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Broker Testimony

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					 1                                                            VOLUME 1 OF 2
 2                                                            PAGES 1 - 82
 3                                                            EXHIBITS:   0
 4                      COMMONWEALTH OF MASSACHUSETTS
 5
 6   MIDDLESEX, SS.                   SUPERIOR COURT DEPARTMENT
 7                                    DOCKET NO: MICV2006-04079
 8
 9   KATHRYN K. CULLEY, ET AL )
10                            )        PORTION OF JURY TRIAL
11   VS.                      )            June 24, 2010
12                            )
13   GARY CATO, ET AL         )
14
15                    Before the Honorable Judge Murtagh
16   APPEARANCES:
17
18   For the Plaintiffs:
19   Michael C. McLaughlin, Esquire
20   1 Beacon Street
21   33rd Floor
22   Boston, MA 02108
23
24   For the Defendant:
25   Denise A. Brogna, Esquire
26   12 Chestnut Street
27   Andover, MA 01810
28
29   For the Co-Defendant:
30   Christopher Maffucci
31   303 Congress Street, 2nd floor
32   Boston, MA 02210
33
34         Proceedings Recorded by Electronic Sound Recording,
35          Transcript produced by Approved Court Transcriber
36
37                      THIS TRANSCRIPT CONTAINS ONLY
38                  TESTIMONY OF WITNESS, WILLIAM WRIGHT
39
40
41                   Pamela Borges DosSantos, Notary Public
42            Massachusetts and New York Approved Court Transcriber
43                    PBH Paralegal & Transcription Services
44                               460 County Street
45                           New Bedford, MA 02740
46                                 (508) 996-3898
47                               Fax (508)996-2403
48
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 9   [    ]         Brackets are also used to designate transcriber

10   comments. For example the words [END OF SIDE ONE, TAPE ONE],

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12   comments and not part of the actual litigation audio record.

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14                  When the transcriber is unable to ascertain a

15   spoken word or words, the word is typed as it sounds

16   phonetically followed by the word “phonetic” in brackets.

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19   to be incorrect, the term shall be typed as spoken followed by

20   “sic” in brackets after the term or word.

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                                                                       1-3
 1       [The following is a transcript of only the examination of the

 2        Witness, William Wright – This is not a complete transcript

 3                  of the hearing held on June 24-25, 2010]

 4

 5   [On the record at 10:39:20 a.m.]

 6                            WILLIAM WRIGHT, Sworn

 7               DIRECT EXAMINATION OF WITNESS, WILLIAM WRIGHT

 8   BY:    MR. McLAUGHLIN

 9   Q      Can you please state your name and spell it?

10   A      Good morning.    William Wright, W-R-I-G-H-T.

11   Q      And, Mr. Wright, what is your occupation?

12   A      I am a real estate broker.

13   Q      And who do you work for?

14   A      RE/MAX Executive Realty is the company that I work for.

15   Q      Okay.   And the -- And what is your position at RE/MAX

16   Executive Realty?

17   A      Well, I have lots of titles.   Call me what you want.     I’m

18   the broker of the company, meaning my license is the license

19   that the company uses to operate.     I’m the president of the

20   company, and I’m a -- one of the principal owners.

21   Q      And do you have a website for RE/MAX Executive Realty?

22   A      Yes, we do.

23   Q      And is it fair to say RE/MAX Executive Realty’s website

24   says they special -- that you specialize in new construction?

25   A      Without reading through the details of the website, I -- I
                                                                     1-4
 1   -- I don’t know off the top of my head.

 2   Q     Do you specialize in new construction?

 3   A     Do I personally?

 4   Q     Does RE/MAX Executive Realty specialize in new

 5   construction?

 6         THE COURT:    Okay.   As of what time -- I think we gotta put

 7   the time --

 8   Q     As of -- In 2004 and 2005.

 9   A     We have -- In our company at that time, excuse me, we had

10   a -- a number of real estate agents who did do a significant

11   amount of new construction, and, yes, they did specialize in

12   it.

13   Q     Okay.   Can you tell the jury what kind of degree you

14   received from college?

15   A     I graduated from the University of Illinois with a general

16   engineering degree.

17   Q     And you also took case -- courses specializing in

18   structural engineering, correct?

19   A     Yes, I did.

20   Q     And you also took courses specializing in civil

21   engineering, correct?

22   A     Yes, I did.

23   Q     Okay.   And you also hold -- At one point, you held a

24   construction supervisor’s license, is that correct?

25   A     Yes, that is correct.
                                                                    1-5
 1   Q    Okay.    And do you hold that license any longer?

 2   A    No, I do not.

 3   Q    Okay.   And you yourself have built a home as a general

 4   contractor, is that correct?

 5   A    I acted as the general contractor building my own home.

 6   Q    And with regard to the matter before the jury today, can

 7   you tell the jury whether you have experience in real estate

 8   development itself?

 9   A    I just want to make sure I’m cla -- clear on the question.

10   When you’re saying, “you” --

11   Q    Yes, I’m --

12   A    -- you're saying the --

13   Q    -- talking about you, --

14   A    -- company or me --

15   Q    -- you, personally.

16   A    I have a little bit of experience personally with it, yes.

17   Q    And that has to do with the purchase of land, subdividing

18   it into separate lots, and selling those lots?

19   A    Yes.    The -- My present home that I live in, I purchased

20   with a partner at the time, five acres I think it was, and we

21   had it divided into a couple of different lots.   We each built

22   our own homes on it, so that experience was taking it through,

23   once again, for my own personal property.

24   Q    And, so, you know -- And you also have in your role of --

25   in building your own house, you know what it’s like to obtain a
                                                                     1-6
 1   building permit from the Building Department, is that correct?

 2   A    I built my house -- We did the subdividing back in 1987

 3   and built our house in 1989, so to say I have a recollection of

 4   it, okay, I’ve been through the process, yes.   Okay?   But did -

 5   - it has been a long time.

 6   Q    Now, with regard to the Culleys, you are aware, are you

 7   not, that the Culleys signed an Agreement with Gail Dubois

 8   concerning disclosures on dual agency, is that correct?

 9        MR. MAFFUCCI:   Objection, Your Honor.   This is, again,

10   getting off-track of the issues.

11        THE COURT:   Come on over here, okay, so I make myself

12   clear.

13       [On the record discussion at side bar at 10:44:16 a.m.]

14        THE COURT:   Okay?   What I said in [Indiscernible at

15   10:44:17 a.m. - low audio at side bar] okay, and I said that

16   the question of [Indiscernible at 10:44:25 a.m. - low audio at

17   side bar] and everything, okay?    So I don’t know [Indiscernible

18   at 10:44:34 a.m. - low audio at side bar] obligation

19   [Indiscernible at 10:44:38 a.m. - low audio at side bar]

20   somewhere after, I’ll probably let that in.   In other words, if

21   there’s something wrong with the idea of excluding

22   [Indiscernible at 10:45:04 a.m. - low audio at side bar].

23            [Indiscernible discussions at 10:45:05 a.m. -

24                        low audio at side bar]

25        THE COURT:   What do you say, okay?   I mean, --
                                                                        1-7
 1                  [Indiscernible discussions at 10:45:20 a.m. -

 2                             low audio at side bar]

 3           THE COURT:    Well, no.   No, no, no.   It’s not all humility,

 4   okay?    In other words, if, in fact, okay -- I haven’t seen any

 5   law yet, okay, that tells me, okay, what happens if, in fact,

 6   there was a dual agency and the dual agency [Indiscernible at

 7   10:45:37 a.m. - low audio at side bar].         I just don’t know what

 8   the [Indiscernible at 10:45:40 a.m. - low audio at side bar].

 9           ATTORNEY:    He’s willing to stipulate.    He said

10   yesterday there was no dual agency.       We can save some time if

11   he’s willing to stipulate there was no dual agency.

12           THE COURT:    And [Indiscernible at 10:45:56 a.m. - low

13   audio at side bar].

14                  [Indiscernible discussions at 10:46:00 a.m. -

15                             low audio at side bar]

16           THE COURT:    I'm not gonna exclude it right now,

17   [Indiscernible at 10:46:06 a.m. - low audio at side bar]

18                  [End of on the record discussion at side bar]

19   Q       Sir, could you please turn to the Exhibit book, Exhibit 3

20   -- Exhibit --

21   A       I’m sorry, which Exhibit?

22   Q       Yes, that’s the one I want.    It's Exhibit 3, please.

23   A       I see it.

24   Q       Now, can -- do you recognize this document?

25   A       Yes.    That is a Mandatory Agency Disclosure Form.
                                                                       1-8
 1   Q       And when you say, “mandatory,” who mandates that this be

 2   disclosed?

 3   A       State of Massachusetts, or --

 4   Q       Okay.

 5   A       -- Commonwealth of Massachusetts.

 6   Q       And this designates the buyer’s agent as Gail Dubois,

 7   correct?

 8   A       She has checked off by her name, “Buyer’s Agent,” yes.

 9   Q       Yes.

10   A       Or somebody has checked off.

11   Q       And do you doubt that Gail Dubois -- you say somebody

12   checked it off.    Do you doubt that Gail Dubois checked that

13   off?

14   A       Well, the only thing that’s conflicting on it is the

15   Culleys are checked off as a seller, --

16   Q       I understand.

17   A       -- so you would -- they would -- this form should be in

18   sync.    If it’s a buyer’s agent, it should be a buyer.   If it’s

19   a seller’s agent, it should be a seller.    That’s the only

20   reason why I said it was -- in that fashion.

21   Q       But do you have any doubt that Gail Dubois was acting as

22   buyer’s agent in this matter?

23   A       Nope.

24   Q       Okay.

25   A       None whatsoever.
                                                                    1-9
 1   Q    And looking at the second page of that Exhibit, which

 2   actually is the back page of the automatic disclosure, correct?

 3   A    That is correct.

 4   Q    Under the buyer’s agent language, it establishes what the

 5   duty is to the buyer, is that correct?

 6   A    Yes, it does.

 7   Q    And you believe that is essentially a fiduciary duty,

 8   don’t you?

 9        MR. MAFFUCCI:   Objection.

10        THE COURT:   Uh, --

11        MR. MAFFUCCI:   It’s a legal conclusion.

12        THE COURT:   Yeah.    I’m gonna sustain it that way.

13   Q    Do you recall testifying during a deposition at my office?

14   A    Yes, two years ago.

15   Q    And do you recall testifying that you believe that the

16   duty outlined in the buyer’s agent paragraph there was a

17   fiduciary duty?

18   A    I do believe that a buyer’s agent does have a fiduciary

19   responsibility to the buyer.

20   Q    Okay.   And do you understand the term, “fiduciary duty”?

21   A    I believe I do.

22   Q    And what does it mean?

23   A    Looking out for that person’s best interest financially.

24   Q    And put that best -- Is it fair to say, also, to put that

25   person’s best interest ahead of the interest of the agent?
                                                                    1-10
 1   A    Yes.

 2   Q    Okay.    Now, when one goes to RE/MAX Executive Realty,

 3   there will be a list of the RE/MAX agents that work for that

 4   agency, is that correct?

 5   A    If you could please clarify, are you referring to a web --

 6   Q    Well, if you go int -- if -- I’m sorry, if you go into the

 7   RE/MAX Executive Realty office, you will see a number of

 8   pictures, and each one of those pictures will list the various

 9   RE/MAX agents that work for that office, correct?

10   A    Yes.     In each of our offices, we have posted a copy of my

11   license and every real estate agent that works out of that

12   office, a copy of their license.

13   Q    And is the RE/MAX agent an agent of RE/MAX or is the

14   RE/MAX agent an agent of the buyer or the seller, depending on

15   which role they take?

16   A    I think that’s probably more of a legal question.     I’m --

17   I’m not sure.

18   Q    Well, do you remember testifying about this matter at the

19   deposition?

20   A    This specific matter?

21   Q    Yes.

22   A    I -- You could try to refresh me?

23        [Reviewing document]

24        Thank you.

25   Q    I put before you are deposition transcript, sir.    And I
                                                                        1-11
 1   would ask you to look at page 23 -- I’m sorry, 24 -- line four.

 2   I, again, apologize, and say 23, line twen -- I’m sorry.

 3   A    Page --

 4   Q    Page 23, line 23, which reads as follows:         “Is there

 5   anything on the website that would inform a viewer of the

 6   website that these individuals we're calling independent

 7   contractors are not actually employees of Executive Realt --

 8   RE/MAX Executive Realty?”        Answer:   “The term on the website

 9   is, ‘agent,’ which is implying that they’re an agent of the

10   company, not an employee.”       Question:   “A real estate agent?

