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`Case No. 2024-0331-BWD775)
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`EXHIBIT H
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`EFiled: Apr 15 2025 09:46AM EDT
`Transaction ID 76067956
`Case No. 2024-0331-BWD
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`ffGDWG {TTORNEYS ar Laut
`
`G1ORDANO, DELCOLLO, WERB &GAGNE, LLC
`
`JOSEPH A. GIORDANO
`DEAN C. DELCOLLO
`DADE D. WERB
`DAVID C. GAGNE
`EDWARD A. TARLOV
`
`‘areaLerase
`DEBORAH. GALONBKY
`BRANDONA.SPIVEY
`KATELYN W. CRAWFORD
`JAEVAN C. OWENS
`JAMES J. KRINER
`SCOTT G. WILCOX
`
`Via Electronic Mail
`Jason C. Powell, Esq
`The Powell Firm, LLC
`1813 N. Franklin Street
`P.O. Box 289
`Wilmington, DE 19899
`
`5315 LIMESTONE ROAD
`WILMINGTON,DE 19808
`TELEPHONE(302) 234-6855
`FACSIMILE(302) 234-6876
`
`December3, 2024
`
`RE: Tyson’s Web Solutions, LLC v. Douglas S. Kinney,et al.
`C.A. No. 2024-0331 SG
`
`Dear Jason:
`
`I have reviewed Defendants’ responseto Plaintiffs First Set of Interrogatories and
`believe they are deficient. They include:
`
`Interrogatory No. 9 and 10 — Please identify 3iMachine.com’s total revenue (and
`net profits) in 2022, 2023 and through July 2024. Defendants responded that these
`interrogatories are not reasonably calculated to lead to the discovery of admissible
`evidence. This is not true. The Complaintalleges in paragraphs 50-53 that 3iMachine.Com
`aided and abetted ANR Partners and Douglas Kinney’s breach of fiduciary duties by
`accepting and selling products committed by ANR Partners to the Companyandkept the
`profits. Therefore, 3iMachine.Com’s revenue and profits during this time (2022-2024)is
`completely admissible evidence to show how much money was made from the unlawful
`actions.
`
`Interrogatory No. 17 - Please identify the total amount of compensation, and the
`basis, paid to Douglas Kinney by ANR Partners in 2022, 2023 and through June 2024.
`Again,
`
`

`

`Defendants respond that the interrogatory is not reasonably calculated to lead to the
`discovery of admissible evidence. Paragraphs 37-41 and 42-47 allege that Douglas Kinney
`breachedhis fiduciary duty to the Company by engagingin self-dealing by selling products
`through 3iMachine.Com that were committed to the Company and retained the profits.
`Any compensation paid to Douglas Kinney by 3iMachine.Comis likely to demonstrate the
`claims in the Complaint.
`
`Interrogatory No. 26 - Identify in detail what Mr. Kinney did as part of the
`“investigation on July 12, 2022”relating to the Zond Account and the Snapperz Case as
`referenced in paragraph 46 of the Counterclaim (emphasis added). Defendants responded
`that Defendant Kinney cameto review,sort and analyzeall ofthe various documents within
`the Amazonplatform. The quoted statementis taken from Defendants’ Counterclaim (No.
`46).
`So surely Defendant can provide a detailed response of facts that support the
`statement. The response givenis neither responsivenordetailed.
`
`the “multiple claims of
`Interrogatory No. 27 - Please explain in detail
`infringement” that arose from products that had been sold or produced by TWSand the
`amounts of financial resources that were used to resolve those claims. (emphasis added)
`Defendants’ response was after the SnapperZ case wassettled, Plaintiff continued tosell
`the infringing products on Amazon which created liability in amounts to be determined,
`but included a payment of $13,000. The quoted statement is taken from Defendants’
`Counterclaim (No. 13). Defendant surely has details of the facts that support the statement.
`Plaintiff asks that Defendant provide those detailed facts.
`
`Interrogatory No. 28 - Describe in detail all of the “kickbacks” and “financial
`benefits” that Mr. Lin received from his “sales agent” for ECM sales as asserted in
`paragraph 57 of the Counterclaim. Defendants’
`response was Defendant Kinney
`continuesto investigate the exact amount of benefits received by Lin and reservesthe right
`to supplementthis Interrogatory response as discovery progresses. The interrogatory asks
`Defendants to provide the detailed factual basis for the claim that Lin personally received
`financial benefits from his sales agent and Kinney later discovered that Lin received
`kickbacks from his sales agent and others. The amountof the benefits is only one part of
`the request.
`In addition, these allegations are contained in Defendants’ Counterclaim in
`paragraphs 57 and 100. Rule 11 requires Defendants to have a good faith basis for their
`allegations. If Defendants do not have evidence of the claim, Plaintiff request that these
`claims are removed from the Counterclaims.
`
`Please provide an accounting of the $200,000 Promissory
`Interrogatory No. 29.
`Note You provided to ECM and explain in detail what the funds were used to pay.
`Defendants responded that “to pay for expenses, operating and otherwise, that was
`necessitated due to Lin’s malfeasance and the purchase of inventory for sale on Amazon,
`
`

