 Q. And prior to coming in here today, I know you've 22 already confirmed that you have looked through the 23 discovery, you have reviewed it in preparation for the 24 deposition here today, correct? You mean the documents related to the death of I believe that. I understand that you were the Case ID: 080500560 Control No.: 10040612 21 JULIA DAVIDSON 1 A. Correct. 2 Q. Are there any other documents that you have, that 3 you know of, either in your possession or that would be 4 available to you that are responsive in any way to the 5 document requests that we have provided, the multiple 6 document requests in this case? 7 A. None that I am aware of. 8 Q. Ms. Davidson, I know that you said prior to 9 coming in here today you have experienced the 10 deposition process more than ten times and less than 11 twenty, and I have not provided you with any 12 instructions at this point. 13 some background information, but I do want to provide 14 you with a couple of instructions even though I 15 understand that you are familiar with the process. 16 We have been going through Okay? 17 A. That is fine. 18 Q. You were doing just fine and I am asking you 19 questions and you are verbalizing the responses and I 20 will just ask that you continue to do the same. 21 All right? 22 A. I will. 23 Q. And can we have an understanding that if you 24 don't understand a question that I ask you, for any Case ID: 080500560 Control No.: 10040612 22 JULIA DAVIDSON 1 reason and could be many reasons, could be an 2 inartfully asked question, especially as the day goes 3 on, just let me know and I will be glad to rephrase it 4 so that you understand that. 5 Okay? 6 A. I will do that. 7 Q. If you do respond to my question, I will assume, 8 fairly, that you have understood my question and that 9 you are responding as accurately and honestly as 10 possible. 11 Is that fair? 12 A. I understand what you are saying. 13 Q. Okay. 14 Do you have any questions before we go 15 on? 16 A. Not that I can think of. 17 Q. If at any time you want to take a break, okay, 18 let us know. 19 to eat or to just use a rest room, whatever, stretch 20 your legs, just let us know and we will take a break. 21 Okay? 22 A. Thank you. 23 Q. All right. 24 Not a problem, okay? To grab something I will do that. Now, of the ten to twenty times that Case ID: 080500560 Control No.: 10040612 23 JULIA DAVIDSON 1 you have been deposed prior to today, were those 2 depositions all in connection with employment; your 3 employment? 4 A. Yes. 5 Q. Do you consider yourself an employee of Apple 6 Vacations? 7 A. 8 Group II, LLC. 9 Q. No. I consider myself an employee of Belmullet Have you ever considered yourself an employee of 10 Apple Vacations? 11 A. Technically, no. 12 Q. Have you ever held yourself out as an employee of 13 Apple Vacations? 14 A. 15 that do business under that name, but not as an 16 employee. 17 Q. 18 Financial Officer for Apple Vacations? 19 A. Absolutely. 20 Q. And why is that? 21 A. Because that is the main duty I perform. 22 the title that I operate under. 23 Q. For Apple Vacations? 24 A. Yes. I have held myself out to represent the companies Have you ever held yourself out as Chief That is Case ID: 080500560 Control No.: 10040612 24 JULIA DAVIDSON 1 Q. And what do you do as Chief Financial Officer for 2 Apple vacations? 3 A. 4 accounting, human resources, and insurance and legal 5 matters. 6 Q. My responsibilities include finance and That is a lot. 7 Do you have other people working for 8 you; under you? 9 A. I am not the only person in the accounting 10 department. 11 Q. How many people are in the accounting department? 12 A. There are about forty people. 13 Q. And how many people are in human resources? 14 A. There would be four. 15 Q. And how about with regard to legal matters? 16 many other people handle legal matters besides 17 yourself? 18 A. I have a legal assistant. 19 Q. Do you have any law degree? 20 A. I do not. 21 with outside counsel. 22 Q. 23 Apple Vacations? 24 A. How One person. I am not a lawyer. We work entirely How long have you been employed as the CFO for Since October 2003. October 27th. Case ID: 080500560 Control No.: 10040612 25 JULIA DAVIDSON 1 Q. When did you start working for Belmullet Group 2 II, LLC? 3 A. Exactly the same date. 4 Q. Prior to October -- 5 A. I stand to correct that. 6 exist until October 2007. 7 employed me was Belmullet Group, Inc. 8 Q. 9 basically a holding company? Belmullet II did not Previously the company that Is Apple Vacations Crestline Holdings, LLC 10 A. It is. 11 Q. Prior to October 27th of 2003, were you employed 12 in any way, shape or form for -- by Apple Vacations, 13 any subsidiaries or companies related to it? 14 MR. GALLOGLY: I have to 15 object to the form. Apple Vacations is 16 a tradename. 17 subsidiaries or related companies. It couldn't have 18 BY MS. WINKLER: 19 Q. 20 and I will rephrase the question, did you work for 21 Apple Vacations? 22 A. I worked for an unrelated company. 23 Q. Where did you work? 24 A. I worked in San Francisco, California. Well, prior to -- prior to October 27th of 2003, Case ID: 080500560 Control No.: 10040612 26 JULIA DAVIDSON 1 Q. Who did you work for? 2 A. I worked for a company called Atinera, LLC. 3 Atinera is spelled, A-T-I-N-E-R-A. 4 Q. What kind of company is Atinera, LLC? 5 A. It was a travel software company. 6 Q. What did you do for them? 7 A. I was their Chief Financial Officer. 8 Q. Can you describe for me just generally what the 9 company did? 10 A. It sold travel software. 11 Q. To various companies or to just one or two 12 companies, select companies? 13 A. 14 companies. 15 Q. No. It was sold in the marketplace to travel Thank you. 16 How long did you work there? 17 A. About two years. 18 Q. Prior to that time, where did you work? 19 A. I worked in Seattle, Washington. 20 immediately prior to Atinera, I worked for a company 21 called The Uniglobe, LLC. 22 I worked as the Chief Financial Officer for their dot 23 com company. 24 Financial Officer for a wholesale travel company called I worked Uniglobe is U-N-I-G-L-O-B-E. Prior to that, I worked as the Chief Case ID: 080500560 Control No.: 10040612 27 JULIA DAVIDSON 1 Global Leisure Group. 2 Q. And what did they do? 3 A. They sold travel vacation packages to travel 4 agents. 5 Q. How long did you work there? 6 A. Five years. 7 Q. Also as Chief Financial Officer? 8 A. Correct. 9 Q. And prior to that time, where did you work? 10 A. In Halifax, Nova Scotia. 11 Q. And who did you work for? 12 A. Most -- immediately before I left, I worked for 13 Keddy Motor Inns, a hotel chain, as their Chief 14 Financial Officer. 15 Q. When did you leave Halifax, Nova Scotia? 16 A. 1995. 17 Q. Of the ten to twenty depositions that you have 18 been involved in prior to today, how many of those 19 depositions involved an Apple Vacations -- your 20 capacity as representative for Apple Vacations? 21 A. The majority of them. 22 Q. And when you say "the majority of them," how many 23 of them did not? 24 A. One that I can recall, but I don't recall the Case ID: 080500560 Control No.: 10040612 28 JULIA DAVIDSON 1 circumstances of all of the depositions, so I would not 2 want to be specific about that. 3 Q. And this is another instruction I should give 4 you. You know, some of these things may have happened 5 a long time ago and we can only ask you to recall as 6 best as you can. 7 an approximation as I assume that last answer was, that 8 is fine. 9 able to approximate something for us that is absolutely Certain about that. If you are giving us an estimate or No one wants you to guess, but if you are 10 fine and just indicate so. 11 All right? 12 A. I understand. 13 Q. The deposition that may not have been related to 14 your involvement with Apple Vacations. 15 what your involvement with that deposition was and what 16 company you worked for? 17 A. 18 am treating it as referring to the four companies that 19 do business using that tradename and, therefore, they 20 are travel related situations. 21 Can you tell me When you are using the term "Apple Vacations," I The other deposition that I recall was 22 a subsidiary company of what is now Apple Vacations 23 Crestline Holdings, but it was not a travel related 24 and, therefore, to me, not an Apple Vacations related Case ID: 080500560 Control No.: 10040612 29 JULIA DAVIDSON 1 lawsuit. It was a trademark dispute involving an 2 unrelated tradename. 3 Q. Fair enough. 4 Of the other approximately, you know, 5 somewhere between, we are talking about between ten and 6 nineteen depositions that you have been involved in 7 prior to today, can you tell me how many of those 8 depositions involved any claims involving personal 9 injury or death? 10 A. Most of them did. 11 Q. How many of those cases went to trial? 12 A. None. 13 Q. Do you have the captions and the names of the 14 attorneys involved in all of those cases? 15 A. Not in my head. 16 Q. You have it somewhere in your office? 17 A. I believe that it's been provided. 18 Q. And the information, we will get into that a 19 little bit later, but there is a list of some personal 20 injury cases. 21 Is it your testimony that those are the 22 only personal injury cases that you know of involving 23 an Apple Vacations Company within that time frame? 24 A. Yes. Case ID: 080500560 Control No.: 10040612 30 JULIA DAVIDSON 1 Q. And if I am not mistaken, I believe the time 2 frame was from 2002 to 2007. 3 A. I believe that is correct as well. 4 Q. And how did you go about compiling that list, if 5 I may ask? 6 A. 7 our computer system. 8 our attorneys at Margolis Edelstein to do the same. 9 And we also went through paper files that we could We researched our records that were available in We asked our attorney to do -- 10 obtain that were still available to us. 11 Q. 12 Apple Vacations Company's interest, the companies 13 trading as Apple Vacations in all of those lawsuits? 14 A. 15 those lawsuits. Not all of those lawsuits were 16 familiar to me. Some of them predated my time with the 17 company, some of them predated my time -- my 18 involvement in legal affairs and not all of them 19 necessarily occurred here in Pennsylvania, so other 20 counsel may have been involved. 21 and Mr. Gallogly and other counsel are appointed 22 through our insurance company. 23 Q. 24 in Pennsylvania? Does the law firm of Margolis Edelstein represent I can't say that they represented them in all of Margolis and Edelstein How many of the cases did involve a lawsuit filed Case ID: 080500560 Control No.: 10040612 31 JULIA DAVIDSON 1 A. I can't say that from my memory. 2 Q. Do you have any estimate based on your memory? 3 A. No. 4 Q. Okay. 5 Do you consider this lawsuit that we 6 are here about today and a lawsuit involving an Apple 7 Vacations Company? 8 A. 9 Defendants that trade, or did trade, or at least one of Well, to the extent that you've named the two 10 them did trade under the name Apple Vacations, I 11 suppose you could characterize it in that way. 12 Q. Is that a yes? 13 A. To me it is a no. 14 Q. Can you just tell me why it is no? 15 A. Because the party that at the time was doing 16 business as Apple Vacations, which is Atkinson & Mullen 17 Travel, Inc., actually had nothing to do with the 18 events that are the heart of this lawsuit. 19 Q. Why do you say that? 20 A. That company didn't do business in Pennsylvania, 21 it did not sell or market the trip, it did not fulfill 22 the trip, it had no connection to the customer, it 23 didn't collect any money, it didn't pay any vendors. 24 It had nothing to do with that particular trip. Case ID: 080500560 Control No.: 10040612 32 JULIA DAVIDSON 1 Q. When you say "that company," are you speaking of 2 Atkinson & Mullen? 3 A. 4 time was doing business under the tradename Apple 5 Vacations. 6 Q. 7 did not do business in Pennsylvania? 8 A. 9 business in Massachusetts which is where all of these Correct. That is the only company that at that And at the time are you saying Atkinson & Mullen It did business in Pennsylvania. It did not do 10 events occurred, either there or in the foreign 11 jurisdiction where the hotel was. 12 Q. 13 initially said -- well, and then you named two 14 companies that at some point in time traded as Apple 15 Vacations and I know you named one which was Atkinson & 16 Mullen, correct? 17 A. Correct. 18 Q. And what was the other company that you are 19 referring to? 20 A. 21 which was the company that acquired the assets of 22 Interface Group that were doing business as GWV 23 Vacations. 24 Nolan Webster's death, AVB was not doing business as Let me ask you. You said that -- well, you The other company I am referring to is AVB, LLC At the time of this -- of the events around Case ID: 080500560 Control No.: 10040612 33 JULIA DAVIDSON 1 Apple Vacations. 2 it was doing it as GWV Vacations. 3 later that it began to operate under the tradename 4 Apple Vacations. 5 Q. 6 Webster's death that he was not on an Apple Vacations? 7 A. That would be correct. 8 Q. I know I am jumping around a little bit, Ms. 9 Davidson, but let me ask you. 10 To the extent it was doing business, It was only years Is it your contention that at the time of Nolan We were talking about documents you reviewed. 11 Was there anything else that you 12 reviewed in preparation for this deposition prior to 13 coming in here other than what you've described? 14 A. No. 15 Q. Other than speaking with Mr. Gallogly or any 16 lawyers in his office in preparation for this 17 deposition, have you spoken with anyone else in 18 preparation for today's deposition about this lawsuit? 19 A. 20 me. 21 Q. 22 you had. 23 A. No. 24 Q. When you asked your legal assistant to pull the I asked my legal assistant to pull the files for Does that count? Well, I am asking about any conversations that Case ID: 080500560 Control No.: 10040612 34 JULIA DAVIDSON 1 files for you, what files did your legal assistant pull 2 for you? 3 A. 4 documents, the copies of the responses to the 5 Interrogatories, and the other documents were all 6 available to me in soft copy in our computer system. 7 So she didn't have to do anything. 8 Q. 9 deposed prior to today involve a claim in any way What were you speaking of? The copies of the responses to the production for Did any of those other cases in which you were 10 relating to a drowning? 11 A. They did not. 12 Q. Where do you currently work? 13 location. 14 A. 7 Campus Boulevard, Newtown Square, Pennsylvania. 15 Q. And what is that location called on the outside 16 of the building? 17 A. 18 that has several companies' names on it that rent 19 office space in the building. 20 Q. And what companies are they? 21 A. Well, the FBI rents office space. 22 rents office space. 23 Apple Leisure Group. 24 Vacations. I mean the Does it say anything? There is a sign at the entrance off the street AM Resorts And then there is a name on there, I think it also says Apple I don't go in that entrance, so I am not Case ID: 080500560 Control No.: 10040612 35 JULIA DAVIDSON 1 really familiar with every name on the sign. 2 Q. Is Atkinson & Mullen located at that address? 3 A. Atkinson & Mullen Travel II is located at that 4 address. 5 Q. Is Atkinson & Mullen Travel still in business? 6 A. Atkinson & Mullen Travel, Inc., is that the 7 company you are referring to? 8 Q. Yes. 9 A. Atkinson & Mullen Travel, Inc., ceased doing 10 business in December of 2007. 11 Q. 12 corporation? 13 name? 14 A. 15 Atkinson & Mullen Travel II, LLC. 16 Q. Thank you. 17 A. You're welcome. 18 Q. Who are the principles in Atkinson & Mullen 19 Travel II, LLC? 20 A. I don't understand what you mean by "principles." 21 Q. Are there officers? 22 A. Yes. 23 Q. Who are the officers? 24 A. John Mullen would be the Chairman. Atkinson & Mullen Travel II, is that a Is it incorporated? What is the full It is a limited liability company. Its name is I would be Case ID: 080500560 Control No.: 10040612 36 JULIA DAVIDSON 1 the Chief Financial Officer and Assistant Secretary. I 2 believe Jeffrey Mullen is the Secretary. 3 Q. 4 company? 5 A. Not that I can recall. 6 Q. And how about AM Resorts? 7 A. I am not understanding the question. 8 Q. What type of company is that? 9 A. AM Resorts, LLC is a limited liability company. 10 Q. And are there officers of that company? 11 A. Yes. 12 Q. Who are they? 13 A. I don't know. 14 relationship with. 15 Q. And how about Apple Leisure Group? 16 A. Apple Leisure Group is a tradename, but it's like 17 a nickname. 18 way of referring to a series of companies, one of which 19 is Apple Vacations Crestline Holdings II, LLC, or Apple 20 Vacations Crestline Holdings, LLC. 21 doesn't have a II in its name. 22 Q. 23 their office address is also 7 Campus Boulevard, 24 correct? Is there anyone else that is an officer at that It's not a company that I have any It is a known as name. It is a collective That company And Apple Vacations Crestline Holdings, LLC, Case ID: 080500560 Control No.: 10040612 37 JULIA DAVIDSON 1 A. Yes. 2 Q. And the Apple Vacations that is also listed at 3 that address, is that also a tradename or is it 4 something else? 5 A. It is only a tradename. 6 Q. Is there a sign for Belmullet Group, LLC -- Group 7 II, LLC at the 7 Campus Boulevard address on the 8 outside of the building? 9 A. There is not. There are no signs on the outside 10 of the building. The only sign is at the entrance to 11 the -- on the driveway. 12 Q. 13 tradename Apple Vacations, to your knowledge? 14 A. 15 tradename. 16 Vacations from Interface Group as part of the Asset 17 Purchase and used that tradename for a period following 18 that Asset Purchase. 19 and began using Apple Vacations as its licensed 20 tradename. 21 Q. 22 did AVB, LLC use the tradename GWV? 23 A. It was about two years after the transaction. 24 Q. And can you give me those years if you know them? Freestanding. At some point in time did GWV start using the GWV is a tradename. It cannot use another AVB, LLC acquired the tradename GWV It then stopped using that name So for what period of time, to your knowledge, Case ID: 080500560 Control No.: 10040612 38 JULIA DAVIDSON 1 A. Well, it would have been 2007 and 2008 roughly. 2 It's not precise. 3 some media and not in others. 4 Q. 5 this. 6 the tradename Apple Vacations? 7 A. It now licenses the tradename Apple Vacations. 8 Q. And when you say "now," when did that begin? 9 A. I don't know exactly the date it was licensed. 10 Q. Do you know if as of 2006 and 2007 AVB, LLC used 11 the tradename Apple Vacations? 12 A. It did not. 13 Q. To your knowledge, were there press releases that 14 were issued such that Apple Vacations had acquired GWV? 15 A. Absolutely not. 16 Q. To your knowledge, were there any press releases 17 issued to the effect that Apple Vacations had merged 18 with GWV? 19 A. Absolutely not. 20 Q. As CFO for Apple Vacations Companies, are you 21 acting as the Chief Financial Officer for all of the 22 companies that have licenses to use the Apple 23 Vacations' tradename? 24 A. It may have continued to use GWV in It was a transition. And AVB, LLC -- tell me if I am correct about Is AVB, LLC a company that is permitted to use Apple Vacations is a tradename. I am. Case ID: 080500560 Control No.: 10040612 39 JULIA DAVIDSON 1 Q. So those would be the companies that had past 2 licenses and now the current licenses as well, correct? 3 A. 4 correct. 5 Q. 6 from 2003 forward? 7 A. October 2003 forward. 8 Q. Okay. For the period of my employment, that would be And that would be from -- just so I am clear, 9 MS. WINKLER: 10 I just want to mark these. 11 ----------- 12 (Whereupon, Davidson 2, Linked in, 13 Julia Davidson, was marked for 14 identification.) 15 ----------- 16 BY MS. WINKLER: 17 Q. 18 record, two documents that I have marked collectively 19 as Davidson 2 for identification. 20 confirm that what I have shown you are the page from 21 Linked in, your page from Linked in, and then the next 22 part of Davidson 2 is your two-page entry on Spoke; is 23 that correct? 24 A. I am showing you so that it is clear for the And if you will just I never entered anything on Spoke. I don't even Case ID: 080500560 Control No.: 10040612 40 JULIA DAVIDSON 1 know what Spoke is. 2 Q. Okay. 3 A. And there certainly is no such animal as Apple 4 Vacations, Inc. 5 Q. 6 these documents, but maybe so that is clear, I will 7 remark these just so that is clear on the record. 8 Linked in is Davidson 2 for identification and let's 9 mark Spoke, the two-page document as Davidson 3. All right. Well, I am going to ask you some questions about 10 ----------- 11 (Whereupon, Davidson 3, Spoke, Job 12 Search, Julia Davidson, was marked for 13 identification.) 14 ----------- 15 BY MS. WINKLER: 16 Q. 17 Let me ask you first about the Linked in page. Did you enter that onto the web? 18 A. 19 really use Linked, but I do get messages from people 20 all the time asking me to join or respond or update 21 their information on Linked or confirm that I still 22 exist. 23 Q. 24 It's possible, but I don't recall. I don't Fair enough. And it says there, Julia Davidson. Case ID: 080500560 Control No.: 10040612 41 JULIA DAVIDSON 1 That is your name, correct? 2 A. It is. 3 Q. And it says, CFO at Apple Vacations. 4 also correct? 5 A. It says that. 6 Q. Is that correct? 7 A. Generically you could say that. 8 about. 9 Q. Is that As we've talked You do hold yourself as CFO for Apple Vacations, 10 correct? 11 A. Yes. 12 Q. Okay. 13 Fair enough. And your education, Dalhousie 14 University? 15 A. That is where I got my Master's Degree. 16 Q. Okay. 17 And where it says connections. 18 know what that means, 13 connections? 19 A. I haven't got a clue. 20 Q. Okay. 21 Do you Now let's go to Davidson 3 for 22 identification if we can, and let's look at that first 23 page. 24 -- I believe you stated that you did not know that you And this says Spoke, Find a person, and we just Case ID: 080500560 Control No.: 10040612 42 JULIA DAVIDSON 1 had an entry on Spoke. 2 A. That is absolutely correct. 3 Q. Okay. 4 Is that fair to say? So it would be correct that you did not 5 personally enter this information on Spoke? 6 A. That would be correct. 7 Q. Do you know who did? 8 A. I have no idea. 9 Newtown Square is, and that is not our zip code, and I don't even know what 100 10 Apple Vacations, Inc., doesn't exist. 11 where this came from. 12 Q. So who knows Well, let's look at that first page for a minute. 13 It does say Julia Davidson, that is 14 your name, right? 15 A. Yes. 16 Q. And it does say CFO Apple Vacations, correct? 17 A. It does. 18 Q. In the first part of the address at least, 7 19 Campus Boulevard, I understand you don't know the next 20 line says 100, but it is Newtown Square, PA, correct? 21 A. Yes. 22 Q. Okay. 23 24 Now, where it says Julia Davidson's biography at the bottom and it says tags. Is that what Case ID: 080500560 Control No.: 10040612 43 JULIA DAVIDSON 1 you are taking issue with, where it says Apple 2 Vacations, Inc., PA, Cfo? 3 A. 4 just commenting that that is not something that I would 5 ever say because there is no such animal as Apple 6 Vacations, Inc. 7 Q. Well, I am not taking issue with anything. Okay. 8 9 I am Let's go to the second page of this, if we can, please? 10 A. Yeah. 11 Q. And it lists coworkers. 12 157 -- 13 A. I do. 14 Q. -- in parens. 15 know? 16 A. 17 combination of the Apple group, that number doesn't 18 represent anything. 19 I don't know where that number came from. 20 Q. 21 you know how many coworkers you do have at all of the 22 Apple Vacations Companies in any -- at any level and 23 any capacity? 24 A. Do you see that, it says Do you have 157 coworkers? Do you If you're talking about employees at some It doesn't mean anything to me, so When you say it doesn't mean anything to you, do There are I would estimate at this time Case ID: 080500560 Control No.: 10040612 44 JULIA DAVIDSON 1 approximately 400 people working for various companies 2 that are subsidiaries of Apple Vacations Crestline 3 Holdings, LLC. 4 Q. 5 and 2007 or would it be different? 6 A. It would be different. 7 Q. And do you know what it was in 2006 and 2007? 8 A. I don't recall. 9 was higher. And would that number be the same back in 2006 I would estimate that the number We've had some layoffs with the economic 10 situation. 11 Q. 12 higher it would be? 13 A. I couldn't guess. 14 Q. There is some individuals that are listed there. 15 I am going to go through those folks with you, if we 16 can. And when you say "higher," do you know how much 17 Jill, is it Freimuth? 18 A. Freimuth. 19 Q. Okay. 20 And it says Corporate Recruiter. 21 you know who Jill Freimuth is? 22 A. 23 Department. 24 Q. Yes. Do She currently works in the Human Resources And she works in the Human Resources Department Case ID: 080500560 Control No.: 10040612 45 JULIA DAVIDSON 1 for what company? 2 A. 3 II, LLC. 4 Q. How about Tim Mullen, Marketing VP? 5 A. He would be employed by Belmullet Group II, LLC. 6 Q. How about Eileen Herncane? 7 A. Correct. 8 Mullen Travel II, LLC. 9 Q. Her employer is probably Atkinson & Mullen Travel She would be employed by Atkinson & By the way, is Tim Mullen, is he Marketing Vice 10 President? 11 A. 12 Sales and Marketing. 13 Marketing is his correct title I believe. 14 Q. 15 corporate structure for all of the Apple Vacations' 16 subsidiaries? 17 A. There is. 18 Q. And do you have access to that? 19 A. Yes. 20 Q. Would you be kind enough, I am going to ask your 21 counsel to have you produce that, if you will provide 22 that to counsel. 23 24 Is that his title? It's -- I believe it's Senior Marketing. Senior Senior Vice President Sales and By the way, is there any kind of document with a MS. WINKLER: And then, Mr. Gallogly, I would ask if you'd produce Case ID: 080500560 Control No.: 10040612 46 JULIA DAVIDSON 1 that for me. Do I need to follow up 2 with a formal request for production or 3 will you be kind enough to do so? 4 MR. GALLOGLY: Follow it up 5 so that I will remember it that you 6 asked for it, if you would. 7 MS. WINKLER: 8 BY MS. WINKLER: 9 Q. Okay. And what do you call that document, by the way, 10 so that we are clear what I am requesting? 11 A. The corporate organization chart. 12 Q. Thank you. 13 A. I would suggest that you specify a time period 14 because the organization chart is not the same today as 15 it was in 2006. 16 Q. Sure. 17 Understood. And I believe Eileen Herncane we said, 18 I know you said she worked for Atkinson & Mullen Travel 19 II, LLC. 20 her capacity in the organization? 21 A. 22 Director's title in the Marketing Department. 23 Q. How about Pat Campbell? 24 A. Pat Campbell hasn't worked for the company -- It lists here Marketing. I don't know her exact title. Is that -- what is I know she has a Case ID: 080500560 Control No.: 10040612 47 JULIA DAVIDSON 1 well, when I was hired she was not with the company, so 2 I don't know her or exactly what she did. 3 Q. Jeff Mullen? 4 A. Jeff Mullen is Executive Vice President. 5 not the Director of Product. 6 stale. 7 Q. 8 or companies? 9 A. He is This information is very He is Executive Vice President for what company Companies. He would hold that capacity for all 10 of the subsidiary companies under Apple Vacations 11 Crestline Holdings. 12 Q. How about Mary Carr? 13 A. Mary Carr used to be the Executive Assistant or 14 Administrative Assistant to John Mullen. 15 been with the company for several years and I don't 16 remember exactly when she left. 17 Q. How about John Mullen by the way? 18 A. What about him? 19 Q. What is his capacity and what companies is he 20 involved in? 21 A. 22 Crestline Holdings, LLC, at this time. 23 Q. Is it Gagan Saxena? 24 A. Gagan Saxena is now IT Vice President, and he is She hasn't He is Chairman of the Board for Apple Vacations Case ID: 080500560 Control No.: 10040612 48 JULIA DAVIDSON 1 employed by Kelsey & Coryn Data Services II, LLC. 2 Q. John Venezia? 3 A. John Venezia is also employed by Kelsey & Coryn 4 Data Services II, LLC. 5 is a Director of IT Infrastructure, but I am not 6 exactly sure of his title. 7 Q. 8 Kelsey & Coryn, LLC? 9 A. I don't know. 10 Q. Who is Ken Larsen? 11 A. He was my predecessor. 12 Q. Has he been with the company since 2003? 13 the companies? 14 A. 15 months after I was employed, was employed in another 16 capacity with the company and then he left. 17 company at that time would have been Atkinson & Mullen 18 Travel, Inc. 19 Q. 20 press releases earlier and I am going to go back to 21 that. He is a Director. I believe he The title here is stale. By the way, who are the officers, if you know, in So again, this is stale. Any of He for a short period, short is in about six The By the way, I had asked you some questions about 22 I just want to know, to your knowledge, 23 were there any statements made by any executives in any 24 way related to the Apple Vacations Companies that there Case ID: 080500560 Control No.: 10040612 49 JULIA DAVIDSON 1 had been either a merger with Apple Vacations and GWV, 2 or that Apple Vacations had acquired GWV? 3 A. 4 about a merger because no one would have characterized 5 the transaction in that way. 6 second part of your question. 7 Q. There would absolutely have been no discussions And I don't recall the I am sorry. Fair enough. 8 Was there -- aside from a merger, were 9 there, to your knowledge, any statements from any 10 executives in any way related to any of the Apple 11 Vacations Companies that GWV had been in any way 12 acquired by Apple Vacations? 13 A. 14 tradename, not a company, there may have been materials 15 that described AVB as an Apple Vacations Company. 16 the extent it was described as an Apple Vacations 17 Company, someone might have misunderstood what was 18 being described as the nature of the transaction. 19 it was an Asset Purchase by AVB from Interface and the 20 assets acquired included the tradename GWV Vacations. 21 Q. 22 so I will ask you bluntly and you can tell me what you 23 know and what you don't know. 24 Well, aside from the issue that GWV is a All right. To But But that doesn't answer my question, What I want to know is, do you know of Case ID: 080500560 Control No.: 10040612 50 JULIA DAVIDSON 1 any statements made by -- written statements made by 2 any executives in any way affiliated with any Apple 3 Vacations Company, that Apple Vacations had acquired 4 the tradename GWV Vacations and was operating -- that 5 GWV Vacations would be operating as an Apple Vacations 6 Company? 7 A. 8 that I am aware of described that GWV was -- the 9 tradename, was being acquired by AVB, and that GWV The press releases and other written material 10 would continue to be used as a tradename. And the way 11 the company, the new company's activities would be 12 described would be, AVB would do business as GWV 13 Vacations, an Apple Vacations Company. 14 answer your question? 15 Q. Does that So -- well, I am not sure. 16 At some point in time, was there then a 17 press release that said GWV Vacations would be 18 operating as an Apple Vacations Company? 19 A. 20 describing. 21 Vacations and that an Apple Vacations Company. 22 would be doing business not as Apple Vacations, but as 23 GWV Vacations. 24 Q. No. It was not characterized in the way you are It's that AVB would do business as GWV So it And that is what your understanding is of any Case ID: 080500560 Control No.: 10040612 51 JULIA DAVIDSON 1 press releases that were issued? 2 A. That is what I recall. 3 Q. Okay. 4 MS. WINKLER: 5 this. 6 4 for identification. Can I mark If we can mark this as Davidson Thank you. 7 ----------- 8 (Whereupon, Davidson 4, Business 9 Publications, Comments, was marked for 10 identification.) 11 ----------- 12 BY MS. WINKLER: 13 Q. 14 Thank you. 15 A. Thank you. 16 Q. I am showing you what has been marked for 17 identification as Davidson 4. 18 clear on the record, it says, "Leading Experts to 19 Examine Effects of Pandemics, Disasters and Terrorism 20 on Travelers, Travel and Insurance Industries." If you can show your counsel first, Ms. Davidson. 21 And just so that we are Do you see that as the title? 22 A. I do. 23 Q. And you were listed as one of the panel of travel 24 and insurance industry experts to discuss the impact of Case ID: 080500560 Control No.: 10040612 52 JULIA DAVIDSON 1 natural disasters, terrorist disasters, and pandemics 2 on their respective industries, correct? 3 A. That is what it says. 4 Q. Did you do that? 5 A. I went and made a presentation to the travel 6 insurance annual meeting about how our company had 7 handled the after effects of Hurricane Wilma in Mexico 8 in October of 2005. 9 Q. And when was that given? 10 A. It looks like it was February of 2006. 11 recall. 12 only there for one day. 13 Q. Who attended? 14 A. It was members of the travel industry. 15 Particularly people involved in the travel insurance. 16 It was a Travel Insurance Association annual meeting of 17 some kind. 18 Q. It says here February 26th to 28th. I don't I was All right. 19 And did you provide any written 20 materials for that? 21 A. No. 22 Q. And what particularly did you discuss? 23 A. I presented how our company had handled the after 24 effects of Hurricane Wilma, which had happened in Case ID: 080500560 Control No.: 10040612 53 JULIA DAVIDSON 1 October of 2005. 2 Q. Can you tell us what you -- you know, what you 3 did? How you handled that? 4 A. The company, we dealt with the extraction of 5 passengers from the Cancun area after the hurricane. 6 Q. 7 them to, is that what you were discussing? 8 A. Yes. 9 Q. Did you have an emergency action plan that was in From all the different resorts that you had sent 10 place? 11 A. Not at the time. 12 Q. Was one created after that point in time? 13 A. It was. 14 MS. WINKLER: I am going to 15 show you a document that we will mark 16 as Davidson 5 for identification. 17 ----------- 18 (Whereupon, Davidson 5, Lexdon 19 Business Library, Apple Vacations 20 Purchases GWV Vacations, was marked for 21 identification.) 22 ----------- 23 BY MS. WINKLER: 24 Q. Ms. Davidson, have you ever seen this document Case ID: 080500560 Control No.: 10040612 54 JULIA DAVIDSON 1 before? 2 A. Nope. 3 Q. Okay. 4 Why don't you take your time and read 5 through it and let me know when you have done so. 6 A. (Reading.) 7 MR. GRIMES: Nancy, did you 8 not bring extra exhibits for other 9 counsel? 10 MS. WINKLER: I did not 11 because everything was all exchanged in 12 discovery. 13 14 15 16 17 18 19 MR. GALLOGLY: These were never exchanged in discovery. MS. WINKLER: Yes, it was. believe so. MR. GRIMES: I haven't seen it until today, so. MS. WINKLER: You know what, 20 I am not sure, because this probably 21 would not have been anything that was 22 asked for, so maybe that is possible, 23 that it wasn't. 24 I MR. WAGNER: I will tell you Case ID: 080500560 Control No.: 10040612 55 JULIA DAVIDSON 1 what, if you don't mind, could we agree 2 that we simply circulate around the 3 table exhibits that you are going to 4 use. 5 look at these, brief them? As you use them, we will take a 6 MS. WINKLER: Absolutely. 7 THE WITNESS: I have taken a 8 9 look at this. BY MS. WINKLER: 10 Q. Now, I know you said that you've never seen this 11 before; is that correct? 12 A. 13 Business Library. 14 Q. 15 side of this document, "Apple Vacations Purchases GWV 16 Vacations." 17 A. Yes. 18 Q. Okay. Right. Right. 19 This refers to something from Lexdon And it says on the top on the left hand Does it not? And also right next to Lexdon Business 20 Library, it says "Apple Vacations Online." Do you see 21 that? 22 A. I do. 23 Q. And it says Apple quote call and there is a 1-800 24 number, "1-800-828-0639 or plan, price and book Case ID: 080500560 Control No.: 10040612 56 JULIA DAVIDSON 1 online." Do you see that? 2 A. I do. 3 Q. Is that the 1-800 number for an Apple quote? 4 A. It looks like it. 5 Q. And I should ask you, at the time that this 6 appeared, was that the 1-800 number? 7 represent on the record that this was taken off the 8 web. 9 the page it says 6/4/2007, but the date of the piece And I will It looks like on the bottom right hand corner of 10 indicates that it was Philadelphia, that this occurred 11 December 1, so that would have been in 2006. 12 time between 2006, the end of 2006 and June of 2007, 13 was that the 1-800 number for Apple Vacations? 14 A. 15 don't know what our 1-800 number was at that time. 16 I can't confirm that with certainty. 17 Q. But is that the 1-800 number today? 18 A. I don't know that. 19 Q. Was it the 1-800 number at some point in time? 20 A. I don't know that. 21 number. 22 Q. 23 that was your number. 24 A. So some I would say that it's likely that was, but I So I don't know what our 1-800 I thought that you had said that you believed It looks like it from reading this. Case ID: 080500560 Control No.: 10040612 57 JULIA DAVIDSON 1 Q. Okay. 2 Then beneath that it says, "Apple 3 Vacations Purchases GWV Vacations" is the title of the 4 article. 5 A. I see that. 6 Q. All right. Correct? 7 And do you see it says, "Apple 8 Vacations is Proud to Offer Award-Winning Vacations to 9 Boston"? 10 A. I do. 11 Q. And there is a date listed also. 12 "Travelers." 13 you see that? 14 A. I do. 15 Q. And it says, "Apple Vacations, a privately held 16 company located in suburban Philadelphia, has purchased 17 GWV Vacations, a Boston-based vacation brand that has 18 been providing vacations to New England for 34 years." 19 Am I reading that correctly? 20 A. You are reading those words perfectly. 21 Q. Okay. 22 It says, It says, "Philadelphia December 1." Do And is it your belief that that is not 23 true? 24 A. It is not factually correct. That is not what Case ID: 080500560 Control No.: 10040612 58 JULIA DAVIDSON 1 happened with the transaction. 2 Q. 3 in the public domain? 4 A. 5 this, if not all of it, were based on the trade press 6 release. 7 also offers cheap Caribbean vacations and vacation 8 deals and all kinds of vacation related things that 9 around the edge of the page. Do you know how this got reported and out there I don't know. It looks like many of the parts of This looks like a trade website because it I can't say that it 10 reflects a hundred percent of the content of the trade 11 press release. 12 that that does not reflect the substance of the 13 transaction that was embodied in the Purchase and Sale 14 Agreement. 15 Q. 16 and Sale Agreement, did you have any knowledge that 17 there was any publicizing of the transaction between 18 the companies in this matter that we've just read? 19 A. 20 releases. 21 Q. 22 And I can say with absolute certainty Whether that embodies what was in the Purchase I was not involved in preparing the press Fair enough. Who was? 23 A. It probably was Chris Potter. She was the Vice 24 President or is still the Vice President of Marketing. Case ID: 080500560 Control No.: 10040612 59 JULIA DAVIDSON 1 Q. She is Vice President of Marketing for Apple 2 Vacations? 3 A. 4 for the companies. 5 Atkinson & Mullen now, Atkinson & Mullen Travel II, 6 LLC. 7 Travel, Inc. Well, Apple Vacations is a tradename. She is actually employed by At the time it would have been Atkinson & Mullen 8 9 MR. WAGNER: Counsel, will you tell me the number of the exhibit 10 that you were just reading from? 11 MS. WINKLER: 12 Certainly. That was Davidson 5. 13 MR. WAGNER: Thank you. And 14 just for the record, that is the 15 document that says at the top Lexdon 16 Business Library, correct? 17 18 MS. WINKLER: That is correct. 19 MR. WAGNER: 20 MS. WINKLER: Thank you. I need the 21 witness to have that document in front 22 of her for some questioning, but take 23 your time. 24 She works I am sorry. MR. WAGNER: No. I will look Case ID: 080500560 Control No.: 10040612 60 JULIA DAVIDSON 1 at it when you are finished with this 2 line. 3 MS. WINKLER: Okay. Thanks. 