11   Is that what you’re talking about?”        “Yes.”   Question:   “So, is

12   your testimony that the term, ‘real estate agent,’ means that

13   the individual listed as a real estate agent is an agent of the

14   company or is an agent of the -- or is that person an agent of

15   the seller?”    Answer:   “Specifically, relative to the website?”

16   Question:    “Yes.”    Answer:   “Agent of the company.”

17   A    Yes, ab -- absolutely.        Reading through this deposition,

18   you were asking relative to the website what are we referring

19   to when we say an “agent.”

20   Q    Okay.     So --

21   A    Okay.     They’re an agent of the company, okay, --

22   Q    Okay.

23   A    -- under that pretense.

24   Q    Okay.     And as an agent for the company, they can bind the

25   company, is that correct?
                                                                      1-12
 1   A      Yes.    We -- The agents are independent contractors of the

 2   company, and, in our agreement with them as independent

 3   contractors, they do have authorization to sign on behalf of

 4   the company.

 5   Q      Okay.   And, so, therefore, they can bind not only the

 6   company, but they can bind the individual who holds the

 7   broker’s license under which they operate, is that correct?

 8   A      Under -- I’m -- I’m not a lawyer, so I’m not sure I can

 9   answer that question, but I would assume so.     Yeah.

10   Q      Well, you did answer that during your deposition, didn’t

11   you?

12   A      Okay, so.

13   Q      Okay.   And that during your deposition, you said, yes,

14   they could bind you, is that correct?

15   A      --

16   Q      I’ll -- We can go through it if you’d like.

17   A      Ye -- yes, they can bind me.

18   Q      Okay.   Now, as the broker with the license that is --

19   allows for RE/MAX to operate, you are responsible for the

20   actions of those persons who are operating under the umbrella

21   of your license, is that correct to say?

22   A      That is correct.   And that’s the purpose of the broker’s

23   license is to have one license that -- and one person

24   responsible.

25   Q      Okay.   And the people that operate under you could be
                                                                   1-13
 1   brokers as well, or they could be licensed as salespersons,

 2   correct?

 3   A    Within Massachusetts licensing law, for real estate, there

 4   -- you could either be licensed as a salesperson or as a

 5   broker.    A broker’s a higher level.   And, yes, the independent

 6   contractors for us could be either a salesperson or a broker.

 7   Q    And Paula Spinazola is a salesperson, is she not?

 8   A    The best that I recall, her license is a salesperson

 9   license.

10   Q    Okay.    And Gail Dubois was also a salesperson, correct?

11   A    The best that I recall, I thought her license was a

12   broker’s license, but that -- best that I recall.

13   Q    Now, in your role as the president of RE/MAX, is it fair

14   to say that -- it’s RE/MAX’s view that none of the brokers

15   and/or salespersons are actually employees of RE/MAX?

16   A    No.    They are independent contractors.

17   Q    Okay.    Now, is there anything that you have ever seen in

18   the ads for RE/MAX on TV or elsewhere that disclose to the

19   public that these RE/MAX brokers are not employees of RE/MAX?

20        MR. MAFFUCCI:    Objection.

21        THE COURT:    Television ads?

22   Q    I can get to the --

23        THE COURT:    No, --

24   Q    -- television ads --

25        THE COURT:    Okay.
                                                                      1-14
 1        MR. MAFFUCCI:   You know, --

 2        THE COURT:   Hold on.   Overruled.

 3   A    No, I believe the term is “agent” that’s used, I believe,

 4   I -- without seeing the ads or seeing the print at this time, I

 5   believe that’s the term that’s used.      Agent, not employee.

 6   Q    And with regard to your license and the obligations you

 7   have in relation to the people operating under that license,

 8   you’re required to supervise them, correct?

 9   A    Yes.   It -- Since it’s my license that is the broker’s

10   license, the rule is to oversee and supervise the licenses

11   under my license, correct.

12   Q    Is it fair to say, however, that RE/MAX Executive Realty

13   does not require any of the salespersons to attend any specific

14   meetings at RE/MAX Executive Realty?

15   A    By being independent contractors, we cannot require, by

16   law, to have them be mandatory attending meetings.

17   Q    But you are required by law to supervise these people,

18   correct?

19   A    So, part of that supervision is that they have to take

20   continuing education classes to maintain their level of

21   education, to be -- maintain their license status with us.

22   Q    That’s not my question.

23   A    I’m sorry.   What was your question then?

24   Q    My question is, you are, by law, required to supervise

25   them, regardless of whether they’re independent contractors or
                                                                    1-15
 1   otherwise, correct?

 2   A    Yes.    I don’t think the law specifies whether they’re

 3   employees or independent contractors.

 4   Q    Now, --

 5                  [Discussion regarding morning recess]

 6                    [Court in recess at 10:57:09 a.m.]

 7                     [Back on record at 11:19:28 a.m.]

 8   Q    Mr. Wright, how long have you known Paula Spinazola?

 9   A    I’m going to say the best that I recall, it’s been nine

10   years now.   I believe she started working for us in 2000 or

11   2001 --

12   Q    And is --

13   A    -- and that was the first -- I -- I met her in an

14   interview to -- to come and be an agent at our company.

15   Q    And did she work --

16   A    I did not know her before.

17   Q    I apologize.     Is she working for you now?

18   A    No, she is not.

19   Q    You are aware that an Offer to Purchase was signed by the

20   Culleys on -- for the property at 22A Lover’s Lane, is that

21   correct?

22   A    Yes, I am.

23   Q    Okay.   And that Offer to Purchase, which is -- Exhibit 2 -

24   - Do you recognize Exhibit 2 as the Offer to Purchase, sir?

25   A    Yes, I do.
                                                                      1-16
 1   Q       Okay.   And this is a RE/MAX document, correct?

 2   A       No.   Actually, this is a -- a standard form Offer to

 3   Purchase, which is created by the Greater Boston Real Estate

 4   Board, I believe.     This one is, and it’s a industry-standard

 5   form for the members of that board that all realtors use.

 6   Q       Okay.   And this was cre -- is it your understanding this

 7   was created by a RE/MAX employee or -- I’m sorry, a RE/MAX

 8   independent contractor?

 9   A       To the best of my knowledge, Gail Dubois completed it,

10   yes, and she was a independent contractor with RE/MAX.

11   Q       Okay.   And directing your attention to this -- paragraph

12   seven of this Agreement, there’s a reference in paragraph seven

13   to the fact that there would -- under item number three,

14   "subject to meeting with the architect."     Do you see that?

15   A       Yes, I do.

16   Q       And is it fair to say that you became aware of this

17   Exhibit 2 Offer to Purchase sometime after it was signed by

18   Gary Cato and the Culleys, is that fair to say?

19   A       That is correct.

20   Q       And it was signed on January 4th -- 5th of 2004, do you see

21   that?

22   A       I -- If there’s a date by Gary Cato’s name, I cannot read

23   it, but the date at the top of the page is January 5th, 2004.

24   Q       Okay.   And do you have any reason to believe that it was

25   not signed on January 5th?
                                                                      1-17
 1   A       Within the industry, it oftentimes, it’s not necessarily

 2   that same day.

 3   Q       Okay.   So if we look at the bottom of the page, sir, there

 4   is a receipt for a deposit, do you see that?

 5   A       Yes, I do.

 6   Q       And what’s the date of the receipt of the deposit?

 7   A       That’s January 5th, which would have been the buyer’s agent

 8   receiving the deposit from the buyer when they completed that

 9   form.

10   Q       And do you have any doubt that this was signed on or

11   around January 5th, 2004?

12   A       No.    None whatsoever.

13   Q       Now, with regard -- Is it fair to say that within a few

14   weeks of the signing of this document, you became aware of this

15   document?

16   A       No, that -- that is not fair to say.

17   Q       Do you recall having -- Would you say, within a month?

18   A       I don’t recall the exact timeframe when it would have been

19   brought to my attention.

20   Q       Is it fair to say that it was brought to your attention by

21   Gail Dubois?

22   A       Yes.    Gail Dubois would have brought it to my attention.

23   Q       And Gail Dubois brought it to your attention because she

24   was concerned about the -- whether or not the seller of the

25   property was meeting the obligations outlined in the offer to
                                                                        1-18
 1   purchase, isn’t that correct?

 2           MR. MAFFUCCI:   Objection.

 3           THE COURT:   Basis?

 4           MR. MAFFUCCI:   He’s reciting what Gail Dubois thought and

 5   said.    Why can’t he just ask the que --

 6           THE COURT:   Okay.    The argument is -- or the objection is

 7   that you’re stating testimony of somebody else or you’re

 8   stating without getting him to acknowledge the content of a

 9   conversation, so you’re --

10   Q       Okay.

11           THE COURT:   -- sort of stating the content as part of your

12   question.

13   Q       I’ll re-ask the question, Your Honor.    I apologize.

14           Is it fair to say --

15           Did you understand that Gail Dubois had concerns about the

16   Purchase and Sale Agreement?       I mean, the Offer to Purchase,

17   rather.

18   A       Not that -- The Offer to Purchase?    Not that I recall.

19   Q       So, do you recall discussing the Offer to Purchase with

20   Gail Dubois?

21   A       What I recall was, it was brought to my attention because

22   the Purchase and Sale had not been signed, and there was

23   getting frustration of getting it signed and that the price

24   that was being requested by the seller had changed.

25   Q       And do you also recall whether there were any issues
                                                                   1-19
 1   relating to obtaining meetings with an architect?

 2   A    No, that was never brought to my attention.    Best that I

 3   can recall.

 4   Q    You have no recollection of Gail Dubois coming to you and

 5   complaining about issues related to not getting a meeting with

 6   an architect?

 7   A    At this moment, no.   I don’t recall, no.

 8   Q    Could you -- Do we have his deposition in front of him?

 9        FEMALE:    I think he still does.

10   Q    Do you still have your deposition --

11   A    Yes, I do.

12   Q    -- document in front of you?

13   A    That may help me recall it.

14   Q    Before I get to the -- ask you to open the deposition

15   transcript, sir, did you have an understanding -- did you know

16   who Frank Busa was?

17   A    Being in the industry, I had heard that Frank Busa as a

18   designer.   And that's -- Never knew him, you know, that -- but

19   I knew of his name.

20   Q    Alright.   And, so, you heard him described as an -- a

21   designer as opposed to an architect?

22   A    A industry standard term is pretty much a designer.

23   Q    The industry standard --

24   A    So, and that’s how I understood it, yes.

25   Q    Could you please turn to page 84 of your deposition?
                                                                     1-20
 1        And looking at pa -- line 11, “Did you have an

 2   understanding that the Culleys were anxious to have the signed

 3   Purchase and Sale Agreement on the property?”    Answer: “It was

 4   my understanding that there was a long delay in time and, yes,

 5   that they would have been anxious, at that point, to get it

 6   signed.”   “And do you have a -- And do you understand what

 7   reason there was for the long delay?    Do you have an

 8   understanding as to what it -- that was?”    Answer: “I think

 9   there’s lots of reasons.”    Question: “What were the reasons

10   that you understood?”    Answer:   “Ranging from meetings with the

11   architect, meetings with the builder, going through, did this

12   not have any -- you’re giving me one copy,” and then it goes on

13   from there and it doesn’t quite make sense after that.     So, do

14   you recall --

15        MR. MAFFUCCI:    I think he’d be required to read the rest

16   of the response.

17   Q    I’ll read the whole thing.     I think it’s a waste of time,

18   of the jury’s time --

19        THE COURT:     Look, let’s not argue about it.   Let’s just

20   keep going.

21   Q    Okay.    “Ranging from meetings with the architect, meeting

22   with the builder, going through, dash, this did not have any,

23   dash, you’re giving me one copy, but I do believe it had eight,

24   dash, one and a half times 12 copy of floor plan, and that was

25   the extent of it.    There are no speci -- there were -- there
                                                                   1-21
 1   was no specifications.   There was no detail of the -- what that

 2   house was.   I believe that was part of the process to get

 3   through it, to get a Purchase and Sale Agreement.”   That’s why

 4   I didn’t read it, Your Honor, ‘cause I don’t underst -- it

 5   doesn’t make sense.