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`again, due to Lin’s misstatementsas to the viability and availability of inventory. Thisis
`a non-responsive answer. It is a general reiteration of the claims against Mr. Lin. It does
`not provide any details of payments made from the $200,00 promissory note, who, when
`and why the payments were made.
`
`Interrogatory No. 30 - Please state how and when E.Comm.Machine, LLC failed
`to meet
`the financial performance targets referenced in the Operating Agreement.
`Defendants responded, “it began when the fraudulent transfers of assets were discovered
`and continued until Lin’s termination. By way of further reference, please refer to
`paragraphs 72 and 73 of Defendants’ Answer and Counterclaim. This is a non-responsive
`answer. The Operating Agreementstates at Section 6.6(a) “if the Company
`fails to achieve any financial performancetargets outlined in writing and signed by the
`parties hereto (a “Performance Target”), Douglas S. Kinney shall have the rightto elect
`to unwind the transactions that created the Company (the “Unwinding”).” (emphasis
`added). The response fails to answer “how”and “when” E.Comm.Machine, LLC failed
`to meetthe financial performance targets. Moreover, Paragraph 72 to the Counterclaim
`refers only to Mr. Lin’s written agreementto the financial performancetargets and
`paragraph 73 simply indicates that sales were not meeting the financial performance
`targets six monthsinto the business. These paragraphsstill don’t answer the question of
`“how” the financial the Company failed to achieve the financial performancetargets and
`“when” this occurred.
`
`Interrogatory No. 31-37 — these interrogatories all ask to state with specificity all
`damages
`supporting Defendants’ various Counterclaims.
`The responses
`states,
`“Defendant Kinney continues to investigate the exact amount of damages owedby Lin”
`and in response to Interrogatory No. 35 provides “In addition, .
`.
`. damages to ECM’s
`business model, damage to Kinney’s reputation, and continued financial damages whose
`value is being calculated.” These are damages that support Defendants’ own claims. Rule
`11 requires Defendants to have a good faith basis for asserting the claim priorto filing the
`Counterclaim.
`If Defendants do not have factual basis for these damagesat this time
`please withdraw the claims.
`
`Document Request No. 8 - Copies of financial documents showing the revenue of
`3iMachine.com,Inc. from 2022 through 2024. Defendants object to the production of this
`information becauseit is not reasonably calculated to lead to the discovery of admissible
`evidence. This is not true. The Complaint alleges in paragraphs 50-53 that 3iMachine.Com
`aided and abetted ANR Partners and Douglas Kinney’s breach of fiduciary duties by
`accepting and selling products committed by ANR Partners to the Company and kept the
`profits. Therefore, 3iMachine.Com’s revenue and profits during this time (2022-2024)is
`completely admissible evidence to show how much money was made from the unlawful
`
`