4 BY MS. WINKLER: 5 Q. 6 strength of the GWV Vacations brand, the combined 7 entity will be known as 'GWV Vacations, an Apple 8 Vacations Company'." The next line of this release says, "Due to the 9 To your knowledge, is that true or 10 untrue? 11 A. I believe that is the way it conducted business. 12 Q. And then there is some other information in the 13 second paragraph and I will just read part of it. 14 says, "Apple Vacations provides one-stop vacation 15 shopping which includes everything from roundtrip air, 16 hotel accommodations, airport/hotel transfers and 17 more." 18 It Do you see that? 19 A. Yes. 20 Q. Now, "They are recognized as the first choice of 21 vacationers looking for a great value and a variety of 22 travel options." 23 24 Is that your understanding? A. Yes. Case ID: 080500560 Control No.: 10040612 61 JULIA DAVIDSON 1 Q. And then there is a quote from John Mullen. 2 you see that there? 3 A. I do. 4 Q. Okay. 5 Do "'We look forward to bringing this 6 value and a high level of service to both travel agents 7 and Boston vacationers,' said John Mullen, CEO and 8 President of Apple Vacations." 9 Do you see that quote? 10 A. Yes. 11 Q. At the time was John Mullen, CEO and President of 12 Apple Vacations? 13 A. 14 company. 15 companies -- or three of the four companies that were 16 doing business as Apple Vacations. 17 three of the three because AVB is now licensed to use 18 the tradename Apple Vacations. 19 document, which appears to be December 2006 and since 20 it's announcing a pending transaction, AVB was not 21 licensed to use the tradename Apple Vacations. 22 Mullen did not hold any positions with AVB, LLC and 23 does not. 24 Q. Well, Apple Vacations is a tradename, not a He was CEO and President of the four Actually, it was But at the time of this And Mr. Now, I know you have said that Apple Vacations is Case ID: 080500560 Control No.: 10040612 62 JULIA DAVIDSON 1 a tradename. 2 A. Yes. 3 Q. And I understand that. 4 first of all, has it been over the years since you have 5 been involved with Apple Vacations, very important that 6 people hold themselves out as part of the Apple 7 Vacations Company? 8 A. I am not sure what you mean by that. 9 Q. Isn't the name recognition for the company "Apple But I want to ask you, 10 Vacations"? 11 A. 12 travel. 13 Vacations Crestline that aren't involved in wholesale 14 travel. 15 Q. And what companies are they by the way? 16 A. Belmullet, Coryn, Busy Bee Travel, Kelsey & Coryn 17 Data Services, did I mention them? 18 Q. Okay. 19 A. That is it. 20 Q. And Busy Bee Travel, is that a travel agency? 21 A. Busy Bee, as in -- 22 Q. Busy Bee. 23 A. -- B-U-S-Y B-E-E. 24 or was. For the four companies that sell wholesale There are other companies owned by Apple It is a retail travel agency It no longer operates. Case ID: 080500560 Control No.: 10040612 63 JULIA DAVIDSON 1 Q. Where was it operating? 2 A. In Pennsylvania. 3 Q. Where in Pennsylvania? 4 A. I have forgotten -- I think it was Media, but I 5 am not sure. 6 Q. 7 marked Davidson 5, it also says in the very first 8 paragraph that Apple Vacations has purchased GWV 9 Vacations. Now, in this document that I have shown you 10 A. It says that. 11 Q. Okay. 12 And are you disputing that that is the 13 case? 14 A. Yes, I am. 15 Q. And later on in the third paragraph it talks 16 about an acquisition. 17 acquisition provides tremendous benefits to Boston 18 vacationers, who now have the comfort of knowing that 19 Apple Vacations provides a friendly face in a faraway 20 place." 21 Do you see that? "This Do you see that? 22 A. Correct. I see that. 23 Q. Are you disputing that this is an acquisition? 24 A. There was an acquisition. AVB acquired certain Case ID: 080500560 Control No.: 10040612 64 JULIA DAVIDSON 1 assets of Interface Group, including the tradename GWV 2 Vacations. 3 Q. 4 Vacation by -- that it is an acquisition by Apple 5 Vacations, correct? 6 A. Correct. 7 Q. Okay. But you are disputing that it is an Apple 8 9 Do you know who Ted Cutler is? A. I recall him from the due diligence prior to the 10 transaction. 11 Q. 12 here? 13 best of the national vacation companies, growing its 14 passenger base to a level of almost one million people 15 a year,' said Ted Cutler, President of GWV Vacations. 16 'We could not do better for our own loyal customers 17 than to put them into Apple's capable hands.'" And do you see that quote in the fourth paragraph "'For many years, Apple Vacations has been the 18 Do you said that? 19 A. I do. 20 Q. And again, are you agreeing with that, that the 21 GWV Vacations' customers were put into Apple's hands? 22 A. No. 23 Q. There is a statement in the last paragraph, 24 "Apple Vacations: For over 37 years under the same Case ID: 080500560 Control No.: 10040612 65 JULIA DAVIDSON 1 management, Apple Vacations, America's Favorite 2 Vacation Company, has become one of the largest 3 vacation companies in North America." 4 Do you see that? 5 A. Un-hun. I do. 6 Q. Is that a correct statement or an incorrect 7 statement? 8 A. 9 entity "Apple Vacations." It is incorrect in the sense that there is no As the term is being used I 10 think to refer collectively to the companies doing 11 business under that tradename. 12 doing that, it's making factual statements. 13 Q. 14 with regard to the companies that do business as Apple 15 Vacations? 16 A. 17 business for thirty-seven years at that time, not all 18 three of them. 19 is an advertising slogan. 20 disagreement by other companies who might also feel 21 they are Favorite Vacation Companies. 22 collectively at the time and we are today one of the 23 largest vacation companies in North America. 24 Q. To the extent it's And do you agree with those factual statements Well, only one of those companies had been in The America's Favorite Vacation Company So it may be subject to I believe that And at the time that this was a publicized, what Case ID: 080500560 Control No.: 10040612 66 JULIA DAVIDSON 1 is the one company and what is the one Apple Vacation 2 Company that had operated for over thirty-seven years? 3 A. 4 Inc. 5 Q. 6 Inc., or was it Atkinson & Mullen Travel, Inc.? 7 A. 8 Mullen Travel, Inc. 9 2007 when everything was pushed to an LLC. That would have been Atkinson & Mullen Travel II, At that time, was it Atkinson & Mullen Travel II, I am sorry. You are correct. It was Atkinson & The II did not come until December 10 Q. And I am going to apologize to you if you've 11 already told me this. 12 But can you tell me, do you have an 13 understanding as to who the principals, when I say the 14 principals, who the officers were in Atkinson & Mullen 15 Travel, Inc., and who the officers are in Atkinson & 16 Mullen Travel II, LLC? 17 of all? 18 A. 19 I know all of them. 20 Q. Can you tell me who -- 21 A. Off the top. 22 Q. As best as you can recall, who were the officers 23 for Atkinson & Mullen Travel, Inc.? 24 A. Do you know who they are first I believe I know some of them. I can't say that Okay. Case ID: 080500560 Control No.: 10040612 67 JULIA DAVIDSON 1 John Mullen was President and CEO for 2 Atkinson & Mullen Travel, Inc. Joan Mullen was 3 Secretary. 4 and Assistant Secretary. 5 of my head who held other positions. I am Chief -- was Chief Financial Officer 6 And I don't know off the top For Atkinson & Mullen Travel II, LLC, 7 John would be President, I believe Jeffrey Mullen is 8 the Secretary, and I am the Assistant Secretary and 9 Chief Financial Officer. 10 holding other positions. 11 I don't recall who may be As a wholly owned subsidiary of Apple 12 Vacations Crestline Holdings, LLC. The wholly owned 13 subsidiaries no longer take actions on their own using 14 their own officers. 15 level. 16 Q. 17 Holding Company, because I don't recall that? 18 A. I don't think you asked. 19 Q. All right. It is all at the holding company Did you tell me who the officers were for the 20 Do you know who they are? 21 A. To the best of my ability -- 22 Q. Yes. 23 A. -- the Chairman of the Board is John Mullen. 24 believe Jeffrey Mullen is the Secretary. I I am the Case ID: 080500560 Control No.: 10040612 68 JULIA DAVIDSON 1 Assistant Secretary. I believe Tim Mullen is a Vice 2 President. 3 Q. How do you spell her first name? 4 A. J-A-N-I-N-E. 5 then Matthew Mullen I believe is also a Vice President. 6 Q. And Janine Mullen Zozaya is a Vice President? 7 A. I believe so. 8 Q. And Matthew? 9 A. Correct. 10 Q. And would I be correct that Jeff, Tim and Matthew 11 are brothers? 12 A. Yes. 13 Q. And John is their father, correct? 14 A. Correct. 15 Q. Are you related to any of the Mullens? 16 A. I am not. 17 Q. And Janine Mullen Zozaya, I assume that she is 18 married to one of the Mullen boys; is that correct? 19 A. No. 20 Q. Are you familiar with a company Amstar? 21 A. Yes. 22 Q. Do you know who the principals of Amstar are? 23 A. No. 24 has changed. Janine Mullen Zozaya, Z-O-Z-A -- Mullen Zozaya is Z-O-Z-A-Y-A. And She is a daughter. Not at the time. Their ownership structure Case ID: 080500560 Control No.: 10040612 69 JULIA DAVIDSON 1 Q. When you say "not at the time." Do you know 2 their ownership structure either at the time in 2006 3 and 2007 around when this incident occurred or now? 4 you know either? 5 A. I know now. 6 Q. Can you tell me what it is now? 7 A. Amstar Cancun DGT, S.A., is a wholly owned 8 subsidiary. 9 by Amstar Crestline Holdings, LLC. Do Not then. Actually, it's ninety-nine percent owned 10 Q. And who owns the other one percent? 11 A. I believe it's Alejandro Zozaya. 12 Mexico are required to have a minimum of two 13 shareholders. 14 Q. 15 subsidiary. 16 A. Exactly. 17 Q. Who is Alejandro Zozaya. 18 A. He is married to Janine Mullen. 19 Q. Do you know -- strike that. Companies in So, in other words, you can't be a wholly owned 20 You have to have another shareholder? Correct. I am sorry. Is he related to -- When did you say that 21 holding company, Amstar Crestline Holdings, LLC was 22 formed? 23 A. 24 October 2007 and the corporate restructuring occurred All four Crestline Companies were formed in Case ID: 080500560 Control No.: 10040612 70 JULIA DAVIDSON 1 in December 2007. That corporate restructuring 2 included the acquisition of some companies, one of them 3 of which was Amstar Cancun DGT. 4 THE WITNESS: 5 Could we take a bathroom break? 6 MS. WINKLER: 7 (Whereupon, a discussion was 8 Excuse me. Sure. held off the record.) 9 (Whereupon, proceedings were 10 reconvened with all counsel and the 11 witness present.) 12 VIDEO OPERATOR: 13 11:52 AM. Proceed. 14 BY MS. WINKLER: 15 Q. 16 to Davidson 5, if we can, that Lexdon Business Library 17 document. 18 asked you some questions about this. 19 the portion in quotes that said "GWV Vacations, an 20 Apple Vacations Company." 21 did have some information about that. 22 had an understanding as to that; is that correct, 23 that -- 24 A. Ms. Davidson, I am directing your attention again And in that first paragraph I know I had I asked you about I believe you said that you You did -- you Yes. Case ID: 080500560 Control No.: 10040612 71 JULIA DAVIDSON 1 Q. -- entity? 2 A. What entity? 3 Q. "GWV Vacations, an Apple Vacations Company." 4 you have an understanding that that terminology was 5 being used for some time? 6 A. Yes. 7 Q. And what period of time do you understand that 8 terminology G -- excuse me, "GWV Vacations, an Apple 9 Vacations Company," was being used? Do 10 A. It was used following the Asset Purchase 11 transaction which closed December 18th, 2006. 12 know at what period we really transitioned away from 13 that. 14 periods of time. 15 Q. What do you mean by that? 16 A. Well, we may have had -- we had GWV brochures for 17 a period of time afterwards that AVB used, and then 18 they stopped using those and went with the Apple 19 Vacations' brand of brochures. 20 other media such as a website or faxes to travel agents 21 that might have continued to use GWV Vacations, an 22 Apple Vacations Company for a different period of time. 23 Q. 24 Can you tell me what the business of Atkinson & Mullen I don't Different media were in existence for different But there may have been With regard to Atkinson & Mullen Travel, Inc. Case ID: 080500560 Control No.: 10040612 72 JULIA DAVIDSON 1 Travel, Inc., was? 2 A. 3 travel company. 4 Q. 5 business of that company? 6 A. It is a wholesale travel company primarily. 7 Q. And what else does it do? 8 secondarily? 9 A. It sells directly to consumers. 10 Q. Now, with regard to Atkinson & Mullen Travel, 11 Inc., and its operation as a wholesale travel company. 12 Can you describe for me what that is? 13 A. 14 packages or air only or land only packages to the 15 public through retail -- independent retail travel 16 agents. 17 Q. 18 between Atkinson & Mullen Travel, Inc., and the later 19 formed Atkinson & Mullen Travel II, LLC, was that the 20 latter company also would have the retail component; is 21 that correct? 22 A. 23 have our own travel agencies, we being Atkinson & 24 Mullen Travel II. A wholesale travel company. It was a wholesale And Atkinson & Mullen Travel II, LLC, what is the What does it do A wholesale travel company sells leisure vacation So the distinction then is that it would not -- Not per se. We don't have storefronts, we don't The difference is, is that we have a Case ID: 080500560 Control No.: 10040612 73 JULIA DAVIDSON 1 website that consumers can book directly on without the 2 aid of a retail travel agent. 3 make bookings through our call center. 4 We also allow them to Previously as a wholesaler only, if a 5 consumer contacted us directly, we would refer them to 6 a retail travel agent. 7 ourselves. 8 Q. 9 book an Apple Vacation through Atkinson & Mullen We would not take their booking And then in turn, how would a retail travel agent 10 Travel, Inc.? 11 A. 12 vacation for their passenger, or they could contact our 13 call center and do it with one of our reservations 14 agents. 15 Q. 16 travel documents that are generated that say that it's 17 an Apple Vacation? 18 A. 19 the air, land, and -- or ground transfer components as 20 applicable to the particular vacation you've purchased, 21 do have the Apple Vacations' logo on them. 22 Q. 23 work? 24 travel agency say gets it from an Apple Vacations They could go on the agent website to book the When an Apple Vacation is booked, are there The travel vouchers that provide the access to And how are they disseminated? How does that In other words, I want to know if the retail Case ID: 080500560 Control No.: 10040612 74 JULIA DAVIDSON 1 Company or if something else? 2 A. 3 on the consumer that is the customer of the retail 4 travel agency. 5 which is the agency. 6 travel were delivered to the agency and the agency in 7 turn would provide them to the passengers. As a wholesaler, we have no information other -- 8 So all contact was with our customer, So the documents produced for Atkinson & Mullen Travel II for direct 9 consumers obtains the consumer's address as part of the 10 booking and will either deliver electronic documents or 11 paper copies to their address of record. 12 retail agency still receives the consumer's 13 information, because if we are acting as a wholesaler, 14 our customer is the retail travel agent, not the 15 ultimate consumer. 16 Q. 17 send the travel documents to the travel agency. 18 that fair to say? 19 A. 20 with, the documents would be delivered by that company 21 to the agency. 22 Q. 23 holding itself out as GWV Vacations, an Apple Vacations 24 Company, were Apple Vacations' travel documents And the So the Apple Vacations Company would then just Is Whichever Apple company they were doing business At some period of time when GWV Vacations was Case ID: 080500560 Control No.: 10040612 75 JULIA DAVIDSON 1 disseminated to retail travel agencies in Boston? 2 MR. GALLOGLY: Objection. 3 MS. WINKLER: We are on the 4 record for objections, so. 5 MR. GALLOGLY: You mentioned 6 GWV Vacations holding itself as GWV 7 Vacations, an Apple Vacations Company. 8 It wasn't -- GWV Vacations is a brand 9 name, it's a tradename. It didn't hold 10 itself out, it would have been someone 11 else, perhaps AVB, holding itself out 12 as GWV Vacations, an Apple Vacations 13 Company. 14 MS. WINKLER: 15 I've already established with the 16 witness that she was familiar at some 17 point in time. 18 GWV Vacations, an Apple Vacations 19 Company. 20 was being utilized. 21 Mr. Gallogly, GWV Vacations called That was the terminology that MR. GALLOGLY: She never said 22 GWV Vacations called itself anything. 23 So why don't you restate the question. 24 MS. WINKLER: Why don't I Case ID: 080500560 Control No.: 10040612 76 JULIA DAVIDSON 1 restate the question. That is fine. 2 BY MS. WINKLER: 3 Q. 4 familiar that at some point in time there was a company 5 that held itself out as GWV Vacations, an Apple 6 Vacations Company; is that correct? 7 A. 8 Vacations, an Apple Vacations Company. 9 Q. I believe you stated previously that you were Yes. Apple Vacations Boston did business as GWV And at the point in time where a company was 10 holding itself out as GWV Vacations, an Apple Vacations 11 Company, can you tell me if any Apple Vacations were 12 booked through that company did the -- did an Apple 13 Vacations Company transmit the Apple Vacations' travel 14 documents to retail travel agencies for that booking? 15 A. 16 Apple Vacations Company, documents would have been 17 produced that were consistent with all of the other 18 documents produced for any company doing business as 19 Apple Vacations and they would have received documents 20 with that tradename on them. 21 Q. 22 on them," just by way of clarifications, what tradename 23 are you speaking of? 24 A. Once AVB commenced operating as GWV Vacations, an And when you say "documents with that tradename Apple Vacations. Case ID: 080500560 Control No.: 10040612 77 JULIA DAVIDSON 1 Q. 2 associated with Nolan Webster's vacation? 3 A. 4 Webster's vacation is the invoice generated from our 5 system after the booking was redone in our SAP computer 6 system post-transaction. 7 December 18th, 2006 purchase of the assets. 8 Q. 9 if you can explain to me what you are speaking of I 10 Have you looked at any of the travel documents The only documents I have seen related to Mr. The transaction being the Now, I am completely confused by that answer. So would greatly appreciate it. 11 You saw an invoice that was done after 12 the booking was redone I think you said in your 13 computer. 14 Asset Purchase Agreement went through? 15 A. Correct. 16 Q. So let me ask you a few questions if I may about 17 that. And I assume you are speaking of after the 18 After the Asset Purchase Agreement went 19 through -- 20 A. 21 the Asset Purchase Agreement was signed. 22 Q. 23 24 After the transaction was closed, which was after Okay. And when did the Asset Purchase Agreement, when was that closed? Case ID: 080500560 Control No.: 10040612 78 JULIA DAVIDSON 1 A. December 18th, 2006. 2 Q. And do you know when the Asset Purchase Agreement 3 was signed? 4 A. November 24th, 2006. 5 Q. So at some point after the Asset Purchase 6 Agreement closed -- 7 A. After the transaction was closed. 8 Q. Are you stating that invoices in the Apple 9 Vacations' booking system were somehow changed to Yes. 10 reflect the new company? 11 A. 12 reflect the new company. 13 traveled passengers were part of the assets acquired by 14 AVB. 15 companies are on our SAP computer system. 16 correctly begin the accounting, we had to establish an 17 opening set of financial statements for AVB, LLC. 18 of those opening financial statements were the booked 19 but not yet traveled passengers with their associated 20 assets and liabilities. 21 paid by the consumers, the prepaid amounts paid to 22 airlines and/or hotels as applicable, and the 23 liabilities included the deferred revenue or the 24 amounts that would be repaid to the consumer if they No. I am not saying anything was changed to All of the booked but not AVB is one of the companies. All of our In order to Part The assets included the cash Case ID: 080500560 Control No.: 10040612 79 JULIA DAVIDSON 1 canceled before departure. 2 Once those transactions were 3 established for the booked but not yet traveled 4 passengers, we balanced everything in our system and an 5 invoice was produced to reflect the status of each 6 booking for those booked but not yet paid passengers. 7 Not yet traveled. 8 Q. 9 show a balance? Excuse me. And what would that invoice show? If there was a balance due. Would that 10 A. In other words, if a 11 booking was under deposit but not fully paid based on 12 the terms and conditions of the sale, depending upon 13 their booking date and their travel date. 14 Q. 15 one of the booked but not yet traveled passengers that 16 were part of the Asset Purchase Agreement that closed 17 on December 18th, 2006? 18 A. They were. 19 Q. And I believe you stated that the booked but not 20 yet traveled passengers that were part of the Asset 21 Purchase Agreement were put into the SAP computer 22 system. 23 A. Correct. 24 Q. What is the SAP computer system? Was Nolan Webster and Kristen Zagami's vacation Case ID: 080500560 Control No.: 10040612 80 JULIA DAVIDSON 1 A. SAP is a large -- a very large piece of software 2 that we use. 3 Q. What does SAP stand for? 4 A. I have no idea. 5 company. You will see their advertisements in the 6 airport. It is used by major companies. 7 licensed that software and customized it for travel 8 transactions. 9 Q. It is acquired from a German And we It's an industrial piece of software. To your knowledge, would you agree with me that 10 there were multiple exhibits that were attached to the 11 Asset Purchase Agreement? 12 A. 13 unreasonable. 14 Q. 15 that were part of the Asset Purchase Agreement, were 16 they -- were these booked but not yet traveled 17 passengers reflected in the Asset Purchase Agreement 18 itself? 19 A. 20 passengers, but the individual passengers were not 21 identified until after the transaction. 22 imagine, that would change every day as people 23 purchased vacations and people canceled vacations or 24 changed vacations. I don't recall, but I would say that's not There were probably more than one. And the booked but not yet traveled passengers Were they referenced? The category of booked but not yet traveled As you can Case ID: 080500560 Control No.: 10040612 81 JULIA DAVIDSON 1 Q. But, to your knowledge, those booked but not yet 2 traveled passengers were indeed a part of the Asset 3 Purchase Agreement and were part of the -- were part of 4 the deal? 5 A. Yes. 6 Q. With regard to the booked but not yet traveled 7 passengers that were part of the Asset Purchase 8 Agreement on the date that the purchase closed, can you 9 tell me, were travel vouchers from Apple Vacations sent 10 to those passengers? 11 A. 12 on a timetable that relates to their departure date. 13 Q. 14 indeed were documents reflecting the fact that this is 15 now an Apple Vacations' vacation's vacation sent to 16 these individuals? 17 A. 18 the tradename Apple Vacations on them. 19 Q. 20 vacation that we are speaking of in this case, the 21 vacation that was taken by Nolan Webster and Kristen 22 Zagami, were documents, travel documents generated with 23 Apple Vacations' information on -- on those travel 24 documents for Nolan Webster and Kristen Zagami? Not on that date. Documents are delivered based I understand not on that date necessarily, but They would have received travel documents with And, in fact, with regard to this particular Case ID: 080500560 Control No.: 10040612 82 JULIA DAVIDSON 1 A. I have not seen any documents with their names on 2 them that say Apple Vacations. 3 documents like that because all of the booked but not 4 yet traveled passengers were given Apple Vacations' 5 documents since it was our responsibility to complete 6 the fulfillment of their vacation package. 7 Q. 8 Vacations' travel documents for these booked but not 9 yet traveled passengers? I assume they received Whose responsibility was it to generate the Apple 10 A. One -- one of our companies acts as a document 11 fulfillment help for all of the company (sic) travel 12 companies. 13 Q. And what company is that? 14 A. At the time it was AVW, Inc. 15 Q. When travel documents that we're speaking of, the 16 Apple Vacations' documents are prepared for Apple 17 Vacations' customers, are copies maintained either by 18 AVW, Inc., or any of the Apple Vacations Companies? 19 A. No. 20 Q. Why? 21 A. Because we don't need to. 22 Q. Why do you say you don't need to? 23 A. There is no requirement to, it is not useful 24 information for us. The history of a passenger's Case ID: 080500560 Control No.: 10040612 83 JULIA DAVIDSON 1 relationship with us through their agency is retained 2 in the booking record. 3 Q. 4 that are sent to any of the booked but not yet traveled 5 passengers that were part of the Asset Purchase 6 Agreement identical? 7 A. Identical in what respect? 8 Q. Identical in terms of the travel document itself 9 being an Apple Vacations' document and the terminology Are all of the Apple Vacations' travel documents 10 and language on the voucher? 11 A. 12 preprinted form that has the brand on it that is a 13 multipart form. 14 page that has information preprinted on the back and 15 the specifics of each passenger's trip is printed in 16 the system on that form document. 17 varies over time as we update it each time new stock is 18 obtained from the -- for the preprinted template that 19 the travel specifics are printed on. 20 Q. 21 Our documents are produced using a standard It is an eight and a half by fourteen The form document Fair enough. Now, with regard to the time period 22 that we are talking about here for the trip that was 23 taken by Nolan Webster and Kristen Zagami, and began I 24 believe on January 6th of 2007. If I would ask you Case ID: 080500560 Control No.: 10040612 84 JULIA DAVIDSON 1 what the form document that was sent out by Apple 2 Vacations looked like, could you generate that for me? 3 A. 4 would be able to replicate the details of their trip. 5 We don't retain the historical copy of the preprinted 6 forms that would have been available at the time. 7 don't have a library of previous preprinted forms, so I 8 am not sure that we could replicate those documents 9 with a hundred percent accuracy in terms of that I don't know. We could attempt to do so. We We 10 standard information. 11 Q. 12 preprinted forms, does that mean over time as your 13 forms change don't you maintain a copy of, either on 14 the computer or in hard copy or some form, the prior 15 form that you had used? 16 A. That is correct. 17 Q. Why not? 18 A. Because it hasn't been necessary. 19 Q. Is there anything in your system that confirms 20 that Apple Vacation documents went out to all of these 21 booked but not yet traveled passengers where who were 22 part of the Asset Purchase Agreement? 23 A. 24 section of the booking record. When you say you don't have a library of We don't. You can determine by looking in the comment It will indicate -- the Case ID: 080500560 Control No.: 10040612 85 JULIA DAVIDSON 1 system will imprint a time stamped record of documents 2 being shipped. 3 should also be what was reflected in the record for 4 these converted passengers. 5 Q. 6 booking record? 7 A. 8 section of the booking record. 9 Q. Okay. 10 A. The comment section records the interactions 11 between the travel agent and the company. 12 with these converted passengers, it most likely 13 reflected nothing other than perhaps the application of 14 the payment information that would have been acquired 15 as part of the transaction, and it would have reflected 16 the document shipping if the document shipping had been 17 done by us. 18 That is the normal process and it So there is a comment in the section of the Comment -- there is a comment in the comment In this case For passengers, depending upon how 19 close their departure date was to the transaction, they 20 may have been traveling under GWV Vacations' vouchers, 21 the selling company, they may not have been traveling 22 under Apple Vacation vouchers. 23 traveling later, such as Webster and Zagami, would 24 likely have received and I believe received Apple Passengers who were Case ID: 080500560 Control No.: 10040612 86 JULIA DAVIDSON 1 Vacations' vouchers. 2 Q. Thank you. 3 And did you see anything in the travel 4 documents that you reviewed to confirm in fact that 5 there was a comment in the comment section of the 6 booking record that they did, in fact, receive Apple 7 Vacation vouchers? 8 A. 9 the booking. I only reviewed the invoice. I did not review 10 Q. And do you have access to the booking record? 11 A. I can look online in the system. 12 Q. So Nolan Webster and Kristen Zagami would have 13 been those passengers that were converted passengers to 14 an Apple Vacation; is that correct? 15 A. 16 were converted to an Apple Vacation is a matter of 17 discussion I guess. 18 Q. 19 They were converted to our system. Saying they Okay. Well, you are not disputing, are you, 20 that they in fact received Apple Vacation documents? 21 A. 22 Vacation travel documents. 23 24 I am not disputing that they received Apple MS. WINKLER: Mark this as 6. ----------- Case ID: 080500560 Control No.: 10040612 87 JULIA DAVIDSON 1 (Whereupon, Davidson 6, 2 Applevacations.com, Coupon 1 of 8, 3 Bookings 16544784, Nicole Camarote, was 4 marked for identification.) 5 ----------- 6 BY MS. WINKLER: 7 Q. 8 counsel, let me just ask you a couple of other 9 questions. While I am passing this document around to 10 When I asked you whether Kristen Zagami 11 and Nolan Webster's vacation was an Apple Vacation, I 12 think you said that was a subject of discussion. 13 did you mean by that? 14 A. 15 Vacations. 16 through their retail travel agency. 17 circumstance of the transaction that resulted in them 18 receiving Apple Vacations' documents. 19 contract that they were traveling under, the air 20 arrangements had all been made with the predecessor 21 company. 22 Q. 23 company became an Apple Vacations Company, correct? 24 A. What Well, they booked their vacation with GWV They made their payment to that company It was only a The hotel But at some point in time that predecessor No. We did not buy the company. We bought Case ID: 080500560 Control No.: 10040612 88 JULIA DAVIDSON 1 certain assets. 2 Q. 3 included the booked but not yet traveled passengers of 4 which Nolan Webster and Kristen Zagami were a part of 5 the booked but not yet traveled passengers, correct? 6 A. Correct. 7 Q. I will show you what has been marked as Davidson 8 6 for identification. 9 this was provided to us during Kristen Zagami's 10 deposition by your counsel and has to do with a 11 different client, but I want to ask you some questions 12 about this. And the assets of the company that you purchased 13 I will represent to you that Okay? The document that you have before you 14 that has been marked as Davidson 6. Would you agree 15 with me that this is an Apple Vacation -- this is an 16 example of an Apple Vacations' travel document? 17 A. Yes. 18 Q. And this particular document that we are looking 19 at is for a vacation in 2007; is that also correct? 20 A. Yes. 21 Q. And where it says date of issue at the top on -- 22 at the top on the left it says 3/31/08. 23 referencing a date when this is actually just printed? 24 Do you know? Is that Case ID: 080500560 Control No.: 10040612 89 JULIA DAVIDSON 1 A. No. 2 Q. What does that reference? 3 A. Well, it could have been the date the booking was 4 made. 5 document. 6 sent to the hotel to first notify them that we had 7 booked passengers for their five night stay, which at 8 the bottom shows as being August 17th, 2007 to August 9 22nd, 2007. It's not really possible to tell this from this It could have been the date the manifest was 10 Q. But, Ms. Davidson, I don't mean to interrupt you, 11 but if we can shorten this I would like to and I know 12 certainly you would like to. 13 that is the date of issue is after, it's in 2008, after 14 it appears that this trip would have been taken. 15 A. 16 date these documents were printed. 17 Q. Okay. Okay. You are right. The reason I question It looks like this is the All right. 18 But normally when you would see an 19 issue date, I understand you are saying that would be 20 the date that the vouchers will be issued, right? 21 A. Correct. 22 Q. Okay. All right. 23 So this trip that we have here on this 24 particular set of Apple travel documents is for a trip Case ID: 080500560 Control No.: 10040612 90 JULIA DAVIDSON 1 that was in August of 2007? 2 A. Correct. 3 Q. Okay. 4 At the time that Kristen Zagami and 5 Nolan Webster would have received their Apple 6 Vacations' travel documents, do you know if the form 7 that was being used was the same as this form that we 8 are looking at? 9 A. No. 10 Q. No, you don't know, I am sorry, or no, it was 11 not? 12 A. 13 I have no idea at what point in time we may have issued 14 or had reprinted stock that we would have used for 15 issuing documents. 16 back of these documents now we put a date on it so we 17 can tell when the reprinting occurred. 18 date on that, so I have no way of knowing whether or 19 not this is the same form that was used to print 20 Webster/Zagami's documents. 21 Q. 22 travel documents. 23 A. 24 used to produce all the pages. No, I can't say whether it was the same or not. And there is no date on -- in the There is no On the reverse side of the first page of the It's the same. It's a one-page template that is Case ID: 080500560 Control No.: 10040612 91 JULIA DAVIDSON 1 Q. So it is on each of the back sides of these 2 travel documents, correct? 3 A. Correct. 4 Q. And if we look at the reverse side, there is a 5 lot of small print there and I want to ask you some 6 questions about it. 7 know is, when changes are made, if changes are made to 8 any of this print on the reverse side of the travel 9 document, is there any documentation in any of the 10 Apple Vacation Companies supporting such a change? 11 A. 12 versions of this that might be maintained as we go 13 through the editing process before printing, and then 14 it would probably not be retained. 15 documents each time they are reissued to update 16 anything that we are aware of that needs to be 17 refreshed. Other people might also review these 18 documents. For example, if our cancellation and change 19 penalties have been revised, we would want to reflect 20 that current information. 21 can't say whether or not we would retain them. 22 Certainly it is not something that we would see a 23 reason to retain for any particular period of time. 24 Q. It is the same thing? But before we do, what I want to There might be something that is handwritten I do edits on these Once it's gone to press, I Before you make a change on this -- first of all, Case ID: 080500560 Control No.: 10040612 92 JULIA DAVIDSON 1 is there a terminology for what the reverse side of 2 this travel document is called? 3 A. No. 4 Q. Before you make a change to -- 5 A. The back of the vouchers. 6 Q. The back of the vouchers, do you have any 7 meetings with any individuals that might be 8 memorialized with minutes? 9 A. Absolutely not. 10 Q. Do you have any meetings with any individuals 11 from Apple Vacations as to what should or should not be 12 changed? 13 A. Nope. 14 Q. You decide the changes on your own, solely you? 15 A. Yes. 16 Q. And on what do you base the need for a change? 17 A. My knowledge of the current business situation. 18 Q. And would that also be for such things as, you 19 know, proof of citizenship? 20 A. I would do that research on the website. 21 Q. And the hotel check-in and check-out? 22 A. Those haven't changed in years. 23 Q. How about the safety tips for Travelers? 24 A. That would depend upon, again, the current Case ID: 080500560 Control No.: 10040612 93 JULIA DAVIDSON 1 situations. We would review that or I would review 2 that and I would make it consistent with our current 3 brochure language. 4 Q. 5 besides yourself that would review that? 6 A. 7 assistance. 8 Q. 9 yourself who would make the decision as to whether to And when you say "we," who would the "we" be It might be outside counsel if I ask for their Would it be anyone besides outside counsel and 10 add or change in any way the safety tips for Travelers? 11 A. No. 12 Q. And the safety tips for Travelers, I believe you 13 said you would want that to be consistent with your 14 brochures? 15 A. That is correct. 16 Q. Can you tell me where else, besides this, the 17 backside of the voucher, the safety tips for Travelers 18 would appear? 19 A. The website. 20 Q. And besides the website, would it also appear in 21 any kind of printed brochure? 22 A. 23 with. 24 Q. That is the brochures that I make it consistent So it would be on the website and also in printed Case ID: 080500560 Control No.: 10040612 94 JULIA DAVIDSON 1 brochures? 2 A. Correct. 3 Q. And the printed brochures that we are talking 4 about, are they the Apple Vacation brochures that you 5 would see in a travel agency? 6 A. They are. 7 Q. With regard to the Foreign Selection Clause. 8 Have you changed that at all? 9 A. I believe we changed that somewhere around 2005. 10 Q. And from 2005 through the present, has it 11 remained the same? 12 A. That I recall, yes. 13 Q. And is it your understanding that Apple 14 Vacations' disputes are subject to, according to the 15 Foreign Selection Clause, to be determined in the state 16 of Illinois and Pennsylvania? 17 A. That is what it says here. 18 Q. Is that your understanding? 19 A. Well, this was probably printed before AVB 20 existed in Massachusetts. 21 Q. 22 since, I believe you said it was basically the same 23 since the early 2000s, am I right? 24 A. Has the Foreign Selection Clause changed at all I don't believe that has changed. I think there Case ID: 080500560 Control No.: 10040612 95 JULIA DAVIDSON 1 is reference to customer dispute resolutions and escrow 2 refers to AVB in Massachusetts at their address. 3 Q. 4 present, the Foreign Selection Clause that we see on 5 the reverse side of the travel voucher has remained the 6 same; is that correct? 7 A. That is what I recall. 8 Q. How is it that you determine what things to 9 include in the safety tips for travelers either on the So from 2000 -- I think you said 2005 through the 10 reverse side or the voucher or on the website or in 11 your brochures? 12 A. 13 compliance with a Pennsylvania Voluntary Compliance 14 document and with current disclosure that our 15 competitors provide. 16 connection to an appropriate authoritative body like 17 the State Department's website for additional 18 information. 19 Department website addresses over time. 20 Q. 21 information with regard to the State Department, is 22 that in particular to be able to provide information to 23 passengers in the event of any kind of terrorist 24 action? It's basically evolved with -- to ensure And we also want to provide the So I think we have had different State And the State Department website address and the Case ID: 080500560 Control No.: 10040612 96 JULIA DAVIDSON 1 A. It could be anything. 2 Q. You talked about the safety tips, the changes in 3 the safety tips or the materials in the safety tips to 4 be in line with something about a Voluntary Compliance 5 in Pennsylvania? 6 A. Yes, I did. 7 Q. Can you describe for me what you're speaking of? 8 A. Well, there is a Voluntary Compliance document 9 that was done I think in 2000 that related to a death 10 that occurred in a resort that was -- appears to have 11 been related to a low balcony railing height, and we 12 agreed to disclose information on the risk of low 13 balcony railing heights and we've attempted to continue 14 to comply with that. 15 Q. 16 about low balcony railing heights, who did you agree 17 with? 18 A. 19 or the Attorney General's Department. 