 6        THE COURT:   I don’t want -- Okay?

 7   Q    Alright?

 8        THE COURT:   It’s not your --

 9   Q    Okay.   So, you had an understanding at that time, prior to

10   the signing of the Purchase and Sale Agreement, that there was

11   an issue relating to the Culleys meeting with an architect?

12   A    Correct.   That was in the Offer to Purchase.

13   Q    Okay.   And you knew -- Did you have an understanding of

14   who the architect was?

15   A    I had no idea.

16   Q    Okay.   And --

17   A    Best that I recall.

18   Q    -- was there any mention in the Offer to Purchase as to

19   who the architect was?   -- Strike that.   I’ll --

20   A    Exhibit 2?

21   Q    Strike that.

22   A    Okay.

23   Q    Now, the issue of whether or not there was an architect

24   became important in this case, didn’t it?

25   A    Yes.
                                                                    1-22
 1   Q    Okay.   And that’s because plans were purchased for the

 2   property by Mr. Cato that were not architectural drawings, is

 3   that correct?

 4        MR. MAFFUCCI:   Objection.

 5        MS. BROGNA:   Objection.

 6        THE COURT:    Cross-examination.   I mean, we know what the -

 7   - okay, so, we’re gonna let it.

 8   Q    Is that correct?

 9   A    I -- I believe that is one of the issues, yes.

10   Q    Okay.   And you have reviewed those plans, have you not?

11   A    The Frank Busa plans?

12   Q    Yes.

13   A    I glanced through 'em, yes.

14   Q    Have you ever seen them?

15   A    I di -- Review is a strong word, --

16   Q    When was the first time --

17   A    -- I glanced through them.

18   Q    -- I’m sorry.   When was the first time you saw them?

19   A    I believe at my deposition.

20   Q    You had never seen them before that?

21   A    The full set?   No.

22   Q    Now, you’re aware, are you not, that the plans have since

23   been determined to be insufficient for building the home?

24        MS. BROGNA:   Objection.

25        THE COURT:    Sustained.
                                                                   1-23
 1   Q    Are you aware of a -- of any of the building code

 2   violations that were determined by the Department of Public

 3   Safety with regard to this property?

 4        MS. BROGNA:    Objection.

 5        THE COURT:    Okay.   I just need to be reminded of

 6   something, ladies and -- so I’m gonna ask them to come over.

 7       [On the record discussion at side bar at 11:30:39 a.m.]

 8               [Indiscernible discussion at 11:30:39 a.m. -

 9                          low audio at side bar]

10        MR. McLAUGHLIN:    So that -- so in the 93A letter, it says

11   -- in the answer to the 93A letter, it says [Indiscernible at

12   11:32:16 a.m. - low audio at side bar] were not buildable.

13               [Indiscernible discussion at 11:32:19 a.m. -

14                          low audio at side bar]

15        MR. McLAUGHLIN:    But he just testified he didn’t see the

16   plans until his deposition --

17        THE COURT:    Is that true?

18        MR. McLAUGHLIN:    Well, he saw 'em at the deposition, but

19   he -- but we have a 93A letter that was months before, it says

20   that he -- on his behalf, signed by Mr. Maffucci, that the

21   plans were not buildable, and so my issue is, if he knew months

22   before the plans were not buildable, he’s just said to the jury

23   he didn’t see 'em until this dep -- his deposition, that’s just

24   not true.

25               [Indiscernible discussion at 11:32:55 a.m. -
                                                                  1-24
 1                          low audio at side bar]

 2        THE COURT:    What?

 3        MR. MAFFUCCI:   His testimony was, a full set.

 4            [Indiscernible discussion at 11:32:59 a.m. -

 5                          low audio at side bar]

 6        THE COURT:    Well, okay, but we’re not gonna get the letter

 7   -- and basically -- and to look at any document that

 8   [Indiscernible at 11:33:09 a.m. - low audio at side bar] that

 9   document in any way tells him [Indiscernible at 11:33:12 a.m. -

10   low audio at side bar].

11        MR. McLAUGHLIN:    It's -- The 93A reply then, I gotta put

12   [Indiscernible at 11:33:19 a.m. - low audio at side bar].

13            [Indiscernible discussion at 11:33:24 a.m. -

14                          low audio at side bar]

15        MR. McLAUGHLIN:    I don’t think they want the demand in.

16        THE COURT:    Well, I know, and then we -- you shouldn’t get

17   into that, okay, because that’s reserved for me --

18        MR. McLAUGHLIN:    Okay.

19            [Indiscernible discussion at 11:33:27 a.m. -

20                          low audio at side bar]

21        MS. BROGNA:   Judge, my objection related to his going off

22   [Indiscernible at 11:33:32 a.m. - low audio at side bar].

23            [Indiscernible discussion at 11:33:47 a.m. -

24                          low audio at side bar]

25            [End of on the record discussion at side bar]
                                                                    1-25
 1        THE COURT:   Alright.   What’s the question right now,

 2   before I --

 3   Q    Are you aware of the Department of Public Safety’s

 4   decision concerning the building code violations on the

 5   property?

 6        THE COURT:   Okay.   Now, I’m gonna let him answer that

 7   question, but, okay, I have to make a clarification, okay, of

 8   some kind, to instruct you a little bit.

 9        There was a determination, okay, by a body, okay, that

10   there were violations.    Those violations are admissible as to

11   only one active party in this case, and only one.   As far as

12   you are concerned, they don’t exist with respect to other

13   Defendants, the findings, okay.    If you make your own findings,

14   those obviously can be considered, but what I’m saying is when

15   a body hears a matter, there are certain people that can be

16   bound by those findings, okay.    People who are not there, who

17   are not present, and don’t have an opportunity to be heard,

18   therefore, would be denied due process if those findings were

19   deny -- were allowed as to them.   So, the only people that are

20   bound by certain of these findings are the people who are

21   directly involved, okay, the people before whom there, you

22   know, if it’s a licensing board of a contractor, the contractor

23   is bound by 'em, and anyone who ultimately you may or may not

24   find is in privity with that contractor, has a direct

25   relationship, okay, with him, in the effort to construct the
                                                                     1-26
 1   home.    But only those people.

 2           So, right now, okay, it’s only gonna be, in your judgment,

 3   binding on tho -- Mr. Cato and binding -- there was a company

 4   called Authentic Traditions, but they’re essentially defunct,

 5   okay, so, it’s binding as Mr. Cato, okay, and anyone you find

 6   who was in privity with him and had a responsibility with

 7   respect to the construction activities on the premises.

 8           Yes, sir?    Buil -- Yes.

 9   Q       Could you just explain privity?

10           THE COURT:    Privity can mean someone who -- Oh, I’m not

11   sure I’m gonna be terrific at this, so I’ll accept any

12   corrections here.      But privity means, for example, if I have a

13   contract with somebody, okay, I’m in privity with them.      I have

14   some contractual relationship.      So, it’s basically a situation

15   where we have an understanding of some kind, that we’re jointly

16   involved in this -- in some activity, and, therefore, I am

17   really standing in the same kind of relationship with that

18   other person.       So, hopefully, if there’s more to be said about

19   it, I’ll give it in my instruction if people want to, but

20   that’s essentially -- you have to be in a close relationship

21   with them as to the activity involved, okay.

22           So, in any case, what I’m saying is, the findings of that

23   Board, okay, are only binding on Cato and anyone in privity

24   with him, okay, that you find him to be in privity in that

25   sense.    So, with that, I hope I have given you the explanation.
                                                                     1-27
 1   A       With all that, could you please repeat the question?    I --

 2   Q       Are you aware that there was a Department of Public Safety

 3   decision outlining 22 code violations in the building?

 4   A       Yes, I do.   In my deposition, you brought that to my

 5   attention.

 6   Q       Alright.   But prior your deposition, you were unaware of

 7   that?

 8   A       I was unaware of specifics, yes.

 9   Q       But were you unaware of the decision by the Department of

10   Public Safety indicating that there were significant problems

11   with the building?

12   A       The best that I recall, my -- what I had heard was that

13   Gary Cato’s license was suspended.

14   Q       Now, how did you come to hear that?

15   A       Hearsay.   You know, through the grapevines of the

16   industry.

17   Q       Did you have any discussions with Paula Spinazola

18   concerning that?

19   A       No, I did not.

20   Q       Well, you knew that Paula Spinazola was his other half, is

21   that correct?

22   A       Paula Spinazola was not working for us at that time.

23   Q       Okay.   But -- Okay.   With regard to --

24           One of the findings of the Department of Public Safety was

25   that the building plans were inadequate for construction.       Are
                                                                      1-28
 1   you aware of that?

 2   A    I believe that was one of the --

 3   Q    Okay.

 4   A    -- items on the list.

 5   Q    And -- I’m gonna come back to that issue in a minute, but

 6   I wanna just ask you some questions.

 7        As to the Exhibit 2, which is the Buyers Broker’s

 8   Agreement, or the Buyers Broker’s Automatic Disclosure, do you

 9   have --

10   A    Can I point on that?    It’s not an Agreement --

11   Q    I understand.

12   A    -- and it’s not an Automatic Disclosure.    It’s a -- It's a

13   disclosure, a mandatory disclosure.

14   Q    A mandatory disclosure.     And you've testified that you

15   believe that Gar -- that Paula Dubois [sic] was the buyer’s

16   broker?

17   A    Gail.

18   Q    I’m sorry.   I apologize.

19   A    That's alright.

20   Q    It’s a senior moment here, so, I’m sorry.    I fear I’ll

21   make this mistake again, so I apologize.    Gail Dubois was the

22   buyer’s broker, correct?

23   A    Yes.    The Culleys were the prospective buyers, and Gail

24   was -- Gail Dubois was engaged as the buyer’s representative

25   for --
                                                                      1-29
 1   Q    Okay.

 2   A    -- for them.

 3   Q    And, to your understanding, at the time that the -- this

 4   agency disclosure signed by the Culleys and Gail Dubois was

 5   signed, they were the only parties that had a contract with

 6   RE/MAX Executive Realty, is that correct?

 7   A    No, that is not correct.

 8   Q    Alright.     So, did you have a contract with the seller?

 9   A    We did not have a contract with the Culleys.    I believe

10   Gail Dubois’ testimony was that there was not a buyer agency

11   contract.

12   Q    Okay.   So, are you testifying that as of the date of

13   Exhibit 3, that there was no buyer’s agency agreement between

14   the Culleys and RE/MAX?

15   A    If I’m understanding your question, an agreement is a

16   contract, a written contract, and there was no written contract

17   to the best of my knowledge.

18   Q    Okay.   And did -- are you certain that there’s no written

19   contract between the Culleys and RE/MAX regarding the buyer --

20   buyer’s agency?

21   A    I think I answered that question as the best to my

22   knowledge.   If there is, I have not seen it.

23   Q    Okay.   Can you tell me, sir, how can Gail Dubois be the

24   buyer’s agent on one hand and not be the buyer’s agent on the

25   other?
                                                                   1-30
 1        MR. MAFFUCCI:     Objection.

 2        THE COURT:   That's a fair question.   Okay.   I mean, we all

 3   know what he means by it, okay?

 4   A    Could you please restate the question?

 5   Q    Well, I thought you first testified, at the beginning of

 6   your testimony, sir, that Gail Dubois was the buyer’s agent, is

 7   that correct?

 8   A    Absolutely, yes.

 9   Q    Okay.   But I thought you just testified that she was not

10   the buyer’s agent.

11   A    I did not testify that.

12   Q    What did you --

13   A    I testified there was no signed agreement or no signed

14   contract.

15   Q    Okay.

16   A    So --

17   Q    And you viewed Exhibit 2 as not a signed contract between

18   the Culleys and the -- and RE/MAX, is that correct?

19   A    Exhibit 2 is not a signed contract between the Culleys and

20   RE/MAX --

21   Q    Okay.   So, in Exhibit --

22   A    -- to the best of my knowledge.

23   Q    -- 2, on the second page, says, that "when a buyer engages

24   in the services of --

25        MR. MAFFUCCI:   Whoa, whoa, whoa, whoa.   Exhibit 2?
                                                                          1-31
 1   Q       I’m sorry.     Exhibit 3.   The -- Exhibit 3 on the second

 2   page.    Is it your testimony that the Culleys did not have a

 3   right to think that Gail Dubois was acting as the buyer’s

 4   broker, and that Gail Dubois owed the buyers an undivided

 5   loyalty, utmost care, and disclosure, obedience to law --

 6   lawful instruction, and confidentiality and accountability?