`

`actions.
`
`Document Request No. 9 - Copies of financial documents showingthenet profits
`of 3iMachine.com,Inc. from 2022 through 2024. Defendants assert the same objection.
`This information is reasonably calculated to lead to the discovery of admissible evidence
`for the reason states in the above response to document request number8.
`
`Document Request No. 14 - Accountingofall sales of products sold by 3iMachine,
`Inc. from 2022 through 2024. Same objection and same response whythe informationis
`reasonably calculated to lead to the discovery of admissible evidence.
`
`Document Request No. 18 - Accounting of all inventory of products held by
`3iMachine,Inc. from 2022 through 2024. Same objection and same response whythe
`information is reasonably calculated to lead to the discovery of admissible evidence.
`
`Document Request No. 19 - Copies of all of E.;Comm.Machine, LLC’s tax filing
`from 2022 through 2024. Defendants object because the documents are confidential (not
`a valid reason to object) and not reasonably calculated to lead to the discovery of
`admissible evidence. This is untrue. The claimsasserted by Plaintiff in the Complaint are
`that Defendants breached their fiduciary duties to Plaintiff by stealing products that were
`to be sold through E.Comm.Machine, LLC and effectively locking Plaintiff out of the
`business and then dissolving it. E;Comm.Machine, LLC’s financial documents,including
`its tax filings, are completely relevant to the truth of these claims. Only Mr. Kinney has
`access to and can produce E.Comm.Machine, LLC tax returns. Moreover, Plaintiff is
`entitled to these documents under 8 Del. C. §220.
`
`Document Request No. 20 - Copies of all of ANR Partners, LLC’s tax filing from
`2022 through 2024. Defendants object to this request becauseit is not reasonably calculated
`to lead to the discovery of admissible evidence. The Complaint alleges that ANR Partners
`and Douglas Kinney’s breached their fiduciary duties by accepting and selling products
`committed by ANR Partners to the Company and kept the profits. Therefore, financial
`information including ANR Partners’ tax filings are reasonably calculated to lead the
`discovery of admissible evidence regarding the claims.
`
`Document RequestNo. 21 - Copiesofall of 3iMachine,Inc.’s tax filing from 2022
`through 2024. Defendants object to this request because it is not reasonably calculated to
`lead to the discovery of admissible evidence. The Complaint alleges that ANR Partners
`and Douglas Kinney’s breach of their fiduciary duties by accepting and selling products
`committed by ANR Partners to the Company and kept the profits. Therefore, financial
`information including ANRPartners’ tax filings are reasonably calculated to lead the
`
`

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`discovery of admissible evidence regarding the claims.
`
`Document Request No. 22 - Copies of all of Douglas Kinney’s tax filings from
`2022 through 2024. Defendants object to this request because it
`is not reasonably
`calculated to lead to the discovery of admissible evidence. The Complaint alleges that
`Douglas Kinney breached his fiduciary duties by selling products committed by ANR
`Partners to the Company and kept
`the profits. Mr. Kinney was the managing and
`controlling member of E.;Comm.Machineand controlled all matters and profited off of
`this position. Therefore, financial information including his tax filings are reasonably
`calculated to lead to the discovery of admissible evidence regarding the claims.
`
`Document RequestNo.25, 28 (first No. 2), and 29 (274 No. 29) — These requests
`seek documents reflecting sales of inventory, distributions or other payments to
`shareholders, and assets of 3iMachine, Inc. Defendants object to these requests becauseit
`is not reasonably calculated to lead to the discovery of admissible evidence. The
`Complaint alleges in paragraphs 50-53 that 3iMachine.Com aided and abetted ANR
`Partners and Douglas Kinney’s breach of fiduciary duties by accepting and selling
`products committed by ANR Partners to the Companyandkept the profits. Therefore,
`documents representing 3iMachine.Com’s sales of inventory, distributions or other
`payments to shareholders, and assets is completely admissible evidence to show how
`much money was made from the unlawfulactions.
`
`Document Request No. 37 — This request seeks all schedule K-1 documents issued
`from 2020 to present. Defendant indicates that no documents will be produced as the
`requested documents are confidential (not a valid basis to object) and this request is not
`reasonably calculated to lead to the discovery of admissible evidence. The claims asserted
`by Plaintiff in the Complaint are that Defendants breachedtheir fiduciary duties to Plaintiff
`by stealing products that were to be sold through E.Comm.Machine, LLC andeffectively
`locking Plaintiff out of the business and then dissolving it. E.Comm.Machine, LLC’s
`financial documents, includingits tax filings, are completely relevantto the truth of these
`claims. Only Mr. Kinney has access to and can produce E.Comm.Machine, LLC K-1
`documents. Moreover, Plaintiff is entitled to these documents under8 Del. C. §220.
`
`Plaintiff requests that Defendants provide amended answersto the noted
`interrogatories and documents request no later than December23, 2024.
`
`Singefely,
`DeeNt
`
`7
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`