20 exactly who issued that. 21 Q. Was that as a result of the death of Tom Flocco? 22 A. I believe so. 23 Q. And, in fact, do you know if Mr. Flocco's death 24 occurred at one of the Oasis Hotels? When you say you agree to provide information I think it's the Department of Consumer Affairs I am not sure Case ID: 080500560 Control No.: 10040612 97 JULIA DAVIDSON 1 A. The whole Flocco situation occurred prior to my 2 employment with the company. 3 is sketchy, but I do believe it involved an Oasis 4 Hotel. 5 Q. 6 in determining what to provide in terms of any kind of 7 information to consumers? 8 A. About what? 9 Q. About the balcony heights in particular. 10 A. No. 11 Q. Was the Flocco case still ongoing when -- by the 12 time that you started working for the Apple companies? 13 A. 14 involving counsel and I wouldn't have been aware of it. 15 Q. So my knowledge of that Do you know if any safety experts were consulted I don't believe so, but it may have been Prior to -- strike that. 16 Do you know when you began putting in 17 any kind of information about the low balcony heights 18 in the information on the reverse side of the vouchers? 19 A. 20 been employed with the companies and looked at these, I 21 believe there was always some reference to balcony 22 heights, or balcony railing heights more precisely. 23 Q. 24 strike that. I believe there was -- in the time that I have Do you believe that it's your responsibility -- Case ID: 080500560 Control No.: 10040612 98 JULIA DAVIDSON 1 Do you believe that it's Apple 2 Vacations' responsibility to warn its customers about 3 any kind of known dangers at any of the hotels that it 4 sends his customers to? 5 A. 6 believe our safety tips for travelers make people aware 7 that there is going -- traveling isn't the same as 8 staying at home and traveling abroad has perhaps more 9 dangers than traveling to Florida, although perhaps the You would have to define "known dangers." I 10 accident statistics might not bear that out, and we 11 provide I think the appropriate warning and appropriate 12 source of additional information to passengers. 13 Q. 14 am going to ask you some other questions about this. 15 Well, that didn't really answer my question, so I If Apple Vacations knows of a danger at 16 one of the hotels that it sends its customers to, do 17 you believe that it's Apple Vacations' responsibility 18 to let the customers know about it? 19 A. Could you give me an example? 20 Q. Low balcony heights. 21 that the balcony heights are lower at the Oasis Hotel 22 in Mexico than they are in the United States and it 23 could pose a danger to someone that leans over a 24 balcony at one of the resorts, do you believe that it's If Apple Vacations knows Case ID: 080500560 Control No.: 10040612 99 JULIA DAVIDSON 1 Apple Vacations' responsibility to let their customers 2 know about it? 3 A. 4 document, as if that didn't exist? 5 Q. 6 Compliance document. 7 has a responsibility to let its customers know. 8 A. 9 present a consistent danger and we were aware of that, You mean aside from the Voluntary Compliance Well, I am not asking about the Voluntary I am just asking whether Apple I suppose if balcony railings were so low as to 10 we would consider warning passengers. We might 11 consider not selling the resort. 12 Q. How do you determine what resorts to sell? 13 A. Well, partly it's the resorts people ask to go 14 to. 15 They typically go into a travel agent or they have 16 looked on the website and they have shopped around and 17 they know their price point, and often they know the 18 resort and they book their vacation with the retail 19 travel agent with their assistance. 20 each designation as many resorts as we can at different 21 price points so that we can appeal and offer vacation 22 packages of a wide variety. 23 high end vacation, not everybody wants a couples only 24 resort, not everybody wants a beach vacation believe it People drive the decision about where they go. We try to offer in Not everybody can afford a Case ID: 080500560 Control No.: 10040612 100 JULIA DAVIDSON 1 or not. So we try to offer as much variety as we can. 2 Q. 3 investigation of the resort before saying, okay, we are 4 going to consider this resort one of our resorts that 5 we send our clients to? 6 A. 7 business for more than forty years. 8 history of business relationships with hotels, 9 individual hotels, and with hotel chains, and we know Does anyone at Apple Vacations do any type of Well, Apple Vacations as a brand has been in So it has a long 10 those he hotel chains and the kind of property they 11 offer. 12 don't have trained building inspectors. 13 safety inspectors. 14 hotels in terms of what are called familiarization 15 trips. 16 see several properties so that they can better answer a 17 travel agent or consumer questions about the vacation 18 property. 19 location, what the experience at that particular 20 property is like. 21 contracts may visit a property. 22 complaints about a particular issue at a property from 23 a number of customers, we may ask a staff person when 24 they are in a particular destination to go and meet We don't do inspections or investigations. We We don't have We do send staff to some of the Those are when our reservation agents may go to Usually with respect to the amenities, it's Our product staff that negotiate the If we receive Case ID: 080500560 Control No.: 10040612 101 JULIA DAVIDSON 1 with the hotel and take a look at that issue. 2 get complaints about issues, we absolutely communicate 3 those complaints to the property. 4 customer relations staff who receive complaints and we 5 communicate hotel based complaints to the hotels on a 6 consistent basis. 7 Q. 8 Fam trips? 9 A. Correct. 10 Q. That is F-A-M, right? 11 A. Yes. 12 Q. Okay. 13 If we So we have a The familiarization trips, are they also known as And who goes on these Fam trips? 14 A. Well, sometimes we take travel agencies on the 15 Fam trips, and other times it is our reservation agents 16 from our different call centers. 17 Fam trips is to allow the agents, our reservation 18 agents to more knowledgeably answer questions from the 19 consumer or the travel agent dealing with the consumer. 20 Q. 21 of -- why don't we take as of 2006 and 2007. 22 hotels were -- hotels and resorts that Apple would be 23 part of Apple Vacations' hotels that they utilized? 24 A. The objective of the With regard to Cancun, Mexico, for instance. As How many I could not say specifically. Case ID: 080500560 Control No.: 10040612 102 JULIA DAVIDSON 1 Q. Were the Oasis Hotels' part of the Apple 2 Vacations' resorts that they booked at that time? 3 A. It was part of our product offering, yes. 4 Q. Was it a large part of your product offering? 5 A. No. 6 Q. What other hotels did you book besides the Oasis 7 back in 2006 and 2007 in Cancun, Mexico? 8 A. 9 would have offered all of the Iberostar properties, all Well, aside from small independent properties, we 10 of the Riu properties, the Palace properties, the 11 Barcelo properties, and the AM Resort properties just 12 to name some of the major chains. 13 Q. 14 any way related to the Atkinson & Mullen Company? 15 A. I don't understand the question. 16 Q. Are any of the officers in the -- in AM Resort 17 also officers in Atkinson & Mullen? 18 A. 19 Inc.? 20 Q. Yes. 21 A. No. 22 from Atkinson & Mullen Travel, Inc. 23 Resorts was developing and managing hotel properties, 24 it was managing in the sense of doing hotel procurement The AM Resort properties, are those properties in Are you talking about Atkinson & Mullen Travel, AM Resorts had its own officers separate At the time AM Case ID: 080500560 Control No.: 10040612 103 JULIA DAVIDSON 1 and branding, it was developing properties and managing 2 properties for third parties in the sense of hotel 3 procurement and branding. 4 the properties were sold. 5 Q. Is AM Resorts still functioning as a company? 6 A. It still functions as a branding and procurement 7 company. 8 Q. 9 business with the Oasis Hotels? In December of 2007, all of Do you know when Apple Vacations started to do 10 A. No. 11 Q. Were they doing business with the Oasis Hotels 12 when you first came on board Apple Vacations? 13 A. I believe so. 14 Q. Have you ever been to the Oasis Hotel in Cancun, 15 Mexico? 16 A. I have not. 17 Q. Do you know if any of the Mullens have been to 18 the Oasis Hotel in Cancun, Mexico, if you know? 19 MR. GALLOGLY: I just have to 20 object, Nancy, because there are 21 several Oasis Hotels in Cancun. 22 don't know if you are referring to the 23 one involved in this incident or any of 24 the others. I Case ID: 080500560 Control No.: 10040612 104 JULIA DAVIDSON 1 BY MS. WINKLER: 2 Q. 3 Oasis Hotels right now. 4 A. Well, I am asking you particularly about the The chain. 5 MR. GALLOGLY: 6 That is what I am saying, there is more than one. 7 BY MS. WINKLER: 8 Q. In Cancun, Mexico. 9 A. Well, there is still more than one in Cancun. 10 Q. I understand that. 11 A. I have no idea. 12 Q. Did you or anyone from the Apple Vacations 13 Company go down to the resort where this incident 14 occurred after Nolan Webster died? 15 A. 16 am not aware of anyone who traveled down there after 17 the incident. 18 three years, we could have had travel agents go down, 19 we could have had staff go down on vacations, personal 20 vacations, we could had staff go on Fam trips. 21 Q. 22 asking what you know. 23 24 Not that I am aware of. I did not myself and I However, since then it's been, almost Now, I am not asking you to speculate, I am just Did you personally or anyone else from Apple Vacations send anyone down to investigate or Case ID: 080500560 Control No.: 10040612 105 JULIA DAVIDSON 1 inspect the Oasis Hotel where this incident occurred 2 after Nolan Webster's death to determine if it was safe 3 to continue to send customers to? 4 A. No. 5 Q. Why? 6 A. Because we don't have inspectors, we don't have 7 accident investigators, and we didn't have any 8 information that there was anything related to the 9 hotel that caused or was -- contributed to his death. 10 Q. Up to this day. 11 A. Up to today? 12 Q. Up to today. 13 A. Okay. 14 Q. Have you or -- have you instructed or has anybody 15 else from Apple Vacations instructed anyone to go down 16 to the resort where Nolan Webster died to determine if 17 it was safe to continue to send customers to? 18 A. No. 19 Q. Do you have an understanding as to what the 20 allegations are in terms of Apple Vacations' 21 responsibility with regard to Nolan Webster's death? 22 A. I have read the Complaint. 23 Q. And what is your understanding? 24 A. That there is various allegations about We have no reason to believe it's unsafe. Case ID: 080500560 Control No.: 10040612 106 JULIA DAVIDSON 1 responsibilities that Atkinson & Mullen Travel and AVB 2 and all of the other parties should have had. 3 Q. Do you know a company by the name of Globalia? 4 A. I've heard of the name with respect to this case. 5 Otherwise, it's not a name that was familiar to me. 6 Q. 7 Hotels on behalf of Apple Vacations? 8 A. 9 Cancun, Mexico is Deborah Goldberg. Who negotiates the contracts with the Oasis I believe the product manager that deals with 10 Q. Goldberg? 11 A. Un-hun. 12 Q. How long has she worked for Apple Vacations? 13 A. I really am not sure. 14 Q. Now, these Fam trips that we discussed briefly. 15 I believe you said that part of the purpose is to let 16 travel agencies become familiarized -- familiar with 17 the resorts, excuse me, and to -- especially with 18 respect to the amenities that they offer; is that 19 correct? 20 A. 21 It would be travel agents and our reservation agents. 22 Q. 23 24 G-O-L-D-B-E-R-G. Just in general. It's not just travel agencies. Okay. And is this to enable them to better sell the resort to the public? Case ID: 080500560 Control No.: 10040612 107 JULIA DAVIDSON 1 A. Well, I don't know what the travel agents are 2 doing with the information. 3 sent on these trips to be able better to answer 4 questions from the agents and from consumers. 5 Q. 6 travel agents and agencies? 7 A. 8 3000 which we use empty seats in the off season so 9 there is no air costs, and we are usually hosted by a 10 particular hotel even though we are visiting multiple 11 hotels while we are in resort. 12 typically taken in the low season when there are empty 13 hotel rooms and empty air seats. 14 Q. 15 travel agents and agencies with the resort so that they 16 can then go on and sell the resort as part of an Apple 17 Vacation? 18 A. 19 know what the agents particularly do with the 20 information. 21 they are independent agencies. 22 reservation's agents are supposed to bring away from a 23 Fam trip. 24 Q. Our reservation agents are Does Apple Vacations pay for the trip for the Typically Fam trips we use our charter air on USA Again, these trips are Is part of the purpose to better acquaint the I don't know what the agents, excuse me, I don't We are not involved with the agencies and It's -- I know what our Well, why does Apple Vacation send the travel Case ID: 080500560 Control No.: 10040612 108 JULIA DAVIDSON 1 agents or agencies down there? 2 A. It's a bit of a perk. 3 Q. And wouldn't you agree that part of the reason 4 why Apple Vacations wants the travel agents or agencies 5 to go down there is to encourage them to sell these 6 hotels as part of an Apple Vacation? 7 A. 8 don't really care which hotel they sell. 9 Q. As long as it's one of yours; is that fair? 10 A. One of the ones we offer. 11 Q. Okay. Well, we hope they'll sell an Apple Vacation. 12 We So as long as it's an Apple Vacation 13 hotel, that is one of the goals? 14 A. 15 one wholesaler. 16 Q. 17 responsibility to be proactive to determine if the 18 resort that it sends its customers to is safe? 19 A. 20 what you mean by "safe." 21 that we have a relationship with and have knowledge on. 22 If we get complaints or have a reason to believe there 23 is an issue with a property, whether it's safety or 24 quality of service issues, we communicate those to the Travel agents always have a choice of selling any Do you believe that it is Apple Vacations' We have no way to determine and I am not sure We sell reputable properties Case ID: 080500560 Control No.: 10040612 109 JULIA DAVIDSON 1 property and relate with them in terms of addressing a 2 known issue. 3 Q. 4 you have relationships with. 5 A. 6 it's been forty years the company has been in business. 7 So we have a longstanding relationship with many of the 8 properties we sell. 9 know the quality of service they offer. We don't employ inspectors. You said that you use reputable properties that That we've sold over time. Again, going back, We know about their amenities, we We categorize 10 them into different ratings in an attempt to 11 communicate to the consumer and to the travel agent 12 what their services are, their price to reflect, the 13 quality and number of amenities and services, and the 14 travel agent may have gone on the Fam or have personal 15 knowledge of a property because they traveled with us 16 or some other wholesaler or they went there on their 17 own, and our reservation agents might have some 18 knowledge of a particular property. 19 Q. 20 that in a little while. 21 developed for the different properties that you do 22 sell, does safety in any way -- does safety of the 23 resort go into the determination of what rating an 24 establishment gets? Now, you discussed ratings and we will go into But the Apple ratings that are Case ID: 080500560 Control No.: 10040612 110 JULIA DAVIDSON 1 A. No. 2 Q. Why? 3 A. Because we don't have information on safety and 4 we don't have safety inspectors, we don't have people 5 in a position to evaluate that sort of thing. 6 Q. Do you think you should? 7 A. No. 8 Q. Why? 9 A. Because I think that is the responsibility of 10 government agencies and that responsibility is 11 appropriate to the location of the resort and the type 12 of resort. 13 Q. We are not -- we sell vacation packages. So just so I am clear. 14 Do you believe that it's your 15 responsibility as a seller of vacation packages to 16 determine if the resort that you are sending somebody 17 to is safe or unsafe? 18 A. We don't. 19 Q. Do you believe it's your responsibility to do so? 20 A. I don't. 21 Q. So if there is a resort that is in a particularly 22 high crime area that has become over the past six 23 months before you started selling it a high crime area, 24 do you believe it's your responsibility to investigate Case ID: 080500560 Control No.: 10040612 111 JULIA DAVIDSON 1 that and know that before you book the vacation with 2 your customer? 3 A. 4 your question. 5 any resort is unsafe because of our own knowledge or 6 because of feedback from consumers, then we would 7 evaluate that situation. 8 various reasons, decided not to offer a particular 9 resort. 10 Well, there is several things that you raise in If we have any reason to believe that We have in the past, for It's not that we evaluate it ahead of time and determine if it's safety or has some risk factor. 11 If you're talking about offering a new 12 resort, we would look at new resorts in conjunction 13 with who the company is. 14 inclusive, which means that you never have to leave the 15 property. 16 restaurants are on the property, you have all the 17 amenities on the property and you're transferred from 18 the airport to the property and back again. 19 that property is has very little to do with the quality 20 of the vacation service that -- or experience that 21 might be available to you by purchasing that particular 22 property as part of your package. 23 Q. 24 it's Apple Vacations' responsibility to warn its Most of our resorts are all They are typically gated properties and the So where So in answer to my question, do you believe that Case ID: 080500560 Control No.: 10040612 112 JULIA DAVIDSON 1 customers if there is a particularly high crime 2 incidents in a resort that it's sending them to? 3 A. 4 reference to the Department of State website, as I am 5 sure you can appreciate crime information would change 6 all the time. 7 to maintain or have access to current crime statistics 8 for all of the places we sell vacation packages to. 9 believe that we provide the appropriate link to that We provide access to that information through the I have no ability as a travel wholesaler We 10 information by letting people know that there are risks 11 with traveling and the best way to get that information 12 is to go to the Department of State website. 13 Q. 14 provider, a tour operator, that you are unable to 15 gather crime statistics in the various locals that you 16 are sending people to? 17 A. We do not do that. 18 Q. Okay. 19 understanding that you don't do that, but are you 20 stating that you can't do that? 21 A. 22 information on a current basis and I don't believe we 23 have the responsibility to do so. 24 Q. Are you telling me that as a travel vacation I am not asking if you do that or I am I don't believe we could maintain that kind of Do you have representatives at your various Case ID: 080500560 Control No.: 10040612 113 JULIA DAVIDSON 1 resorts in Cancun, Mexico? 2 A. 3 resorts to be our representative. 4 it's Amstar DGT -- or Amstar Cancun, DGT. 5 Q. And what is the basic function of Amstar DGT? 6 A. Well, it has two functions. 7 provides in a general way. 8 services to our passengers, which is the transportation 9 from the airport to the resort and back again at the We engage a third party company in all of our 10 end of your vacation. 11 services. 12 In Cancun, Mexico Two services it It provides ground transfer It also provides resort rep The resort rep services are to provide 13 assistance to passengers during their vacation. So, 14 for example, if you have need to change your flight for 15 whatever reason; if you want to book an excursion, 16 Amstar sells excursions; if you have some quality 17 dispute with the hotel that you are not able to resolve 18 with the hotel yourself, they might be able to assist 19 you or perhaps even move you to another property should 20 we be unable to resolve whatever the issue is. 21 there is a roof leak. 22 Q. 23 representatives in Cancun, Mexico for Apple? 24 A. Say Does Amstar act as Apple Vacations' To the extent of the functions I just described, Case ID: 080500560 Control No.: 10040612 114 JULIA DAVIDSON 1 yes. I know that the word "representative" has many 2 meanings in a legal sense and I wouldn't want to have 3 that misunderstood. 4 they don't represent us as an agency, they are not 5 employees. 6 for us which involve assisting our passengers in the 7 resort. 8 Q. 9 later on, but let me ask you. They can't contract for Apple, They perform certain contracted functions And we will go through that in greater detail They do wear required 10 flowered shirts that are required by Apple Vacations, 11 correct? 12 A. 13 facilitate the identification of the transportation. 14 don't know if you've been to Cancun, Mexico, but when 15 you come out of the airport there are buses and people 16 everywhere. 17 companies, multiple tour operators and we provide the 18 floral shirt as an easy way to identify the Amstar 19 representatives that are going to transport you. 20 also hold up signs that say Apple Vacations to 21 facilitate again your locating the right person to 22 connect with to get your ground transportation. 23 Q. 24 vehicles that they drive, correct? They wear flowered shirts at the airport to I There are multiple ground transfer They And the vehicles say Apple Vacations, the Case ID: 080500560 Control No.: 10040612 115 JULIA DAVIDSON 1 A. They may or may not. The buses may say Amstar. 2 We attempt again to put a cardboard piece of paper in 3 the window that will say Apple Vacations so that people 4 don't get on the wrong bus. 5 Q. 6 also a name tag that says Apple Vacations on it, 7 correct? 8 A. It may say Apple Vacations, it may say Amstar. 9 Q. And may it say both? 10 A. No. 11 Q. Just one or the other? 12 A. Typically. 13 providing. 14 Q. 15 there ever name tags that actually have Amstar and have 16 Apple Vacations as well? 17 A. Not that I have seen. 18 Q. And Apple Vacations is the one that sets the 19 uniform for the Amstar representatives, correct? 20 A. 21 flowered shirt that has an embroidered Amstar name on 22 it and it is a white shirt. 23 flowered shirts which are a trademark design used by 24 Apple Vacations and provided to Amstar under license to And the individuals at the airport, they wear It depends upon the function they are Well, when you say "typically," I asked you, are Amstar has its own uniform separate from the That is separate from the Case ID: 080500560 Control No.: 10040612 116 JULIA DAVIDSON 1 facilitate the identification of the people to assist 2 our passengers in resort. 3 Q. 4 resort, are they wearing a name tag that says Apple 5 Vacations? 6 A. 7 wearing a flowered shirt. 8 are wearing a white shirt with the embroidered Amstar 9 name on it and they may or may not be wearing an Apple And when they are at a hospitality desk at the They may be wearing a name tag, they may be More likely in resort they 10 Vacations' tag. 11 Q. 12 Vacations? 13 A. 14 Vacations, because most hotels have multiple tour 15 operator desks or excursion sellers. 16 facilitating their identification to the people that 17 can assist them. 18 Q. 19 Vacations to have your ground transportation people 20 there to assist your Apple Vacations' customers, is it 21 not? 22 A. Yes. 23 Q. Has Apple Vacations ever considered -- strike 24 that. And the hospitality desk, does that say Apple There may be a binder or a plaque that says Apple So again, we are And it's important for you as an -- for Apple Case ID: 080500560 Control No.: 10040612 117 JULIA DAVIDSON 1 Does Apple Vacations get any type of 2 consistent reports from its Amstar representatives of 3 any kind? 4 A. No. 5 Q. Has Apple Vacations ever considered asking any of 6 any of its -- any other Amstar representatives, Amstar 7 folks that are actually Apple representatives at the 8 resorts for you, to inspect the premises to determine 9 if there are any unsafe conditions? 10 A. No. 11 Q. Why? 12 A. Amstar is not a hotel inspection company. 13 are a ground transfer company. 14 Q. 15 information by any of your Amstar representatives as to 16 unsafe conditions at any of the hotels which Apple 17 Vacations books? 18 A. Not that I am aware of. 19 Q. Is it important to Apple Vacations that there is 20 any medical care on premises in the resorts that it 21 sends its customers to? 22 A. 23 if they ask us a question. 24 considered a hotel amenity. They Have you ever been given -- provided with any If we are aware we might make passengers aware, It's not something that is It is not something we Case ID: 080500560 Control No.: 10040612 118 JULIA DAVIDSON 1 catalogue. 2 Q. 3 having to do with safety, is that fair to say? 4 A. Correct. 5 Q. What other hotel amenities that you catalogue? 6 Just give me a few examples, if you would. 7 A. 8 the location. 9 near the night life in Cancun. So the hotel amenities, they are not anything Restaurants, pool features, beach access, perhaps Some people will want a hotel that is Other people may want a 10 hotel that is more isolated. 11 Q. 12 there any particular things that you catalogue in 13 those? 14 A. 15 amenities, then they may receive a higher rating than 16 another hotel that has fewer dining options or fewer 17 amenities. 18 Q. 19 that something that is important to catalogue? 20 A. 21 but it would be part of the information that would 22 facilitate or result in a different rating than a hotel 23 that had fewer pools perhaps. 24 Q. How about for your all inclusive resorts, are Well, if there are more restaurants or more How about the number of pools in a resort, is Well, we don't usually give the number of pools, So, and you look at the number of restaurants Case ID: 080500560 Control No.: 10040612 119 JULIA DAVIDSON 1 that may also affect the number of apples, correct? 2 A. Un-hun. 3 Q. Is that a yes? 4 A. Yes. 5 Q. Okay. 6 And how about bars? The number of bars 7 in an establishment, does that affect the rating? 8 A. Not that I am aware of. 9 Q. How about if there are swim-up bars as there were 10 in this hotel that Nolan Webster was at? 11 A. 12 have swim-up bars. 13 Q. 14 you consider in your rating system? 15 A. No. 16 Q. And I think you already said you don't consider 17 whether there is a doctor present at the resort, 18 correct? 19 A. Correct. 20 Q. Do you consider whether there is any first aid at 21 the resort in your rating system and what you tell your 22 customers about the amenities? 23 A. No. 24 Q. Do you consider whether there are lifeguards It is my impression that at this time most hotels Well, is that an amenity that you list and that Case ID: 080500560 Control No.: 10040612 120 JULIA DAVIDSON 1 present at any of the pool areas or on the beach when 2 you book a hotel? 3 A. 4 varies by day and by season as well; property to 5 property. 6 reported to us and it is not something we would 7 normally track. 8 Q. 9 Whether a resort has a lifeguard present at its pools We usually don't have that information and it It's not something that would normally be So that is not something -- then just to clarify. 10 or its beaches, that would not be something that you 11 would include in any of your amenity listings for your 12 customers and that would not be something that you 13 would consider when you rate a hotel with the number of 14 apples, is that fair to say? 15 A. 16 system is the result of vacation questionnaires from 17 passengers. 18 internally and the results of vacation questionnaires 19 from returning passengers. 20 golden apple designation, that means it was rated 21 highly by passengers. 22 rating system; one is the number of apples, and one is 23 whether it receives a golden designation or not. 24 Q. Correct. We should be clear, the Apple rating So it's a combination of ratings developed So if something has a So there is two aspects to the Did you say that the Apple rating system also, Case ID: 080500560 Control No.: 10040612 121 JULIA DAVIDSON 1 there were two components of it; one, it was based on 2 vacationer questionnaires? 3 A. And that is the golden. 4 Q. Okay. 5 A. The attribution as a, for example, six golden, 6 the six rating would be based on features, the golden 7 rating would be based on the result of vacation 8 questionnaires. 9 Q. So it's only the golden that is the result of the 10 vacation questionnaires; is that right? 11 A. Correct. 12 Q. Okay. 13 And the one to six apples, would that 14 be an internal evaluation system within Apple 15 Vacations? 16 A. Yes. 17 Q. I believe when I asked you about lifeguard 18 presence, I believe you stated that that would not be 19 something that you would know; is that correct? 20 A. Correct. 21 Q. Why do you say it is something that you would not 22 know about a resort? 23 A. 24 changes all the time. Well, because it's not -- it's something that Whether a resort has a Case ID: 080500560 Control No.: 10040612 122 JULIA DAVIDSON 1 lifeguard, they may have them for certain hours of the 2 day, they may have them for certain days of the week, 3 they may have them for certain seasons of the year. 4 Travel is a cyclical business. 5 and slow seasons. 6 Q. What is the busy season for Cancun, Mexico? 7 A. Well, for us, there is peek time from mid 8 December to the 1st of January. 9 slow. There are busy seasons The rest of January is Then February, March and April are busy. And 10 then depending upon what region of the country you 11 traveled from, there may be a peek travel time in the 12 summer. 13 slow again. 14 cycle to a greater or lesser degree. 15 Q. 16 here about, the Oasis Cancun? 17 and what were the off times for that resort back as of 18 2006/2007, if you know? 19 A. For our passengers? 20 Q. Yes. 21 A. I don't think it will be any different than our 22 typical business season, but I can't speak to the 23 hotel. 24 property and they also have their own distribution And then the fall, around hurricane season, is Individual properties may experience that How about with regard to the property that we are What were the peek times We are not the only tour company offering that Case ID: 080500560 Control No.: 10040612 123 JULIA DAVIDSON 1 channel that is direct. 2 Q. 3 know, how busy it would be for Apple, would that be by 4 looking at your rooming sheets and determining how many 5 -- how many passengers you've booked at the given 6 hotel? 7 A. The manifest. 8 Q. Now, I believe you said with regard to lifeguard 9 presence that it changes all of the time. And the way that you would determine whether, you Yes. Is whether a 10 lifeguard is present at a particular property something 11 that Apple Vacations ever asks about? 12 A. I don't know. 13 Q. Who would know that? 14 A. People in the Product Department. 15 Q. Who is the head of the Product Department? 16 A. A man named Michael LaPointe. 17 Q. How long has he been the head of the Product 18 Department? 19 A. Some time in 2003. 20 Q. Since some time in 2003? 21 A. Correct. 22 Q. And it's Michael LaPointe, correct? 23 A. L-A-P-O-I-N-T-E. 24 Q. Thank you. Case ID: 080500560 Control No.: 10040612 124 JULIA DAVIDSON 1 Prior to coming here today, have you 2 ever spoken with Michael LaPointe about his knowledge 3 of lifeguard presence at any of the resorts that Apple 4 Vacations books? 5 A. No. 6 Q. Why? 7 A. Because it's not something that I need to know. 8 Q. In answering the Interrogatories, and we will go 9 over them in more detail a little bit later, but you 10 were asked some questions about lifeguard staffing at a 11 resort and lifeguard presence at the resort. 12 recall those general questions? 13 A. Yes. 14 Q. And you were designated as the person with the 15 most knowledge of that. 16 A. Un-hun. 17 Q. Do you understand that? 18 A. I recall that. 19 Q. Okay. 20 Do you And I just asked you if you knew if 21 Apple Vacations ever asked about lifeguard presence at 22 a resort. 23 24 I believe you said that you don't know. MR. GALLOGLY: Was that one of the Interrogatories, Nancy? Can we Case ID: 080500560 Control No.: 10040612 125 JULIA DAVIDSON 1 see your Interrogatories? In all 2 fairness to the witness, I would like 3 you to show her the Interrogatories. 4 MS. WINKLER: 5 that later, Andrew, but I am just 6 asking her generally. 7 she recalls generally. 8 asking about generally about lifeguard 9 presence. 10 And I will do She just said I am just MR. GALLOGLY: I don't 11 remember any Interrogatories about 12 lifeguard presence. 13 to me before the witness answers the 14 question. 15 BY MS. WINKLER: 16 Q. 17 presence and staffing, Ms. Davidson? 18 A. Not in the way you are phrasing it. 19 Q. All right. Do you recall the question about lifeguard 20 MR. SHERRY: 21 No. In our Interrogatory Number 20. 22 BY MS. WINKLER: 23 Q. 24 Can you show them By the way, just so we are clear on the record. You have been identified as the Case ID: 080500560 Control No.: 10040612 126 JULIA DAVIDSON 1 individual most knowledgeable in your company regarding 2 company's policies, regarding lifeguard training at 3 hotels that were members of or part of your vacation 4 packages, as well as most knowledgeable in your company 5 regarding your company's policies regarding the 6 existence of lifeguards at hotels that were members of 7 or part of your company's vacation packages. 8 is in response to Interrogatory Number 22 and 23. 9 A. Right. 10 Q. Okay. 11 A. I am. 12 Q. And I guess that is in keeping with what you are 13 telling me. 14 have any kind of policy with regard to looking into 15 whether a resort has lifeguard staffing, is that fair 16 to say? 17 A. That is correct. 18 Q. And there also would be no policy that your 19 company has with regard to whether a resort has any 20 certified lifeguards or the lifeguards were, you know, 21 who have been trained? 22 lifeguards at all, is that fair to say? 23 A. Correct. 24 Q. Now, and I want to be fair to you because I And that There are no policies. Your company doesn't look into -- doesn't No policies with regard to Case ID: 080500560 Control No.: 10040612 127 JULIA DAVIDSON 1 believe you said that it's possible that Michael 2 LaPointe of the Product Department might know 3 something. 4 itself, but whether Apple Vacations has ever asked any 5 of the resorts that it partners with whether there are 6 lifeguards present at the hotel, at either the beach or 7 the pool. 8 but that Michael LaPointe might know; is that fair? 9 A. I had asked you not with regard to a policy And I believe you said that you didn't know, That is correct. You asked me if anybody had 10 ever asked and I can't answer that question because I 11 have not asked and it's not part of any policy or 12 procedure, but I can't say categorically that he hasn't 13 inquired. 14 Q. 15 be the person that you would designate and say, hey, I 16 haven't done it, I know it is not a policy, but it is 17 possible that he might have done it. 18 something that he might have done? 19 A. 20 negotiation, and in terms of visiting a property or 21 looking at a new property that we haven't previously 22 offered, he may casually inquire if they will have 23 lifeguards on the beach or at the pool at a particular 24 hotel. And why would it be that Michael LaPointe would Why would it be Because he is in charge of the contract It would only be a casual inquiry. I can't say Case ID: 080500560 Control No.: 10040612 128 JULIA DAVIDSON 1 whether he's done that or not. There may be a record 2 of such a conversation, there might not be if he made 3 notes to do with a property. 4 Q. 5 any property? 6 A. No. 7 Q. So if he inquired and learned that there were no 8 lifeguards at a particular property? 9 A. It would make no difference. 10 Q. And if Michael LaPointe had learned that there 11 was no lifeguard presence at a particular property at 12 either the pool or the beach and there were swim-up 13 bars that were serving liquor to Apple Vacations' 14 customers, would that make any difference to you? 15 A. No. 16 Q. And would you think it would be Apple Vacations' 17 responsibility to let its customers know that they 18 could be at a swim-up bar, they could be having a drink 19 and then they could go off and swim and for some reason 20 go under water and there wouldn't be a lifeguard 21 present to help them. 22 responsibility? 23 A. No. 24 Q. Why? Have you ever asked him about it with regard to Do you know if that is your Case ID: 080500560 Control No.: 10040612 129 JULIA DAVIDSON 1 A. We can't begin to imagine all the things that 2 could happen to someone conceptually or begin to warn 3 them about all of the things that might happen. 4 have some responsibility and the hotel has a 5 responsibility. 6 everything that could possibly happen and warn people 7 about all the things that could go wrong in their life 8 when what we're doing is offering the components for a 9 vacation package. People And for us to try to anticipate I think that goes beyond what was 10 reasonable. 11 Q. 12 vacation? 13 A. We try to. 14 Q. And that is why you are in business, correct? 15 A. Yes. 16 Q. Okay. 17 Does Apple Vacation profit from an all inclusive Do you think that it's safe for a hotel 18 to provide liquor to its customers in a pool and not 19 provide a lifeguard on duty in the event that something 20 happens with that customer when they swim away? 21 A. 22 that people do that and it happens in many hotels all 23 the time without incident. 24 properties that offer those amenities and we have no I think that it's not unreasonable to do that, Apple offers all kinds of Case ID: 080500560 Control No.: 10040612 130 JULIA DAVIDSON 1 reason to think it's less safe than anything else that 2 is offered at a property. 3 Q. 4 pool, in an unguarded pool without a lifeguard present 5 is less safe than anything else at the property? 6 A. 7 offered, there is excursions, there is bungee jumping, 8 there is swimming with the dolphins, there is night 9 club dancing, you can injure yourself stepping out of You have no reason to think that drinking in a Right. That we have -- there is parasailing 10 the tub. 11 Q. 12 determine whether they have mats so that people don't 13 slip in the tub? 14 A. 15 vendors that offer quality products. 16 Q. 17 might visit a hotel? 18 A. Yes. 19 Q. Is that only new hotels or does he also visit 20 resorts that are in existence in, you know, that you 21 have been partnering with for a while? 22 A. Yes. 23 Q. So he visits both? 24 A. Yes. Do you ever look into the hotel and resorts to No. We don't do inspections. We try to select Now, when Michael LaPointe, I think you said he Case ID: 080500560 Control No.: 10040612 131 JULIA DAVIDSON 1 Q. On any regular basis? 2 A. No. 3 Q. Do you know if he visited the hotel that is 4 involved in this litigation within a year or two prior 5 to Nolan Webster dying? 6 A. I have no idea. 7 Q. Does he have a record of the hotels that he 8 visits? 9 A. I have no idea. 10 inspections. 11 Q. 12 I did. 13 They aren't in the nature of They are casual visits. I may have asked you this, so please excuse me if Have you or anyone else on behalf of 14 Apple Vacations ever asked your Apple Vacations' 15 representatives at the Oasis Hotel Cancun whether there 16 were lifeguards present at the pool area on a regular 17 basis? 18 A. 19 wouldn't ask a particular representative. 20 reason we wanted that information, Amstar schedules its 21 own staff and sends different people to different 22 resorts all the time. 23 like that, the appropriate way to make that inquiry 24 would be to the hotel, not to Amstar. We would have no reason to inquire of Amstar. We If for some If we were to make an inquiry Case ID: 080500560 Control No.: 10040612 132 JULIA DAVIDSON 1 Q. And that hasn't been done, am I correct? 