 7   A       Excuse me if I’m not vocalizing.      I think I’ve answered

 8   this.    I’ll try again.     The Culleys were the prospective

 9   buyers.    Gail was acting as engaged as their buyer’s agent.

10   There was not a contract defined in that agreement.        This is an

11   agency disclosure, and that’s the way I understand it.

12           THE COURT:   Okay, but the question to you, sir, is the

13   last paragraph of that disclo -- or the paragraph that -- maybe

14   the second paragraph, okay, --

15   A       Okay, right.

16           THE COURT:   -- which says -- talks about, do you feel that

17   she owed those obligations?         I mean, I think that’s the

18   question, okay.      Regardless of whether there was a signed

19   document or not that you’d call a contract, okay, do you

20   believe she had the obligations set forth in that paragraph?

21   A       Yes, I believe she had the obligations set forth in this

22   paragraph, even without the contract.

23   Q       And do you also believe that because she was operating

24   under your license as the broker, that you had those same

25   obligations to represent the Culleys?
                                                                     1-32
 1   A    Gail Dubois was the buyer’s agent.     Gail is working under

 2   my license.   Yes, so I have obligations to the Culleys.

 3   Q    Okay.    And those are the same obligations that exist --

 4   that -- for you, that Gail Dubois has, isn’t that fair to say?

 5   A    Yes.

 6   Q    Okay.    Now, is it also fair to say that you became aware,

 7   after the Offer to Purchase was signed, that a significant

 8   dispute arose between Gary Cato, Pa -- and Gail Dubois, such

 9   that Gary Cato was insisting that Gail Dubois not attend

10   meetings on behalf of the Culleys?

11        MS. BROGNA:    Objection.   He's seizing the question as

12   testimony again.

13        THE COURT:    I’m gonna let him have that question.   There’s

14   a foundation of good faith to ask that question.

15   A    To the best that I recall, I was informed after the fact

16   that there was a meeting, and -- and Gail represented this to

17   me, so Gail is the one that told me this situation, that she

18   was asked not to attend the meeting.

19   Q    Okay.    And --

20   A    A meeting.

21   Q    -- and at the time, is it fair to say that you believed

22   that there was no broker/seller agreement with the seller of

23   the property?

24        MR. MAFFUCCI:     Objection.

25        THE COURT:    No, I’ll let him have it.
                                                                     1-33
 1   A    At that time, there was no signed contract with the

 2   seller, correct.

 3   Q    I didn’t ask you that.     I said, is there any broker/seller

 4   agreement?

 5   A    Seller agreement?   -- As a signed document?   I’m just

 6   trying to make sure I’m understanding your question.

 7   Q    Mr. Wright, when you heard that Paula Spinazo -- that Mr.

 8   Cato was preventing your agent, Gail Dubois, from attending

 9   meetings, did it occur to you that Gail Dubois had the

10   obligations outlined on the back of the automatic disclosure to

11   the utmost duty of care to represent the Culleys?

12        MS. BROGNA:   Objection again.

13        THE COURT:    I’m sorry.   He’s already answered that.

14   Q    Okay.   Alright.   When you heard that Paul -- that Gail

15   Dubois was being prevented from attending the meeting, did it

16   occur to you, sir, that you had any obligation to attend the

17   meeting on behalf of the Culleys?

18   A    No, that did not occur to me, because it was after the

19   fact of the meeting, and also it was represented to me that

20   Paula Spinazola, who was the seller’s agent, also was not at

21   that meeting, --

22   Q    Okay.

23   A    -- so --

24   Q    Is it, in fact, your position, sir, that -- Oh, are you

25   saying that Paula Spinazola was the seller’s agent?
                                                                      1-34
 1   A    It was my understanding that Paula was the seller’s agent.

 2   Yes, correct.

 3   Q    I’d like you to turn to page 144 of your deposition, sir.

 4   Now, down at 20 -- line 22, discussing the dispute between Cato

 5   and Dubois, I asked the following question of you.     Actually --

 6   A    I’m sorry.   What line, what page?

 7   Q    Start at 144, line 19.

 8   A    Got it.

 9   Q    I’m sorry, line 22.      “At that point, you were on notice,

10   were you not, that there was a potential conflict of interest

11   in your role, since you had a dual agency and you were

12   representing both Gary Cato and the Culleys?”      Answer --

13   There’s an objection.   Answer:    “I don’t recall if we had an

14   agreement signed with Gary Cato at that time or not.”

15   A    Mm, hmm.

16   Q    You have -- You confer with your attorney.      Question:

17   “Well, if you didn’t have an agreement with Gary Cato at that

18   time, is it fair to say the only party that you had an

19   obligation to under the Dual Agency Agreement would have been

20   the Culleys?”   Objections.    Answer: “It would not have been a

21   dual agency then at that time.     It would have been an exclusive

22   buyer agency at that time.”     Do you see that?

23   A    I do.

24   Q    Okay.   So, my question to you, then, is that, at that

25   time, you viewed yourself as having an exclusive buyer agency
                                                                   1-35
 1   with the obligation to protect the Culleys’ interests, is that

 2   fair to say?

 3   A    What’s quite difficult here is it was framed somewhat as a

 4   hypothetical question, because we also did not have a signed

 5   Agreement with the buyer, either, so there was not a signed

 6   Agreement.

 7   Q    So, you’re now saying again that you’re not a buyer’s

 8   agent?

 9   A    No.

10   Q    Okay.     So, the existence of a signed Agreement as opposed

11   to the automatic -- or the mandatory disclosure is the basis

12   for you saying that you -- that is -- this is difficult for you

13   to answer?

14   A    No.     What I’m saying is difficult to answer is when you’re

15   referring to something here that was asked in a preten --

16   within a context of a deposition.    I’m trying to make sure I’m

17   answering the question correctly.

18   Q    Well, Your Hon -- There was nothing hypothetical about the

19   question.    Let me read it again.

20   A    Well, --

21   Q    "At that point, you were on notice, were you not, that

22   there was a potential conflict of interest in your role since

23   you had a dual agency and you were representing both Gary Cato

24   and the Culleys?"    There’s nothing hypothetical about that, is

25   there?
                                                                        1-36
 1   A    If we look further into the deposition, I believe there

 2   was more than once that I said that Paula Spinazola was

 3   representing the seller, --

 4   Q    Well, let --

 5   A    -- representing Gary Cato.

 6   Q    -- let's look further into the deposition.        Let’s go to

 7   page 154, sir.   Actually, 153.     Look at line 18.   Question: “I

 8   understand", period.    "You also testified, however, that you

 9   can be bound by the various independent contractors to these

10   types of documents, is that correct?”     Answer: “Yes.”    “Did

11   Paula Spinazola and/or Gail Dubois bind you into a dual agency

12   role as of 1/5/04?”    Objection.   Answer: “I don’t know.    I

13   don’t think so.”    Question: “But did you represent, in the dual

14   agency role, the seller, is that correct?     You did represent in

15   the dual agency role the seller, is that correct?”       Objections.

16   “If we did not have an agreement with the seller at that point,

17   at that time, we were not representing them.”     Question: “So,

18   was Paula Spinazola repres -- who was Paula Spinazola

19   representing when she took the Culleys to see the various homes

20   that Cato had built?”   Answer: “I don’t know the legal answer

21   to that.    At that point, I’m not sure she was representing

22   anybody.”    Isn’t that correct?    Have I read that correctly?

23   A    You absolutely did.

24   Q    Okay.    Now, my question for you is, if you don’t know who

25   she’s representing, how is it that you could expect the Culleys
                                                                       1-37
 1   to know who’s representing whom, when you’re the president of

 2   RE/MAX and you don’t know?

 3   A       I think the facts of the situation and how I would know

 4   is that the Culleys were prospective buyers.     Gail Dubois was a

 5   prospective buyer’s age -- or was the buyer’s agent

 6   representing them.      Gary Cato was a prospective seller, and

 7   Paula Spinazola was representing him.

 8   Q       Well, let’s continue, sir, in the same page.    Question --

 9   this is line 20 -- “So, she wasn’t doing it on behalf of RE/MAX

10   Executive Realty, correct?”     Objections.   Answer: “Anyone,

11   meaning the buyer of the sel -- or the seller?”       Question: “Was

12   she representing RE/MAX Executive Realty?”      Answer: “In her

13   actions in practicing real estate, yes.”      Question: “In what

14   role?    As agent for the seller?”   Answer: “Facilitator for a

15   transaction.”     Have I read that correctly?

16   A       Yes, you did.

17   Q       So, you were saying that she was not the agent for the

18   seller.    You decided to make sure that it was a facilitator, is

19   that correct?

20   A       I decided to do what?

21   Q       You decided to use the word, “facilitator.”

22   A       I did at that moment, yes.

23   Q       Okay.   Now, let’s go back to Exhibit 3, which is the

24   Automatic Disclosure, Agency Disclosure.      And on the second

25   page of Exhibit 3, we have types of agency representation.        Do
                                                                      1-38
 1   you see that?      And it says, --

 2   A       Yeah.

 3   Q       -- “Seller’s Agent,” “Buyer’s Agents,” “Disclosed Dual

 4   Agent.”    On my page, there’s no reference to a facilitator,

 5   okay?

 6   A       Mm, hmm.

 7   Q       Are you aware of any legal definition under any of the

 8   rules of Mass Real Estate Board concerning the term,

 9   “facilitator”?

10   A       There may be one, yes.

11   Q       Okay.

12   A       So --

13   Q       Do you know it?

14   A       What it is?   No.

15   Q       Alright.

16   A       So --

17   Q       Now, under your obligation, which you said you had to the

18   Culleys, to -- for the utmost duty of care and disclosure,

19   could you tell the jury what steps you took to let the Culleys

20   know that, in fact, there wasn’t a dual agency.     In fact, there

21   was no listing agreement.      And, in fact, you were the person

22   that was supposed to be representing them in this matter.

23           MR. MAFFUCCI:   Objection.

24           THE COURT:    Sustained.

25   Q       What steps did you take, sir, to notify the Culleys that
                                                                       1-39
 1   they -- that Paula Spinazola was not an agent for the seller,

 2   she was a facilitator?

 3          MR. MAFFUCCI:   Objection.

 4          THE COURT:   Well, -- Okay.   In that form, I’m going to

 5   sustain it.

 6   Q      Did you inform the Culleys that Paula Spinazola was not an

 7   agent for the seller?

 8   A      I -- A couple negatives, I gotta make sure I understand

 9   it.    Ask it again, please?

10   Q      Did you inform the Culleys that Paula Spinazola was not

11   the agent of the seller?    There’s not two negatives there, sir,

12   there’s one.

13   A      I did not inform the Culleys of anything to that matter.

14   Q      Okay.   And as you sit here today, do you believe that you

15   should have?

16   A      No.

17   Q      So, then, it’s fair to say that you do not believe that

18   the failure or the fact that you didn’t inform the Culleys of

19   this, that was not an oversight on your part, is that fair to

20   say?

21   A      No.   I believe they were infor -- I’m saying what I

22   believe the situation was.      Gail Dubois was representing the

23   buyers, the Culleys.    Okay?   And Paula Spinazola was

24   representing Gary Cato as a prospective seller.

25   Q      In what role, sir?
                                                                   1-40
 1   A    As a prospective seller.

 2   Q    Facili -- As a facilitator.   You testified she was -- if

 3   there was no -- list --

 4        THE COURT:   Alright.   You ask him a question now, okay?

 5   Q    I’m s -- I apologize.

 6        THE COURT:   So what role?

 7   A    I believe as a seller’s agent.

 8   Q    Then why didn’t y -- why did you testify that she was a

 9   facilitator when I asked you, “Was she the seller’s agent”?

10   A    I believe if I had five minutes to look through this --

11   this document, I would find previous points through the

12   meeting, through the deposition, that I would have said she’s a

13   seller’s agent.   You questioned me multiple times through the

14   deposition framed in a number of different fashions, and you

15   know what?   I might have got tricked.

16   Q    You think the question that I asked was -- tricked you, is

17   that the -- is that --

18   A    No, my answer more than once was, “seller’s agent.”

19   Q    Your answers more than once --

20   A    My answer today --

21   Q    -- once was seller’s agent --

22   A    -- is seller’s agent.

23   Q    -- and then -- Isn’t it fair to say at the beginning of

24   the deposition, sir, you said that Paula Spinazola was the

25   seller’s agent, and at the end of the deposition you repeatedly
                                                                   1-41
 1   said that she was not the seller’s agent because you cannot

 2   have a seller’s agent without a written agreement?

 3   A    --

 4   Q    Remember that?   Let’s look at it -- at 154.

 5        “Did you represent, in the dual agency, a seller?    But you

 6   did represent -- I’m sorry -- in the dual agency, a seller, is

 7   that correct?”   Answer: “If we did not have an agreement with

 8   the seller at that point, at that time, we were not

 9   representing them.”   Is there something that you feel is tricky

10   about that question that I asked you?

11   A    Yes.

12   Q    I’m --

13   A    Yes.

14   Q    You think that was a tricky question?

15   A    The -- The -- I think the previous questions were whether

16   Gary Cato was the owner of record at the time, how could he be

17   the seller.   It -- I think it was -- there was a number of

18   questions also to that.

19   Q    Do you know that Gary Cato was --

20   A    I -- I be -- I believe --

21   Q    -- do you know --

22   A    -- I believe Paula Spinazola was the seller’s agent.

23   Q    Okay.    Not withstanding what you’ve testified to today?

24   A    No, I’m saying today -- I’m saying I believe Paula

25   Spinazola was the seller’s agent for Gary Cato.
                                                                     1-42
 1   Q    Okay.     If Gary -- If -- Are you aware there is a dual

 2   agency agreement statute, are you not?

 3   A    Yes.

 4   Q    And you’re aware that it has statutory forms that must be

 5   signed by all parties?

 6   A    I believe -- I believe it -- it needs to be disclosed to

 7   all parties.

 8   Q    It needs to be signed on the specific form, do you not

 9   know that?

10   A    A specific form?    Today, no, I don’t think there is.

11   Q    Okay.

12   A    So --

13   Q    The Dual Agency Agreement has to be signed by the Culleys,

14   and the Culleys’ broker, and Ms. Dubois -- and Ms. Spinazola,

15   and Mr. Cato, correct?

16        MR. MAFFUCCI:    Objection.   He’s referring to a Dual Agency

17   Agreement.    He’s referring, I believe, actually to a

18   disclosure.    I think he’s confusing --

19        THE COURT:    Well, --

20        MR. MAFFUCCI:    -- well, he’s confusing me.

21        THE COURT:    Why don’t you just ask what the requirements

22   he understood existed?

23   Q    What are the requirements that have to be executed in

24   order to have a dual agency, sir?

25   A    A signed -- a written notification to all parties that, as
                                                                     1-43
 1   the company, we’re representing both the seller and the buyer.

 2   Q    Let’s turn to page -- to para -- tab four, please.

 3        Do you recognize tab four, sir?

 4   A    Yes, I do.

 5   Q    This was a document that was executed by the Culleys on

 6   the same day that they made the offer to purchase, correct?

 7   A    Yes, January 5th.

 8   Q    Okay.    And you -- And this is a document that is a RE/MAX

 9   document, is it not?

10   A    Yes, it is.

11   Q    Okay.    And I direct your attention -- Let’s just quickly

12   review it so that -- it states, “The client understands that

13   RE/MAX Executive Realty is in the business of representing both

14   sellers and buyers as agents for sales and purchases of real

15   estate property, and is aware that RE/MAX Executive Realty may

16   be employed by an owner under an exclusive right-to-sell

17   agreement.”   If we stop right there, at that time, the owner

18   did not have an exclusive right-to-sell agreement with RE/MAR -

19   - RE/MAX, is that fair to say?

20   A    That is correct.

21   Q    Okay.    It goes on to say, “If the client,” and in this

22   place, the clients is the seller, is that cor -- I mean, is --

23   are the Culleys, correct?

24   A    In this case, yes, it would be the Culleys.

25   Q    Okay.    “If the client becomes interested in acquiring
                                                                    1-44
 1   property which RE/MAX Executive Realty represents interests --

 2   represents” -- I’m sorry -- “in which RE/MAX Executive Realty

 3   represents -- acquiring property which RE/MAX rep -- rec” --

 4   I’m sorry -- “represents, RE/MAX Executive Realty’s contractual

 5   relationship with the owner of the property, and the client may

 6   be -- may terminate this Agreement or may then agree to a dual

 7   agency -- to dual -- a dual agency relationship.   If a dual

 8   agency relationship is agreed to, it shall be evidenced by a

 9   written Agreement, signed by the client, RE/MAX Executive

10   Realty, and the owner.”   Do you see that?

11   A    Yes, I read that.

12   Q    Now, would you agree that it was reasonable for the

13   Culleys to think that if they were not preven -- presented with

14   such a document, that they were being represented by RE/MAX

15   Executive Realty under the terms of the buyer’s agent’s

16   standard of fiduciary care?

17   A    Buyer agent -- Can you please repeat the question?

18   Q    Would you agree that no such Dual Agency Agreement was

19   ever presu -- presented to the Culleys?

20   A    No, I don’t believe there was.

21   Q    So you would agree that no -- that nothing was presented

22   to the Culleys?

23   A    If there was, I have not seen it.

24   Q    Okay.   Do you believe the Culleys had the right,

25   therefore, to believe that you and Gail Dubois were
                                                                     1-45
 1   representing the Culleys as the buyer’s broker?

 2   A    I think they were fully aware that Paula Spinazola was a

 3   agent at RE/MAX Executive Realty and that she was representing

 4   Gary Cato.

 5   Q    Okay.

 6   A    That’s what I think.    I think they were fully aware to

 7   answer my question.

 8   Q    Okay.   So, if they were -- if you attribute to them those

 9   facts, do you believe that you were relieved of any obligation

10   to point out to them a number of salient issues and material

11   facts dealing with the property, the title of the property, the

12   architect, etcetera.    Did you --

13        MR. MAFFUCCI:     Objection.

14        THE COURT:   I’m gonna sustain it.

15   Q    -- did that relieve you of that opportun --

16        THE COURT:   I’m gonna sustain it in that form.

17   Q    Okay.   Is it your understanding, because you believe the

18   Culleys knew something, that you didn’t have to meet any

19   obligations of the dual agency statute?

20   A    No.

21   Q    Okay.   So, what steps did you take in order to make sure

22   that the Culleys were informed in accordance with the terms as

23   outlined in Exhibit 4?

24   A    Gail Dubois was the buyer’s agent working with the

25   Culleys.   It was her role to be informing them of what was
                                                                 1-46
 1   happening.   My role was in the supervisory role, the broker of

 2   the -- of the company.

 3   Q    That’s not my question.   My question was, what steps did

 4   you take, sir, to make sure that Gail -- that the Culleys were

 5   fully informed as required by tab four before you?

 6   A    I -- I did nothing at that time.

 7   Q    You did nothing at any time, isn’t that fair to say?

 8   A    No, that would not be fair to say.

 9   Q    So, did you subsequently, at any point, notify the Culleys

10   that there really was a dual agency here and break down for the

11   Culleys the nature of the relationship between RE/MAX and the

12   owner?

13        MR. MAFFUCCI:   Objection.

14        THE COURT:   Sustained.

15   Q    At any time, did you make any effort to talk to the

16   Culleys concerning the facts surrounding a dual agency?

17        MR. MAFFUCCI:   Objection.

18        THE COURT:   Basis?

19        MR. MAFFUCCI:   This dual agency, I think this is --

20   requires some foundation as to whether a dual agency existed.

21   There has --

22        THE COURT:   Okay, --

23        MR. MAFFUCCI:   -- just been the buyer’s agency, the

24   seller’s agency --

25        THE COURT:   Okay, well, I don’t think --
                                                                     1-47
 1        MR. MAFFUCCI:    -- and I don’t think it’s relevant.

 2        THE COURT:   Okay.    This wit -- No, I’m gonna let him have

 3   the question, okay.    He -- but, okay, I want to just talk as to

 4   how --

 5   Q    I’m not going that -- I’m not going where you think I’m

 6   going.   I mean, I -- --

 7        THE COURT:   Well, --

 8   Q    -- We can do -- alright --

 9        THE COURT:   -- let’s make sure -- You don’t know where I’m

10   going.

11       [On the record discussion at side bar at 12:05:27 p.m.]

12        MR. MCLAUGHLIN:    [Indiscernible at 12:05:27 p.m. - low

13   audio at side bar] on one hand, it’s a dual agency,

14   [Indiscernible at 12:05:35 p.m. - low audio at side bar] RE/MAX

15   saying one thing, then the other, is what we've been confronted

16   with from the very beginning --

17        THE COURT:   Okay.    To me, okay, when you’re generalizing

18   about quest -- here's the thought, okay, if you [Indiscernible

19   at 12:05:48 p.m. - low audio at side bar] after he was notified

20   by anyone, okay, by [Indiscernible at 12:05:56 p.m. - low audio

21   at side bar] on the job, did he take any action, that may be

22   relevant.   In other words, [Indiscernible at 12:05:00 p.m. -

23   low audio at side bar] she was excluded from the job site, did

24   he do anything about it.     If he found some other condition on

25   the site, okay, and she was not in a position [Indiscernible at
                                                                   1-48
 1   12:06:10 p.m. - low audio at side bar] okay, to tell them about

 2   it, to me, that’s the crux of what you're getting to.

 3        MR. McLAUGHLIN:    Yeah.

 4        THE COURT:    And so I’ll allow that, but what you can’t do

 5   -- you can’t [Indiscernible at 12:06:23 p.m. - low audio at

 6   side bar] you already have him testifying that there was

 7   [Indiscernible at 12:06:27 p.m. - low audio at side bar] you

 8   already know [Indiscernible at 12:06:35 p.m. - low audio at

 9   side bar], okay.    So to the extent that there was a violation

10   of law, the question is, what’s the significance of not having

11   a document that reflects the reality?

12            [Indiscernible discussion at 12:06:53 p.m. -

13                          low audio at side bar]

14        MR. McLAUGHLIN:    We do have a document that says what the

15   standard is, and he just testified it was a fiduciary standard,

16   and, therefore [Indiscernible at 12:07:07 p.m. - low audio at

17   side bar] --

18            [Indiscernible discussion at 12:07:07 p.m. -

19                          low audio at side bar]

20        THE COURT:    There's no written document, okay, I'm with

21   you on that.   Okay, now, where do we go from here?

22        ATTORNEY:     Your Honor, in a case like that --

23        THE COURT:    What's the consequence?   I mean, okay,

24   [Indiscernible at 12:07:47 p.m. - low audio at side bar]

25   they're supposed to do, but that doesn’t tell us, okay,
                                                                     1-49
 1   [Indiscernible at 12:07:53 p.m. - low audio at side bar] the

 2   consequence it has [Indiscernible at 12:07:56 p.m. - low audio

 3   at side bar] the harm that the Culleys suffered, which is the

 4   big issue.

 5        MR. McLAUGHLIN:    And I agree.   Under those circumstances,

 6   --

 7        THE COURT:   Which is --

 8        MR. McLAUGHLIN:    -- I agree [Indiscernible at 12:08:07

 9   p.m. - low audio at side bar] it is, however, different

10   [Indiscernible at 12:08:12 p.m. - low audio at side bar] Gail

11   Dubois.   They were told she’s the buyer’s broker and she will

12   take care of them.   They -- Everybody at RE/MAX knew that and

13   had elected not to go forward in the dual agency for reasons

14   that are inexplicable to me [Indiscernible at 12:08:28 p.m. -

15   low audio at side bar] --

16        THE COURT:   But [Indiscernible at 12:08:31 p.m. - low

17   audio at side bar] --

18             [Indiscernible discussion at 12:08:34 p.m. -

19                          low audio at side bar]

20        THE COURT:   -- some fiduciary responsibilities, so if your

21   position -- it seems to me in the case is, say, look, you guys

22   owed [Indiscernible at 12:08:57 p.m. - low audio at side bar].

23             [Indiscernible discussion at 12:09:04 p.m. -

24                          low audio at side bar]

25        MR. McLAUGHLIN:    -- which is by way offer of proof is that
                                                                     1-50
 1   he testified [Indiscernible at 12:09:23 p.m. - low audio at

 2   side bar], you know, did you not think it was the problem, were

 3   red flags raised, and he said, yes, red flags were raised, but

 4   not for the reason that you think.