2 A. Not that I am aware of. 3 Q. Let me ask you a question generally in terms of 4 lifeguard presence. 5 Generally, why do you think it is 6 necessary for a lifeguard to be present at a pool? 7 A. 8 whether you are dealing with a family resort versus a 9 couples only, whether you were dealing with a pool that 10 had deeper water or diving boards as compared to a four 11 foot deep kind of waiting, more waiting situation. 12 have no idea. 13 Q. 14 correct? 15 A. 16 unfortunate enough to do so. 17 Q. 18 is that marketed for families, for couples, for young 19 folks? 20 A. 21 brochure. 22 Q. 23 that we are talking about the Oasis Cancun, you didn't 24 look at a brochure to determine which hotel this was or I have no idea. It would depend I guess on I People drown in just four feet of water as well, They can drown in two inches if they are The hotel that we are talking about in this case, How is it marketed generally? I don't know. I would have to look at the I don't know if it's a couples only or not. And in preparation in coming here today knowing Case ID: 080500560 Control No.: 10040612 133 JULIA DAVIDSON 1 how it was marketed by your company? 2 A. 3 Apple rate is. 4 don't recall. 5 Q. 6 through some more documents with you later, but is it 7 possible that some of your hotels are actually booked 8 to younger vacationers as, you know, something for 9 Spring Break? I know which hotel it is and I know what the Whether it's couples only or not, I Could this hotel, and I am going to, you know, go 10 A. We do not offer Spring Break hotel situations. 11 It is not consistent with the type of vacation package 12 we offer. 13 Q. Why is that? 14 A. Because we tend -- we just don't feature those 15 lower end properties with the young people. 16 noisy and we get too many complaints from the other 17 passengers. 18 company that advertises Spring Break college vacations. 19 We offer Spring Break family vacations and we 20 definitely get a lot of passengers traveling at that 21 time of year. 22 seasons, but we are not offering the college kid to 23 Florida type of Spring Break holiday. 24 Q. It is not something we do. It's too We are not a So people -- it's one of those peek Have you ever done that? Case ID: 080500560 Control No.: 10040612 134 JULIA DAVIDSON 1 A. Not in the time that I have been with the 2 company. 3 Q. 4 has never marketed to the eighteen and over college 5 young passengers on Spring Break kind of market? 6 A. 7 said never. 8 do, for example, we don't allow unaccompanied -- I 9 think it even says it on here, if not, it says it in I don't believe it has. So then it's your testimony that Apple Vacations In the time I have been with the company, you I can't make an unqualified statement. 10 our unfair contract. 11 eighteen to travel by themselves. 12 Q. 13 travel voucher, correct? 14 A. 15 brochure. 16 Q. 17 We We don't allow people under And what you are referencing is the back of the Correct, but it also is in the back of our Okay. Fair enough. And with that proviso then, and I 18 understand you can't tell me something that happened 19 before you came to the company unless you happened to 20 have knowledge of it, but from the point that you have 21 been with Apple Vacations through the present time, is 22 it your testimony then that Apple Vacations has never 23 marketed any of its vacations, its all inclusive 24 vacations to the college set going on a Spring Break Case ID: 080500560 Control No.: 10040612 135 JULIA DAVIDSON 1 vacation? 2 A. 3 Break vacations as a family experience. That is right. 4 We sponsor -- we feature Spring MS. WINKLER: Why don't we 5 take a few minute break. 6 is a good time if everybody is okay 7 with that. 8 MR. GALLOGLY: 9 here. 10 I think this We are at 1:20 Do you intend to go through without lunch? 11 MS. WINKLER: Well, that is 12 up to all of you. 13 off the record for a moment. 14 Why don't we just go VIDEO OPERATOR: 15 1:21 PM. Pause. 16 (Whereupon, a discussion was 17 held off the record.) 18 (Whereupon, proceedings were 19 reconvened with all counsel and the 20 witness present.) 21 VIDEO OPERATOR: 22 2:31 PM. Proceed. 23 BY MS. WINKLER: 24 Q. Thank you, Ms. Davidson. Now that we've taken a Case ID: 080500560 Control No.: 10040612 136 JULIA DAVIDSON 1 short break and have come back on the record, I will 2 ask you some questions. 3 these documents that we looked at before, which is 4 Davidson 6 for identification. 5 Apple Vacations, the travel documents that we 6 discussed. 7 again, I would appreciate that. 8 about some of the language that was on the reverse side 9 of the travel documents. 10 We will go back to one of And those were the And if you turn it to the reverse side We talked somewhat If you go down to the middle of the 11 page where it says Applevacations.com. 12 that? 13 A. Yes. 14 Q. And underneath that on the left hand side it 15 says, "Apple Vacations Fair Trade Contract"? 16 A. Yes. 17 Q. Let's go off the record for a moment. 18 19 20 21 22 VIDEO OPERATOR: Do you see 2:32 PM. Pause. (Whereupon, a discussion was held off the record.) (Whereupon, proceedings were 23 reconvened with all counsel and the 24 witness present.) Case ID: 080500560 Control No.: 10040612 137 JULIA DAVIDSON 1 VIDEO OPERATOR: 2 2:32 PM. Proceed. 3 BY MS. WINKLER: 4 Q. 5 where it says "Applevacations.com." 6 side it says "Apple Vacations Fair Trade Contract" in 7 bold. 8 A. I do. 9 Q. Is this document that we are looking at the Apple In the middle of the page underneath the heading On the left hand Do you see that in capital letters? 10 Vacations Fair Trade Contract? 11 A. It is not. 12 Q. What is the Apple Vacations Fair Trade Contract? 13 A. The contract in its entirety is the last page in 14 each of our travel brochures. 15 replicated here is information from that document that 16 pertains to the post purchase period. 17 things in the Fair Trade Contract in the brochure that 18 relate to the prepurchase that are not replicated on 19 the documents. 20 Q. 21 page of all of your travel brochures, correct? 22 A. Correct. 23 Q. Okay. 24 The information So there are And the Fair Trade Contract then is in the last Underneath where it says "Apple Case ID: 080500560 Control No.: 10040612 138 JULIA DAVIDSON 1 Vacations Fair Trade Contract," it says, "Please read 2 this Apple Vacations Contract to give you a clear idea 3 what you can expect," correct? 4 A. It says that. 5 Q. All right. 6 And it says, "These vacations are 7 operated by:," and it lists three different companies 8 there as "principle and tour operators." 9 that? 10 A. 11 companies. 12 two other companies' names. 13 Q. Do you see It actually doesn't list three different It lists a tradename for two companies and Okay. 14 Can you describe what you're speaking 15 of for me? 16 A. 17 Boulevard, Newtown Square, and 101 Northwest Point 18 Boulevard, Elk Grove Village, Illinois. 19 Boulevard location is the office out of which Atkinson 20 & Mullen Travel, Inc., and now Atkinson & Mullen Travel 21 II operates. 22 Boulevard is the address out of which AVW, Inc., now 23 AVW II, LLC operates. 24 Vacations, Inc.," and a San Jose address, and it says Right. It says first Apple Vacations, correct? And it gives two addresses, 7 Campus The 7 Campus And the address for Northwest Point Then it says, "or Amcal Case ID: 080500560 Control No.: 10040612 139 JULIA DAVIDSON 1 AVB, LLC, 300 First Avenue, Needham, Massachusetts. 2 Q. 3 Webster's vacation, at the time he took the trip who 4 was the tour operator for his vacation out of these 5 entities? 6 A. AVB, LLC. 7 Q. At the time that Nolan Webster took his trip, was 8 AVB, LLC operating as Apple Vacations? 9 A. It was operating as GWV Vacations. 10 Q. And I believe you said at some point in time that 11 was converted to an Apple Vacation; is that correct? 12 A. 13 about his particular vacation or the use of the 14 tradename Apple Vacations. 15 Q. 16 vacation. 17 travel documents and that it became an Apple Vacation. 18 Am I correct about that? 19 A. 20 trip was fulfilled by AVB, LLC. 21 Q. 22 trip, either the fulfillment of his trip or any part of 23 his trip, do you contend was Atkinson & 24 A. And can you tell me with regard to Nolan I am not sure your question. Are you talking I am actually talking about his particular I believe that we had talked about the The travel document said Apple Vacations and the What involvement, if any, in Nolan Webster's Mullen's? None. Case ID: 080500560 Control No.: 10040612 140 JULIA DAVIDSON 1 Q. Now, it is your contention, is it not, that AVB, 2 LLC was the tour operator at all times relevant to 3 Nolan Webster's trip? 4 A. Correct. 5 Q. With regard to AVB, LLC, what are the duties of a 6 tour operator with regard to the -- its clients. 7 MR. GALLOGLY: I am going to 8 object to that. 9 witness to provide you with a legal 10 You are asking this opinion? 11 MS. WINKLER: No. 12 her understanding of the tour 13 operator's duties. What is 14 BY MS. WINKLER: 15 Q. 16 industry for years. 17 A. To deliver the trip as booked. 18 Q. Are there any other responsibilities or 19 obligations of the tour operator to its customers with 20 regard to its booking of the trip other than to deliver 21 the trip as booked? 22 A. 23 of anything else. 24 Q. Just based upon your involvement in the tour Unless you have something specific, I can't think I am asking you generally what your understanding Case ID: 080500560 Control No.: 10040612 141 JULIA DAVIDSON 1 is. 2 A. To deliver the trip as booked. 3 Q. Amstar Crestline, LLC. 4 company is Amstar Crestline Holdings, LLC, correct? 5 A. Correct. 6 Q. Is that a publicly traded company? 7 A. No. 8 Q. Can you tell me what type of company it is? 9 A. It's a holding company. 10 Q. And do you know if it's a corporation? 11 A. It's a limited liability company. 12 Q. And who are the principles of Amstar -- who are 13 the officers, excuse me, of Amstar Crestline Holdings? 14 A. 15 Jeffrey Mullen would be Secretary, and I would be 16 Assistant Secretary. 17 Q. 18 operator's duties and I believe you had stated that 19 it's your understanding that a tour operator has a duty 20 to its customers to deliver the trip -- the trip as 21 booked, correct? 22 A. I did. 23 Q. What does that mean? 24 A. It means that if they booked an air departure at I am sorry, I believe the John Mullen would be Chairman of the Board, I just asked you some questions about tour What does that mean to you? Case ID: 080500560 Control No.: 10040612 142 JULIA DAVIDSON 1 a certain date with a return on another certain date 2 for a particular hotel accommodations, for a particular 3 duration, including ground transfers, that we supply 4 each of those things as booked to the best of our 5 ability recognizing that we subcontract all of those 6 things from independent operators. 7 the flight may be delayed and we have no control over 8 that, that the hotel that they are staying in is not 9 owned or operated or managed or in any way controlled And, for example, 10 by us. We are packaging trip components that are 11 acquired from third parties to facilitate the purchase 12 of a vacation. 13 Q. 14 from third parties," what do you mean by that? 15 the third parties? 16 A. 17 transfer company. 18 Q. 19 before on Davidson -- I am sorry. 20 identification. 21 page, that portion on the left hand side again where it 22 discusses the Fair Trade Contract. 23 some questions before. 24 operated by:," and we talked about Apple Vacations or When you say "we are packaging trip components Who are The airline, the hotel owner, and the ground Now, on the same provision that we were reading It is Davidson 6 for And if you go to the middle of the I had asked you It says, "these vacations are Case ID: 080500560 Control No.: 10040612 143 JULIA DAVIDSON 1 Amcal Vacations or AVB, LLC. 2 and tour operators. 3 operator for Nolan Webster's vacation at the time that 4 he had taken the vacation and I believe you stated that 5 it was AVB, LLC, correct? 6 A. I did. 7 Q. Who was the principle for that excursion? 8 A. The term "principle" actually is a term that is 9 here because of the DOT requirements to deal with 10 And it says "as principle I had asked you who was the tour escrow funds for charter operations. 11 So at the companies that are chartering 12 planes, if you are on a charter flight versus a 13 scheduled airline's flight as the air component of your 14 trip, those companies would be responsible as the 15 principle for escrowing your funds under the DOT regs. 16 That is what that refers to. 17 with this document. 18 for the documents that Zagami and Nolan Webster 19 received and it may not be exactly the document -- the 20 back of the documents that they received. 21 Q. 22 back of the document they received looked like? 23 A. 24 you go up to the top part of the page, on the left hand You should be careful You are reading it as a surrogate Well, do you have any way of telling me what the No, but I can tell you this is not it, because if Case ID: 080500560 Control No.: 10040612 144 JULIA DAVIDSON 1 side where it says "Proof of Citizenship," and you read 2 the middle paragraph that starts, "requirements as 3 outlined below may change." 4 says, "effective at time of printing (February 2008)." 5 Q. 6 document that you are referring to, just so we are 7 clear on the record, says "Requirements as outlined 8 below may change," under Proof of Citizenship, "so see 9 your travel agent or contact the consulate for the The end of that paragraph The document that your -- the portion of the 10 country to which you are traveling to be accurately 11 advised of current requirements. 12 information gives current requirements for United 13 States citizens, effective at time of printing 14 (February 2008)." 15 correct? 16 A. Correct. 17 Q. Okay. 18 The following That is what you were referring to, And when I asked you about this this 19 morning, you weren't -- you haven't been clued into 20 that particular paragraph; is that right? 21 A. Correct. 22 Q. Okay. 23 24 And when we took a break for about an hour for lunch, did you review certain documents or go Case ID: 080500560 Control No.: 10040612 145 JULIA DAVIDSON 1 over anything with Mr. Gallogly that may have clued you 2 into the fact that this had this provision on it? 3 A. 4 reading the other paragraph that I noticed that date. 5 Q. 6 documents that are for an '08 vacation that took place 7 in 2007? 8 A. 9 attempt (sic), for example, to reproduce the document No. It was only sitting here while you were And why would it have that date on it for travel Well, as I mentioned to you earlier, we couldn't 10 Zagami and Webster had, but all I have at the time that 11 I am printing any document is the preprinted form that 12 we are using at that time. 13 reprinted in March of 2008, the paperwork it was 14 printed on was a February 2008 printing date. 15 Q. 16 record. 17 So obviously when this was And just so we have that clarified for the Then what you're saying I believe is 18 that what has been identified as Davidson 6 is a travel 19 document for a vacation that was booked in 2007 that 20 was printed -- reprinted some time later for some 21 purpose and it was printed in 2008 on a 2008 form. 22 that fair to say? 23 A. That is correct. 24 Q. Do you have any vouchers in your possession that Is Case ID: 080500560 Control No.: 10040612 146 JULIA DAVIDSON 1 have a -- that were printed in 2007 or 2006? 2 A. Not to my knowledge. 3 Q. Do you know what, if any, changes there are on 4 the reverse side of the voucher? 5 A. 6 passport requirements, proof of citizen requirements 7 were updated, I have no way of telling you that. 8 Q. 9 trip, it's my understanding that you have stated that 10 the tour operator for that trip was AVB, LLC, correct? 11 A. Correct. 12 Q. Who controlled AVB, LLC at that point in time? 13 A. What do you mean by "controlled"? 14 Q. Well, first of all, let me ask you. Other than the fact that it reflects that the Now, at the time that Nolan Webster took his 15 Who were the officers of AVB, LLC at 16 that point in time? 17 A. 18 was Timothy Mullen, Jeffrey Mullen, Matthew Mullen and 19 Janine Zozaya Mullen. 20 myself. 21 Q. 22 individuals? 23 A. 24 LLC except that I was the CFO and Assistant Secretary. The officers were the same as the owners. That And in addition to that it was I am not an owner. And what were the titles of all of those I don't recall what their titles were for AVB, Case ID: 080500560 Control No.: 10040612 147 JULIA DAVIDSON 1 Q. Do you see the portion of this document that says 2 "Safety Tips for Travelers"? 3 A. I do. 4 Q. And do you know if what is stated here in the 5 Safety Tips for Travelers was the same in this document 6 as it was in the earlier documents in 2006 and 2007? 7 A. I don't. 8 Q. And I believe you stated that you will be the one 9 that put the information on this document with regard 10 to Safety Tips for Travelers, correct? 11 A. That is correct. 12 Q. Prior to -- strike that. 13 Were the Safety Tips for Travelers also 14 part of the Fair Trade Contract? 15 A. 16 referred to as the Things To Know Before You Go page. 17 The citizenship information, the baggage information, 18 in fact, most of the information that is on the top 19 half of this voucher page is on the Things To Know 20 Before You Go page. 21 half of this voucher page that we are looking at were 22 materials extracted from the Fair Trade Contract. 23 Q. 24 would be on the Fair Trade Contract; is that correct? No. They are on a page in the brochures that is Whereas the things on the bottom And, in fact, the Foreign Selection Clause, that Case ID: 080500560 Control No.: 10040612 148 JULIA DAVIDSON 1 A. That would be correct. 2 Q. And that is on every -- every Fair Trade Contract 3 that is provided to Apple Vacations' customers, 4 correct? 5 A. 6 brochures. 7 agencies. 8 is given to a customer. 9 provide a copy of the Fair Trade Contracts to their 10 passengers and keep a signed copy on file should we 11 require it. 12 dispute. 13 going to do that. 14 Q. 15 reverse side of the travel documents that Apple 16 Vacations provides? 17 A. 18 some version of the Foreign Selection Clause has been 19 on the back of the vouchers. 20 Q. 21 document that we are looking at here today is 2008, was 22 the Foreign Selection Clause basically the same stating 23 that Illinois or Pennsylvania law would apply? 24 A. Well, the Fair Trade Contract is in the The brochures are delivered to travel The travel agent controls whether or not it We request that travel agents For example, in the case of a credit card We can't guarantee that the agencies are Is the Foreign Selection Clause always on the For the period that I've worked with the company, And in 2006, 2007, and I understand that this I know that it was revised at some point, I Case ID: 080500560 Control No.: 10040612 149 JULIA DAVIDSON 1 believe in 2005, but I don't recall what the prior 2 version looked like. 3 Q. 4 looking at, is this the Foreign Selection Clause that 5 would have been in any of the travel documents? 6 A. 7 force in 2008. 8 without reference to those past brochures. 9 Q. And so then in 2006 and 2007 and 2008 that we are It appears to be the one for certain that was in I can't be sure for 2006 and 2007 And you don't have those past brochures, though, 10 am I correct? 11 A. 12 past brochures at the office. 13 MR. GALLOGLY: Not unless you have them in front of you. I have We have 14 produced past brochures for about five 15 years through discovery in this case. 16 BY MS. WINKLER: 17 Q. 18 Clause that would appear in the brochures would be the 19 same that is on the back of the travel documents, 20 correct? 21 A. 22 vouchers are reprinted, which is periodically on no 23 regular schedule, we refresh the information on the 24 back of the vouchers to be consistent with the then So it would appear that the Foreign Selection What we do with the vouchers is, every time the Case ID: 080500560 Control No.: 10040612 150 JULIA DAVIDSON 1 current brochure. 2 Q. 3 portion it says, "Apple Vacations is not responsible 4 for losses or damages arising from bodily or emotional 5 injury, property or other economic damage caused by 6 factors beyond our control." 7 A. I do. 8 Q. And what does that mean? 9 A. That means that if anything happens on your On the same document at the bottom right hand Do you see that? 10 vacation that are things beyond our control, we are not 11 responsible. 12 Q. 13 What are you considering there? What kind of things are beyond your control? 14 MR. GALLOGLY: Are you asking 15 her for a legal interpretation of this 16 document? 17 MS. WINKLER: No. I am 18 asking her for her understanding as to 19 what -- 20 MR. GALLOGLY: 21 think of at the moment? 22 MS. WINKLER: What she can -- what she 23 understands is meant by beyond their 24 control. Case ID: 080500560 Control No.: 10040612 151 JULIA DAVIDSON 1 THE WITNESS: A trip going 2 down stairs at the hotel for no good 3 reason or for some good reason. 4 don't control or own the hotel. I 5 BY MS. WINKLER: 6 Q. 7 at a hotel that you partner with would be something 8 that is beyond Apple Vacations' control? 9 A. Yes. 10 Q. So regardless of what the circumstance is, if you 11 send a customer to a hotel and something happens 12 injuring a customer due to something that occurs at the 13 hotel, is that something that you consider to be always 14 beyond Apple Vacations' control? 15 A. Absolutely. 16 Q. Now, under the Safety Tips for Travelers, if we 17 go back there and we can just read this, I am going to 18 read portions of it into the record. 19 "Traveling to destinations, domestic or foreign, is 20 rewarding and exciting. 21 however, that potential problems and risks to your 22 personal safety could exist anywhere," correct? 23 A. Yes, that is what it says. 24 Q. "Please use the personal safety precautions and So are you saying that anything that would happen I don't partner with hotels. It says, Tourists must be aware, Case ID: 080500560 Control No.: 10040612 152 JULIA DAVIDSON 1 common sense on your vacation that you would at home," 2 correct? 3 A. It says that. 4 Q. All right. 5 And then it says, "For example: apply 6 sunscreen, don't swim alone, avoid display of cash, be 7 especially careful of low railings on hotel balconies." 8 Is that the portion that you added because of the 9 Pennsylvania law on Voluntary Compliance? 10 A. Yes. 11 Q. That is not something that you would, you know, 12 take a precaution with at home. 13 specific as to something in a resort. 14 say? 15 A. 16 Hawaii, that is domestic. 17 hotel that had a building code that was for a different 18 period of time domestically anywhere in the country and 19 it could have a lower than standard balcony railing 20 height than might be enforced today under existing 21 building codes. 22 Q. 23 warn about? 24 A. That is something Is that fair to I don't know that that would be true. We sell You could be in an older And is that something that you would ordinarily It's in there because of the Voluntary Case ID: 080500560 Control No.: 10040612 153 JULIA DAVIDSON 1 Compliance. 2 Q. Is that the only reason it's in there? 3 A. Yes. 4 Q. "Avoid venturing out alone." 5 there? 6 A. 7 alone at night in a city I didn't know and apparently 8 we feel it's important to remind people not to do that 9 on vacation. Why is that in Well, I know as a woman I wouldn't go many places 10 Q. When you say "apparently we feel," who is "we"? 11 A. Myself and the lawyer that helped me craft this. 12 Q. And what lawyer is it that helped you craft that? 13 A. A gentleman at Margolis Edelstein. 14 Gallogly. 15 Q. Do you know who that is? 16 A. Yes, I do. 17 Q. Who is that? 18 A. Peter Dunn. 19 Q. "Beware of dark places and isolated areas." 20 is that there? 21 A. Same common sense sort of reason. 22 Q. And you say, it says, "just as you would at 23 home;" is that correct? 24 A. Not Mr. Why That is what it says. Case ID: 080500560 Control No.: 10040612 154 JULIA DAVIDSON 1 Q. Now, is the warning in there about beware of dark 2 places and isolated areas, does that have anything to 3 do with any of the litigation that you have been 4 involved in over the years on behalf of Apple 5 Vacations? 6 A. Not in particular. 7 Q. When you say "not in particular," how about in 8 general? 9 A. Well -- no. There isn't a case that caused us to 10 put any particular wording in here. 11 Q. With the exception of the "low balconies"? 12 A. That was because of the Pennsylvania Voluntary 13 Compliance, not because of a lawsuit. 14 Q. Okay. 15 So if there was not the requirement 16 through the Pennsylvania Voluntary Compliance, then 17 would I be correct that you would not have included in 18 a warning anything about low balconies? 19 A. Probably not. 20 Q. Did you ever consider warning about the fact -- 21 MR. WAGNER: I am sorry to 22 interrupt, but you just asked would 23 that be correct and the witness said 24 probably not. I am not sure if that's Case ID: 080500560 Control No.: 10040612 155 JULIA DAVIDSON 1 what was being asked and answered 2 there. 3 MS. WINKLER: 4 Thanks. correct. 5 BY MS. WINKLER: 6 Q. What do you mean by that? 7 A. Say the question again. 8 Q. Okay. 9 MS. WINKLER: 10 I am lost now. Why don't we just read that back. 11 (Whereupon, the last question 12 was read back.) 13 THE WITNESS: 14 I think the answer is consistent with the question. 15 BY MS. WINKLER: 16 Q. Okay. 17 Are you saying that you would or would 18 not have included a warning? 19 A. 20 not. 21 Q. 22 not so inartful on the record. 23 24 That's You asked me if I would not and I said probably All right. Let me ask it another way so it is There was, as I understand it, an agreement signed to voluntarily comply with certain Case ID: 080500560 Control No.: 10040612 156 JULIA DAVIDSON 1 terms under Pennsylvania law. And as part of the terms 2 of that agreement, it's my understanding that you, 3 meaning Apple Vacations, included some warning about 4 low balconies to its perspective customers; is that 5 correct? 6 A. 7 Atkinson & Mullen Travel to disclose particular 8 language about the risks associated with low balcony 9 railings. The Voluntary Compliance requirement was on 10 Q. 11 Travel as a tour operator for Apple Vacations? 12 A. 13 Atkinson & Mullen Travel does business under and it was 14 on Atkinson & Mullen Travel. 15 Atkinson & Mullen Travel does is as a wholesale tour 16 operator. 17 Q. 18 And was that on behalf of Atkinson & Mullen Well, Apple Vacations is the tradename that Okay. The only business Fair enough. If there had not been that agreement 19 under an order for Voluntary -- an agreement for 20 Voluntary Compliance, excuse me, would Apple Vacations 21 have included any warning about low balconies in its 22 travel documents? 23 A. 24 might not have because that is kind of speculation, but Not likely. I can't say conclusively that we Case ID: 080500560 Control No.: 10040612 157 JULIA DAVIDSON 1 we likely would not have included a reference to low 2 balconies. 3 Q. 4 consideration of including a warning about low 5 balconies to your knowledge? 6 A. 7 my knowledge both before and after the Flocco situation 8 case, there were no issues with low balcony railings 9 involving any Apple passengers, or any passengers that Before the agreement was signed, was there any It was before my time with the company. But to 10 I am aware of. 11 Q. 12 was -- appeared some time in 2008, have there been 13 changes to the Safety Tips for Travelers? 14 A. 15 exactly how it's changed. 16 references to the State Department website was more in 17 the middle of the paragraph and included a couple of 18 website references. 19 brochure it's down to one again because we found that 20 one of the website references was no longer working. 21 The wording may have been modified slightly as well. 22 don't recall. 23 Q. 24 warn about -- Since this document that we are looking at that Yes, I think there has been. I can't tell you I know at one point the And I believe in the current I Are there any additions or deletions to what you Case ID: 080500560 Control No.: 10040612 158 JULIA DAVIDSON 1 A. There could -- 2 Q. -- in the current version? 3 A. There could be. 4 Q. But you are the one that draft this, correct? 5 A. Right. 6 Q. And after you draft these travel documents, the 7 reverse side of this voucher, does anybody else do a 8 final review other than you? 9 A. No. 10 Q. How about for the Fair Trade Contract, who 11 actually prepares the Fair Trade Contract? 12 A. 13 has been in existence as long as the company has been 14 in existence. 15 I have been employed with the company, I have been 16 involved with editing it. 17 goes through as an edit process. 18 I don't recall. Well, the Fair Trade Contract, some version of it So about forty years. For the time that That is the process that it In 2005 I believe it was, I involved 19 outside counsel, Peter Dunn in an extensive review of 20 the Fair Trade Contract which resulted in several 21 sections, the refinement of several sections in terms 22 of their language and content. 23 to make sure it's current in terms of the cancellation 24 and amendment fee and other business situations that We constantly edit it Case ID: 080500560 Control No.: 10040612 159 JULIA DAVIDSON 1 change on an ongoing basis. 2 Q. 3 are they both corporations? 4 A. 5 & Mullen Travel II, LLC is a limited liability company. 6 Q. 7 move along if we can. Is Atkinson & Mullen and Atkinson & Mullen II, Atkinson & Mullen, Inc., was a C-corp. And just tell me if I am correct so that I can 8 9 Atkinson Atkinson & Mullen Travel II, LLC, I believe you said the Chairman was John Mullen, the CFO 10 and Assistant Secretary was yourself, and the Secretary 11 was Jeff Mullen; is that right? 12 A. Yes. 13 Q. Okay. 14 And for Atkinson & Mullen, Inc., I just 15 want to make sure that I know who the officers were. 16 John Mullen was the President, Joan Mullen was 17 Secretary, and you are the CFO and Assistant Secretary; 18 is that right? 19 A. Correct. 20 Q. Okay. 21 Does Apple Vacations, any of its 22 companies subscribe to any services that provides you 23 with any information or intelligence about the 24 different portions of the world where you are sending Case ID: 080500560 Control No.: 10040612 160 JULIA DAVIDSON 1 your clients to? 2 A. 3 Vacations subscribe to any service like that. 4 Q. 5 like that, are you familiar with some of those 6 services? 7 A. No. 8 Q. Have you ever heard of something called I-Jet for 9 example? None of the companies that do business as Apple Do you understand when I ask you about a service 10 A. No. 11 Q. Have you ever looked into any services like that 12 on behalf of Apple Vacations Companies? 13 A. I have not. 14 Q. I am going to show you what has been marked as 15 Davidson 7 for identification if you would, and if you 16 can show this to Mr. Gallogly first, I would appreciate 17 that. 18 19 20 21 THE WITNESS: Here, Mr. MS. WINKLER: Sorry if I Gallogly. mispronounced your name incorrectly. 22 MR. GALLOGLY: 23 You do it all the time. 24 MS. WINKLER: It's okay. You can do it Case ID: 080500560 Control No.: 10040612 161 JULIA DAVIDSON 1 with me as well. 2 MR. GALLOGLY: 3 I tried to pronounce yours wrong, but I couldn't. 4 THE WITNESS: 5 Records retention. 6 ----------- 7 (Whereupon, Davidson 7, Records 8 Retention Policy, was marked for 9 identification.) 10 ----------- 11 BY MS. WINKLER: 12 Q. 13 identify this for me if this is, in fact, Apple 14 Vacations' Records Retention Policy. 15 A. Yes. 16 Q. And is this -- it has a date at the bottom right 17 hand side that says November 2006, does it not? 18 A. It does. 19 Q. Okay. 20 I'd just like you to take a look at this and And from November 2006 through the 21 present, has the Records Retention Policy remained the 22 same in exactly what we see here and has been marked 23 for identification as Davidson 7? 24 A. The policy is unchanged. The reference on Page 2 Case ID: 080500560 Control No.: 10040612 162 JULIA DAVIDSON 1 near the bottom to, please let Leslie Smith know when 2 you are getting started is no longer accurate, because 3 Leslie Smith is no longer employed by the company. 4 that would also be true on the last page where there is 5 two references to Leslie Smith. 6 policy is unchanged. 7 Q. Who has taken her place? 8 A. Anna MacGonigle. 9 Q. Thank you. 10 And But, otherwise, the Now, I want to ask you one further 11 question about the travel documents and we can go back 12 to that. 13 considers to be beyond its control and I know you gave 14 me a list of the considerations and some of the things 15 that you feel are beyond Apple's control. 16 I had asked you about what Apple Vacations What kind of things are within Apple's 17 control? 18 A. 19 your scheduled air tickets on time, making the contract 20 arrangements with the suppliers for acquiring the 21 components of your trip, properly escrowing your funds 22 if you are on a charter flight, if you've purchased a 23 pre-departure trip insurance that we pass the premium 24 portion on for the post-departure coverage to the Well, paying the airline so that you're receiving Case ID: 080500560 Control No.: 10040612 163 JULIA DAVIDSON 1 insurance company, and correctly abiding by the 2 cancellation penalties and correctly processing your 3 credit card information and securing your private 4 credit card information according to the PCFI 5 Compliance Rules. 6 Q. Anything else? 7 A. Not off the top of my head. 8 Q. I had asked you some questions about Amstar 9 earlier and I know that you said it was a ground Things like that. 10 transportation company. 11 A. Ground transfer. 12 Q. Ground transfer company? 13 A. Un-hun. 14 Q. Can you tell me what the relationship between 15 Apple Vacations Companies and Amstar is? 16 A. 17 fulfilled? 18 Q. 19 this trip was fulfilled. 20 A. 21 companies contract with for the provision of services. 22 Q. 23 Vacations Companies do business with in Cancun, Mexico, 24 for ground transportation other than Amstar at the time Today or at the time that this trip was Well, why don't we talk about at the time that Amstar was one of the many vendors that the Apple Is there any other company that the Apple Case ID: 080500560 Control No.: 10040612 164 JULIA DAVIDSON 1 that this vacation was fulfilled? 2 A. 3 ground transfer services to Apple Vacations since 4 Amstar began conducting business in 1990, as I 5 understand it. 6 the company, but it was a well-established relationship 7 when my employment commenced in 2003. 8 Q. 9 they were the sole ground -- Amstar Cancun DGT has been the sole provider of Obviously that predates my time with And that was since what year did you say that 10 A. 1990 is when Amstar DGT started business. 11 Q. Okay. 12 What services does Amstar Cancun DGT, 13 and I should say so that you know, we are talking about 14 at the time that this contract was fulfilled with Nolan 15 Webster, what services was Amstar Cancun DGT providing 16 to Apple Vacations? 17 A. 18 representative services. 19 Q. 20 employees? 21 A. No. 22 Q. Does it provide any seminars or any kind of 23 training sessions whatsoever for Amstar employees? 24 A. Ground transfer services and resort Does Apple provide any training for Amstar None whatsoever. Case ID: 080500560 Control No.: 10040612 165 JULIA DAVIDSON 1 Q. Does it provide any information as to how it 2 wishes its customers to be met, greeted, for lack of a 3 better term, handled? 4 A. 5 specifics that I am aware of. 6 providing its services since 1990. 7 job or we wouldn't have continued to work with it. 8 am sure there have been times where we have asked them 9 to do something differently than others. I don't -- I don't think so. There is no Amstar has been It's done a good I We absolutely 10 provided and asked them to wear the flowered shirts, we 11 have asked them to make it easy for the passengers to 12 identify them, including putting the signboards in the 13 buses. 14 times just like Bermuda's paid us for co-op advertising 15 to help facilitate things. 16 Q. 17 signs in the vehicles, are there any other requirements 18 that Apple Vacations provides to Amstar with regard to 19 the care of its customers? 20 A. Not that I am aware of. 21 Q. Are you aware that there is a document entitled 22 Apple Vacations Customer Service Representative Manual? 23 A. No, I am not. 24 Q. You have never seen such a document? We've even paid to have the buses painted at Aside from the signage and the shirts and the Case ID: 080500560 Control No.: 10040612 166 JULIA DAVIDSON 1 A. I have not. 2 Q. In preparation coming here today, did you review 3 such a document? 4 A. I did not. 5 Q. Does the Apple Vacations Company -- 6 A. There isn't a company. 7 Q. Okay. 8 9 I will rephrase. Does the company that trades as Apple Vacations in Illinois have any different function than 10 any of the other Apple Vacations, the companies that 11 trade as Apple Vacations? 12 A. 13 gone on beginning in about 2002 and ending in 2007 14 where certain functions were concentrated in certain 15 office locations. 16 Yes. Since -- there has been a process that has So, for example, beginning in 2003 and 17 ending in 2006 -- well, yes, mid 2006, all of the 18 accounting functions for the companies doing business 19 as Apple Vacations were concentrated in the office at 7 20 Campus Boulevard. 21 call the Operations Department were concentrated in the 22 office at Elk Grove Village, Illinois. 23 Department includes the Documents Department, so the 24 printing of all of the documents regardless of the The functions provided by what we The Operations Case ID: 080500560 Control No.: 10040612 167 JULIA DAVIDSON 1 company that you booked your trip with, and that 2 included the relationship with the ground transfer 3 companies in any of the destinations, it included 4 relationships with the people that were seen, the 5 independent contractors that we hire that handle flight 6 departures on behalf of Apple, preflight delay 7 notifications, flight cancellation notifications. 8 Those sorts of things. 9 were centralized in different locations. There were other functions that For example, 10 the reservation services for Amcal were provided -- are 11 provided now by Elk Grove Village location. 12 longer has a call center in San Jose, California. 13 Q. 14 these functions were compartmentalized. 15 compartmentalized in the same way today? 16 A. Yes. 17 Q. So was that the transition period, that five 18 years? 19 A. 20 different periods of time. 21 is complete. 22 consolidation of the Customer Service Department. 23 is the department that responds to post travel letters 24 written by consumers. It no Now, from 2002 I think you said through 2007, Yes. Do they remain Different functions were centralized over I would not say the process For instance, we are looking at a current That Case ID: 080500560 Control No.: 10040612 168 JULIA DAVIDSON 1 Q. How are they handled? 2 A. Right now? 3 Q. Yes. 4 A. Letters either go to the Chicago location, the 5 Elk Grove Village location for Amcal and AVW, or they 6 come to 7 Campus Boulevard for Atkinson & Mullen Travel 7 II, or they go to Boston for AVB. 8 Q. 9 content of those letters, reviews them and makes any 10 determination as to any action that should be taken? 11 A. 12 supervising their staff. 13 Q. 14 culminated, how were the post travel letters handled? 15 A. 16 consumer, it went to the office in Boston. 17 was a post travel letter for Atkinson & Mullen Travel, 18 Inc. passenger, it went to 7 Campus Boulevard. 19 there was a passenger for AVW, Inc., it went to Elk 20 Grove Village, Illinois. 