 5               [Indiscernible discussion at 12:09:38 p.m. -

 6                          low audio at side bar]

 7        MR. McLAUGHLIN:    -- that Dubois, in a sense, was not

 8   moving the ball forward.    She was an impediment to the deal

 9   going forward, and that’s the red flag, and that’s why he did

10   nothing to defend her because he was not concerned with the

11   buyer’s broker’s obligation.    He was only concerned with Gail

12   Dubois --

13        THE COURT:    [Indiscernible at 12:10:01 p.m. - low audio at

14   side bar] that she was excluded and you can basically say

15   [Indiscernible at 12:10:06 p.m. - low audio at side bar].

16               [Indiscernible discussion at 12:10:11 p.m. -

17                          low audio at side bar]

18        MR. McLAUGHLIN:    No, he said yesterday there’s no dual

19   agency.

20        THE COURT:    Yeah.

21        MR. McLAUGHLIN:    Either there is or there is not.

22        THE COURT:    Okay.   You've already got this guy to say she

23   owed a highest degree of care [Indiscernible at 12:10:24 p.m. -

24   low audio at side bar] if he interferes with that, it doesn’t

25   support her [Indiscernible at 12:10:28 p.m. - low audio at side
                                                                   1-51
 1   bar], okay, and he says -- well, she has [Indiscernible at

 2   12:10:31 p.m. - low audio at side bar].

 3        MR. McLAUGHLIN:    Right.

 4        THE COURT:   Okay.   So you're [Indiscernible at 12:10:36

 5   p.m. - low audio at side bar] --

 6        MR. McLAUGHLIN:    Okay.

 7        THE COURT:   -- make that the next question.

 8        MR. McLAUGHLIN:    Okay.    Fine.

 9            [End of on the record discussion at side bar]

10   Q    Sir, as far as you know -- I may have asked you this

11   question, so I apologize if I -- as far as you know, there’s no

12   document signed between Paula Spinazola and Gary Cato as the

13   owner of the property, correct?

14   A    On January 5th, there was not.

15   Q    Okay.   Do you know of any other one?

16   A    I believe we had a Listing Agreement signed with him in

17   Jan -- after the property was under purchase and sale with the

18   Culleys, I believe.

19   Q    And do you know who signed the Listing Agreement?

20        MR. MAFFUCCI:    Objection.   We’re at the Listing Agreement

21   again.

22   Q    Wait a minute.    I'm -- He -- I’m just going where he took

23   me, Your Honor.

24        THE COURT:   I’ll let it for this purpose.   I’ll instruct -

25   - I’ve already instructed you on what the significance, so but
                                                                   1-52
 1   go ahead.

 2   A    If it’s a Exhibit, I could look at it, but no, I don’t.

 3   Q    Did you come to find out that Gary Cato’s name was

 4   actually put on by Paula Spinazola?

 5        MR. MAFFUCCI:   Objection.

 6        THE COURT:   Okay.   I’m going to sustain it.   It’s not imp

 7   -- in my view, it’s not important.    Okay?

 8   Q    One moment, Your Honor.

 9        At some point -- Isn’t it fair to say that when the issue

10   of Gail Dubois came up, you unders -- and the dispute between

11   Gail Dubois and Gary Cato, that you understood that Gail Dubois

12   was insisting that Gary Cato meet certain obligations under the

13   Offer to Purchase, and that he was refusing to do so?

14   A    The best that I recall, when Gail brought it to my

15   attention, it was the fact the $950,000.00 price was being

16   changed to $978,000, --

17   Q    And she also brought to your attention --

18   A    -- or whatever it was.

19   Q    -- the issue of the architect, correct?

20   A    Not that I recall.

21   Q    You remember me just reading your testimony, in which you

22   said one of the issues was also the meeting with the architect?

23   A    From the -- the aspect of having a full set of plans, I --

24   thanks for re -- refreshing my memory -- one of the issues that

25   Gail brought up, I believe, was that who was paying for the
                                                                   1-53
 1   full set of plans.

 2   Q    Okay.

 3   A    Yeah.

 4   Q    And isn’t it, in fact, true that you viewed Gail Dubois as

 5   interfering with the process of coming to a closure on this

 6   property?

 7   A    That I viewed that?

 8   Q    Yes.

 9   A    No.

10   Q    Is it fair to say that you viewed Gail Dubois as an

11   impediment to the closing?

12   A    To the closing?

13   Q    Yes.

14   A    No.

15   Q    Is it fair to say that you believed that Gail Dubois, in

16   acting as a buyer’s broker, was potentially risking whether or

17   not there’d be a closing because she was insisting that Gary

18   Cato meet his obligations under the Offer to Purchase?

19   A    No.

20   Q    Do you have -- Did you believe that Gail Dubois was an

21   impediment to reaching a closing because she was pushing Gary

22   Cato to meet his obligations under the Purchase and Sale

23   Agreement?

24   A    No.     I do not believe that.

25   Q    I’d like you to look at a paragraph -- page 114.
                                                                       1-54
 1           MR. MAFFUCCI:     The deposition?

 2   Q       Of your deposition, please, yes.

 3           And I would ask you to look at page ni -- line 19, and

 4   this line of questioning had to do with the fact that Gail

 5   Dubois was no longer involved in the project.      And I say --

 6   Question: “Well, Gail Dubois has indicated that she told you

 7   when that occurred, is that possible?”      Answer: “Yes, that’s

 8   possible.”    “Did you feel that there was a serious conflict of

 9   interest as it related to your seller refusing to allow one of

10   your independent contractors to attend meetings where that

11   independent contractor had the express obligation to protect

12   the interests of the buyer?”       There’s an objection.   Answer:

13   “Yes.    It raises flags, not necessarily as a conflict of

14   interest, but more just that the tension within the transaction

15   is obviously that high, and perhaps -- perhaps, I’m not saying

16   this scenario happened, but, in general, that person is not a

17   contributing factor to bringing things forward.”      Do you see

18   that?

19   A       I certainly do.

20   Q       And isn’t that, in fact, the case, that you believed that

21   Gail Dubois was not a contributing factor to bringing things

22   forward, and that’s why you didn’t do anything with regard to

23   this issue?

24   A       No, that’s not the case.    What I was pointing out --

25   Q       I -- I’ve answered -- You’ve answered the question.
                                                                   1-55
 1         MR. MAFFUCCI:    Let him answer the question, Your Honor.

 2         THE COURT:   Well, he’s -- you can get -- you can pick it

 3   up.

 4   Q     Now, is it fair to say that you did not contact Gail

 5   Dubois -- I’m sorry, Gary Cato, and say, “Don’t ever throw

 6   anything in my broker’s faces again.”    Did you do that?

 7   A     No, I did not.

 8   Q     But you knew that Gail Dubois told you that Gary Cato

 9   approached her and threw the Purchase and Sale Agreement in her

10   face, did -- didn’t you?

11   A     The best I recall, that mi -- that was not the language

12   that was used.

13   Q     Okay.   Well, you knew that, certainly, it was thrown at

14   her, correct?

15   A     I believe when Gail was telling me about the situation,

16   she was, at that point, stressing the point that he was

17   refusing to sign the agreement.    It was later that it was --

18   she described to me what -- what she believed took place, --

19   Q     Okay.

20   A     -- so --

21   Q     So, she didn’t tell you right away that he had -- she had

22   thrown it -- that this had been thrown in her face?

23   A     The best I recall, the issue was more about the

24   transaction and not about her.

25   Q     Okay.
                                                                      1-56
 1   A      The best that I recall.

 2   Q      You then learned, afterwards, that she said he threw it in

 3   her face, correct?

 4   A      Yes, she told me then -- At -- At some point she told me,

 5   yes.

 6   Q      Okay.   What steps did you take with regard to this seller,

 7   Mr. Cato, when you learned that he did that to one of your

 8   employees or independent contractors or whatever?

 9   A      I did not contact Mr. Cato.

10   Q      Okay.   Subsequently you learned, did you not, that Mr.

11   Cato had a second situation with Mrs. Culley and Ms. Dubois in

12   which he screamed at Mrs. Culley and Ms. Dubois, causing Mrs.

13   Culley to cry --

14          MR. MAFFUCCI:    Objection.

15   Q      -- and Ms. Dubois’ child to cry.    Did you learn of that?

16          MR. MAFFUCCI:    Objection.

17          MS. BROGNA:    Objection.

18          THE COURT:    He’s --

19          MR. MAFFUCCI:    Again, he’s characterizing events,

20   testimony, all kinds of things, and he’s doing it again.

21          THE COURT:    Okay.

22          MR. MAFFUCCI:    My objection is again.

23          THE COURT:    Alright.   We don’t have Mrs. Culley’s

24   testimony yet.      We don’t have -- so I’m gonna sustain it.

25   Q      Your Honor, if I may, Gail Dubois testified to these
                                                                         1-57
 1   facts, so it’s already before the jury.     She testified that

 2   Mrs. Culley was crying --

 3        THE COURT:     That --

 4   Q    -- and that her child was crying.

 5        THE COURT:     -- may be, okay.   Is it -- let’s just --

 6   [Indiscernible at 12:19:40 p.m. - indiscernible speech].        I

 7   don’t --

 8       [On the record discussion at side bar at 12:19:50 p.m.]

 9              [Indiscernible discussion at 12:19:50 p.m. -

10                          low audio at side bar]

11        THE COURT:     On cross-examination, the real question on

12   cross is you can't -- you have to have a good faith basis to

13   believe that there is a testimony basis [Indiscernible at

14   12:20:08 p.m. - low audio at side bar] so somebody’s already in

15   there, okay, and [Indiscernible at 12:20:14 p.m. - low audio at

16   side bar].

17              [Indiscernible discussion at 12:20:17 p.m. -

18                          low audio at side bar]

19        MR. McLAUGHLIN:    Ms. Dubois said that she was crying, as

20   was her daughter.

21        MR. MAFFUCCI:    Right.   But that's not [Indiscernible at

22   12:20:36 p.m. - low audio at side bar].

23              [Indiscernible discussion at 12:20:38 p.m. -

24                          low audio at side bar]

25        MR. McLAUGHLIN:    No, Mrs. Dubois’ daughter.   Yeah, it’s
                                                                   1-58
 1   Mrs. Dubois’ daughter.

 2            [Indiscernible discussion at 12:20:44 p.m. -

 3                          low audio at side bar]

 4        MR. McLAUGHLIN:     For the record.

 5        THE COURT:   Okay.   Why don’t you [Indiscernible at

 6   12:20:50 p.m. - low audio at side bar] --

 7            [Indiscernible discussion at 12:20:55 p.m. -

 8                          low audio at side bar]

 9            [End of on the record discussion at side bar]

10   Q    Sir, at some point, you became aware that Ms. Dubois and

11   Mrs. Culley had another confrontation with Mr. Cato at the

12   house, shortly before the closing, within three or four weeks

13   of the closing, is that correct?

14   A    Yes, that is correct.

15   Q    And Gail Dubois reported to you, did she not, that Mr.

16   Culley [sic] became very angry at the Catos [sic] -- at the --

17   I’m sorry.   Mr. Cato became very angry at Mrs. Culley and Ms.

18   Dubois, and Mrs. -- and asked them to leave the property.

19   A    Honestly, I’m not sure if Gail told me that, but I was

20   made aware of it, yes.

21   Q    Okay.   Do you think someone else told you that?

22   A    Possibly, yes.

23   Q    Okay.   Was it Paula Spinazola?

24   A    No, it would have been Chuck Joseph.

25   Q    Okay.   And you also understood that Mr. -- Did you also
                                                                    1-59
 1   understand that Mr. Cato told Mrs. Culley that he was not going

 2   to complete certain parts of the property, and if she didn’t

 3   like it, she didn’t have to buy it?

 4   A    I have no recollection of that.

 5   Q    So, Mrs. -- Ms. Dubois never told you that?

 6   A    State the question one more time?   I'm not sure I --

 7   Q    Did Ms. Dubois tell you that Mr. Cato informed Mrs. Culley

 8   that he was not gonna complete certain parts of what was -- he

 9   was required to do on the job, and that if she didn’t like it,

10   she didn’t have to buy it?

11   A    In that sequence of events, no.   I do not -- I was not

12   told that.

13   Q    Did you have a discussion with Ms. Dubois concerning the

14   fact that the Culleys already had up to $100,000.00 of their

15   own money into the building when Ms. -- Mr. Cato had that

16   dispute with them?

17   A    No, I don’t.    Honestly, I believe those conversations were

18   with my business partner, Chuck Joseph, and Gail Dubois, not

19   myself.

20   Q    Okay.

21   A    So --

22   Q    You eventually did learn of this, however?

23   A    --

24   Q    Correct?

25   A    I -- I learned a number of different things at different
                                                                     1-60
 1   times, yes.

 2   Q    Okay.     Did you learn of this incident in which the

 3   Culleys, Mr. -- Mrs. Culleys -- Mrs. Culley was yelled at by

 4   Mr. Cato and told, you don’t have to buy it, walk away from it,

 5   it’s up to you?

 6   A    I don’t recall, honestly.

 7   Q    You never -- You don’t recall actually being told that by

 8   anyone?

 9   A    Well, in the last six years?

10   Q    No, when --

11   A    At that time, I don’t recall.

12        I -- I may have, but I don’t recall at this second.

13   Q    Well, if you were, --

14   A    So --

15   Q    -- did you not think that you had some obligation to tell

16   the -- Mr. Cato that you were not gonna put up with this kind

17   of behavior?

18   A    I believe, and I think I just said it, my -- my partner,

19   Chuck Joseph, is the one who Gail had talked to about this, and

20   I believe a meeting was scheduled at that point, but I was not

21   privy to it, so.

22   Q    You've testified that you had the utmost duty of care to

23   the Culleys.    My question is, did you do anything regarding

24   this behavior of Mr. Cato when it occurred?

25   A    No.   No, I did not.   Not when it occurred.   I was not
                                                                     1-61
 1   aware of it.

 2   Q    You became aware of it at some point?

 3   A    Yes, I did.

 4   Q    Did you do anything at that point?

 5   A    No, I did not.

 6   Q    Did you attend the closing, sir?

 7   A    No, I did not attend the closing.

 8   Q    Did you become aware at any time that Mr. Cato and/or Mr.

 9   Mallegni had offered the Culleys the opportunity to not go

10   forward in the purchase?

11   A    I -- I was told that.    I don’t know when I was told that.

12   Q    Okay.

13   A    Yeah.

14   Q    In your role as the buyer’s broker, and the supervisor of

15   the buyer’s broker, did you make any effort to see what the

16   basis of that offer was?

17   A    No, I did not.

18   Q    Okay.     So, you’ve heard testimony -- you’ve been here

19   throughout the trial, correct?

20   A    Every day.

21   Q    Okay.     Did you ever talk to Mr. Cato or Mr. Mallegni as to

22   their ability to return the $100,000.00 that the Culleys had

23   into this property if they walked away from the property?

24   A    No, I was not privy to those conversations at that time,

25   so, no, I did not.    I never talked to Mr. Mallegni or Mr. Cato
                                                                  1-62
 1   about this.

 2   Q    Okay.    And Gail Dubois -- is it your testimony that Gail

 3   Dubois never told you about this offer that either you take it

 4   or leave it made by Mr. Cato or Mr. Mallegni?

 5   A    I don’t recall that conversation.

 6   Q    Are you saying the conversation didn’t occur?

 7   A    I’m saying I don’t recall that conversation.

 8   Q    If the conversation did occur, what would you have done?

 9   A    Is this a hypothetical question?

10   Q    I’m asking you, if the conversation did occur --

11        THE COURT:    It's a hypothetical question, because he says

12   he doesn’t know, --

13   Q    Okay.

14        THE COURT:    -- okay?

15   Q    What would you have done, in exercising your role -- your

16   fiduciary role of the utmost duty of care to protect the

17   interests of the Culleys?

18   A    If I was in -- hypothetically, if I was involved at the

19   time of the offer, to terminate a transaction requires

20   agreement by both parties, i.e. the seller and the buyer.   We

21   were holding escrow money, which is part of the $100,000.00 Mr.

22   McLaughlin is referring to, and for us to release that back to

23   either the Culleys or the sellers, we would need written

24   authorization from both parties, so we would try to help, if

25   they did not want to go forward, to come up to an agreement of
                                                                  1-63
 1   how the money was to be divided up.

 2   Q    And did you -- and that’s as to the amount that’s in the

 3   escrow account, correct?

 4   A    Correct.     Correct.

 5   Q    But what about the improvements to the property paid for

 6   by the Culleys?

 7   A    We would try to help negotiate whatever that settlement

 8   could be.

 9   Q    You didn’t do any of that, did you?

10   A    I was not at the closing when that offer was made, if

11   that’s when it was made.

12   Q    May -- Now, at some point, did -- is it fair to say that

13   you became aware that Paula Spinazola was doing work on the job

14   site that was different from normal brokerage work, that is,

15   bringing a buyer and seller together?

16   A    I’m not sure I was ever brought anything aware that she

17   was doing that was outside the normal role -- alright, I

18   shouldn’t say normal -- a role of a listing a -- a listing

19   agent for a seller on a new construction.

20   Q    Okay.   And a listing agent for a seller and a new

21   construction involves bringing the buyer and seller together,

22   correct?

23   A    That’s one of the roles, yes.

24   Q    And there are other skill sets that you refer to that a

25   listing agent would do on behalf of the buyer and the --
                                                                   1-64
 1        THE COURT:    The seller or buyer?

 2   Q    -- on behalf of the seller, isn’t that correct?

 3        THE COURT:    Seller.

 4   A    In particular to new construction?

 5   Q    Yes.

 6   A    Absolutely.

 7   Q    One moment.

 8        Is it your normal procedure as brokers to get to -- get

 9   involved in the day-to-day construction of a project?

10   A    No, we’re not -- we’re -- we're real estate brokers.

11   We’re not contractors.

12   Q    Is it fair to say that you were aware that Paula Spinazola

13   was working on the job site on a daily or every-other-day basis

14   on 22A Lover’s Lane?

15   A    Well, when you’re saying the word, “working on,” I’m not

16   sure what you’re referring to, but one of the things a -- one

17   of the industry standards for a listing agent of new

18   construction is to stop by the job site regularly, preferably

19   every day, so that they have an update of what the progress is

20   in case they’re asked.

21   Q    Okay.   Look at page 104 of your deposition, please.

22        Prior to questioning on that, is it fair to say, sir, that

23   you had an ongoing relationship with Gary Cato, and that you

24   had sold on behalf of Gary Cato, meaning RE/MAX had sold on

25   behalf of Gary Cato, 10 to 20 homes in the prior five years?
                                                                    1-65
 1   A       I don’t know how many, but Paula Spinazola was the listing

 2   agent for a number of properties that Gary Cato built, yes.

 3   Q       And would 20 be a reasonable estimate?

 4   A       I have no idea how many it would be, honestly.

 5   Q       On page 104, I question you at line eight.   I say, “Is it

 6   normal procedure for RE/MAX Executive Realty to actually get

 7   involved in the day-to-day construction of a particular new

 8   home construction job?”     Objection.   Answer: “Our role -- As a

 9   listing agent, our role often is to be the in-between party

10   between buyer and builder, to relay information back and forth

11   and, oftentimes, that is daily involvement at the site, meeting

12   with the buyer, etcetera, then communicating back to the

13   builder.”

14           Do you know what Paula Spinazola was doing on the site?

15   A       No, I never stopped by the site myself to see what she was

16   Doing, no.

17   Q       You’re aware, are you not, that your broker, Paula

18   Spinazola, had indicated that Paula -- that -- I’m sorry --

19   that your broker, Gail Dubois, had indicated that Paula

20   Spinazola had taken over the management of the project?

21   A       I had read that, that she had said that, yes.

22   Q       Okay.   And is it your understanding that she’s wrong on

23   that?

24   A       Yes.

25   Q       Okay.   And you have said also, haven’t you, that the work
                                                                       1-66
 1   done by Paula Spinazola or other brokers on the day-to-day

 2   business on the site of a construction job could easily be

 3   perceived as being in the construction business.         Haven’t you

 4   said that?

 5   A       I believe I said that during the deposition, yes.

 6   Q       Yeah.    Let’s look at your deposition at 111.

 7           I’m sorry -- Yeah, 111, line 21.     My question is: “Did you

 8   know that Paula Spinazola was acting as a project manager for

 9   the job?”       Answer: “Absolutely not.   I don’t think she was.”

10   Question: “Do you have an understanding why Gail Dubois would

11   say that Paula Spinazola was acting as a project manager?”

12   Answer: “The real estate industry has its own little segments.

13   Some are -- there are some agents who deal a lot with resales,

14   and a certain skill set that’s required to deal as listing

15   agent of new construction.      Often, it gets perceived that that

16   is a close relationship to the construction process.        Still,

17   we’re just a conduit back and forth between the builder and the

18   buyer.    Someone may call it a project manager.     It’s way off-

19   base.    It’s not project management.      It’s communicating back

20   and forth.”      Is that your answer?

21   A       That’s what I --

22   Q       Okay.

23   A       -- in my deposition.    You read it, yes.

24   Q       Okay.    And so, as -- in the -- in your role as a fiduciary

25   for the Culleys, did you believe it was a -- did you ever tell
                                                                    1-67
 1   the Culleys that you had assigned Paula Spinazola to be the

 2   project manager on this matter when the issue of Gary Cato

 3   arose during the last month of the project?

 4          MR. MAFFUCCI:   Objection.   I --

 5          THE COURT:   Okay.

 6          MR. MAFFUCCI:   That question has about three questions.

 7          THE COURT:   Did you understand that question?

 8   A      I could not understand that.

 9   Q      Okay.   Let me ask it again.   Did you ever tell the Culleys

10   that because of the dispute between Gary Cato and the Culleys,

11   that Paula Spinazola would take over as project manager for the

12   job?

13   A      No, I never told them that.

14   Q      You’re certain.

15   A      Absolutely positive.

16                  [Discussion regarding taking short break]

17                          [Court takes short break]

18   Q      Sir, is it fair to say that you believe that because the -

19   - this was new construction, your obligation as the broker

20   overseeing the buyer’s broker just went away as the

21   construction went forward, because that’s what happens in the

22   construction industry?

23   A      No, I do not believe that.

24   Q      Okay.   So, you would agree that the obligations of a

25   buyer’s broker continue from the inception of the deal to the
                                                                    1-68
 1   end of the deal, correct?

 2   A    And there’s pieces of it that would extend past the

 3   transaction too.   Confidentiality, yes.

 4   Q    Okay.

 5   A    So --

 6   Q    And you would agree, therefore, that the obligations of

 7   fiduciary continue after the sale actually occurs, correct?

 8   A    Fiduciary responsibility after the sale?

 9   Q    Yes.

10   A    After the closing?

11   Q    Yes.    With regard to that closing.

12   A    I -- I do not know that answer.

13   Q    Okay.    Well, you said it continued after the closing.

14   A    I said c -- one of our duties is confidentiality to our

15   client.

16   Q    Okay.

17   A    Confidentiality would extend past the closing.

18   Q    Okay.    Now, I would like you to look at page 113.

19        And I’m -- At line 21, I ask the following question.      “Did

20   you ever become aware that Gary Cato refused to meet with the

21   Culleys if Gail Dubois was present?”   “I may have been told

22   that.”    Now, I want to stop there.

23        You answered at that time, “I might have been told that,”

24   and I -- my question to you is, sir, was the fact that an owner

25   was refusing to meet with the buyer’s broker, who worked for
                                                                    1-69
 1   you, a common event in your office?

 2   A    An owner, a seller, refusing to allow --

 3   Q    Deal with the buyer’s broker, where that buyer’s broker is

 4   out of your office.

 5   A    No, that is not common.    It does happen, but it’s not

 6   common.

 7   Q    How often does it happen, sir?

 8   A    Once a year, yeah.

 9   Q    Okay.    So, it’s a fairly rare occurrence, correct?

10   A    Very -- Yes, very rare.

11   Q    Continuing there, “As the president of the company, is it

12   fair to say that Gail Dubois, as the buyer’s representative,

13   reported to you as to how the project was or the sale was

14   moving forward?”   Answer: “Either myself or Chuck Joseph.”

15   “And is it fair to say that you believe the Culleys were

16   relying on Gail Dubois as the buyer’s broker to represent their

17   interests?”   Answer: “In new construction, the role changes, or

18   it doesn’t change.    But the buyer’s agent’s involvement backs

19   off significantly, because, then, it’s the buyers communicating

20   directly with the builder via the listing agent is typically

21   how it happens in the industry.”   Have I read that correctly?

22   A    You absolutely did.

23   Q    So, as -- can you tell me what you mean when you say, “the

24   roles -- the role changes or it doesn’t change?”