21 with a complaint for Amcal Vacations, it went to San 22 Jose, California. 23 Q. 24 particular case that we are here about today? Is there anyone that oversees those -- the The managers in each location are responsible for How about at the time that this vacation was If there was a post travel letter from an AVB If there If And if there was a passenger Do you know of any post travel letters in this Case ID: 080500560 Control No.: 10040612 169 JULIA DAVIDSON 1 A. None that I am aware of. 2 Q. Are you aware that there were any -- well, let me 3 ask you. 4 Would the same apply to emails as to 5 letters? 6 A. 7 customer complaints by e-mail. 8 Q. 9 between Tim Mullen and Maureen Webster? We have not in the past and do not today take We require a letter. Are you aware that there was any correspondence 10 A. I am. 11 Q. And out of what office was that handled? 12 A. Tim is located at 7 Campus Boulevard and he was 13 located in that office when he had his contacts with 14 Mrs. Webster. 15 Q. 16 Campus Boulevard office? 17 A. 18 office. 19 the owners or Mr. Timothy Mullen was one of the owners 20 of AVB. 21 Vice President for Sales and Marketing, the person 22 designated to deal with the press and this kind of 23 situation where a death was involved had attracted the 24 press's attention and he may have been handling those Why was the -- her contact handled out of the 7 I am not sure what caused her to contact that It may have been because Mr. Mullen is one of It may be because he is the -- as the Senior Case ID: 080500560 Control No.: 10040612 170 JULIA DAVIDSON 1 communications because of that. She did not initiate a 2 normal customer service process with the company. 3 Q. What do you mean by that? 4 A. She did not write a letter, nor did Ms. Zagami. 5 Q. How was the first contact made to your knowledge? 6 A. I don't know. 7 by e-mail. 8 Q. 9 contact with Maureen Webster out of the Atkinson & I don't know if it was by phone or Would I be correct then that Timothy Mullen made 10 Mullen office? 11 A. 12 capacity he did that in and I don't know that he 13 initiated contact or whether he was responding to her. 14 Q. 15 7 Campus Boulevard location? 16 A. He was there when he wrote that letter. 17 Q. And that was Atkinson & Mullen's location at that 18 time, is that fair to say? 19 A. 20 building. 21 Q. 22 Apple Vacations receives on a regular basis, any of the 23 companies trading as Apple Vacations from Amstar. 24 I believe you stated, that was earlier today, that Well, it's 7 Campus Boulevard. I don't know what With the letter that he issued, was it out of the Yes. That is one of the tenants in that I had asked you previously about any reports that And Case ID: 080500560 Control No.: 10040612 171 JULIA DAVIDSON 1 there were no reports on a regular basis. Is that fair 2 to say? 3 A. Yes. 4 Q. Are there any specific types of reports that any 5 of the Apple Vacations Companies receive from the -- 6 from Amstar? 7 A. 8 either on their own initiative or at our request a 9 summary of the event. If there has been an accident, they may send us They may send us an e-mail 10 advising us of an event. 11 Q. Are they required to do so? 12 A. They aren't required to do so. 13 do that. 14 Q. 15 protocols that Apple Vacations, the companies doing 16 business as Apple Vacations provides to Amstar? 17 A. Not that I am aware of. 18 Q. How is it that they, meaning Amstar, is aware of 19 the desire to do -- to prepare some report if there is 20 a death or an injury? 21 A. 22 by the Operations Department. 23 Q. And who is the head of the Operations Department? 24 A. At this time it is a woman in Chicago whose name We'd like them to We ask them to do that. Are there any printed policies, procedures or It's probably been verbally communicated to them Case ID: 080500560 Control No.: 10040612 172 JULIA DAVIDSON 1 is Karen Utroske. U-T-R-O-S-K-E. 2 Q. 3 trip, who was that? 4 A. It was Karen at that time as well. 5 Q. Do you know who Martha Loredo is? 6 A. Yes. 7 Q. Have you had any contact with her over the years? 8 A. Yes. 9 Q. Can you tell me who -- your understanding as to At the time of the culmination of Nolan Webster's 10 who she is and what kind of contact you had with her 11 over the years? 12 A. 13 director's position with Amstar. 14 she was there with the company from the beginning. 15 my contact with her has been related to more recent 16 time periods where she has some kind of supervisory 17 role over the controller in Amstar, and when Amstar 18 became a subsidiary of Amstar Crestline Holdings, LLC, 19 one of the objectives was to bring them onto the SAP 20 accounting system, which we are just in the process of 21 doing now. 22 to deal with the controller and Martha Loredo has been 23 involved in those discussions about the conversion of 24 Amstar and modeling out their business processes for She's I believe like a managing director or some As I understand it, And So I have made a couple of trips to Cancun Case ID: 080500560 Control No.: 10040612 173 JULIA DAVIDSON 1 the accounting part of SAP. 2 Q. 3 correct in this, but if you can just confirm. I just want to check with you. 4 I believe I am The officers at Amstar Crestline 5 Holdings, LLC, there are a lot of companies here, that 6 is John Mullen as the Chairman, Jeff Mullen as the 7 Secretary, and yourself as the Assistant Secretary; is 8 that right? 9 A. Correct. 10 Q. Okay. 11 Has Martha Loredo come up here to the 12 Philadelphia office at 7 Campus Boulevard? 13 A. 14 soon to do the deposition in this case, but I've never 15 met with her at 7 Campus Boulevard. 16 Q. 17 representatives, anybody associated with Amstar come to 18 either the 7 Campus Boulevard location or any of the 19 companies that trade at Apple Vacations' locations for 20 any reason over the past five years? 21 A. 22 Rybicki, R-Y-B-I-C-K-I, has gone to Chicago to attend 23 Chicago trade shows to represent Amstar. 24 whether or not he went to the office, but it's a Not that I am aware of. I know she's coming up Have any of the -- any of the Amstar Well, I know that the managing director, Eugene I can't say Case ID: 080500560 Control No.: 10040612 174 JULIA DAVIDSON 1 possibility. I know the controller for Amstar has come 2 to 7 campus Boulevard twice to deal with the set up and 3 conversion of the system. 4 the different functions of the SAP software accounts 5 receivable/accounts payable, that sort of thing. 6 Eugene Rybicki has also attended several, not all, but 7 several Crestline Holding Board meetings held at 7 8 Campus Boulevard since those Board meetings commenced 9 in early 2008. We have been training her on I can't recall anything else off the 10 top. 11 Q. 12 said it's called SAP? 13 A. Correct. 14 Q. Is there communication on a daily basis between 15 Amstar and the companies trading as Apple Vacations? 16 A. No, not on a daily basis. 17 Q. How often is there communication between the 18 companies? 19 A. 20 they are talking about once a week with people from 21 Kelsey & Coryn Data Services because they are going 22 through the testing for the go-live, which is supposed 23 to be soon, and the program resides on servers at 7 24 Campus Boulevard and the modifications we are doing to The changes in that software program, I think you Well, with the set up of the system, I know that Case ID: 080500560 Control No.: 10040612 175 JULIA DAVIDSON 1 the system to accommodate their business model are 2 being done by developers under contract to Kelsey & 3 Coryn. 4 their financial statements to consolidate with the 5 other subsidiary of Amstar Crestline Holdings to 6 produce the financial statements for that company for 7 the Board. 8 Q. 9 kind of regular basis confirming the passengers that Otherwise, it's maybe once a month when I get Is there documentation that is provided on any 10 when they arrive and are transported to the hotel from 11 Amstar to any of the Apple Vacations Companies? 12 A. 13 manifest to them so they know who to pick up and what 14 date to pick them up. 15 Q. How often are they sent? 16 A. I have no idea. 17 Maybe every day. 18 people up. 19 flight delay, if they expected to pick up John Doe and 20 John Doe doesn't show up at all, they might notify 21 Chicago to make he was on the flight or they were on 22 the flight, but I can't think of any other reason they 23 would ever have any reason to tell us that somebody 24 wasn't picked up or not. No, not that they have received them. We send That is an Operations function. They don't confirm that they pick If there is a problem beyond a simple Case ID: 080500560 Control No.: 10040612 176 JULIA DAVIDSON 1 Q. How about with regard to the excursions that are 2 booked by Amstar? 3 as Apple Vacations benefit financially from the booking 4 of those excursions? 5 A. 6 Amstar's line of business and source of revenue. 7 can pre-book excursions -- you can pre-book excursions 8 on our website. 9 experience for the passengers, but we don't receive 10 anything for those commissions or anything for those 11 excursions. 12 Q. 13 Amstar in what excursions they book and what excursions 14 they don't book? 15 A. 16 to our passengers. 17 other passengers, because when they are selling in the 18 hotel lobby they sell to whomever, and our passengers 19 can always purchase an excursion from some other 20 provider. 21 horseback riding or parasailing. 22 Q. 23 that just verbal? 24 A. Do any of the companies that trade None whatsoever. Excursion sales are entirely You We do that to facilitate the vacation Do you provide any type of requirements for We have asked them not to sell certain excursions They can choose to sell them to But we've asked them not to sell jet ski or And again, is that in writing in any way or is It's -- there has probably been emails. I Case ID: 080500560 Control No.: 10040612 177 JULIA DAVIDSON 1 imagine it's also been verbal conversations. 2 Q. 3 basis between -- excuse me, any of the companies doing 4 business as Apple Vacations and either Amstar or Amstar 5 Crestline? 6 A. 7 holding company and parent of the operating companies, 8 including Amstar Cancun. 9 between Amstar's management and any of the Apple Are there any meetings on any type of regular Well, Amstar Crestline is nothing more than the There is no regular meetings 10 Companies' management. 11 Q. 12 the relationships that the companies trading as Apple 13 Vacations might have with its hotels. 14 you had said that, you know, for the most part a lot of 15 the relationships had been ongoing over a number of 16 years, correct? 17 A. That is correct. 18 Q. With regard to a new hotel, how does your 19 company, how does the companies trading as Apple 20 Vacations, how do they form relationships with new 21 hotels to your knowledge? 22 A. 23 independent hotel or a hotel that a chain is adding to 24 its offering. Earlier this morning we talked a little bit about And I believe Well, it depends upon whether it is an It's pretty simple if it's a hotel that Case ID: 080500560 Control No.: 10040612 178 JULIA DAVIDSON 1 a chain is adding to its offering. They would simply 2 include rates for that hotel in the next season's 3 contract and provide us with the information to go into 4 the next brochure and on our website. 5 independent hotel that we were interested in, they 6 would contact us and we would have someone from the 7 Product Department talk to them about the product, we'd 8 look at where it was located, what it was offering, 9 probably someone would go and talk to them about it, If it's a new 10 take a look at the property, and then we would obtain 11 the necessary information and the contract would be 12 drafted. 13 Q. 14 Operations Department? 15 A. 16 Does contract negotiation. 17 Q. 18 Product Department that would be involved in that? 19 A. No. 20 Q. Does the final determination as to whether a 21 hotel is a hotel that you send your customers to with 22 the Product Department? 23 A. 24 a range of options. And who would do that? No. Is that all through your The Product Department under Mike LaPointe Is there any other department other than the We don't send our passengers anywhere. We offer Passengers pick the hotel. Case ID: 080500560 Control No.: 10040612 179 JULIA DAVIDSON 1 Q. Well, you don't offer all hotels, correct? 2 A. We don't offer all hotels in the universe in all 3 locations. 4 Q. Right. 5 A. We offer a range of hotels. 6 decision is made by the consumer. 7 Q. I understand that, Ms. Davidson, but let me ask 8 you. With the offering of your range of hotels, who 9 determines -- who from the company, if there is one The purchase 10 person or if there is a department, who determines what 11 hotels are within that range of offerings in a specific 12 local? 13 A. 14 of a chain, in which case it would be added as part of 15 the chains' offering. 16 it would probably be discussions between the Vice 17 President of Product, his staff, and perhaps Mr. 18 Mullen, perhaps Mr. Timothy Mullen. 19 Q. Who is the Vice President of Products? 20 A. Product is Mike LaPointe. 21 Q. He is the Vice President? 22 A. Yes. 23 Q. Who is the President? 24 A. There is no President of Product. It would depend upon whether the hotel was part If it was an independent hotel, Case ID: 080500560 Control No.: 10040612 180 JULIA DAVIDSON 1 Q. Just a question. 2 Do the hotels that you -- that your 3 company offers in the range of offerings to its 4 customers pay anything to be a part of an Apple 5 Vacations' package? 6 A. No. 7 Q. Is there a specific contact person that Apple 8 Vacations has dealt with at the time -- why don't I 9 take it from 2005 through 2007, at the Oasis Cancun 10 Hotel? 11 A. 12 itself ordinarily. 13 designate to handle their contract negotiations and we 14 would also in accounting probably have contact with 15 whomever they designate to handle their billings and 16 collections. 17 particular hotel property, especially since this is a 18 chain and it would have centralized those functions 19 either in offices of their own or using a third party 20 service provider. 21 Q. 22 contract negotiations for the Oasis Hotels in Cancun? 23 A. 24 individual. Well, we wouldn't have a contact at the hotel Our contacts are with whomever they Those people are unlikely to be at a Do you know who the contact -- who dealt with the I believe it was TravAmerica. I don't know an Case ID: 080500560 Control No.: 10040612 181 JULIA DAVIDSON 1 Q. Do you have an understanding, as you sit here 2 today, based on any documents that you have reviewed or 3 anything else, the period of time that TravAmerica 4 represented the Oasis Hotels in contract negotiations 5 with Apple Vacations? 6 A. I do not. 7 Q. Do you have an understanding as to whether 8 TravAmerica continues to represent the Oasis Hotels 9 with regard to their contract negotiations in Cancun, 10 Mexico? 11 A. 12 relationship was exclusive to us or for all of the 13 wholesalers they deal with. 14 Q. 15 have the knowledge as to who negotiates the contract 16 for Oasis Hotels back at the time of the fulfillment of 17 this vacation that we are here about today and at the 18 present time? 19 A. 20 Webster/Zagami trip would have be a GWV Vacations 21 contract, and I don't think we -- any of us at Apple 22 Vacations know who the contact was for that contract. 23 The contract that, for any of the Oasis properties for 24 any of the Apple Vacations Companies, it would be Mr. I do not. I also would not know if that And who from Apple Vacations would know, would The contract that was in place at the time of the Case ID: 080500560 Control No.: 10040612 182 JULIA DAVIDSON 1 LaPointe who would have knowledge of that. 2 Q. 3 offering to your customers, do you require those hotels 4 to have liability insurance? 5 A. 6 contract. 7 Q. 8 and that you have done business with at the time back 9 in 2005 through the present, let's take it during that When you decide to offer a hotel as part of the Yes. It's part of the contract -- standard hotel Do each of the hotels that you do business with 10 time period, do each of the hotels enter into contracts 11 with you? 12 A. 13 could be an individual hotel contract. 14 Q. 15 the hotel contracts that were previously in place taken 16 over by the Apple Vacations Companies? 17 A. 18 Purchase Agreement. 19 Q. 20 I understand you are not a lawyer, Ms. Davidson, but 21 the Apple Vacations' document, the reverse side of the 22 voucher, there was something that was entitled Foreign 23 Selection Clause and I asked you a little about that. 24 Are you familiar with a Foreign Selection Clause is, Yes. It may be a corporate chain contract or it As a result of the Asset Purchase Agreement, were AVB acquired those contracts under the Asset Now, the document that we referred to previously. Case ID: 080500560 Control No.: 10040612 183 JULIA DAVIDSON 1 correct? 2 A. Vaguely. 3 Q. Okay. 4 Well, when I say Foreign Selection 5 Clause, you will know what I am speaking of; is that 6 fair? 7 A. We will see what happens. 8 Q. You approved having that Foreign Selection Clause 9 being placed on the back of the voucher, correct? I think so. 10 A. I did. 11 Q. And it's also part of the Fair Trade Contract. 12 We talked about that, correct? 13 A. Yes. 14 Q. Okay. 15 Do you know if in the contracts that 16 are negotiated between the companies trading as Apple 17 Vacations and the hotels that it does business with, 18 there is a Foreign Selection Clause? 19 A. I have no idea. 20 Q. And who would know that? 21 LaPointe? 22 A. 23 hotels use -- prefer to have us execute their standard 24 form of contract, sometimes they will except a standard Would that be Michael It would depend upon the contract. Sometimes Case ID: 080500560 Control No.: 10040612 184 JULIA DAVIDSON 1 form of contract we have which I believe makes the form 2 Pennsylvania. 3 Q. 4 the contracts that you enter into, the companies 5 trading as Apple Vacations, with the hotels that you 6 send customers to requiring those hotels to provide any 7 kind of written reports pertaining to any instances of 8 serious injury or death to any of the Apple Vacations' 9 customers? 10 A. Is there any requirement, to your knowledge, in There is not. 11 12 13 14 So it depends. MS. WINKLER: Let's just do 8 and 9. ----------(Whereupon, Davidson 8, Apple 15 Hotel Ratings, was marked for 16 identification.) 17 18 ----------(Whereupon, Davidson 9, 19 Understanding Apple's Hotel Rating 20 System, was marked for identification.) 21 ----------- 22 MR. GALLOGLY: Nancy, how 23 much longer are you going to be? 24 MS. WINKLER: A couple of Case ID: 080500560 Control No.: 10040612 185 JULIA DAVIDSON 1 hours. 2 MR. GALLOGLY: All right. I 3 ask this in part just because I haven't 4 been stopping a lot of the questioning 5 on relevance grounds here or attempting 6 to, but Kristen Zagami never read a 7 brochure when she booked this trip. 8 And there would have been no Apple 9 brochures involved, there would have 10 been no Apple ratings involved in 11 this -- 12 MS. WINKLER: You know, I 13 don't need you to make a whole argument 14 in front of the witness. 15 to ask the witness these questions and 16 I am trying to move along, but, you 17 know, you need to let me do that. 18 MR. GALLOGLY: I am entitled Well, actually 19 I don't. Within reason I do, but if 20 you are going to keep us here longer 21 than a reasonable period of time just 22 dealing with a lot of things that have 23 no conceivable to the relevance to the 24 case, then -- Case ID: 080500560 Control No.: 10040612 186 JULIA DAVIDSON 1 MS. WINKLER: Well, this is 2 the CFO from, you know, the company. 3 So there is a lot of questions to ask 4 so I am trying move along -- 5 MR. GALLOGLY: So what. 6 need to ask her relevant questions, 7 Nancy. 8 9 MS. WINKLER: You You know what -- 10 MR. GALLOGLY: 11 not stopping you, but if you are 12 basically going to use up all the time 13 so no one else gets to ask a question 14 of the witness, we will have a problem. 15 MS. WINKLER: 16 long as I need to take. 17 MR. GALLOGLY: Nancy, I am I am taking as Well, that is 18 a good attitude. 19 the usual stipulations? 20 paying attention in the beginning. 21 I assume we do have MS. WINKLER: I wasn't You know what, 22 I think that is what we did. 23 -- you know. 24 MR. GALLOGLY: I mean, I Just making Case ID: 080500560 Control No.: 10040612 187 JULIA DAVIDSON 1 sure we do. 2 MS. WINKLER: I don't think 3 the court reporter asked us because, 4 you know. 5 Pardon me? COURT REPORTER: I usually 6 don't ask because it is a video. 7 usually take them out. 8 9 MR. GALLOGLY: I We will agree to that. 10 MR. GRIMES: Agreed. 11 MR. WAGNER: Doesn't matter 12 with me. 13 MS. WINKLER: 14 the usual stipulations. 15 is what you want. 16 what we are doing. 17 18 MS. WINKLER: This is a discovery dep. MR. WAGNER: I am okay with it, too. 23 24 I am okay with it. 21 22 I assume that I assumed that is MR. JAROSZ: 19 20 I am fine with THE WITNESS: Did Don want to see it? Case ID: 080500560 Control No.: 10040612 188 JULIA DAVIDSON 1 MR. WAGNER: 2 THE WITNESS: He did. Okay. 3 BY MS. WINKLER: 4 Q. 5 identification as Davidson 8 and I believe it says, 6 "Apple Hotel Ratings." 7 morning about the Apple rating system and I know I had 8 asked you some questions about that. I am showing you what has been marked for 9 You spoke briefly, earlier this Is this a fair representation of what 10 the Apple hotel rating system is? 11 A. Yes. 12 Q. And would I be correct then that where we see 13 from six apples to one apple, that is the rating system 14 that is -- the input for that rating is internally 15 through Apple Companies and not based upon the 16 vacationer's input? 17 A. The one to six designations, yes. 18 Q. And the golden apple hotel is based upon the 19 feedback from the vacationers; is that correct? 20 A. 21 than the one to six. 22 or a golden apple. 23 Q. 24 for a one Apple hotel? Well, the golden apple hotel is not different You will either have a red apple Can you have a, excuse me, a golden apple even Case ID: 080500560 Control No.: 10040612 189 JULIA DAVIDSON 1 A. I doubt that, but I suppose theoretically it's 2 possible. 3 Q. 4 golden Apple hotel is a hotel that is going to be one 5 of your luxurious resorts or an excellent resort? 6 A. Typically. 7 Q. Okay. Now, generally would I be correct then that the 8 9 And is that golden apple listed in conjunction with the other red apple rating? 10 A. You either have a colored red apple or a colored 11 golden apple. 12 Q. 13 rated? 14 A. 15 them? 16 Q. 17 because at the time that he was at the destination it 18 had been converted to an Apple Vacation, correct? 19 A. 20 He bought the trip from GWV under whatever rating they 21 indicated or not. 22 they even used a rating system. 23 Q. Okay. 24 A. But by Apple, the hotel today is rated as a four It's not another apple. How was the hotel that Nolan Webster stayed at By Apple Vacations or by GWV that sold it to Well, why don't you tell me about Apple Vacations The trip was being fulfilled by Apple Vacations. I have no idea in their brochures if Case ID: 080500560 Control No.: 10040612 190 JULIA DAVIDSON 1 apple. I don't know what it was rated at the time. 2 Q. 3 for identification as Davidson 9, and I will represent 4 before I even show your counsel so you know what I am 5 showing you. 6 Rating System," and I think it is from the Juice 7 website. And I am going to show you what has been marked It says, "Understanding Apple's Hotel 8 9 First of all, who is Melissa Brown? A. Melissa Brown is the Manager of Customer 10 Relations for Atkinson & Mullen Travel, Inc. 11 Q. 12 website? 13 A. 14 created within the last year and I am not familiar with 15 it, nor do I use it. 16 Q. What is the purpose of it? 17 A. I think it's to provide a forum where consumers 18 or potential consumers can ask questions and we can 19 respond to them. 20 Q. 21 Brown said about the Apple rating system? 22 A. I have not. 23 Q. Why don't you take a look at that and just tell 24 me if that not -- seems to comport with your Were you aware that she posted this on the Juice I was not. The Juice is a blog that has been Have you had an opportunity to read what Melissa Case ID: 080500560 Control No.: 10040612 191 JULIA DAVIDSON 1 understanding as to the internal rating and then the 2 rating by the consumers. 3 A. Thank you. 4 Q. And does that seem to be consistent with your 5 understanding and what you've told me about with regard 6 to the Apple rating system? 7 A. Yes. 8 Q. And the golden apples then, that would be 9 reserved for a hotel that was consistently receiving (Reading.) I have read it. 10 high ratings from the vacationers, correct? 11 A. Yes. 12 Q. Okay. 13 MS. WINKLER: 14 Mark this. ----------- 15 (Whereupon, Davidson 10, 16 Applevacations.com, America's Favorite 17 Vacation Company, Fair Trade Contract, 18 was marked for identification.) 19 ----------- 20 BY MS. WINKLER: 21 Q. 22 been marked as Davidson 10 appears to be from the Apple 23 Vacations' website and it says, it's entitled Fair 24 Trade Contract. For the record, I will represent that what has Would I be correct, Ms. Davidson? Case ID: 080500560 Control No.: 10040612 192 JULIA DAVIDSON 1 A. That is what it says. 2 Q. Are you familiar with this? 3 A. I am looking at it to see. 4 looks like it's including everything that is on the 5 last page of the brochure which is the Fair Trade 6 Contract. 7 Q. 8 consider to be the Fair Trade Contract for Apple 9 Vacations? (Reviewing.) It Is there anything on here in addition to what you 10 A. Well, the first paragraph that's above the line 11 that says "Your Contract with Apple Vacations" is a 12 written summary of the cancellation and change 13 penalties that is in addition to the Number 2 section 14 of the Fair Trade Contract and that is not normally 15 done. 16 links, those little funny boxes or something after the 17 words Apple Vacations. 18 or what they are. 19 Q. 20 paragraph before where it says "Your Contract with 21 Apple Vacations," correct? 22 A. 23 well, the part that says Copyright 2009 Apple 24 Vacations, blah, blah, blah, is not on the Fair Trade And there looks like there is some kind of I don't know if they are links So that is extra. So that would be, so we are clear, the first Correct. And then the last bit underneath -- Case ID: 080500560 Control No.: 10040612 193 JULIA DAVIDSON 1 Contract and the whole listing of destinations by 2 location, Caribbean Vacations, Mexico, Bahamas, Hawaii, 3 Costa Rica, Europe is not part of the Fair Trade 4 Contract in the brochure, nor is all of the other bits 5 at the end. 6 Q. So just to clarify. 7 The Fair Trade Contract then would 8 start on the first page of this document where it says, 9 "Your Contract with Apple Vacations," and it would end 10 after the paragraph that starts, "These vacations are 11 operated by," and ends with the phrase as "principle 12 and tour operators;" is that correct? 13 A. Correct. 14 Q. And who maintains the Apple Vacations' website by 15 the way? 16 A. It's staff in the Marketing Department. 17 Q. Staff in the Marketing Department of what 18 company? 19 A. Atkinson & Mullen Travel II, LLC. 20 Q. Have they always maintained the Apple Vacation 21 website? 22 A. As far as I know, yes. 23 Q. With regard to the content of the Apple 24 Vacations' website, including checking the content, Case ID: 080500560 Control No.: 10040612 194 JULIA DAVIDSON 1 approving the content, and putting the content on the 2 website, who does that? 3 A. 4 Contract is provided by me each time the brochure is 5 published, which is twice a year. 6 an updated version of the Fair Trade Contract. 7 AV-O.K. page, which is our travel insurance and cancel 8 and change waiver page and the Things To Know Before 9 You Go page, and they are responsible for faithfully It depends upon the content. The Fair Trade I supply them with The 10 replicating that updated version. Other contract -- 11 content is provided by the hotel. Here is, for 12 example, the descriptions of the properties which are 13 also included in the brochures. 14 be self generated by the Marketing Department. 15 depends upon the content. 16 MS. WINKLER: 17 this. 18 a moment. 19 wrong one. 20 21 Other materials might It We will mark May I see that one, Andrew, for You know what, I marked the ----------(Whereupon, Davidson 11, 22 Applevacations.com, America's Favorite 23 Vacation Company, Cancun - Oasis 24 Cancun, was marked for identification.) Case ID: 080500560 Control No.: 10040612 195 JULIA DAVIDSON 1 ----------- 2 BY MS. WINKLER: 3 Q. 4 11 for identification. 5 record, this is also from the Apple Vacations' website, 6 am I correct? 7 A. It looks like that. 8 Q. Okay. I am showing you what has been marked as Davidson 9 And just so we are clear on the It says it is. Have you seen this before? 10 A. No. 11 Q. Before something goes up on the Apple Vacations' 12 website, is there anybody that has to give a final 13 approval? 14 A. 15 Department, but I am not aware of it. 16 Q. 17 see as the CFO for Apple Vacations everything that goes 18 onto the website before it goes up? 19 A. I can say for certainty that I don't. 20 Q. Have you ever seen this particular listing for 21 Cancun -- the Oasis Cancun in Cancun, Mexico? 22 A. 23 which should be and appears to be the same as this. 24 Q. Its blessing? I imagine there is a process inside the Marketing So would I be correct that you don't necessarily I looked at the listing in our current brochure And did you look at that before coming in here Case ID: 080500560 Control No.: 10040612 196 JULIA DAVIDSON 1 today? 2 A. 3 to production for documents. 4 Q. No. Previously. Okay. 5 As part of preparing responses Fair enough. And I think we talked about this 6 before. This hotel is the hotel that Nolan Webster was 7 at, correct? 8 A. 9 Vacations. Yes. That he was booked at? He booked this property through GWV 10 Q. And it has a four apple rating under the Apple 11 rating system, correct? 12 A. It does at this time. 13 Q. I understand that. 14 And there is a description of the Oasis 15 Cancun appeared on the Apple Vacations' website and we 16 see this here on the first page of Davidson 11, 17 correct? 18 A. Yes. 19 Q. There are also photos that are posted on the 20 Apple Vacations' website along -- excuse me, along with 21 this entry. 22 photos, six of them on the right hand side in the 23 middle of the page and a larger photo of the resort, 24 correct? And you see those photos, the small Case ID: 080500560 Control No.: 10040612 197 JULIA DAVIDSON 1 A. I see that. 2 Q. And the -- are you familiar with the pool at the 3 Oasis Resort? 4 A. Only from pictures. 5 Q. And the pictures that you have seen and your 6 knowledge, would you agree that it's a long serpentine 7 pool that goes through the property? 8 A. I have heard it described as such. 9 Q. Okay. 10 11 And there is also -- I am going to mark this as Davidson 12 for identification. 12 ----------- 13 (Whereupon, Davidson 12, 14 Photograph, was marked for 15 identification.) 16 ----------- 17 BY MS. WINKLER: 18 Q. 19 next document. 20 A. 21 brochure is provided by the hotels. 22 here, the written text, the description of the 23 property, the description of hotel facilities are all 24 information provided to us on a standard template by I will ask you a couple of questions about the The information provided in the website and So the photos Case ID: 080500560 Control No.: 10040612 198 JULIA DAVIDSON 1 all of the hotels that are listed in our publications 2 and therefore, on our website. 3 Q. 4 provide you with information and descriptions of their 5 resorts, as well as photographs, Apple Vacations has a 6 department that looks at that information and 7 determines what is going to be placed on the Apple 8 Vacations' website, correct? 9 A. Understanding that the hotels that you offer or To a limited extent. We provide a template and 10 that information is -- that is completed on the 11 template is replicated on the website by the Marketing 12 Department. 13 Q. 14 to just take it to the extreme, that we have, you know, 15 adult videos available through our -- through our in 16 room services. 17 website -- 18 A. Yes. 19 Q. -- because they provided that information? 20 A. Yes. 21 Q. So are you suggesting that Apple does not 22 editorialize at all whatsoever any of the information 23 that the hotel provides? 24 A. They don't editorialize it. Well, if the hotel said, for example, I am going Would Apple just place that on the Correct. Case ID: 080500560 Control No.: 10040612 199 JULIA DAVIDSON 1 Q. So along with that, if the hotel said that our 2 pools are all -- you know, they are clothing optional, 3 Apple Vacations would place that on the website with no 4 reservations? 5 A. 6 definitely make sure it was on there. 7 someone to go to a clothing optional pool and be 8 surprised. 9 Q. If that was -- if that's what they said, we would I would not want Do you know who it is from Apple Vacations that 10 would have received this information from the Oasis 11 Cancun and placed it on the website? 12 A. 13 format and would have been put on there by someone in 14 that department. 15 Q. 16 Davidson 12 for identification and I will represent 17 that this is a photograph, and one of the photographs 18 enlarged from the six photographs on the right hand 19 side of the Apple Vacations' website listing the Oasis 20 Cancun. 21 It probably came in by e-mail or some other I have no idea whom. I am going to show you what has been marked as Ms. Davidson, this is just an 22 enlargement of one of the pictures and this appears to 23 be individuals at one of the swim-up bars. 24 suggesting that this photograph came in through the Are you Case ID: 080500560 Control No.: 10040612 200 JULIA DAVIDSON 1 Oasis Cancun and it was merely placed on the website 2 because it was one of the photographs that came in? 3 A. Yes. 4 Q. And is there anyone that -- from Apple Vacations, 5 that monitors information that is being received to 6 promote the hotels in a more attractive light than 7 might otherwise do? 8 A. I am sorry. 9 Q. Yes. Could you repeat that? Let me rephrase that. 10 Is there anybody from Apple Vacations 11 that takes a look at what comes in from the various 12 hotels to determine if the materials could be rewritten 13 or somehow be placed in a more positive light to better 14 attract customers? 15 A. We don't rewrite the material. 16 Q. Let's go through Davidson 11 a little bit, if we 17 can. 18 A. Is that something I already have? 19 Q. Yes. 20 okay? 21 Inclusive Value Plus," correct? 22 A. Yes, I do. 23 Q. And it says, "honeymooners, bottle of sparkling 24 wine, honeymoon dinner with bottle of wine and room It's Cancun -- the Oasis Cancun Resort, And this site is advertised, it says "All Do you see that there? Case ID: 080500560 Control No.: 10040612 201 JULIA DAVIDSON 1 upgrade (based on availability; minimum 5 night stay)." 2 Right? 3 A. It does. 4 Q. It says "families." 5 we talked about, whether resorts are promoted for 6 families. 7 (Date restrictions apply)." 8 A. I do. 9 Q. And then under the description of the resort, I This one of the things that "Kids 12 and under stay, play & eat free. Do you see that? 10 just want to go through this with you a little bit. I 11 understand that you've said that the Oasis has prepared 12 this, but this is placed on the Apple Vacations' 13 website. 14 it. 15 1,008 rooms, the Oasis Cancun is set on 32 acres of 16 lush vegetables and boasts a half-mile stretch of beach 17 fronting the Caribbean Sea," correct? 18 A. That is what it says. 19 Q. "A network of interlocking swimming pools wanders 20 through sprawling gardens with swim-up bars, 21 footbridges and waterfalls," correct? 22 A. Yes. 23 Q. Now, it says, "Hails as the resort for 24 'Playgoers' who flock for Spring Break." So I do want to ask you some questions about It describes the resort as, "A mega resort with a What is a Case ID: 080500560 Control No.: 10040612 202 JULIA DAVIDSON 1 playgoer to your knowledge? 2 A. 3 theater, but I am betting that is not what they mean by 4 that. 5 Q. Okay. 6 A. Obviously they are positioning their property as 7 a Spring Break property. 8 Q. 9 the young traveler." Well, to me it's someone that goes to the "The Oasis Cancun is the number one choice for Again, positioning their property 10 for property for the Spring Break traveler? 11 A. 12 kids twelve and younger, so maybe they are also 13 appealing to families with small children. 14 Q. That is up above, is that not correct? 15 A. Yes. 16 Q. But if we read the sentence that I am speaking of 17 in its context, just so that we are clear for the 18 record, they advertise this property and Apple 19 Vacations has it on their website as, hailed as the 20 resort for, quote, Playgoers, P-L-A-Y-G-O-E-R-S, end 21 quote, who flock for Spring Break. 22 the number one choice for the young traveler. 23 A. And that is what it says. 24 Q. Now, at the bottom of that first page it talks Perhaps. I mean, they are also talking about The Oasis Cancun is Case ID: 080500560 Control No.: 10040612 203 JULIA DAVIDSON 1 about different hotel facilities. 2 regard to the facilities, is that information that you 3 are contending you just -- you are provided by the 4 Oasis Cancun and put whatever they have there? 5 A. Correct. 6 Q. And so it says "Physician on Call," you put that 7 on there regardless of -- strike that. 8 9 And again, even with Do you place the information on there without confirming that it is, in fact, true? 10 A. Correct. 11 Q. So where it says "Physician on Call," you place 12 it on your website not knowing whether it is true or 13 untrue? 14 A. Correct. 15 Q. And pools, where it has the pools, it lists a 16 swim-up bar, correct? 17 A. It does. 18 Q. And it says it includes three swim-up bars, 19 islands and waterfalls; is that correct? 20 A. 21 It does. MR. GALLOGLY: Just for the 22 record, can we note that this website 23 print out we have been talking about is 24 dated November 23rd, 2009? Case ID: 080500560 Control No.: 10040612 204 JULIA DAVIDSON 1 MS. WINKLER: 2 That is correct. 3 Mark that. 4 ----------- 5 (Whereupon, Davidson 13, 6 Applevacations.com, Travel Tips, was 7 marked for identification.) 8 9 ----------BY MS. WINKLER: 10 Q. Let's go back to Davidson 11, please, and that is 11 the listing for the Oasis Cancun and it has the four 12 apple rating. 13 Excuse me. How does Apple internally determine 14 that the Oasis Cancun should have four apples as a 15 rating? 16 A. 17 quality of the rooms, the age of the hotel, and how it 18 is -- what those services are on property, dining 19 rooms, the type of dining, and how it fits in the 20 context of the hotels around it, it's peers and other 21 properties. 22 the -- how the rating system works. 23 in hotel ratings. 24 Q. It has to do with the facilities, the number and And I can't tell you more than that about I am not involved Who does that? Case ID: 080500560 Control No.: 10040612 205 JULIA DAVIDSON 1 A. I believe it's a combination of marketing and the 2 Product Department. 3 Q. 4 Marketing and Product Department that would be involved 5 in it? 6 A. I believe Timothy Mullen. 7 Q. Would that be Timothy Mullen from the Marketing 8 Department or Product Department or both? 9 A. Would there be any specific persons in the He is Vice President of Sales and Marketing. 10 Senior Vice President of Sales and Marketing. 11 Q. 12 would that be Mr. LaPointe? 13 A. I believe so. 14 Q. So for the internal rating system, is it -- are 15 the hotels rated without verification of any of the 16 facts with regard to the amenities and the resort 17 itself? 18 A. 19 hotels for many years. 20 properties and we use that knowledge. 21 Q. 22 properties, what I am interested in is finding out how 23 you verify, if at all, the information to come up with 24 your rating on a yearly basis. And then with regard to the Product Department, To the extent they are involved. Again, we have been doing business with these We are familiar with the When you say you are familiar with the Case ID: 080500560 Control No.: 10040612 206 JULIA DAVIDSON 1 A. Well, the ratings don't change from year to year 2 typically unless something has happened to the property 3 such as an upgrade and sometimes hotels do close an 4 upgrade and that results in a change in their rating. 5 We have been selling the same properties for forty 6 years. 7 facilities, we know how the consumers relate to them. 8 The hotels want to tell us about their facilities 9 because they want to attain the best rating they can. We know the properties, we are aware of the 10 They also know that if they provide us with information 11 that's inaccurate, if they say, for example, they have 12 three pools and people come back and say there is only 13 one pool, we will inquire from the hotel about the 14 discrepancy and what was experienced versus what was 15 described. 16 Q. How often are the ratings reevaluated? 17 A. At least once a year. 18 which is twice a year, if a hotel has gone through an 19 upgrade or there has been some other situation. 20 hurricane can affect -- can affect a property and 21 perhaps it's closed for a period of time or part of the 22 property is closed and they would want to modify the 23 description to reflect that. 24 Q. It may be each brochure A Have you ever had the apple ratings for a hotel Case ID: 080500560 Control No.: 10040612 207 JULIA DAVIDSON 1 that you offer go down? 2 A. 3 conceivable. 4 Q. 5 confirm now that we've looked at the apple rating 6 system, and we've looked at the listing for the Oasis 7 Cancun on Apple Vacations' website. 8 have been previously marked. 9 of safety or safety concerns on any of these documents. I am not aware of that. It is entirely We talked about safety earlier and I just want to These exhibits I don't see any mention 10 Is that a fair statement? 11 A. That is correct. 12 Q. And again, safety is not a consideration when you 13 rate one of your resorts; is that fair? 14 A. Correct. 15 Q. Is it at all a concern of Apple Vacations as a 16 tour operator to sell a resort to its customers, 17 marketing the resort to younger customers knowing that 18 there is swim-up bars and there is no lifeguard 19 presence? 20 A. No. 21 Q. Why? 22 A. Because we don't -- we are not legally required 23 to do that and it's not feasible for us to determine 24 whether a hotel has a lifeguard operating at a Case ID: 080500560 Control No.: 10040612 208 JULIA DAVIDSON 1 particular time or in a particular place. We couldn't 2 begin to monitor that. 3 that themselves when they go to the property. 4 target marketing at -- to use Oasis Cancun's words, 5 "playgoers." 6 Q. 7 marketing to playgoers by putting this information up 8 on its website that we see on Davidson 11; isn't that 9 fair? And again, people can ascertain We don't Well, in fact, Apple Vacations has targeted 10 A. No, I don't agree. Just by replicating 11 information provided by the hotels does not mean I'm 12 promoting playgoers' vacations. 13 Q. 14 profit from any vacations that are booked through Apple 15 Vacations' website to the Oasis Cancun? 16 A. We should hope so. 17 Q. After all, that is what you are in business for, 18 correct? 19 A. 20 someone goes and drinks or doesn't drink, or goes in 21 the swim-up bar or doesn't go in the swim-up bar, or 22 leaves their room at all. 23 Q. 24 what the people do once they go to the resort; is that Is it a fair statement that Apple Vacations will Yes, but it makes no difference to me whether Well, you as the tour operator, you don't care Case ID: 080500560 Control No.: 10040612 209 JULIA DAVIDSON 1 fair? 2 A. Correct. 3 Q. And, in fact, do you believe that your 4 responsibility ends when you book the trip as a tour 5 operator and that you don't have to worry about the 6 safety at the resort for your customers at all? 7 A. I have no control over the safety at the resort. 8 Q. Do you believe that a tour operator has a 9 responsibility to perspectively look at the resort to 10 which it offers its customers to determine if there are 11 any safety issues? 12 A. 13 put us in that position to the best of my knowledge. 14 Q. Are you a member of any trade associations? 15 A. Personally? 16 Q. Yes. 17 A. I am a member of the AICPA. 18 Q. What is that? 19 A. The American Institute of Certified Public 20 Accountants. 21 Q. Anything else? 22 A. The Crum Creek Association. 23 Association. 24 Q. No, I do not believe that and the law does not The Crum Creek River What is that? Case ID: 080500560 Control No.: 10040612 210 JULIA DAVIDSON 1 A. It is an association for the restoration of Crum 2 Creek. 3 Q. 4 any way related to tour operators or the vacation 5 industry? 6 A. I am not. 7 Q. I am going to show you a document that we marked 8 as Davidson 13. Are you a member of any associations that are in 9 First I will show counsel. THE WITNESS: 10 Do you guys want to look at it? 11 MR. GALLOGLY: 12 Oh, I am sorry. 13 THE WITNESS: 14 MR. GALLOGLY: 15 Thanks. Can we take a break at any time? 16 BY MS. WINKLER: 17 Q. 18 briefly. 19 before? 20 A. Yes, I have. 21 Q. Okay. 22 to go through, how about if we go through for a bit, 23 another fifteen minutes and then we can take a short 24 break? Well, I just want you to look through this And first I want to know, have you seen this And if it's okay with you, if you are able Case ID: 080500560 Control No.: 10040612 211 JULIA DAVIDSON 1 A. Sure. 2 Q. Does that work? 3 A. Sure. 4 Q. This I will represent on the record, also, and we 5 are -- this is labeled Davidson 13 for identification. 6 It is from the website, Apple Vacations' website, 7 correct? 8 A. It is. 9 Q. And it says Travel Tips, correct? 10 A. It does. 11 MR. GALLOGLY: 12 It's also dated November 23, 2009? 13 MS. WINKLER: 14 correct. 15 of the web. That is That is when it was taken off 16 BY MS. WINKLER: 17 Q. 18 Tips that we see here on the website, is this produced 19 in any other form for Apple Vacations' customers? 20 A. 21 "Travel Documents"? 22 Q. Yes. 23 A. That paragraph and the following paragraphs, 24 without the dividing lines, clear to the last page, the Now, can you tell me, first of all, the Travel The part of the page near the bottom that starts, Case ID: 080500560 Control No.: 10040612 212 JULIA DAVIDSON 1 very top of the last page where customer comments ends, 2 is replicated as the Things To Know Before You Go page 3 in the travel brochures. 4 the Winter Sun brochure that's just been issued now 5 because it went to printing in August of 2009 based on 6 the date in the travel documents section on the first 7 page. 8 Q. Okay. And this would have been from Thank you. 9 So that Things To Know Before You Go. 10 That starts little less than halfway down the first 11 page of this, correct? 12 A. 13 Before You Go heading there -- 14 Q. Yes. 15 A. -- is a link to each one of these paragraphs. 16 Q. Okay. 17 A. That is not produced in the brochure. 18 brochure starts with the section that says Travel 19 Documents near the bottom of the page. 20 Q. 21 No. I am referring that the Things To Know All right. The Fair enough. Where it says Things To Know Before You 22 Go then, all of these different subjects that are 23 listed under Things To Know Before You Go and they are 24 just actually -- they are a link, correct? Case ID: 080500560 Control No.: 10040612 213 JULIA DAVIDSON 1 A. Correct. 2 Q. Those are all part of the travel brochure; is 3 that correct? 4 A. 5 replicated in the following pages is copied from the 6 Things To Know Before You Go page on the travel 7 brochure. 8 Q. The section that they are linked to that is Right. 9 Now, how often is that changed, the 10 Things To Know Before You Go? 11 A. 12 necessary for each brochure. 13 published twice a year. 14 Q. 15 section. 16 each of these sections are not divided with a line, 17 correct? 18 A. Correct. 19 Q. Okay. Well, it's -- it got reviewed and refreshed as Edition and brochures are On the second page of this document there is a I understand that in the brochure it's not -- 20 But are the headings the same on each 21 of them? 22 A. It should be and it looks like it is. 23 Q. All right. 24 And the text obviously would be the Case ID: 080500560 Control No.: 10040612 214 JULIA DAVIDSON 1 same? 2 A. I hope so. 3 Q. Where it says Health and Safety Tips for 4 Travelers. 5 A. I do. 6 Q. Do you know when the current section on Health 7 and Safety Tips for Travelers that we see right here in 8 this document was prepared? 9 A. Do you see that portion? It would have been prepared for the August 2009 10 printing of the Winter Sun brochure that is issued now 11 for 2010 travel season. 12 Q. Winter. Thank you. 13 Do you remember the version prior to 14 that time? Was it the same as what we see here? 15 A. 16 was 2008. 17 mentioned that I thought there was a following version 18 that had different website links in the middle of the 19 paragraph. 20 slightly different wording. 21 Summer Sun 2009 brochure that was done in March 22 probably of 2009. 23 But again, we dropped out one of the links because it 24 wasn't working and we may have modified further some of There is a prior version we were looking at that And if you recall in that discussion, I That version had a second link and perhaps That would have been the This is similar to that version. Case ID: 080500560 Control No.: 10040612 215 JULIA DAVIDSON 1 the language. We tweak this probably every time. 2 Q. 3 language as to what you -- what you state here as to 4 some issues that you need to be aware of, correct? 5 A. Correct. 6 Q. And let's go through a couple of them, if we can. 7 Okay? 8 A. Yes. 9 Q. Do you see in the middle of that section on And, in fact, there are some additions to the 10 Health and Safety Tips for Travelers? It says, 11 "Specifically, you should read tips on foreign travel 12 and travel warnings for the countries you plan to 13 visit." 14 A. I see that. 15 Q. Okay. 16 And it says, "Although foreign travel 17 is exciting and rewarding, you must keep in mind that 18 you are not traveling in the United States and that 19 extra caution is required to make your trip happy and 20 successful." 21 A. Yes, I do. 22 Q. Then it says, "Some issues you need to be aware 23 of." And this is somewhat different than the earlier 24 version of the Tips for Travelers, correct? Do you see that? Case ID: 080500560 Control No.: 10040612 216 JULIA DAVIDSON 1 A. That it is. 2 Q. And you're saying that there are some issues that 3 you need to aware of: sports and aquatic equipment. 4 you see that? 5 A. I do. 6 Q. And why is that included? 7 A. Because we were seeing that described more in the 8 State Department materials. 9 ourselves related to scuba gear or that sort of thing. Do We have not had a lawsuit 10 Q. How about sports equipment, because that says 11 sports and aquatic equipment? 12 A. 13 passengers who had unfortunate incidents on excursions. 14 Q. 15 that in your warnings? 16 A. 17 do with the sorts of things we were seeing highlighted 18 on the State Department website. 19 Q. 20 Voluntary Compliance Agreement in Pennsylvania that we 21 talked about with regard to the low railing heights, 22 has there been any other Voluntary Compliance or any 23 other order by any State or Federal agency suggesting 24 different items that you need to warn against, or warn It does. Sports equipment, we have had And is that one of the reasons why you included I don't think so. I think it was more general to By the way, was there any -- after the initial Case ID: 080500560 Control No.: 10040612 217 JULIA DAVIDSON 1 about? 2 A. 3 had any other Voluntary Compliance documents signed 4 from anybody other than Pennsylvania, and Pennsylvania 5 has only enforced their order and the order is only 6 related to the balcony railing heights. 7 added anything to it and we haven't been compelled to 8 do anything different than that. 9 Q. Well, that is a two-part question. We haven't They haven't Are you at all involved in any investigation that 10 might be taking place with regard to the Prosecutor's 11 Office in either Pennsylvania or Massachusetts? 12 A. 13 is no investigations that I am aware of by either of 14 those departments. 15 Q. 16 initiated as a result of the death of Nolan Webster? 17 A. 18 of those departments have mentioned any particular 19 passenger to us in their communications with us. 20 Q. 21 information that you might have surrounding the death 22 of Nolan Webster? 23 A. No. 24 Q. What type of information have they asked you to I am involved in communications with them. There Do you know if those investigations were I am not aware of any investigations and neither Have they asked you to provide them with Neither one of them. Case ID: 080500560 Control No.: 10040612 218 JULIA DAVIDSON 1 2 provide to them, if any? MR. GALLOGLY: Nancy, we are 3 getting into an area that is 4 confidential. 5 already ruled on this in terms of your 6 request for documents pertaining to 7 proceedings of this kind and he felt 8 that you weren't entitled to them. 9 would like to extend that ruling 10 essentially to oral testimony or 11 questioning this witness regarding any 12 matters for those bodies. The Discovery Master has 13 MS. WINKLER: 14 at this point I was just asking 15 generally what type of documents we 16 were requesting. 17 MR. GALLOGLY: I Well, actually, You are 18 getting into what type of documents 19 they've requested. 20 general question, but I don't think 21 frankly it's generally. 22 if she answers it then she tells you 23 what is going on. 24 You can say it's a MS. WINKLER: I think you -- Let me rephrase Case ID: 080500560 Control No.: 10040612 219 JULIA DAVIDSON 1 it. 2 BY MS. WINKLER: 3 Q. 4 in -- 5 A. There are many investigations. 6 Q. Well, you have provided some information to the 7 Prosecutor's Office in both Pennsylvania and 8 Massachusetts, correct? 9 A. The investigations that you have been involved Perhaps. It's two different circumstances and 10 two different situations and what we've done with one 11 is not the same as what we've done with the other. 12 Q. Have you provided documents to either of them? 13 A. I think that I can't answer. 14 Q. I am just asking if you provided documents -- 15 MR. GALLOGLY: Yes or no. 16 Just say whether you have or haven't. 17 Don't go any further than that. 18 THE WITNESS: Yes. 19 BY MS. WINKLER: 20 Q. 21 before either of those agencies? 22 A. I have not. 23 Q. And have either of those agencies requested 24 information involving a particular individual that was Have you testified before at any deposition Case ID: 080500560 Control No.: 10040612 220 JULIA DAVIDSON 1 a passenger on -- excuse me, that was a customer of 2 Apple Vacations? 3 A. They have not. 4 Q. Let's go back to this Health and Safety Tips for 5 Travelers. 6 We talked about the sports and aquatic 7 equipment. 8 gear. 9 meet U.S. safety standards and resort pools and beaches 10 I believe you also referenced the scuba And it says, "Especially scuba gear, may not may lack lifeguards." 11 When did you first insert the portion 12 about "resort pools and beaches may lack lifeguards"? 13 Was it in this particular version? 14 A. 15 one prior that was for the Summer Sun 2009 brochure. 16 Q. 17 is that correct? 18 A. It appears so. 19 Q. Not before then, correct? 20 A. I don't think so. 21 today. 22 Q. 23 24 I don't recall if it was in this version or the But clearly it would have been some time in 2009; Based on what we've seen here Fair enough. And what caused you to include the portion of this statement that says, "and resort pools Case ID: 080500560 Control No.: 10040612 221 JULIA DAVIDSON 1 and beaches may lack lifeguards"? 2 A. I don't recall. 3 Q. Did somebody ask you to -- strike that. 4 Did somebody suggest to you that it was 5 a good idea to warn your customers that the resort 6 pools and beaches may not have lifeguards present? 7 A. I don't recall. 8 Q. Was the impetus to warn your customers about 9 resort pools and beaches possibly lacking lifeguards 10 the lawsuit that we are here about today? 11 A. I don't think so. 12 Q. Is the reason that you warn your travel customers 13 as a tour operator about specific risks to them because 14 you think there could be a safety issue? 15 A. No. 16 Q. Why do you warn your customers about any of the 17 things that are included in the Health and Safety Tips 18 for Travelers? 19 A. 20 passengers in making an informed decision. 21 Q. Do you still sell the Oasis Cancun property? 22 A. We do. 23 Q. Do you include on your website any warnings to 24 your customers that they have swim-up bars that may not All of this information is provided to assist Case ID: 080500560 Control No.: 10040612 222 JULIA DAVIDSON 1 be staffed by lifeguards? 2 A. 3 about every hotel's page. 4 Q. And why do you say that? 5 A. Because the majority of the pools these days have 6 swim-up bars and the majority of hotels, to the extent 7 they offer lifeguards, may do so at the beach only, or 8 only during certain hours, or on certain days and we 9 have no way of monitoring that or providing that No. We would probably need to put that on just 10 information on a current and accurate basis. 11 Q. 12 may have lifeguards only at the beach, or may have 13 lifeguards only on certain days or certain times? 14 A. From our experience with the hotels. 15 Q. From your personal knowledge and personal 16 knowledge of your Apple Vacations' representatives? 17 A. 18 representatives. 19 Cancun area is rarely allowed in other parts of the 20 hotel other than the lobby or wherever the excursion 21 desks are. 22 of where the lifeguards are. 23 personal experience and it's based on the information 24 we obtain from our reservation agents when they go on a How do you know that? How do you know that they I don't know about the Apple Vacations' Amstar is our representative in the So they probably don't have any experience My comment is based on my Case ID: 080500560 Control No.: 10040612 223 JULIA DAVIDSON 1 familiarization trip. 2 Q. 3 they see lifeguards at the hotel, at the beach or at 4 the pool? 5 A. Not in particular. 6 Q. How do you gather that information? 7 A. Just from my personal knowledge. 8 Q. Well, if you don't ask them how do you get the 9 information? So do you ask your reservation agents whether 10 A. 11 implied a sort of survey or a way of documenting 12 people's experience on Fam trips and that would have 13 been misleading if I create the impression that that 14 occurs. 15 Q. 16 reservation specialists or anyone else, am I correct 17 that you don't give them any kind of survey to fill out 18 as to the resort? 19 A. Correct. 20 Q. How long has it been since -- strike that. 21 When you asked me if we ask them, to me it It does not. So when you send people on Fam trips, do the You have talked about your personal 22 knowledge about the fact that many of the resorts have 23 swim-up bars and have either sporadic lifeguard 24 presence at those pools or may only have a lifeguard Case ID: 080500560 Control No.: 10040612 224 JULIA DAVIDSON 1 present at the beach. For how long, for what period of 2 time have you known that? 3 A. 4 And with my experience prior to being employed with 5 Apple Vacations, I also worked for travel companies and 6 traveled to resort destinations that Apple Vacations 7 sells and to properties that Apple Vacations sells. 8 Q. 9 sporadic presence of the lifeguards at the pool areas 10 and possibly lifeguards presence only at the beach in 11 resorts that have swim-up bars, that there should be a 12 warning to your customers about the fact that there 13 might not be a lifeguard on duty? 14 A. 15 is a hotel function. 16 Q. 17 that said "obey the lifeguard rules," but that no 18 lifeguard was at the swim-up bar? 19 A. I have never been to that property. 20 Q. Did you know that? 21 A. No. 22 in some materials that I have read. 23 Q. 24 how the Oasis Cancun is represented on your website? Since I have been traveling with the company. Did you ever suggest to anyone because of the I know to the extent that that is appropriate, it Did you know that the Oasis Cancun had a sign Not until the incident and that was reported Since learning that, have you in any way changed Case ID: 080500560 Control No.: 10040612 225 JULIA DAVIDSON 1 A. No. 2 Q. Why not? 3 A. There is no reason to. 4 Q. The remainder of this statement under Health and 5 Safety Tips for Travelers says, "Be careful of low 6 railings on hotel balconies." 7 then it says, "Low balcony railings create a risk of 8 falls, which may result in serious injury or death." 9 We spoke of that. And Can you tell me, was that statement 10 part of the agreement that -- for Voluntary Compliance? 11 A. 12 followup contact with -- from Pennsylvania, Attorney 13 General's Department, they asked us to expand the 14 wording that existed in previous versions in this way 15 and we complied with that request. 16 Q. 17 Consumer Protection or the Attorney General's Office 18 ever suggested to you that you include the warning 19 about the lack of lifeguards? 20 A. 21 22 I don't know if that exact wording was. But in a Has either the Pennsylvania Department of No. MS. WINKLER: Mark this. Mark this one. 23 ----------- 24 (Whereupon, Davidson 14, Apple Case ID: 080500560 Control No.: 10040612 226 JULIA DAVIDSON 1 Vacations, At Your Service, 2 Applevacations.com, Edoardo Reyes, 3 Customer Service Executive, was marked 4 for identification.) 5 ----------- 6 THE WITNESS: 7 I little bathroom break wouldn't hurt. 8 MS. WINKLER: 9 Do you want to go for just a couple minutes more and 10 then we will break. 11 you? Is that okay with 12 THE WITNESS: 13 MR. GALLOGLY: 14 about ten minutes ago. 15 MS. WINKLER: 16 Yeah. You said that Get through a bunch of documents. 17 BY MS. WINKLER: 18 Q. 19 identification as Davidson 14. I will show you what has been marked for 20 MS. WINKLER: 21 represent for everyone, this is a 22 business card for Edoardo Reyes. 23 24 MR. WAGNER: And I will I will assume before we go any further, all of these Case ID: 080500560 Control No.: 10040612 227 JULIA DAVIDSON 1 exhibits will get attached to the 2 transcript; is that correct? 3 MS. WINKLER: 4 That is correct. 5 MR. WAGNER: 6 MS. WINKLER: Thank you. There are some 7 larger documents that I may identify 8 later and it can be everybody's 9 decision as to what you want to do with 10 that, but at this point let's consider 11 them all attached. 12 MR. WAGNER: 13 Up to now we are attaching them all, right? 14 MS. WINKLER: Yes. 15 BY MS. WINKLER: 16 Q. Do you know who Edoardo Reyes is? 17 A. Not a chance. 18 Q. Have you ever seen a business card like this 19 where the Apple Vacations' logo on one side and then at 20 your service applevacations.com on the other side? 21 When I say the other side, one is on the left, one is 22 on the right. 23 A. Understood. 24 Q. And the location, the office locations at the I have not. Case ID: 080500560 Control No.: 10040612 228 JULIA DAVIDSON 1 bottom, just so that we are clear for the record. It 2 says, Edoardo Reyes, Customer Service Executive and has 3 a 7 Campus Boulevard office location in Newtown Square, 4 correct? 5 A. Yes, it does. 6 Q. And then it also has the Elk Grove Village 7 location in Illinois, correct? 8 A. Yes, it does. 9 Q. And then it has a Cancun office. Is that also 10 correct? 11 A. It says that. 12 Q. And the Cancun office by the way, also has an 13 address -- a service -- servicecun@amstarmexico.com. 14 website address, correct? 15 A. It says that. 16 Q. Are you familiar with that website address? 17 A. No. 18 Q. Have you seen business cards with Amstar 19 information on them as well as Apple Vacations' 20 information other than the card that I have shown you 21 here today? 22 A. I have not. 23 Q. Do you know who prepared this business card? 24 A. My guess would be it was Edoardo himself, because A Case ID: 080500560 Control No.: 10040612 229 JULIA DAVIDSON 1 he's never worked for Apple. We would not produce a 2 card like this, even if we thought that such a card was 3 useful to customers because it presents things in a 4 misleading way. 5 authorized the generation of these, but perhaps they 6 did. 7 Q. 8 have Apple Vacations' information on them, are those 9 documents, literature, brochures, things of that And I would be surprised if Amstar Generally for the documents that Amstar uses that 10 nature, are they -- are they provided by the Chicago 11 office at Apple Vacations? 12 A. 13 with very much. 14 information that is at a representative's desk in a 15 hotel is generated by Amstar and I have no knowledge of 16 what they generate internally in terms of, you know, 17 training their staff or any of the rest of those sorts 18 of things. 19 Q. 20 would have more information about that? 21 A. 22 Department, but Amstar is an independent company, was 23 an independent company, today operates independently in 24 spite of common ownership at this point in time since Well, I don't know that Chicago provides Amstar I would think that most of the Is there anybody else in Apple Vacations that The only thing I can suggest is the Operations Case ID: 080500560 Control No.: 10040612 230 JULIA DAVIDSON 1 December 2007. And, you know, if they -- if someone in 2 the resort thought that this kind of card was a useful 3 way to provide something to consumers when they are in 4 vacation, we would have no reason to see that, and I 5 haven't. 6 MS. WINKLER: 7 you want to take a short break? 8 THE WITNESS: 9 (Whereupon, a discussion was 10 With that, do Thank you. held off the record.) 11 (Whereupon, proceedings were 12 reconvened with all counsel and the 13 witness present.) 14 VIDEO OPERATOR: 15 4:47 PM. Pause. 16 (Whereupon, a discussion was 17 held off the record.) 18 (Whereupon, proceedings were 19 reconvened with all counsel and the 20 witness present.) 21 VIDEO OPERATOR: 22 5:03 PM. Proceed. 23 BY MS. WINKLER: 24 Q. We have been discussing previously the Health and Case ID: 080500560 Control No.: 10040612 231 JULIA DAVIDSON 1 Safety Tips for Travelers and I understand we looked at 2 the most recent version that does indicate that resort 3 pools and beaches may lack lifeguards. 4 you about providing any of that information that you 5 had about the fact that some of these resorts may have 6 swim-up bars, but not have lifeguards present, I 7 believe you stated that you did not believe that it was 8 your obligation to do so under the law and that the law 9 did not require you, meaning Apple Vacations, to do so. When I asked 10 Am I correct? 11 A. Yes. 12 Q. As CFO for Apple Vacations, do you do only what 13 the law requires you to do with regard to providing 14 warnings to your customers? 15 A. 16 we go beyond that. 17 bar, or every bar and every place somebody might drink 18 and therefore be at some kind of risk potentially if 19 there is the assumption that alcohol had something to 20 do with some possible outcome, would be excessive. 21 Q. 22 understanding since you came on board at Apple 23 Vacations, since at least 2003, that it was often the 24 case that swim-up bars had no lifeguard presence at the No. I believe with the Health and Safety Trips But to begin to log every swim-up Well, you yourself stated that you have had an Case ID: 080500560 Control No.: 10040612 232 JULIA DAVIDSON 1 pool area where the swim-up bars were located, correct? 2 A. Yes. 3 Q. And did you ever think that it was a good thing 4 for Apple Vacations as a tour operator to warn its 5 customers that this is what is happening out there when 6 you go to one of these resorts in Mexico? 7 are swim-up bars, they are serving liquor and they 8 might not have a lifeguard present? 9 A. That there Well, I think a lot of those people are going to 10 those resorts because they have swim-up bars that are 11 serving liquor and they consider that an amenity. 12 whether they have a lifeguard or not, probably doesn't 13 influence their purchase decision and I don't see the 14 connection with this case. 15 Q. 16 am just asking you as a tour operator, did you think it 17 was a good thing to warn your customers that these 18 swim-up bars may not have lifeguards present? 19 Possibly, you know, in the front of your travel 20 documents insert something that says, in bold, beware, 21 these swim-up bars are going to serve liquor to you. 22 There might not be a lifeguard there? 23 A. No. 24 Q. So you don't think that is a good thing to do? And Well, I am not asking about "with this case." I Case ID: 080500560 Control No.: 10040612 233 JULIA DAVIDSON 1 A. No. 2 Q. Did you tell me that if Amstar -- if you felt on 3 behalf of Apple Vacations, the companies that trade as 4 Apple Vacations, that Amstar was not doing a good job 5 in Cancun that you wouldn't continue to do business 6 with Amstar? 7 A. 8 know if we had some issue with something they were 9 doing. I don't believe I said that. 10 Q. 11 family members, correct? 12 A. And after all, Amstar has many of its officers' Mullen family members? No. 13 MR. GRIMES: 14 We would let them Objection to the question. 15 THE WITNESS: Amstar does not 16 have -- you are talking about Amstar 17 DGT. 18 officers of Amstar DGT. None of the family members are 19 BY MS. WINKLER: 20 Q. 21 members in it, correct? 22 A. 23 operating company, just as I don't. 24 Q. The holding company, Amstar Crestline, has family They do. They have nothing to do with the And Amstar Crestline has all family members in Case ID: 080500560 Control No.: 10040612 234 JULIA DAVIDSON 1 it, correct? 2 A. 3 an unrelated party. 4 Q. Who is that unrelated party again? 5 A. It's a company called BCE-BCC, LLC. 6 other chain now. 7 Q. That is Amstar Crestline? 8 A. Yes. 9 Q. And what is that? No. It has a minority interest that is held by I am sorry. I know the Who are the officers of that 10 company? 11 A. 12 It is a wholly owned subsidiary of a Spanish company. 13 Q. And what is this manage company? 14 A. It is a company that, among other things, owns 15 hotels in Europe and the Caribbean. 16 Q. 17 -- I need some clarification on this. I don't know who the officers of that company is. I am sorry. 18 Maybe I am mistaken and I just need I thought you had said that Amstar 19 Cancun DGT was a wholly owned subsidiary of -- it was 20 Amstar Crestline Holdings that owned ninety-nine 21 percent, and one percent was owned by Alejandro Zozaya? 22 A. Zozaya. 23 Q. Zozaya. 24 A. You were asking about the ownership of Amstar Case ID: 080500560 Control No.: 10040612 235 JULIA DAVIDSON 1 Crestline I thought. And you said it was all the 2 family members or something like that that were 3 officers or owners or something, and that is not 4 correct. 5 Crestline. 6 Q. 7 thought that you had told me previously that Amstar 8 Crestline Holdings, LLC, the Chairman is John Mullen, 9 the Secretary is Jeff Mullen, and you are the Assistant There are two ownership streams to Amstar Okay. And that is where I was getting to. 10 Secretary; is that correct? 11 A. That is correct. 12 Q. Okay. 13 And I And tell me how that company is divided 14 up? How that is owned, please? 15 A. 16 Mullen Family, LLC, and forty-nine percent by BCE-BCC, 17 LCC. 18 Q. And who is Mullen Family Company? 19 A. It's an LLC formed of six members of the Mullen 20 family. 21 Q. And can you just name them for me quickly? 22 A. John Mullen, Joan Mullen, Timothy Mullen, Jeffrey 23 Mullen, Janine Mullen Zozaya, and Matthew Mullen. 24 Q. It is owned fifty-one percent by an entity called And the other company, and I am going to fracture Case ID: 080500560 Control No.: 10040612 236 JULIA DAVIDSON 1 it, BC-ECC -- 2 A. 3 Empresarial, S.A., which is a Spanish company that is 4 owned by members, about ten or fifteen members of the 5 Barcelo family. 6 Q. 7 of the Mullens? 8 A. No. 9 Q. Who are the officers of the BC etcetera, company? 10 A. I have no idea. 11 Q. Are any of the Mullens involved in that company? 12 A. No. 13 Q. Can you tell me when you first learned about 14 Nolan Webster's death? 15 A. 16 don't recall the exact circumstances. 17 Q. Do you know how you were notified? 18 A. I don't recall. 19 Q. And when you say you don't recall the exact 20 circumstances, are you speaking of the notification or 21 of what you understand about his death? 22 A. No. 23 Q. Do you know who -- who was the one that contacted 24 you about his death? BCE-BCC, LLC is owned by Barcelo Corporacion Is anyone from the Barcelo family related to any I think it was shortly after it happened. I How I learned about his death. Case ID: 080500560 Control No.: 10040612 237 JULIA DAVIDSON 1 A. I don't recall. 2 Q. What did you do upon learning of his death? 3 A. Probably not much of anything. 4 waited for the Operations Department to receive 5 whatever they received from Amstar, and that is about 6 it. 7 department activities and were not involved with 8 something happens in resorts in a hotel. 9 Q. I would have I am not involved in the day-to-day operations of When you say you would wait for the Operations 10 Department to receive something from Amstar, what is 11 your understanding as to what they were waiting to 12 receive? 13 A. 14 of the events. 15 accident report should one be produced by the Mexican 16 government or some government agency in Mexico. 17 Q. 18 get Apple Vacations' information in Cancun? 19 A. 20 know only in whatever information was available to 21 them. 22 Q. 23 knowledge, give anyone at Amstar directions as to what 24 they should or shouldn't do with regard to the accident Well, they probably had asked for a description They might ask Amstar for a copy of any Was Amstar the representative that was working to No. They would supply us with what they would They are not an accident investigation company. Did anyone from Apple Vacations, to your Case ID: 080500560 Control No.: 10040612 238 JULIA DAVIDSON 1 investigation, if any, pertaining to Nolan Webster's 2 death and with regard to any publicity? 3 A. 4 any direction from Apple to Amstar on -- I am sorry. 5 Q. 6 Apple's direction to Amstar. The first part of that question has to do with Okay. I will rephrase it. 7 It all has to do with I am asking you, based upon your 8 knowledge, did anyone or any one individual or 9 individuals from Apple Vacations give direction to 10 Amstar with regard to what should or shouldn't be done 11 in regard to any investigation of the death of Nolan 12 Webster? 13 A. 14 -- had no role in any investigation and would have been 15 very peripheral to anything that was happening. 16 death occurred at the hotel property. 17 that they were doing things, they would not have 18 involved Amstar. 19 or government agencies involved, they would not have 20 involved Amstar. 21 Q. 22 Vacations Company, to obtain any information from 23 Amstar as to what happened and what caused Nolan 24 Webster's death? Not that I am aware of. Amstar would have been The To the extent To the extent that there were medical Was it important to you on behalf of Apple Case ID: 080500560 Control No.: 10040612 239 JULIA DAVIDSON 1 A. Well, again, Amstar as far as I know was not 2 present when his death occurred. 3 in anything. 4 of the events. 5 I believe we did ask them to give us a history of what 6 they did to assist the family when they came down 7 afterwards, which included things like providing 8 transportation to them that went beyond just 9 transportation from the airport to the hotel and back They are not involved They would have had no direct knowledge We may have asked them to give us, and 10 again. I believe they drove people to the funeral home 11 and wherever the body was resting, things like that, 12 and they gave us a chronological history of those 13 couple of days. 14 Q. 15 Vacations' customer, did you or anyone else on behalf 16 of Apple Vacations, to your knowledge, as a tour 17 operator, ask Amstar to provide you with any 18 information as to the circumstances so you could 19 determine what happened to one of your customers? 20 A. 21 information. 22 Q. 23 asked them to provide you any information. 24 A. Other than providing assistance for the Apple I don't know how they would have had that They weren't -- Amstar wasn't present. I am not asking that. I am just asking if you Not that I recall, other than the history of what Case ID: 080500560 Control No.: 10040612 240 JULIA DAVIDSON 1 they did and when they were informed and what they did 2 to support the customer. 3 Q. 4 anyone to gather any information about the 5 circumstances surrounding the death of Nolan Webster? 6 A. 7 information that has been responsive to the request for 8 production of documents in the Interrogatories. 9 Q. 10 Did you on behalf of Apple Vacations instruct I would have asked someone to gather the I am not asking about litigation. Just so that we are clear. 11 Before any litigation occurred in this 12 case, okay, you learned about the death of Nolan 13 Webster. 14 death occurred. 15 2007. 16 that a young man had died at the Oasis Cancun Resort. 17 Am I correct? 18 A. Yes. 19 Q. Okay. 20 I believe you said it was soon after the His death occurred January 7th of So sometime soon after that time you learned And at that time when you learned of 21 it, you also learned that he had been an Apple 22 Vacations' customer. 23 A. 24 Vacations' passenger if you want to use that term to Is that fair to say? Well, we learned of it because he was an Apple Case ID: 080500560 Control No.: 10040612 241 JULIA DAVIDSON 1 apply to AVB, which isn't correct, but we will let that 2 stand. 3 Q. Okay. 4 But we have talked about this, all 5 different permutations and accommodations, but the 6 reason you learned about it is because at the time that 7 he died he was considered to be an Apple Vacations' 8 passenger, am I correct? 9 A. He was traveling with AVB. 10 Q. Was he considered to be an Apple Vacations' 11 passenger, is that why you learned of it? 12 A. 13 passenger. 14 on documents with that name that he was an Apple 15 Vacations' passenger, then I can use that term today. 16 Q. 17 Apple Vacations' passenger, would somebody notify you 18 of their death? 19 A. No. 20 Q. Okay. 21 A. But he was with AVB that did not do business as 22 Apple Vacations. 23 Q. 24 Purchase Agreement that was part of the booking but not I did not consider him to be an Apple Vacations' If you want to say because he was traveling If somebody died at a resort and they weren't an It did business as GWV. And we understand that there was an Asset Case ID: 080500560 Control No.: 10040612 242 JULIA DAVIDSON 1 yet traveled passengers and he was one of those, 2 correct? 3 A. Correct. 4 Q. Okay. 5 A. And I learned of his death because some of the 6 Mullen family owned that company and I was the 7 Assistant Secretary and Chief Financial Officer for 8 that company. 9 Q. For what company? 10 A. AVB, LLC. 11 Q. We already talked before that there were Apple 12 Vacations' documents that were issued to Nolan Webster 13 and to Kristen Zagami as well, correct? 14 A. Correct. 15 Q. Okay. 16 Now, when you learned of his death 17 prior to any litigation involved in this case, do you 18 know how many days after his death it was or if it was 19 on the same day? 20 A. 21 recall when. 22 Q. 23 think? 24 A. I doubt it was on the same day, but I don't Would it be within the same week of his death you Most likely. Yes. Case ID: 080500560 Control No.: 10040612 243 JULIA DAVIDSON 1 Q. Now, when you learned of his death, did you ask 2 anyone to do any type of investigation whatsoever to 3 determine what caused his death knowing that he was 4 considered to be an AVB or an Apple Vacations' 5 customer? 6 A. Absolutely not. 7 Q. Why not? 8 A. Because we have no one who is trained to do 9 accident investigation. It's not our responsibility 10 and we could not begin to assume that responsibility. 11 Q. 12 investigation on your behalf? 13 A. No. 14 Q. Why not? 15 A. Because the death occurred in a resort and the 16 government officials were involved and we had -- we 17 would just be getting in the way of those 18 investigations. 19 Q. 20 there was anything unsafe at the resort that could have 21 caused his death knowing that he was a customer? 22 A. 23 determined, it would come out of whatever 24 investigations the authorities were conducting. Did you hire an outside company to do any Did you think it was important to determine if Our assumption would be that if that was Case ID: 080500560 Control No.: 10040612 244 JULIA DAVIDSON 1 Q. At any point in time up until today, did you ever 2 hire anyone to do any investigation into the cause of 3 his death at the resort? 4 A. We did not. 5 Q. Do you have an understanding as to what the claim 6 is that caused -- what Plaintiff is claiming caused Mr. 7 Webster to die? 8 A. 9 documents. To the extent that I gleaned it from reading the 10 Q. 11 beginning of this deposition. 12 the allegations in the Complaint and I believe you have 13 an understanding that part of the allegations are that 14 he is at a swim-up bar and there is no lifeguard 15 presence at the time that he drowns; is that fair? 16 A. Yeah. 17 Q. Do you have any understanding independent of the 18 allegations in the Complaint based upon anything that 19 you might have heard through Amstar or any other entity 20 up until today as to what circumstances caused Mr. 21 Nolan Webster's death? 22 A. 23 She couldn't hear me. 24 And I believe we spoke about that at the very You talked about some of The allegations make those connections. I have no information. MS. WINKLER: No information on that. Mark this. Case ID: 080500560 Control No.: 10040612 245 JULIA DAVIDSON 1 ----------- 2 (Whereupon, Davidson 15, Peter 3 Dunn - FW: The Death of Nolan Webster 4 at Grand Oasis Cancun 1/7/07, Email: 5 Julia Davidson, Date: 5/11/2007 2:17 6 PM, was marked for identification.) 7 ----------- 8 BY MS. WINKLER: 9 Q. Okay. 10 You have reviewed what we have had 11 marked as Davidson 15 for identification, correct? 12 A. I have glanced at it. 13 Q. All right. 14 So you have seen this before today? 15 A. Yes. 16 Q. All right. 17 And at the top it indicates "Peter Dunn 18 - Forward: The Death of Nolan Webster at Grand Oasis 19 Cancun 1/7/07," correct? 20 A. It says that. 21 Q. And Peter Dunn, I think that we may have already 22 stated, he is an attorney at Margolis Edelstein, 23 correct? 24 A. That is correct. Case ID: 080500560 Control No.: 10040612 246 JULIA DAVIDSON 1 Q. And is he employed as part of your outside 2 counsel who reviews certain documents from time to 3 time? 4 A. Yes. 5 Q. And I think that you had stated before, that even 6 if they are legal documents, like the Fair Trade 7 Contract, Mr. Dunn would be the one that might look at 8 that. 9 A. Yes. 10 Q. Okay. 11 break? 12 A. No. 13 Q. Okay. Is that fair to say? Are you okay? Do you need to take a My glasses just got crooked. 14 And there is a part that has been 15 redacted from here, but this appears to be from you, 16 correct? 17 A. Yes. 18 Q. Okay. 19 And there is a series of emails here. 20 And am I correct that it discusses Mrs. Webster's 21 contact with various employees? 22 A. Yes. 23 Q. Pertaining to the death of her son? 24 A. Well, it would appear so. Case ID: 080500560 Control No.: 10040612 247 JULIA DAVIDSON 1 Q. All right. 2 And there is a CC -- well, by the way, 3 there is -- on that page, the third page of this 4 collective of documents, and it says Page 2 of 4, and 5 it's from Shannon McCann. 6 A. McCain. Yes. 7 Q. McCain. Who is she? 8 A. She is a Manager of Learning Development. 9 says that in her signature block there. Do you see that? It 10 Q. There also -- there seems to be some pages that 11 may be missing here. 12 Do you see that? And then the next page says 1 of 4 13 and then 2 of 4. Do you see that? 14 A. Yep. 15 Q. Do you know what the other pages are about on 16 each of these? 17 A. Not off the top of my head. 18 Q. Do you have a copy of these documents back in 19 your office somewhere? 20 A. I would say so. 21 Q. I am going to ask that you -- I am going to make 22 -- we are going to have a copy of this made for you and 23 I will just ask that you take a look at the additional 24 pages, Pages 2 and 3 of the first document. The first page says Page 1 of 3. No. Yes. And with Case ID: 080500560 Control No.: 10040612 248 JULIA DAVIDSON 1 regard to the second document, it would be Pages 3 and 2 4. 3 counsel? 4 A. Sure. 5 Q. Okay. Would you do that and please provide that to your 6 MS. WINKLER: And, counsel, I 7 will ask you to provide that to me. 8 you can note that request. 9 MR. GALLOGLY: If If it's 10 something that the Discovery Master 11 ruled on that says you don't get, I am 12 not sure -- 13 MS. WINKLER: That is fine. 14 But, Andrew, if that is correct, I ask 15 you to let me know that if that is part 16 of the privileged materials. 17 MR. GALLOGLY: Okay? Absolutely. 18 BY MS. WINKLER: 19 Q. 20 and this is Page 1 of 1, and it says comments at the 21 top. Do you see? 22 A. Yes. 23 Q. Okay. 24 If you look at the last page of this collective, This is dated 6/6/2008. Yes. And this appears, when it says Case ID: 080500560 Control No.: 10040612 249 JULIA DAVIDSON 1 6/6/2008, it appears that that is the date that it was 2 printed. 3 A. Yes. 4 Q. There are entries on this from 2006 up through 5 2008. 6 A. Yes. 7 Q. Can you tell me what this document is? 8 A. Yes. 9 comments screen. Is that fair to say? Would that be correct? On the upper right hand side where it says Remember earlier I mentioned how 10 there is a comments screen in the booking that tracks 11 all of the interactions. 12 true in this case because it is a converted booking. 13 And you can see at the beginning it talks about on 14 12/10/2006, this was the date that this booking was 15 built and it refers to the PHL, which is airline city 16 code for Philadelphia conversion team, it talks about 17 the GWV reservation number and the insurance and other 18 information. 19 transactions that are coded with BPATTON for obscure 20 reasons. 21 entered by a person, in particular, HARMOUR QC check, 22 which means they quality controlled it, and DLUDWICK 23 paid through check number conversion amount and she is 24 a person in accounts receivable who recorded the Normally that would not be And then there are system generated And then there is other transactions that are Case ID: 080500560 Control No.: 10040612 250 JULIA DAVIDSON 1 payment on the booking after it was built in and QCed. 2 And then there were comments issued afterwards -- 3 Q. 4 that mean, QC? 5 A. Quality control. 6 Q. So when you say converted, was this converted 7 from one thing to another? 8 A. 9 at the time the booking was made with them and paid I am going to stop you for a minute. What does Can you explain that to me? This was a booking originally made in GWV system 10 for. We obtained the booking history and rebuilt the 11 booking in our system in order to be able to issue 12 documents and correctly pay the vendors after the trip 13 was fulfilled and record the prepaid for the 14 transactions that were paid prior to departure. 15 example, the airline seats are typically paid in 16 advance of departure, the hotel is typically paid 17 afterwards. 18 conversion team, it would have been quality control 19 checked. 20 it to make sure it was built properly. 21 that check, it would have had the payment applied and 22 then you can see the next transaction on 12/15 is the 23 documents were printed and the delivery number is 24 recorded there. For Once that was built by the Philly In other words, someone would have reviewed Once it passed Case ID: 080500560 Control No.: 10040612 251 JULIA DAVIDSON 1 Q. Is that Philly conversion team at Atkinson & 2 Mullen Travel, Inc.? 3 A. 4 Atkinson & Mullen Travel, Inc., AVB, Inc., and -- or 5 AVB, LLC, and potentially Kelsey & Coryn Data Services. 6 Q. 7 Philadelphia, the conversion? 8 A. 9 and staff working in Philadelphia. It probably was a combination of people from But that was -- and was that done in It was a combination of staff working in Boston It was all hands on 10 deck. 11 Q. 12 system that we are talking about? 13 A. This is from the computer system. 14 Q. All right. So that was done, was that done on the computer 15 And after it says quality control check 16 and that appears to be on 12/12/06, then it says paid 17 through check number, conversion? 18 A. 19 from GWV. 20 Q. To Apple Vacations? 21 A. To AVB. 22 Q. Okay. 23 24 That is just the amount that was transferred over Sorry. Right. I get it. And then 12/15/06, that is when documents were printed. It says documents have been Case ID: 080500560 Control No.: 10040612 252 JULIA DAVIDSON 1 printed, delivery number. 2 A. 3 have been part of the package that was sent to the 4 travel agency. 5 issued directly to the passenger. 6 directly to the passenger. 7 through a travel agency, all communication with the 8 passenger would have been through the agency. 9 was probably a bundle of documents for people departing That is right. That is a FedEx number. It may It may have been documents that were 10 on or around the same date. 11 Q. Unlikely that it was Since this booking was made So this Okay. 12 And then -- so documents have been 13 printed and delivery number. 14 Vacation documents that we were speaking of earlier? 15 A. Correct. 16 Q. Okay. 17 Are those the Apple And that was on 12/15/06, correct? 18 A. Correct. 19 Q. Now, I see there is an entry on 1/5/07? 20 A. Un-hun. 21 Q. Do you see that? 22 A. I do. 23 Q. Okay. 24 And it is also listed in Philadelphia Case ID: 080500560 Control No.: 10040612 253 JULIA DAVIDSON 1 and it says YHART is the user, and it says remarks. 2 you know what that is about? 3 A. 4 know what that code means, Wilbur Webster added to PAX 5 2. 6 but it looks like PAX 2 would have been Mr. Webster. 7 It may have been a name correction or something else 8 done in the record to update something and I don't know 9 what that is from this cryptic remark. Remarks is a comment. Do It says Room NR, I do not So it's hard for me to say what they were doing, This is not 10 anything that is affecting the documents or the vendor 11 or the balance due. 12 Q. It is a comment. Okay. 13 So you don't know who Wilbur Webster 14 is? 15 A. 16 doesn't make any sense, so drop that. 17 Q. 18 have been printed and we have other documents that show 19 that this was, you know, a package and I know you said 20 that you reviewed things showing it was Kristen Zagami 21 and Nolan Webster. 22 correct? 23 A. 24 and the entire booking number is with each transaction No. It may have been -- nope. I can't. That But when the documents -- when it says documents That is your understanding, That is who the passengers on this booking were Case ID: 080500560 Control No.: 10040612 254 JULIA DAVIDSON 1 down the right hand side. So you know that this 2 comment screen is associated with that unique booking 3 record. 4 Q. 5 history that is on the right hand side of this whole 6 sheet? 7 A. Correct. 8 Q. Okay. 9 A. That is a unique system generated number. 10 Q. There is a comment here. 11 there are a couple more entries. 12 A. Correct. 13 Q. And then there is 2/4/08. 14 A. Correct. 15 Q. Can you just tell me what the 2/20 entry is 16 about, if you know? 17 A. 18 independent travel agents as "agent." So some travel 19 agent called for flight information. Now, I don't know 20 what flight information they were looking for. 21 know who Agent Montana is. 22 Q. 23 more lengthy message, am I correct? 24 A. So the booking number, when we look at the No. Well, first of all, There is 2/20/07. It says Agent Montana, so we refer to I don't And the next message that is there, that is a Yes. Case ID: 080500560 Control No.: 10040612 255 JULIA DAVIDSON 1 Q. And that says, "Read this message, read this 2 message," correct? 3 A. Yes, it does. 4 Q. Why was that message put in there? 5 A. SO that any reservation agent who might be 6 contacted through the call center and pulled up this 7 booking would understand that they should not discuss 8 this case or this booking record with anyone. 9 should refer the caller to Martha Simmers, who is my 10 Legal Assistant or myself, and we in turn would have 11 referred them to counsel. 12 Q. 13 anticipated litigation? 14 A. 15 I would guess that it was in response to some event. 16 Perhaps the contact from Mrs. Webster, perhaps some 17 other event. 18 Q. 19 is that correct? 20 A. 21 to which creates a new com ment line. 22 Q. 23 you. 24 A. And they Was this comment placed in here because of some If the litigation had not occurred at that date, And then there is just a reiteration on 2/4/08; I think she probably hit return before she meant Okay. I see it. It is the same date. Thank And it's the same time. Case ID: 080500560 Control No.: 10040612 256 JULIA DAVIDSON 1 Q. Now, I think I asked you, but just in case. 2 Have you ever had any contact with any 3 of the Websters? 4 A. No. 5 Q. Do you remember answering some Supplemental 6 Interrogatories, I can tell take them out, but I just 7 want to just note it generally, you verified that 8 between 2005 and 2007 there were over seventeen 9 thousand clients associated with an Apple Vacation 10 package that went to the Oasis Hotel Cancun and Resort; 11 is that correct? 12 A. That is correct. 13 Q. And how did you not come up with that number? 14 A. We ran a report that tells us the number of 15 booked passengers that we paid for for that hotel by 16 year and then added in the manifest passengers for the 17 days for the period in January 2007. 18 Q. 19 company, from those seventeen thousand customers? 20 A. 21 not track revenue by hotel property. 22 by departure date, by destination, by departure city, 23 by period. 24 Q. How much revenue is generated by -- for your I have no way of answering that question. We do We track revenue Between 2005 and 2007, how many different resorts Case ID: 080500560 Control No.: 10040612 257 JULIA DAVIDSON 1 did Apple Vacations book at in Cancun? 2 A. In Cancun, hundreds. 3 Q. Hundreds? 4 A. Yes. 5 our brochure, you will see many in there. 6 someone requested a resort that we did not have in our 7 brochure, we would make an on request to the hotel to 8 obtain inventory on pricing. 9 Q. A couple hundred probably. If you look at And then if Did anyone assist you when you provided the 10 Answers to Interrogatories, other than counsel? 11 A. My assistant, Martha Simmers. 12 Q. And would that be in just gathering documents for 13 the document production? 14 A. 15 and organizing and -- 16 Q. And putting things on disk? 17 A. And typing and putting things on disk. That would be true and photocopying and pdf'ing 18 19 20 21 MS. WINKLER: Let's mark this. ----------(Whereupon, Davidson 16, Answer of 22 Atkinson & Mullen Travel, Inc., d/b/a 23 Apple Vacations and GWV Vacations, an 24 Apple Vacations Company to Plaintiff's Case ID: 080500560 Control No.: 10040612 258 JULIA DAVIDSON 1 First Set of Interrogatories, was 2 marked for identification.) 3 ----------- 4 THE WITNESS: 5 Does everybody want to see these? 6 7 MS. WINKLER: I think we all THE WITNESS: Just want to MS. WINKLER: Thank you. have them. 8 9 make sure. 10 11 BY MS. WINKLER: 12 Q. 13 asked you to identify each person known by you and your 14 company to have knowledge of the facts directly or 15 indirectly, alleged in Plaintiff's Complaint and 16 circumstances known to each person and the basis for 17 each person's knowledge of those facts. If we look at Interrogatory Number 3, we had 18 Do you see the response that you gave 19 there? 20 A. I do. 21 Q. Has that changed up until today at all? 22 A. No. 23 Q. And, by the way, at the end of your Answers to 24 Interrogatories there appears to be a verification. Case ID: 080500560 Control No.: 10040612 259 JULIA DAVIDSON 1 And if we can just go to the very end and just confirm 2 for me, that -- it says that you hold the positions of 3 Chief Financial Officer and Assistant Secretary of 4 Atkinson & Mullen Travel, Inc., and you are authorized 5 to execute this verification on its behalf, and you 6 signed the Answer to -- you signed the verification; is 7 that correct? 8 A. I did, and it is. 9 Q. When you Answered the Supplemental Set of 10 Interrogatories, can you tell me, were you answering on 11 behalf of all of the companies that are listed as Apple 12 Vacation Companies in the caption? 13 A. Where it was relevant. 14 Q. And you understood that when you were answering 15 the Interrogatories, correct? 16 A. Yes. 17 Q. Has Apple Vacations ever refused to include a 18 hotel as one of the hotels that it offers in one of its 19 vacation packages due to the fact that it does not meet 20 Apple Vacation standards? 21 A. 22 past. 23 Q. Why did you drop the hotel from your offering? 24 A. Excessive quality of service complaints. We have dropped hotels from our offering in the I could not name a particular one. Case ID: 080500560 Control No.: 10040612 260 JULIA DAVIDSON 1 Q. Has there ever been any issue involving, in any 2 way, involving the safety of a resort which caused you 3 to drop or decline to include a hotel in an Apple 4 Vacation package? 5 A. No. 6 Q. Now, you said that you don't know what resort 7 that was, correct? 8 A. I did. 9 Q. Do you know if it was one resort or more than one 10 resort? 11 A. 12 property. 13 Q. So an individual resort? 14 A. Correct. 15 Q. Was it on just one occasion or were there more 16 than one occasions where that happened? 17 A. 18 It's infrequent, but it has occurred. 19 Q. Do you know the last time that it had occurred? 20 A. I think there was a time in the first couple of 21 years I was with the company that a property was 22 dropped. 23 Q. 24 property that has been dropped? It was not a chain. It would have been a I don't believe it's only been a single occasion. And since that time has there ever been a Case ID: 080500560 Control No.: 10040612 261 JULIA DAVIDSON 1 A. Not to my recollection, but I am not involved in 2 the Product Department on a day-to-day basis. 3 Q. 4 attention to the series of Interrogatories starting 5 with 22. 6 A. Yes. 7 Q. And 23, 24, etcetera. 8 A. Yes. 9 Q. Those series of questions asked about the person Now, in the Interrogatories, if I can direct your 10 most knowledgeable in the company regarding the 11 company's policies regarding lifeguard training, for 12 example, at hotels that were -- that were advertised as 13 part of Apple Vacation packages. 14 A. Right. 15 Q. Correct? 16 identified. 17 A. I am. 18 Q. Okay. 19 And you are the person that is Can you tell me, does Apple Vacation 20 have any policy or standard regarding lifeguard 21 training at hotels that are hotels that are part of 22 Apple Vacation packages? 23 A. No. 24 Q. With regard to the company's, and when I say "the Case ID: 080500560 Control No.: 10040612 262 JULIA DAVIDSON 1 company," Apple Vacations' policies or standards 2 regarding lifeguard certification at hotels that are 3 part of Apple Vacation packages, as asked in Number 24, 4 are there any policies or standards that Apple 5 Vacations Companies has with regard to lifeguard 6 certification? 7 A. No. 8 Q. How about with regard to lifeguard staffing and 9 shifts at the various hotels that are a part of Apple 10 Vacation packages? 11 A. 12 managed or staffed. 13 Q. 14 has with regard to whether there was any lifeguard 15 standing -- excuse me, staffing at any of the hotels 16 that are part of vacation packages? 17 A. 18 that. 19 Q. 20 with respect to anything pertaining to lifeguard 21 staffing, training or anything pertaining to lifeguards 22 at any of the hotels that you include in your Apple 23 Vacation package, is that fair to say? 24 A. We have no policies regarding how the hotels are And are there any standards that Apple Vacations We have no policies or standards with respect to So you wouldn't have any policies or standards Correct. Case ID: 080500560 Control No.: 10040612 263 JULIA DAVIDSON 1 Q. And is it also fair to say that you don't have, 2 when I say you, Apple Vacations Companies, doesn't have 3 any standards that it looks to with regard to safety 4 issues with regard to any of the hotels that it 5 includes in its Apple Vacation packages? 6 A. 7 Vacations sets standards for the hotel's operations 8 with respect to anything. 9 Q. None of the companies doing business as Apple And even if they don't set standards, are there 10 any standards that any of the Apple Vacation Companies 11 has that they look to in determining whether any of the 12 hotels should be hotels that are considered as part of 13 Apple Vacation packages? 14 A. 15 go through in selecting the hotels that are offered in 16 our brochures and to consumers. 17 explained that we have longstanding relationships and 18 if we are adding a new hotel, how we go about that. 19 Q. 20 but maybe I can make this a little easier. 21 talking about the amenities, just so we are clear and 22 maybe it was an inartful question. 23 24 Well, we spoke earlier about the process that we And I've already And I don't want -- I don't want to cut you off, I am not Are there any standards that any of the Apple Vacation Companies look to with regard to safety Case ID: 080500560 Control No.: 10040612 264 JULIA DAVIDSON 1 issues before deciding if a certain hotel is a hotel 2 that they are going to offer as part of an Apple 3 Vacation package? 4 A. 5 that we consider ourselves to have or administer. 6 Q. Would that include that you would also look to? 7 A. Correct. 8 Q. Okay. 9 There are no standards with respect to safeties With regard to the Interrogatories that 10 asked about emergency medical services at the hotels 11 and physicians, I would ask you the same question. 12 there any standards that Apple Vacations looks to in 13 determining whether the hotels have adequate physician 14 and nursing and non-lifeguard rescue personnel 15 available at the hotel? 16 A. 17 regarding those things and we don't have any policies 18 and we don't look to any standards for those things. 19 Q. 20 an emergency action plan. 21 as to what that term means? 22 A. 23 not sure what you think it means. 24 Q. Are There are no standards that I am aware of I had asked you some questions previously about Do you have an understanding Well, I understand what I think it means. I am That is fine. Case ID: 080500560 Control No.: 10040612 265 JULIA DAVIDSON 1 What do you think it means? 2 A. Well, what we have is a plan that deals with our 3 -- when there is an event like a hurricane in a resort 4 area and the process is for safeguarding and evacuating 5 our passengers. 6 Q. 7 you say "you," I assume you mean Apple Vacations 8 Company? 9 A. Yes. 10 Q. Does the emergency action plan only deal with 11 events such as a hurricane or terroristic threat or 12 something of that nature? 13 A. 14 deals with environmental issues like hurricanes. 15 Q. Is an emergency action plan that you have, when It doesn't deal with a terrorism threat. It Okay. 16 Is that in any kind of written 17 document? 18 A. Yes. 19 Q. And what is that written document entitled? 20 A. I am not exactly sure. 21 is definitely part of the title, but I don't recall 22 what the rest of it says. 23 Q. 24 you -- in which you partner with? The title is -- emergency Is that disseminated to the hotels in which Case ID: 080500560 Control No.: 10040612 266 JULIA DAVIDSON 1 A. Absolutely not. 2 Q. What is the purpose of it? 3 A. To guide our staff in the roles that they need to 4 take to help us safeguard and protect our passengers. 5 Q. 6 to -- actually, why don't we start with 47. 7 about the calendar year 2007. In Answer to Interrogatory Number 48, it refers 8 9 It talks Was there a representative of the Defendant who had any form of communication with any 10 representative of the Oasis Hotel on an ongoing basis. 11 Do you see that? 12 A. I do. 13 Q. Okay. 14 And at that time there was an 15 indication here that the U.S. marketing representative 16 for the resort was TravAmerica. 17 spoken about that a bit earlier? 18 A. We did. 19 Q. How did you ascertain the information to provide 20 an Answer to Number 47? 21 A. 22 their marketing representative is and so we are aware 23 of it from the contract. 24 Q. I think we may have Well, the contract specifies that that is who And would that also be the case for 2006? Case ID: 080500560 Control No.: 10040612 267 JULIA DAVIDSON 1 A. Without looking at the contract, I can't comment 2 on that. 3 Q. Do you have the contracts available to you? 4 A. The contracts are kept for five years, so I 5 should. 6 Q. 7 of the contract for 2006 and 2007, provide it to your 8 counsel. I am going to ask that you provide us with a copy 9 MS. WINKLER: And, Mr. 10 Gallogly, I am going to ask that you 11 provide that to me as promptly as 12 possible. 13 MR. GALLOGLY: 14 Just followup in writing. 15 MS. WINKLER: 16 And if you can mark that request. 17 (Whereupon, the request was 18 marked at this time.) 19 BY MS. WINKLER: 20 Q. 21 Defendant's primary contact at TravAmerica was Enrique 22 Klein, Vice President of Sales and Marketing for Oasis 23 Hotels. 24 A. In Number 48, there is an indication here, Do you see that as well? I do. Case ID: 080500560 Control No.: 10040612 268 JULIA DAVIDSON 1 Q. And how did you ascertain that information? 2 A. It's usually identified in the contract. 3 not then the Product Department would have provided 4 that information to us. 5 Q. 6 appreciate it if you could try to find out how you 7 ascertained that information and provide that 8 information to Mr. Gallogly. 9 THE WITNESS: You will make a MS. WINKLER: Can you note 10 If it's If that is not provided in the contract, I would note here. 11 12 that as well. 13 Thank you. (Whereupon, the request was 14 marked at this time.) 15 BY MS. WINKLER: 16 Q. 17 Requests for Production of Documents for copies of any 18 materials and items given by any employee of the 19 Defendant Nolan Webster and Kristen Zagami. 20 says, "This request specifically includes materials and 21 documents provided by Defendant's Agent Amstar 22 Destination Management Company/Amstar DGTSACV." 23 recall seeing that request? 24 A. You were asked in the Supplemental Set of And it Do you Yes. Case ID: 080500560 Control No.: 10040612 269 JULIA DAVIDSON 1 Q. And I am just trying to streamline this a little 2 bit, so I am just going to ask you a couple of 3 questions. 4 and we've talked about those, correct? 5 A. Correct. 6 Q. Is it your understanding that there is anything 7 else that was provided to them other than those 8 documents? 9 A. You stated that there were travel coupons Well, it would be -- as I understand it, Amstar 10 gave them something that invited them to the regular 11 meeting that's held for new arrivals in resort, and 12 also gave them some kind of remainder, but I don't 13 recall if that remainder was by phone or by a card 14 slipped under their door, which is also one of the ways 15 they do that. 16 given to them. 17 Q. 18 I can't tell what else might have been Okay. And part of the purpose for those 19 meetings is also to try and get the Apple Vacations' 20 customers to book excursions. 21 A. 22 view is to familiarize them with the resort, discuss 23 the information to do with their transfer back to the 24 hotel -- or to the airport from the hotel, to answer Is that fair to say? Well, the purpose from Apple Vacations' point of Case ID: 080500560 Control No.: 10040612 270 JULIA DAVIDSON 1 any questions they may have. And Amstar's involvement 2 in that may also involve talking about the excursions 3 that are available and the hours of operations of the 4 Amstar desk in the hotel. 5 Q. 6 the Apple Vacations' customers that were at the resort 7 where Nolan Webster died? 8 A. 9 the passengers that we had in resort at that time. Do you have the rooming list available to you for We don't have rooming list. I have a manifest of 10 Q. Have you produced that to counsel at this point? 11 A. Yes. 12 MS. WINKLER: Mr. Gallogly, 13 I'd appreciate it if you would produce 14 that to me as soon as possible. 15 MR. GALLOGLY: Well, 16 actually, I think the Discovery Master 17 ruled against you on that one. 18 where he ruled in your favor, because I 19 am almost certain or I would have given 20 it to you. 21 MS. WINKLER: Show me We will talk 22 about this, but I believe that was 23 something that was supposed to be 24 provided for the date of his death. Case ID: 080500560 Control No.: 10040612 271 JULIA DAVIDSON 1 2 MR. GALLOGLY: MS. WINKLER: 4 talk about that later. 6 7 I think you are wrong, but show me. 3 5 Okay. MR. GRIMES: Okay. We will Is that a privacy issue? MR. GALLOGLY: Absolutely. 8 That is one of the reasons we objected 9 to it and I think that is what the 10 Discovery mater agreed with us on. 11 12 13 MR. GRIMES: I wouldn't want anybody giving my name away. MR. GALLOGLY: Somebody is 14 down there with their girlfriends or 15 God know what. 16 17 18 MR. GRIMES: Don't put me in that sentence. MR. GALLOGLY: Nancy, you 19 realize it is five till 6 and we may 20 have to evacuate at 6 o'clock. 21 22 23 24 MS. WINKLER: Well, I am doing my very best, Andrew. MR. GALLOGLY: Well, we killed almost the whole day asking for Case ID: 080500560 Control No.: 10040612 272 JULIA DAVIDSON 1 the most part irrelevant questions -- 2 MS. WINKLER: Well, you know 3 what, I am glad that is what you 4 think -- 5 MR. GALLOGLY: 6 me finish my comment, all right? 7 MS. WINKLER: 8 extraneous comments. 9 and you do yours. 10 If you'd let No. You have Let me do my job MR. GALLOGLY: No. I want 11 the record to reflect that I am not 12 bring her back for another deposition. 13 14 MS. WINKLER: have to. 15 16 MR. GALLOGLY: MS. WINKLER: 18 MR. GALLOGLY: 20 Well, we will see. 17 19 Well, you may Okay. Because you wasting this one that is for sure. MS. WINKLER: And we took an 21 hour for lunch as well. 22 you think I wasted it or not is not for 23 you to decide. 24 MR. GALLOGLY: And whether That is simply Case ID: 080500560 Control No.: 10040612 273 JULIA DAVIDSON 1 my opinion. I agree. 2 BY MS. WINKLER: 3 Q. Do you know who Ray Daley is? 4 A. I have heard his name. 5 man. He was Officer Executive of Atkinson & Mullen 6 Travel, Inc., and he left the company before I joined 7 it. 8 Q. Do you know when he left the company? 9 A. No. 10 Q. Do you know what his title was with the company? 11 A. I know he was some senior executive capacity. 12 Other than that, I don't. So I only heard his name. 13 MS. WINKLER: 14 I did not ever meet the You can mark this. 15 ----------- 16 (Whereupon, Davidson 17, Apple 17 Vacations Customer Service 18 Representative Manual 2008 Edition, was 19 marked for identification.) 20 ----------- 21 BY MS. WINKLER: 22 Q. 23 for identification. 24 A. The document that we have marked as Davidson 17 Have you seen it before? No. Case ID: 080500560 Control No.: 10040612 274 JULIA DAVIDSON 1 Q. And it's entitled Apple Vacations Customer 2 Service Representative Manual 2008 Edition, correct? 3 A. That is what it says. 4 Q. Okay. 5 And do you know who produced this 6 document? 7 A. 8 don't. 9 Q. I don't. I can make an educated guess, but I Well, I don't want you to guess but if you know 10 it is educated and you think that you know who might 11 have produced it, why don't you let us know that, with 12 that proviso. 13 A. 14 Mexico, but that may not be true because it relates to 15 all of the functions that they perform for Apple 16 Vacations. 17 anyway, but it might not be. 18 Q. 19 -- Apple Vacations Company have anything to do with the 20 production of this document? 21 A. They could have, but I have no knowledge of that. 22 Q. How about the content of this document? 23 have an understanding as to whether any of the Apple 24 Vacations Company had any involvement with the content I am guessing this was produced by Amstar in Or it appears to have a lot to do with that To your knowledge, did the Chicago company that Do you Case ID: 080500560 Control No.: 10040612 275 JULIA DAVIDSON 1 of this document? 2 A. I have no knowledge of that. 3 Q. Is there anybody at any of the Apple Vacations 4 Companies that would have any more knowledge about this 5 document that we've marked as Davidson 17 other than 6 yourself? 7 A. 8 I could not begin to assist with that. 9 Q. 10 Without inquiring of Amstar what its genesis was, By the way, is your company at all -- strike that. 11 Is Apple Vacations or the Apple 12 Vacation Companies at all concerned with the safety of 13 the individual customers that take an Apple Vacation? 14 A. 15 experience with them and we would -- we try to provide 16 them quality vacation experience at an affordable price 17 to reputables with -- using reputable suppliers and we 18 think that that gives them good value and a lot of 19 satisfaction. 20 Q. Well, is that a yes or a no? 21 A. I think it is a yes. 22 Q. So what precautions or standards does your 23 company, Apple Vacations Companies employ to assure 24 that the company's clients are safe? Well, we select our vendors based on our Case ID: 080500560 Control No.: 10040612 276 JULIA DAVIDSON 1 A. None other than what we've discussed in terms of 2 our selection of reputable suppliers. 3 Q. 4 the information that you had as you previously 5 testified to during the course of this deposition; is 6 that fair? 7 A. And the forty years of experience. 8 Q. Well, all of the suppliers haven't been in 9 existence for forty years, correct? By reputable suppliers, you mean just based upon 10 A. You'd be surprised. 11 Q. Some of them have, some of them haven't, correct? 12 A. I would say that is a fair statement. 13 Q. All right. 14 I am going to ask you a couple more 15 questions about this manual. 16 you just identify some folks for me who I don't know 17 who they are and hopefully you do. 18 But before I do, so can Carol Stuart, who is she? 19 A. She used to be the Customer Service Manager in 20 the Atkinson & Mullen Travel, Inc. office. 21 Q. 22 quit, was she fired? 23 A. She resigned and Melissa Brown was her successor. 24 Q. Thank you. Did she leave the company, was she -- did she What happened? Case ID: 080500560 Control No.: 10040612 277 JULIA DAVIDSON 1 And when did that take place? 2 A. I don't recall. 3 Q. Would it be fair to say it was some time after 4 the death of Nolan Webster? 5 A. Yes. 6 Q. And as I believe you said, it was a customer 7 service representative? 8 A. She was the manager. 9 Q. Manager. 10 A. Responding to written customer complaints. 11 Q. Betsy Boyle, who is she? 12 A. She is a representative in the customer care 13 department. 14 Q. What is her job function? 15 A. Responding under the direction of the manager to 16 customer care complaints. 17 Q. How about Nikki Watson? 18 A. The name is familiar, but I don't remember what 19 department she works in. 20 she might have been in reservations. 21 Q. Would it be one or the other? 22 A. No, not necessarily. 23 somewhat mobile in their jobs. 24 enter as a reservation agent and then as their job Generally, what were her job duties? She may be in customer care, People in the company are Typically people will Case ID: 080500560 Control No.: 10040612 278 JULIA DAVIDSON 1 skills improve they apply internally for positions and 2 may be transferred. 3 Q. 4 who she is and what job functions she has -- what job 5 titles she has held since she has been with the company 6 and provide that information to Mr. Gallogly. 7 MS. WINKLER: Now, if you would, I'd ask you to check to see 8 you provide that to me. 9 MR. GALLOGLY: 10 And I ask that Send it in an Interrogatory. 11 MS. WINKLER: Will you 12 require an Interrogatory or can I just 13 send you a letter with these requests? 14 MR. GALLOGLY: 15 A letter is good. 16 MS. WINKLER: 17 just please mark that. 18 Okay. Can you (Whereupon, the request was 19 marked at this time.) 20 BY MS. WINKLER: 21 Q. Carol Van, who is that? 22 A. Carol Van, but somebody has cut off her name. 23 It's Carol Van Bogart and she is a Customer Care 24 Manager in the AVW, Inc. office in Chicago. Case ID: 080500560 Control No.: 10040612 279 JULIA DAVIDSON 1 Q. Roger Sanchez, who is that? 2 A. I have no idea. 3 assuming he works for Amstar. 4 Q. 5 job function -- what job title he has with Amstar and 6 what job function? 7 A. Have no idea. 8 Q. Thank you. With a name like that, I am And I believe that is correct. Do you know what 9 Edoardo Ivan Reyes, and I believe that 10 is -- he may be a Customer Service Executive at Amstar 11 or Apple, but I am not sure. 12 know? 13 A. 14 same individual whose card you presented as Davidson 15 Number 14. 16 Q. 17 Can you tell me, if you Well, he is not employed by Apple. That is the Okay. And you believe that he is not employed 18 by Apple; is that correct? 19 A. I can guarantee that. 20 Q. I believe you said that you did review, you, in 21 fact, reviewed the manifest for all of the Apple 22 Vacations' customers that were at the Oasis Cancun 23 Resort as of January 7th, 2007, correct? 24 A. I looked at that. Correct. Case ID: 080500560 Control No.: 10040612 280 JULIA DAVIDSON 1 Q. And does it have a manifest saying -- excuse me. 2 Does the manifest provide you with information as to 3 the customers or that are at the resort on each day? 4 A. 5 of days. 6 Q. 7 ends on the 10th, their name should appear on the 8 manifest for each of those days in between. 9 fair to say? You can obtain a manifest by day or for a period So if somebody starts a vacation on the 6th and Is that 10 A. I believe so. 11 Q. And on the manifest that you looked at for 12 January 6th and January 7th, 2007, were Nolan Webster 13 and Kristen Zagami's names on it? 14 A. Yes. 15 Q. Thank you. 16 MR. WAGNER: Let's go off the 17 record for one minute, please. 18 MS. WINKLER: 19 VIDEO OPERATOR: 20 21 22 23 24 Okay. 6:08 PM. Pause. (Whereupon, a discussion was held off the record.) (Whereupon, proceedings were reconvened with all counsel and the Case ID: 080500560 Control No.: 10040612 281 JULIA DAVIDSON 1 witness present.) 2 VIDEO OPERATOR: 3 6:14 PM. Proceed. 4 BY MS. WINKLER: 5 Q. 6 and get you home as quickly as I can. 7 more questions about the Answers to Interrogatories. May jump around. 8 9 I am trying to get through this But a couple You had told me previously that Apple Vacations -- no standards or policies that Apple 10 Vacations had concerning participating hotels providing 11 of, for example, emergency medical services, correct? 12 A. Correct. 13 Q. And how about -- did, at any time, has Apple 14 Vacations Companies had any standards or policies or 15 guidelines in any way pertaining to serving of 16 alcoholic beverages at any of the resorts that it 17 partners with? 18 A. No. 19 Q. Has it had any standards -- and when I say "has 20 it," has Apple Vacations Companies had any standards at 21 any time with regard to the hiring or training of any 22 bartenders at any of its resorts? 23 A. No. 24 Q. Does Apple Vacations Companies, excuse me, that Case ID: 080500560 Control No.: 10040612 282 JULIA DAVIDSON 1 is inartfully stated. 2 Has Apple Vacation Companies, have they 3 ever had any policy or standard regarding how staff at 4 their participating hotels interact with any of their 5 Apple Vacations' customers who appear to be 6 intoxicated? 7 A. No. 8 Q. You talked about the emergency action plan before 9 and that was in relation to things such as hurricanes, 10 correct? 11 A. Correct. 12 Q. Disasters like that? 13 A. Correct. 14 Q. Who is that emergency action plan provided to? 15 A. Staff at Apple Vacations Companies. 16 Q. When you say staff at Apple Vacations Companies, 17 those are the staff members in the United States? 18 A. 19 companies doing business as Apple Vacations have 20 foreign employees. 21 Q. 22 why don't we take it from the point that you began with 23 the Apple Vacation Companies through the present. 24 are the biggest safety issues presented at any of the Correct. We only -- and Apple -- none of the Can you tell me, what are -- over time, from -- What Case ID: 080500560 Control No.: 10040612 283 JULIA DAVIDSON 1 resorts in Mexico? 2 A. 3 not sure what you are asking me. 4 multiple resorts where only one of the tour operators 5 that send passengers to the resorts, we get no reports 6 from the hotels on their safety issues. 7 basis for answering that question. 8 Q. I don't know how to answer that question. I am We send passengers to I have no Why don't I confine it a little more. 9 Since you have been with the Apple 10 Vacations Companies, what are the biggest safety issues 11 presented at any of the resorts that Apple Vacations' 12 customers go to in Cancun, Mexico? 13 A. 14 of resorts in Cancun, Mexico that we send passengers to 15 where only one of -- one of many tour operators that 16 send passengers to those hotels and I don't get reports 17 and the company doesn't get reports on safety issues. 18 There are probably slips and falls that happen, people 19 may cut their feet on glass at the beach. 20 conceptualizing the kinds of things that could occur 21 and we would not know. 22 Q. Do you ask for reports on safety issues? 23 A. No. 24 Q. Why? I still have the same answer. There are hundreds I am just Case ID: 080500560 Control No.: 10040612 284 JULIA DAVIDSON 1 A. It's -- we have no control over the property and 2 how they operate. 3 and they must. 4 Q. 5 issues and you said, for example, if somebody, you 6 know, cuts their foot, there could be big -- bigger 7 safety issues and then there could be safety issues 8 that aren't as serious. 9 A. Yes. 10 Q. Do you request reports for the serious safety 11 issues? 12 A. No. 13 Q. And I am not asking about any other tour 14 operators, I am just talking about Apple Vacations 15 Companies right now, okay? 16 you have identified as, excuse me, in your companies, 17 what the biggest safety issues are that you are 18 presented with at any of the resorts that you send 19 people to in Cancun, Mexico? 20 A. 21 particular resort. 22 isolated events at different resorts and typically the 23 events are not common. 24 Q. Those are their issues to address So when you say you get no reports on safety Is that fair to say? And I just want to know if There is no pattern of common safety issues at a We have events that occur that are How do you know that there is no common events if Case ID: 080500560 Control No.: 10040612 285 JULIA DAVIDSON 1 you don't request reports? 2 A. 3 lawsuit history. 4 Q. 5 is no common thread of incidents happening at the 6 resorts by either the customer complaints that you 7 receive or the lawsuits that you receive. 8 to say? 9 A. Because of the customer complaint letters and the So you're just basing that statement that there Is that fair Because you have asked me about our experience, 10 that would be true. 11 Q. I can't comment on anybody else's. I understand that. 12 There was a document that was provided 13 to me in discovery that -- I don't want to 14 misrepresent, I am going to locate this, but appeared 15 to be prepared by Amstar and I believe it was provided 16 to me in your discovery. 17 something from Amstar that was basically a summary of 18 the events that took place after Mr. Webster's death? 19 A. Yes, and I have mentioned it today. 20 Q. Okay. 21 A. And it looks like that. 22 Q. Okay. 23 24 Do you recall receiving And we can mark this for the record just so that we know we are all talking about the same Case ID: 080500560 Control No.: 10040612 286 JULIA DAVIDSON 1 thing, and we are going to mark this as Davidson 18. 2 Fair enough? 3 ----------- 4 (Whereupon, Davidson 18, Death in 5 Resort: Mr. Webster, 16244046 Oasis 6 Cancun - 7th January 2007, was marked 7 for identification.) 8 9 ----------BY MS. WINKLER: 10 Q. If you just take a quick look at that. 11 A. (Reviewing.) 12 Q. Is that the report that you are speaking of? 13 A. It is. 14 Q. Did you receive any other information from Amstar 15 with regard to the events of Mr. Webster's death other 16 than what we have marked here as Davidson 18? 17 A. Not that I recall. 18 Q. Can you tell me, does Apple Vacations -- do any 19 of the Apple Vacations Companies do anything proactive 20 in terms of its customer safety aside from, as you 21 stated, sending your Apple Vacations' customers to 22 hotels that Apple is familiar with? 23 A. 24 say the answer is no. I don't know what you mean by proactive. I would Case ID: 080500560 Control No.: 10040612 287 JULIA DAVIDSON 1 Q. Do you know what proactive means? 2 A. It means in advance of some event. 3 Q. Right, and that is exactly what I am talking 4 about. 5 Is there anything that any of the Apple 6 Vacations Companies do to determine whether the resort 7 that they are sending a client to is safe, aside from 8 sending a client to a resort that they are familiar 9 with? 10 A. No. 11 Q. Thank you. 12 I am going to just ask you a couple 13 questions about this document that we have marked here 14 as Davidson 17. 15 Manual. 16 The Apple Vacations' Customer Service There was a reference and, 17 unfortunately, there are no page numbers on this. 18 There is a page entitled Special Requests and it 19 discusses familiarization trips. 20 that document. 21 like, but I can just show you from my copy. 22 A. Yes. 23 Q. I just want to ask you. 24 Okay? And it's in I can turn to the page if you would To your knowledge, would Amstar have Case ID: 080500560 Control No.: 10040612 288 JULIA DAVIDSON 1 the information to put in an Apple Vacations' Customer 2 Service Representative Manual about familiarization 3 trips or would that be information that would come from 4 Apple Vacations? 5 A. 6 because they are providing the ground transfer 7 services. 8 seeing multiple resorts and the company that would 9 transfer them between the resorts would be Amstar. 10 Q. Well, they would be aware of that information And when people go on Fam trips they are Okay. 11 There is a section on Special and 12 Emergency Procedures and there is also a section in 13 here about Death In Resort. 14 Death In Resort, that Apple Vacations would prefer to 15 have the government handle as many of the arrangements 16 as possible. 17 And it states here that Do you have knowledge as to how that 18 got placed in here? 19 A. No. 20 Q. Is that true? 21 A. No. 22 the closest embassy or consulate. 23 government they are referring to is the embassy or the 24 consulate. Well, yes, in the sense that it says contact I assume that is the And it says in the next part, the Case ID: 080500560 Control No.: 10040612 289 JULIA DAVIDSON 1 embassy/consulate will also assist the companion 2 traveling with the deceased. 3 that. 4 Q. 5 Sales and Marketing, Why Apple. 6 a look at that. 7 A. Un-hun. 8 Q. Do you see that there and it talks about goals? 9 A. I do. 10 Q. All right. It seems to refer to There is a section in this document that says 11 And behind that, take Last page. And it talks about -- it gives you an 12 example about gross excursion sales will reach the 13 target of ten thousand per week. 14 understanding that the excursions are exclusively 15 profit of Amstar and not Apple? 16 A. 17 factual. 18 Q. 19 me how much revenue was generated from a particular 20 hotel. 21 that correct? 22 A. Correct. 23 Q. And in the Answers to Interrogatories, I believe 24 you said over seventeen thousand Apple Vacation But is your It's not only my understanding, I know it to be Now, I know that you said that you could not tell You could just tell during a time period; is Case ID: 080500560 Control No.: 10040612 290 JULIA DAVIDSON 1 customers went to -- and I think that was the Oasis, if 2 I am not mistaken. 3 A. It was the specific Oasis Hotel. 4 Q. That specific Oasis Hotel from 2005 to 2007, 5 correct? 6 A. Correct. 7 Q. Do you know how many Apple Vacations' customers 8 in all went to any resort in Cancun, Mexico, between 9 2005 and 2007? 10 A. Not off the top of my head, but we have the 11 ability to determine that. 12 Q. Do you have an estimate as you sit here today? 13 A. I would guess at least seven hundred and fifty 14 thousand passengers. 15 Q. 16 was derived from any of the Apple Vacations' customers 17 vacation trips to Cancun, Mexico, between 2005 and 18 2007? 19 A. I could not estimate that at this time. 20 Q. But you have documents that would tell me that? 21 A. We could determine that. 22 Q. Has Apple Vacations -- any of the Apple 23 Vacations' customer -- excuse me, Companies, ever 24 reprimanded Amstar for unauthorized use of the Apple And on a yearly basis, what was the revenue that Case ID: 080500560 Control No.: 10040612 291 JULIA DAVIDSON 1 Vacations' logo on any of its materials? 2 A. 3 means, but we may have commented that we prefer not to 4 have them use the logo in a particular way. 5 don't know. 6 Q. To your knowledge, has that ever happened? 7 A. Not that I am aware of. I don't believe so. 8 I am not sure what reprimand MS. WINKLER: 9 I really I think I do not have any further questions at this 10 time. 11 Ms. Davidson, I will pass to 12 Mr. Wagner or one of the other 13 attorneys. 14 ---------- 15 BY MR. WAGNER: 16 Q. 17 and I am an attorney with the Marshall, Dennehey firm 18 in Philadelphia and I represent Interface Group. 19 you. Thank you, Ms. Davidson. 20 My name is Tom Wagner Thank You were shown by counsel just a few 21 minutes ago Exhibit 17, which is the Customer Service 22 Manual. 23 there, you said that you, meaning Apple Vacations, use 24 reputable suppliers. And in connection with Ms. Winkler's questions Do you recall that testimony? Case ID: 080500560 Control No.: 10040612 292 JULIA DAVIDSON 1 A. I do. 2 Q. Was the Oasis Cancun one of those reputable 3 suppliers? 4 A. I believe so. 5 Q. It was within, in other words, what you meant by 6 the term "reputable suppliers." 7 A. That is correct. 8 Q. So is it also fair to say then, that neither you 9 nor Apple Vacations would criticize Interface or anyone Is that fair to say? 10 else for having booked a passenger into the Oasis 11 Cancun? 12 A. No, we would not. 13 Q. So it was fair to say that in other words? 14 A. It was fair to say we would not criticize them. 15 Q. Thank you. 16 You have been shown the Asset Purchase 17 Agreement a couple of times during this deposition I 18 believe, have you not? 19 A. 20 shown at all during the deposition, but I am familiar 21 with it. 22 Q. 23 24 I don't believe the Asset Purchase Agreement was All right. I am going to ask you then just to take a look at this document and ask us if you can identify Case ID: 080500560 Control No.: 10040612 293 JULIA DAVIDSON 1 it as the Asset Purchase Agreement. 2 done that and shown it to other counsel, then we will 3 ask the court reporter to mark it with whatever the 4 next number is and I have no idea. 5 MS. WINKLER: 6 MR. WAGNER: 7 THE WITNESS: 8 9 And once you have It would be 19. Thank you. Yes, I am familiar with it. BY MR. WAGNER: 10 Q. Take a look, please, at Page 3, Paragraph 4 of 11 that document. 12 A. Page 3 is an index. 13 Q. Well then keep going. 14 Page 3. 15 A. Yes, there is. 16 Q. Paragraph 4, specifically the paragraph there is 17 broken down. 18 first and then read out loud into the record Subsection 19 A (I). 20 A. 21 Purchaser will assume and pay," Roman Numeral I, "all 22 liabilities and discharge all obligations arising from 23 the charter trips, air transportation and vacation 24 packages related to trips departing after the closing There is probably another Paragraph 4. I would like you to read to yourself All right. AI says as follows: "At the closing, Case ID: 080500560 Control No.: 10040612 294 JULIA DAVIDSON 1 date." 2 Q. 3 the closing date? 4 A. It was. 5 Q. That is a yes? 6 A. Yes. 7 Q. Can I have the document back, please? 8 A. You may. 9 Q. Thank you. Was Nolan Webster's trip a trip departing after 10 MS. WINKLER: 11 VIDEO OPERATOR: 12 13 14 15 Off the record. 6:31 PM. Pause. (Whereupon, a discussion was held off the record.) (Whereupon, proceedings were 16 reconvened with all counsel and the 17 witness present.) 18 ----------- 19 (Whereupon, Davidson 19, Asset 20 Purchase Agreement By and Between 21 Interface Group-Massachusetts, LLC and 22 AVB, LLC, was marked for 23 identification.) 24 ----------- Case ID: 080500560 Control No.: 10040612 295 JULIA DAVIDSON 1 VIDEO OPERATOR: 6:32 PM. 2 Proceed. 3 BY MR. WAGNER: 4 Q. 5 couple of times, Ms. Davidson, that Nolan Webster was 6 an AVB passenger rather than, strictly speaking, an 7 Apple Vacations' passenger in your interpretation or 8 your estimate; is that correct? 9 A. That is correct. 10 Q. All right. I think you made the point in your testimony a 11 And by AVB, you are referring to a 12 company that has been identified as AVB, LLC? 13 A. Correct. 14 Q. And if I understand this correctly, AVB, LLC 15 acquired GWV as a tradename as part of that Asset 16 Purchase Agreement we just identified as Exhibit 19? 17 A. Correct. 18 Q. All right. 19 Do you know what the initials AVB stand 20 for in AVB, LLC? 21 A. 22 Vacations Boston, but it is -- it is the corporate name 23 AVB. There is -- it is not an abbreviation. 24 Q. No question, though, the term AVB, the AV in that Well, internally we refer to it as Apple Case ID: 080500560 Control No.: 10040612 296 JULIA DAVIDSON 1 came from Apple Vacations, right? 2 A. That would be how we refer to it internally. 3 Q. AVB, LLC is part of the Apple group of companies, 4 isn't it? 5 A. 6 other companies doing business as Apple Vacations and 7 used a different tradename. 8 Q. 9 part of the Apple group of travel related entities. At the time it had different ownership than the Certainly, though, it's now and always has been a 10 Isn't that fair to say? 11 A. 12 but again, it had different ownership at the time than 13 the other companies, was restricted in the area it did 14 business to the New England area, and operated for most 15 of the time for a fair period after the transaction 16 under a different tradename than the other companies. 17 Q. 18 Vacations Company. 19 dispute at all -- 20 A. 21 way it traded. 22 Q. 23 24 It was referred to as an Apple Vacations Company, And you said it was referred to as an Apple You wouldn't disagree at all or GWV Vacations and Apple Vacations Company was the Let me finish my question. You wouldn't disagree with at all or dispute at all the fact that it was and should be Case ID: 080500560 Control No.: 10040612 297 JULIA DAVIDSON 1 referred to as an Apple Vacations Company? 2 A. I would not. 3 Q. Thank you. 4 When and why was AVB, LLC formed? 5 A. It was formed in October 2006, I believe October 6 30th, for the sole purpose of acquiring the assets 7 under the then contemplated transaction. 8 Q. 9 out this Asset Purchase Agreement that we've identified In other words, for the sole purpose of carrying 10 as Exhibit 19? 11 A. 12 not been signed, so it was a contemplated transaction. 13 Q. But the answer is yes? 14 A. Yes. 15 Q. By whom was it so formed? 16 A. I am not sure I understand the question. 17 mean the law firm? 18 Q. 19 company and who actually was the driving force behind 20 forming it? 21 A. 22 Mullen, Matthew Mullen, and Janine Mullen Zozaya in 23 order to have the company to complete the contemplated 24 transaction. Yes. No. At the time it was formed an agreement had Do you Do you mean who the owners were? I mean who conceived the idea to make that Well, it was formed by Timothy Mullen, Jeffrey Case ID: 080500560 Control No.: 10040612 298 JULIA DAVIDSON 1 Q. And I am not going to ask you to repeat who all 2 those people are because I think Ms. Winkler did all 3 that much earlier. 4 MR. GALLOGLY: 5 Son, son, son, daughter. 6 BY MR. WAGNER: 7 Q. 8 was asking you about. You did dispute something before that Ms. Winkler 9 In Exhibit 5, you can find it again if 10 you want to, but it may not be necessary. But in 11 Exhibit 5 there is a press account which says that 12 Apple Vacations acquired GWV and you specifically said 13 that you dispute that. 14 A. 15 a legal entity. 16 privately held company. 17 "Apple Vacations." 18 Q. 19 the Apple Vacation Companies ever did anything to 20 correct that, that press account in any way. 21 A. It was probably not considered worth correcting. 22 Q. Because it certainly wasn't misleading or 23 fundamentally incorrect; isn't that right? 24 A. Do you remember that? Because it refers to Apple Vacations as if it was It talks about Apple Vacations, a Well, there is no company It is a licensed tradename. I am wondering whether you or anyone on behalf of The bulk of the press release is an accurate Case ID: 080500560 Control No.: 10040612 299 JULIA DAVIDSON 1 description. 2 Q. 3 about Nolan Webster's booking, you said that after the 4 Asset Purchase Agreement was completed all of the 5 information regarding his booking went into the SAP 6 computer system that, quote, we use, unquote. 7 remember saying that? 8 A. I do. 9 Q. Who did you mean by we? 10 A. All of the companies, including AVB. 11 the companies doing business as Apple Vacations then 12 and AVB were set up to use the SAP system. 13 Q. 14 that the Apple Vacation Companies, including AVP and 15 the others, are not hotel inspection companies I think 16 is the way you put it, correct? 17 A. Yes. 18 Q. And, therefore, you don't regard it as their 19 responsibility to be inspecting or evaluating the 20 safety facilities at places like the Oasis Cancun and 21 many others; is that correct? 22 A. Yes. 23 Q. Is it fair to say then, you would also not expect 24 a company like Interface Group to perform such When Ms. Winkler was asking you some questions Do you So all of You have made it very clear in your testimony Case ID: 080500560 Control No.: 10040612 300 JULIA DAVIDSON 1 inspections? 2 A. Correct. 3 Q. Do you have an understanding of what the business 4 of Interface Group-Massachusetts, LLC is or was rather 5 at the time of the Asset Purchase Agreement? 6 A. 7 brand for wholesale tour operations and I believe it 8 also had another company that was a retail agency. 9 Other than that, I am not aware. Well, as I understand it, it was using GWV as a 10 Q. Do you still have the Asset Purchase Agreement in 11 front of you there? 12 Page 1 of that document which we identified as Exhibit 13 19, and tell me if on Page 1 you find any description 14 of the business of Interface Group-Massachusetts, LLC? 15 A. 16 Division is in the business of selling charter tours, 17 air transportation and vacation packages through 18 independent travel agents and directly to the public to 19 destinations in the Caribbean, Mexico and elsewhere 20 under the trade names GWV Travel, GWV Vacations and GWV 21 International." 22 Q. 23 description? 24 A. I would like you to take a look at "Interface, Seller through its GWV Travel Do you have any reason to doubt or question that I do not. Case ID: 080500560 Control No.: 10040612 301 JULIA DAVIDSON 1 Q. Or did you at the time of this agreement with 2 what you just told us already that you are familiar 3 with? 4 A. I do not or did not. 5 Q. Thank you. 6 In entering into the Asset Purchase 7 Agreement, did you or anyone at Apple expect in any way 8 or rely in any way on Interface Group-Massachusetts, 9 LLC to have done any inspections or evaluations at the 10 Oasis Cancun? 11 A. We did not. 12 Q. Could I have the document in front of you back, 13 please? 14 A. Certainly. 15 Q. Thank you. 16 I wasn't clear on something that I 17 think you did testify about before, but I want to make 18 sure it is clear on the record. 19 At the time that Nolan Webster's 20 reservation at the Oasis Cancun was booked through 21 Interface Group, did your company, did Apple also book 22 people routinely at the Oasis Cancun? 23 A. 24 Yes. MR. WAGNER: You will be Case ID: 080500560 Control No.: 10040612 302 JULIA DAVIDSON 1 pleased to know I have no further 2 questions. 3 Davidson, for your patience. 4 5 Thank you very much, Ms. MR. GRIMES: I have no MR. JAROSZ: I have no questions. 6 7 questions. 8 MS. WINKLER: 9 I have a couple more and it really is a couple more. 10 ------------ 11 BY MS. WINKLER: 12 Q. 13 identified and has been marked as Davidson 19 for 14 identification. 15 entirety had exhibits with it as well that were not 16 attached here today. 17 A. Yes. 18 Q. And they were made a part of the Agreement, 19 correct? 20 A. Yes. 21 Q. Thank you. 22 The Asset Purchase Agreement that you have This Asset Purchase Agreement in its Is that fair to say? Also on the last page of this document, 23 it has the signers, the signature page for the Asset 24 Purchase Agreement. Do you see that there? Case ID: 080500560 Control No.: 10040612 303 JULIA DAVIDSON 1 A. I do now. 2 Q. And can you just state for the record who the 3 purchaser is? 4 there is a guarantor and who signed on behalf of the 5 guarantor? 6 A. 7 Vice President for AVB, LLC, and the Guarantor is 8 Atkinson & Mullen Travel, Inc., d/b/a Apple Vacations, 9 which was signed for by Jeffrey Mullen, Executive Vice Who signed for the purchaser and if The purchaser was signed for by Timothy Mullen as 10 President. 11 Q. Thank you. 12 I have a further question about the SAP 13 computer system, that software that you Spoke of. Is 14 that how the Apple Vacations Companies transmit 15 information, through that system to Amstar? 16 A. 17 the pending passengers that they are to transport 18 originates from that system, but it is not sent to them 19 in that system. 20 form that is sent to them by e-mail. 21 Q. 22 generated into an e-mail and sent somehow as a pdf or 23 similar form? 24 A. The manifests that are given to Amstar to know Okay. It is converted to another document So it is from that system, but then it's Similar to a pdf. Case ID: 080500560 Control No.: 10040612 304 JULIA DAVIDSON 1 Q. Thank you. 2 I failed to mark another document that 3 I would just like to mark and have you identify. 4 Excuse me. 5 identification. If we can mark this as Davidson 20 for 6 ----------- 7 (Whereupon, Davidson 20, Apple 8 Vacations, Mexico Travel Guide, Cancun 9 & Riviera Maya, Volume XIII 2006, was 10 marked for identification.) 11 ----------- 12 BY MS. WINKLER: 13 Q. 14 counsel that are here, it says Apple Vacations, Mexico 15 Travel Guide, Cancun and Riviera Maya. 16 Volume 13, 2006. 17 this? 18 A. It does. 19 Q. Is this in fact one of the Apple Vacations' 20 brochures that was put out in 2006? 21 A. 22 is generated by Amstar and our name is on the cover. 23 If you go the third page in, you will see that this is 24 visit here, Mexican Amstar, the official representative And I will represent for the record and for all And it says Is that correct, on the front page of Well, it wasn't put out by Apple Vacations. It Case ID: 080500560 Control No.: 10040612 305 JULIA DAVIDSON 1 and it is signed off by Eugene Rybicki. 2 Q. Okay. 3 And we spoke about him before. 4 the Managing Director at Amstar, correct? 5 A. That is correct. 6 Q. Okay. He is 7 So this document that we just marked as 8 Davidson 20, is it completely generated by Amstar or is 9 there a collaboration with Apple Vacations, if you 10 know? 11 A. 12 excursions. 13 Q. It's generated by Amstar. It is about All right. 14 And on the third page that you just 15 identified, just so that we are clear. 16 that is signed by Mr. Rybicki, it says, "Welcome, on 17 behalf of Apple Vacations," correct? 18 A. It does. 19 Q. All right. 20 That portion And later on in that same page it 21 describes your personal Apple Vacations' 22 representative, correct? 23 A. 24 of Apple Vacations - Welcome to Mexico." Right. They are welcome -- "Welcome, on behalf So this is Case ID: 080500560 Control No.: 10040612 306 JULIA DAVIDSON 1 done -- that welcome is kind of in their capacity as 2 our representative. 3 Q. 4 of this document. 5 A. I do. 6 Q. It is various coupons? 7 A. I do. 8 Q. Does Apple Vacation have any input into the 9 creation of these coupons or the fact that they are The Apple Vacations' coupons that are at the back Do you see them there? 10 even there? 11 A. No. 12 Q. Did you know that they were there? 13 A. No. 14 to receive a particular discount that Amstar has 15 negotiated as compared to any of the other tour 16 companies or independent passengers that are booking an 17 excursion with the excursion providers. 18 Q. 19 Amstar company to prepare and hand out this Mexico 20 Travel Guide that we see here and has been marked as 21 Davidson 20? 22 A. 23 authorized per se, but I have no doubt that in the past 24 we were aware that Amstar was doing this and agreed to This entitles the person with these coupons Do the Apple Vacation Companies authorize the I doubt that this particular edition was Case ID: 080500560 Control No.: 10040612 307 JULIA DAVIDSON 1 allow them to do it since it's Edition 13. 2 Q. 3 brochure was authorized per se? 4 A. 5 that we have for reviewing these -- the issuance of 6 these particular documents. 7 Q. 8 they were being prepared and disseminated, but 9 specifically with regard to the individual particular And why do you say you doubt that this particular Because there is no process that I am aware of So generally, there was an understanding that 10 guide, they were not individually reviewed. 11 fair to say? 12 A. Yes. 13 MS. WINKLER: 14 don't have any further questions. 15 thank you for your time. 16 MR. WAGNER: 17 Thank you. I I No further questions. 18 ---------- 19 BY MR. GALLOGLY: 20 Q. 21 Is that Ms. Davidson, I have a few. Ms. Winkler said at one point hours ago 22 I think, something about Apple Vacations' hotels. 23 I just want to clarify some things here. 24 And Did AVB, LLC or Atkinson & Mullen Case ID: 080500560 Control No.: 10040612 308 JULIA DAVIDSON 1 Travel, Inc., or any of the other companies which did 2 business under the name Apple Vacations at the time of 3 this accident actually own any hotels? 4 A. 5 has ever owned or managed any hotel. 6 Q. No company that does business as Apple Vacations Okay. 7 It's been alleged in this case that -- 8 well, actually, all of the Defendants. It's been 9 alleged that all of the Defendants owned, operated, 10 managed and controlled the Oasis Cancun Resort. 11 that be true of Atkinson & Mullen Travel, Inc., or AVB, 12 LLC? 13 A. No, it would not. 14 Q. It's also been claimed that all the Defendants in 15 this litigation have profited from the consumption of 16 alcohol on these package tours, including Nolan 17 Webster's trip to the Oasis Cancun. 18 Webster's drinking habits have any impact on the amount 19 of profit made by the tour operator? 20 21 22 MS. WINKLER: form. Would Would Nolan Objection as to You can answer. THE WITNESS: No. Our -- we 23 pay the hotel a set price for a room 24 based on the occupancy and the day of Case ID: 080500560 Control No.: 10040612 309 JULIA DAVIDSON 1 the year, the day of the week, the 2 season affects the price. 3 not they eat the food or drink the 4 alcohol makes no difference to the 5 price we pay the hotel. 6 and profit is based on what we pay the 7 hotel and the airline and the ground 8 transfer company. 9 10 Whether or And our cost BY MR. GALLOGLY: Q. All right. 11 It's also been claimed that all of the 12 Defendants encourage the consumption of alcohol on 13 these trips. 14 Company encourage the consumption of alcohol by Nolan 15 Webster? 16 A. No. 17 Q. Do you have any idea what they might be talking 18 about there? 19 A. I have no idea. 20 Q. Did either Atkinson & Mullen Travel Incorporated, 21 or AVB, LLC, or any other company doing business under 22 the name of Apple Vacations, have anything to do with 23 the sale of this particular trip to Cancun by Kristen 24 Zagami and Nolan Webster? To your knowledge, did any Apple Vacation Case ID: 080500560 Control No.: 10040612 310 JULIA DAVIDSON 1 A. The purchase of the trip by them? 2 Q. Right. 3 A. No, we did not. 4 Q. Had that sale already occurred by the time that 5 AVB, LLC acquired the assets of Interface 6 Group-Massachusetts? 7 A. 8 and paid for on November 7th. 9 Agreement was signed on the 30th, and the transaction Yes. As I understand it, their trip was booked The Purchase and Sale 10 closed on December 18th. 11 Q. 12 AVB, LLC, or any other company using the name Apple 13 Vacations, had anything to do with offering the Oasis 14 Cancun Resort as a travel designation to Kristen Zagami 15 and Nolan Webster? 16 A. No. 17 Q. Was this something that would have been done when 18 Interface was doing business under the name of GWV 19 Vacations? 20 A. Yes. 21 Q. What company would have actually booked this trip 22 with the Oasis Cancun in terms of which tour operator? 23 A. 24 notification -- initial notification based on the Would Atkinson & Mullen Travel Incorporated, or Well, the -- GWV would have sent the Case ID: 080500560 Control No.: 10040612 311 JULIA DAVIDSON 1 booking of payment. 2 Q. Which company trading as GWV? 3 A. Interface Group. 4 Q. So this was not AVB, LLC, it was Interface 5 Trading as GWV at this point? 6 MR. WAGNER: 7 Leading. 8 9 Objection. THE WITNESS: Correct. BY MR. GALLOGLY: 10 Q. To your knowledge, would anyone at AVB, LLC, or 11 Atkinson & Mullen Travel Incorporated, or any other 12 company using the name Apple Vacations, based on how 13 you understand this particular trip was purchased and 14 arranged have had any personal contact with Kristen 15 Zagami or Nolan Webster? 16 A. No. 17 Q. Do you know whether Kristen Zagami or Nolan 18 Webster ever saw an Apple Vacations' brochure in 19 connection with this trip? 20 A. No. 21 Q. Was John Mullen ever an officer of AVB, LLC? 22 A. No. 23 Q. Did Atkinson & Mullen Travel Incorporated have 24 any involvement or connection whatsoever in this trip Case ID: 080500560 Control No.: 10040612 312 JULIA DAVIDSON 1 to Cancun? 2 A. No. 3 Q. Did Atkinson & Mullen Travel, or AVB, LLC, or any 4 other company doing business under the name of Apple 5 Vacations, have any control over the hiring, training, 6 supervision, firing or retention of any hotel employees 7 or management personnel, including lifeguards? 8 A. No. 9 Q. Same question with regard to bartenders. 10 A. No. 11 Q. Did any Apple Vacations Company, as we have been 12 calling them, have any input with regard to whether or 13 not there were swim-up bars at the Oasis Cancun? 14 A. No. 15 Q. Did any Apple Vacations Company have any control 16 with regard to the provision of medical services at the 17 Oasis Cancun Resort? 18 A. No. 19 Q. Ms. Davidson, based on what you've heard 20 regarding this incident, do you have any reason to 21 think that -- or strike that. 22 Based on what you have heard regarding 23 this incident, do you know whether alcohol had any role 24 in Mr. Webster's death? Case ID: 080500560 Control No.: 10040612 313 JULIA DAVIDSON 1 A. I have no information about what led to his 2 drowning. 3 Q. 4 mattered whether there were any lifeguards at the pool? 5 A. No. 6 Q. Do you have any idea what caused him to go -- to 7 be found face down in the water? 8 A. Do you have any idea whether it would have I don't. 9 MR. GALLOGLY: 10 That is all I have. 11 Thank you. 12 ---------- 13 BY MR. WAGNER: 14 Q. 15 whether any Apple Vacation Company had anything to do 16 with this trip by Nolan Webster and Kristen Zagami and 17 you said no. Ms. Davidson, you were just asked by your counsel 18 MR. GALLOGLY: 19 form. Objection to That is not the question. 20 BY MR. WAGNER: 21 Q. 22 no to that? 23 A. 24 slightly different than what you're -- Is that correct, is that what you said, you said I answered no to his question which I think is Case ID: 080500560 Control No.: 10040612 314 JULIA DAVIDSON 1 MR. GALLOGLY: 2 I asked if Atkinson & Mullen Travel had any issue. 3 THE WITNESS: 4 MR. WAGNER: Right. Okay. Fine. 5 BY MR. WAGNER: 6 Q. And you gave a negative answer to that, right? 7 A. To Atkinson & Mullen Travel, Inc. 8 Q. Fine. 9 To be clear, this trip by those two 10 young people, Kristen Zagami and Nolan Webster, was one 11 of the assets that AVB, LLC purchased because it was 12 booked but not yet departed? 13 A. Correct. 14 MR. WAGNER: 15 Thank you very much. 16 THE WITNESS: 17 You're welcome. ---------- 18 BY MS. WINKLER: 19 Q. 20 Answers to Interrogatories, and if you would like you 21 can pull that out but I can reference it very quickly. 22 If you go to Interrogatory Number 14. 23 24 Was the entire question of that one of your We had asked whether your company contended that that Plaintiff-decedent Nolan Webster, Case ID: 080500560 Control No.: 10040612 315 JULIA DAVIDSON 1 by any act or omission whatsoever, including but not 2 limited to any alleged abnormal or incorrect use or 3 misuse of the swimming pool, caused or contributed to 4 the cause of the alleged occurrence. 5 state in detail each act or omission by the Plaintiff 6 and/or Plaintiff-decedent which it is contended caused 7 or contributed to the alleged occurrence and please 8 describe in detail any and all facts or evidence in 9 your possession that supports such contention. If so, please Do you 10 said that? 11 A. Yes, I do. 12 Q. And you said yes when you answered that; is that 13 correct? 14 A. Yes. 15 Q. Do you want to retract that statement in your 16 Answers to Interrogatories today? 17 A. No. 18 Q. We have asked you if you have any knowledge as to 19 whether any -- whether any alcoholic beverages had 20 anything to do with his death, and I think your counsel 21 asked you that, and I believe you stated that you have 22 no knowledge as to that; is that correct? 23 A. 24 of alcohol caused him to die, but we believe it I have no knowledge about whether the consumption Case ID: 080500560 Control No.: 10040612 316 JULIA DAVIDSON 1 contributed to it based on the information that has 2 been reported in the materials that we've seen from 3 this case. 4 Q. 5 that the decedent may have been intoxicated at the time 6 of the incident? 7 A. 8 testimony that they were drinking. 9 people that were attempting to assist him. And what information do you have that indicates Comments from his girlfriend, I believe in her And comments by There 10 appeared to be confusion about whether the red around 11 his mouth was strawberry daiuiri I believe the comment 12 was, which is an alcoholic beverage I am pretty sure. 13 Q. 14 reviewed with regard to the death of Nolan Webster 15 other than what you have testified about here today; is 16 that correct? 17 A. 18 I have seen them in the past. 19 Q. 20 preparation for today. 21 reviewed. 22 A. So there are other documents that you have I did not review them in preparation for today. I didn't ask you if you reviewed them in I have seen -- 23 24 I asked what documents you MR. GALLOGLY: That is not correct. Case ID: 080500560 Control No.: 10040612 317 JULIA DAVIDSON 1 BY MS. WINKLER: 2 Q. Let me ask you a question directly, okay? 3 The comments that you're describing 4 about Nolan Webster's girlfriend saying that he was 5 drinking. 6 A. Yes. 7 Q. Are those comments that you are referring to from 8 her deposition transcript? 9 A. That is what I recall. 10 Q. Did you ever speak with her other than that? 11 A. No, I have not. 12 Q. So other than reviewing her deposition 13 transcript, do you have any information whatsoever as 14 to anything Kristen Zagami may have said absent her 15 deposition transcript? 16 A. 17 kind of log of events that came from Amstar. 18 Q. 19 believe that Nolan Webster was intoxicated? 20 21 22 23 24 Is that what you stated? Other than if there was anything reported in the Is there any information that leads you to MR. GALLOGLY: You mean apart from your allegations in this suit? MS. WINKLER: I am asking her based on her information. THE WITNESS: Not that I can Case ID: 080500560 Control No.: 10040612 318 JULIA DAVIDSON 1 see in here, but there are comments in 2 here that family members were upset and 3 confused by the two different accounts 4 they have been told, blood or alcoholic 5 drink, and a discussion followed. 6 doctor remained adamant that the red 7 liquid was Mr. Webster's blood. 8 man was -- there was an earlier comment 9 that the man who assisted was convinced 10 that the red color which the doctor had 11 referred to was not blood but was, in 12 fact, a red colored alcoholic drink, 13 bracket, probably strawberry daiquiri, 14 closed bracket. The The 15 BY MS. WINKLER: 16 Q. 17 drinking is not necessarily intoxicated? 18 A. Yes. 19 Q. Do you have any information that leads you to 20 believe that Mr. Webster was intoxicated? 21 A. No. 22 Q. So then your Answer to Interrogatory Number 14 23 would not be correct, is that fair to say? 24 Would you agree with me that somebody that is MR. GALLOGLY: Objection. Case ID: 080500560 Control No.: 10040612 319 JULIA DAVIDSON 1 THE WITNESS: To the extent 2 that you are asking about whether there 3 was something he did that contributed, 4 it is correct. 5 6 MR. GALLOGLY: fairness, Nancy -- 7 8 9 Actually, in MS. WINKLER: Let me just finish. MR. GALLOGLY: We have a form 10 problem here. 11 question asks if we contend. 12 looked at our Answer you will see there 13 are allegations of contributory 14 negligence in our Answer. 15 contention. 16 Do we contend, yes. 17 In fairness, your If you That is a The Answer is accurate. MS. WINKLER: I am not asking 18 what you contend, Andrew, I am asking 19 your witness -- Let me finish. 20 MR. GALLOGLY: 21 my witness is affiliated with -- 22 MS. WINKLER: 23 MR. GALLOGLY: 24 My witness -- Why don't --- defendant which has made that contention. So you Case ID: 080500560 Control No.: 10040612 320 JULIA DAVIDSON 1 are filling the witness with this 2 stuff, we answered regarding a 3 contention made in the case is not 4 fair. 5 MS. WINKLER: 6 am -- 7 MR. GALLOGLY: 8 9 I certainly Misleading and it's unfair. BY MS. WINKLER: 10 Q. Ms. Davidson, in looking at the Answer to 11 Interrogatory Number 14. 12 in Interrogatory Number 14 based upon knowledge that 13 you have or from any source whatsoever? 14 A. 15 log of events provided by Amstar and the information in 16 the case that was presented to us, the questions and 17 the information and response to the questions, I have 18 no other information. 19 Q. 20 that you have an understanding that he may have been 21 drinking. 22 A. That is correct. 23 Q. I am giving you an opportunity here today. 24 you want to retract any portion of your Answer to Is that information that is Other than the materials I've read, such as this And I understand from your testimony here today Is that fair to say? Do Case ID: 080500560 Control No.: 10040612 321 JULIA DAVIDSON 1 Interrogatory Number 14 where you stated that he may 2 have been intoxicated? 3 A. No. 4 MS. WINKLER: 5 I don't have any further 6 questions. 7 8 Thank you. MR. WAGNER: No further questions. 9 VIDEO OPERATOR: This 10 completes the videotaped testimony of 11 Julia Davidson. 12 13 14 The time is 7:04 PM. We are now going off the record. (Adjourned.) 15 16 17 18 19 20 21 22 23 24 Case ID: 080500560 Control No.: 10040612 322 JULIA DAVIDSON 1 C E R T I F I C A T I O N 2 3 I HEREBY CERTIFY that the 4 proceedings and evidence are contained 5 fully and accurately in the 6 stenographic notes taken by me upon the 7 foregoing matter on Tuesday, November 8 24, 2009, and that this is a correct 9 transcript of same. 10 11 12 13 14 15 16 17 Celeste Perla, RPR, CSR, Merit Reporter and Notary Public 18 19 20 21 22 23 (The foregoing certification of this transcript does not apply to any reproduction of the same by any means, unless under the direct control and/or supervision of the certifying reporter.) 24 Case ID: 080500560 Control No.: 10040612