25   A    In new construction, each builder may have their own
                                                                      1-70
 1   nuances.   Some builders were, shield me from the buyer.   I do

 2   not want to talk to them at all, okay?   Others are, no, I’d

 3   like to meet with the buyers.   So, it depends on the situation.

 4   Q    So, when the buyer’s agent involvement was backing off,

 5   i.e. Gail Dubois’ involvement, what were you doing to ensure

 6   that the utmost duty of care was being adhered to on behalf of

 7   the Culleys?

 8   A    Gail Dubois, I’m not sure backed off.   I think she stayed

 9   in contact with the Culleys throughout the whole process.

10   Q    But you also understand -- you -- The question that I

11   asked you, sir, was, "Did you become aware that Gary Cato

12   refused to meet with the Culleys if Gail Dubois was present?"

13   You said, “I told -- I might have been aware of that.”     The

14   question was, "As the president of the company, is it fair to

15   say that Gail Dubois, as the buyer’s representative, reported

16   to you as to how the project or the -- project was or the sale

17   was moving forward."   You say, "Either myself or Chuck Joseph."

18   Is it fair to say that you believe the Culleys were relying on

19   Gail Dubois as the buyer’s broker to represent their interests?

20   There was nothing hypothetical about that question.   I was

21   asking you, did you think they had the right?   And your answer

22   was, "Well, that role diminishes."   Am I characterizing that

23   correctly?

24   A    As you asked the question, I gave an industry standard

25   answer.
                                                                   1-71
 1   Q    Okay.

 2   A    How it operates in the industry.

 3   Q    And I’m asking you, with regard to Gail Dubois, what steps

 4   did you take as if, according to the industry standard, her

 5   role was being diminished, what steps did you take to ensure

 6   that the Culleys were being told everything about the property?

 7   A    Gail Dubois and I had a number of conversations, and Gail

 8   was informed and was in communication with the Culleys.

 9   Q    Did you become aware at any point that Gail Dubois was --

10   I’m sorry -- that Paula Spinazola was attending Conservation

11   Commission hearings to get permits for this property?

12   A    During my deposition, I was informed that Paula Spinazola

13   attended Conservation Commission meetings.

14   Q    But up until that time, you did not know that?

15   A    I did not know that, no.

16   Q    Were you here when Paula Spinazola said that her role as

17   the seller’s broker, if we use that term, also diminished at

18   the same time Gail Dubois’ --

19        MR. MAFFUCCI:   Objection.

20   Q    -- role --

21        THE COURT:   Okay.   You're characterizing what she said as

22   testimony.   You can’t do that.

23   Q    If you could -- Isn’t it fair that you believed that if

24   Gary Cato had taken steps to prevent the Culleys from being

25   represented by a broker, that you believed it was your
                                                                       1-72
 1   obligation to step in and attend those meetings?

 2   A       If that would have been a request and it would have been

 3   necessary, absolutely.     Yeah.

 4   Q       No.   I’m not asking whether it was requested or -- My

 5   question is, did you believe you had the obligation to do it,

 6   whether it was requested or not, given your utmost duty of

 7   care?

 8   A       I think we’d give the buyer that option, yes.

 9   Q       Did you give the buyer that option?

10   A       I was informed after the fact that that took place.

11   Q       Okay.   You were informed shortly after the first meeting,

12   sir, that Gar -- that Gail Dubois was not being allowed to

13   attend the meetings.     You knew that immediately on that date,

14   did you not?

15   A       I -- I don’t know on that.   I may have been.

16   Q       Let’s look at their -- at 116.

17           I’m sorry, 117, line 10.   “What kind of duties exist

18   between the buyer’s broker and the buyer?     What duties does the

19   buyer’s broker owe to the buyer?”     Objections.   “There is a

20   fiduciary responsibility, looking out for the buyer’s

21   interests, respecting confidentiality, giving obedience and

22   care to them.”     “And if the seller prevents the fiduciary

23   responsibility?”     And there’s objections, and I continue.     “If

24   the seller takes steps to prevent your independent contractor

25   from providing the fiduciary obligation, what steps do you
                                                                    1-73
 1   take?”   Answer: “If that scenario existed, it was in the

 2   process of going on, either myself or Chuck Joseph would have

 3   sat in in lieu of that agent.    That’s -- that’s asked not to be

 4   there" -- Oh, I see.    Alright -- “in lieu of the agent that’s

 5   asked not to be there.”    I apologize for that reading, --

 6   A    Okay.

 7   Q    -- alright?     You didn’t, nor did Mr. Joseph, sit in on any

 8   of those meetings, is that correct?

 9   A    We were not aware -- I think there was one meeting, and we

10   were not aware of it until after the fact.

11   Q    And there were no subsequent meetings, is that your

12   testimony?

13   A    The only other meeting that I was aware of was toward the

14   end -- a scheduled meeting that was toward the end with the

15   construction, excuse me, and my partner, Chuck Joseph, sat in

16   on those meetings.

17   Q    Now, you also testified that you believed that the

18   Culleys themselves, not withstanding the obligation of a

19   fiduciary and a buyer’s broker, should have discerned

20   themselves that the property was not listed on multiple listing

21   services, isn’t that correct?

22   A    Yes, because I believe they were told that.

23   Q    Okay.   But you testified, did you not, that you didn’t

24   have any obligation to tell the Culleys, because it was their

25   obligation, even though you were the buyer’s broker, to go on
                                                                       1-74
 1   MLS and find out for themselves, and if they had, it -- they

 2   would have determined that you didn’t have a listing.         Do you

 3   remember testifying to that effect?

 4   A       No.

 5   Q       Okay.

 6   A       To be honest, no.     I might have, but I don’t remember it.

 7   Q       Let me direct your attention to para -- page 157.

 8           THE COURT:    Okay.   The listing is not important.

 9   Q       It’s to -- It's not on the issue of the listing, Your

10   Honor.    It’s the issue of what did this fiduciary expect the

11   Culleys to do on their own.

12           THE COURT:    Expect them to do with respect to what issue,

13   okay?    As to the listing, it doesn’t matter, so, let’s move on.

14   Q       Sir, are you capable of -- I would like you to look to --

15   Exhibit 62, please.       I'm sorry, the set of drawings.

16   A       Of the --

17   Q       The Busa drawings, sir.

18           MS. BROGNA:   61?

19   A       61 or 62, then?

20   Q       I don’t know.   Ours says 62.

21   A       I have 62 as a plot plan.

22   Q       Okay.   So -- Is there just one on Exh --

23   A       At 61, I have a set of plans.

24           MR. MAFFUCCI:   61 is a full set.

25           MS. BUSA:    61 is a full set.
                                                                   1-75
 1   Q    Let’s look at 61, I’m sorry.

 2   A    Okay.

 3   Q    These are the Frank Busa plans, is that correct?

 4   A    I see a -- down at the bottom of the page, I see, “Frank

 5   Busa Designs,” so, yes, I suppose they’re Frank Busa plans.

 6   Q    Now, is it your understanding that the Culleys should have

 7   understood whether these were stamp drawings or not?

 8   A    I have no idea.

 9   Q    Okay.    Well, you knew they weren’t sufficient for

10   construction, correct?

11   A    These?   I don’t know if these are sufficient for

12   construction or not, no.

13   Q    You do not know --

14   A    No, I do not know that.

15   Q    -- if these are sufficient for construction?

16   A    These?   No, I do not know that.

17   Q    Well, you have an engineering degree, correct?

18   A    I certainly do.

19   Q    And you have a deg -- you have -- you held a license for

20   construction supervision, correct?

21   A    That is correct.

22   Q    And, yet, you don’t know if these are buildable plans, is

23   that your testimony?

24   A    That is correct.

25   Q    Is this -- Are these stamped drawings, sir?
                                                                   1-76
 1   A    Well, here’s where it could get a little nuances.

 2   Clearly, Frank Busa uses a stamp and appears to put it on, but

 3   the term, “stamped,” I believe what you’re referring to, it --

 4   where it’s -- somebody’s stamping it and signing it to their

 5   license.

 6   Q    Alright.   And you remember testifying during your

 7   deposition that you didn’t know what, “stamped,” meant?

 8   A    I --

 9   Q    Yes?

10   A    No, I don’t, but I’ll believe you if you said I said that.

11   Q    Well, my question is, when you were asked whether these

12   were buildable drawings, you said, I don’t know.   I don’t --

13   and I asked you if they were stamped, and you said, I don’t

14   know what stamped means.   You remember that?

15   A    Well, okay, so if I said that.

16   Q    Okay.

17   A    I’m smarter today then.

18   Q    Pardon?

19   A    Then I’d know it today.

20   Q    So you know today what a stamped drawing is, but you

21   didn’t back then, --

22   A    No.

23   q    -- is that correct?

24   A    I’ll leave it, I don’t know what a stamped is then.

25   Q    Okay.   You don’t know what a stamped drawing is?
                                                                   1-77
 1   A    Sure, I don’t know what a stamped drawing is.

 2   Q    If you don’t know what a stamped drawing is, do you have

 3   any expectation as to what the Culleys should know, since

 4   neither one of them are engineers and neither one of them have

 5   project supervisor licenses?

 6        MS. BROGNA:   Objection.

 7        THE COURT:    Sustained.

 8   Q    Did you take any steps, once you realized that these were

 9   not stamped drawings, to contact the Culleys, even after this

10   litigation started, with regard to the fact that you now

11   determined these were not stamped drawings?

12   A    I believe I testified the first time I saw the drawings

13   were during our deposition.     So, no, I’ve never reached out to

14   the Culleys because the litigation had already started, and all

15   communication was with the counsel.

16   Q    Looking at Exhibit 62, sir, -- Alright, let’s -- I think

17   it’s -- there’s a -- is that 61?

18           [Discussion regarding numeration of Exhibits.]

19   Q    61, sir, which is an as-built septic plan.

20   A    What page?

21   Q    You see that?

22   A    For me, it’s 62, I believe.

23   Q    Okay.

24   A    Okay, I’m looking at it.

25        THE COURT:    61 is the full set of Busa plans, --
                                                                     1-78
 1   Q       Okay.

 2           THE COURT:   -- right?

 3   Q       So, let’s do 62, which is the as-built septic plan.

 4   A       --

 5   Q       You see that?

 6   A       Yes, I do.

 7   Q       Is that a stamped drawing?

 8   A       I’m trying to read through a Xerox copy, but in my

 9   definition of what a stamped drawing would be, yes, that’d be a

10   stamped drawing.

11   Q       Okay.   And what is your definition of what a stamped

12   drawing is?

13   A       This appears to have a Commonwealth of Massachusetts stamp

14   of the licensing of that person that is approving the drawing

15   and signing off on it.

16   Q       Okay.

17   A       That’s my interpretation of a stamped drawing.

18   Q       Did you become aware, at some point, sir, that -- Strike

19   that.

20           Prior to the closing, you became aware, did you not, that

21   there were serious issues with the permits, licenses, opinions,

22   and drawings for the building, such that there was a chance it

23   was not gonna close unless certain opinions and drawings were

24   obtained prior to the closing?

25   A       No, I was not aware of that.
                                                                    1-79
 1   Q     Okay.    So, throughout the process of this -- Strike that.

 2         You would agree that the process, getting to the closing,

 3   was an extremely long process from the time of the Offer to

 4   Purchase to the com -- time of the completion of the property,

 5   correct?

 6   A     Yes, even for a custom-built home, it was a little on the

 7   long side.

 8   Q     A little on the long side, sir?   It’s -- The Offer to

 9   Purchase was signed on January 4th of 2004, and it closed on

10   September 30th of 2005.

11   A     We -- We’ve seen high-end, new construction, cu -- custom-

12   built homes take two years.

13   Q     Okay.    Two years of actual construction, sir?

14   A     No, but the -- the process.

15   Q     Okay.    You would agree with me that that -- that it was a

16   very cantankerous relationship throughout that process,

17   particularly between Gail Dubois and Gary Cato, and Cato and

18   the Culleys?

19         MS. BROGNA:    Objection.

20         THE COURT:    He can tell us if -- how he would characterize

21   it.   I’ll allow the question.

22   A     I interpret the relationship between Gail Du -- who -- my

23   communication was with Gail Dubois and Paula Spinazola, that

24   there was friction between them, yes.

25   Q     Okay.    Did you send Paula Spinazola to meet with a -- an
                                                                   1-80
 1   engineer, Mr. Greendale, to obtain a structural integrity

 2   certificate the day before the closing on the property?

 3   A    No, I did not.

 4   Q    Were you aware that Paula Spinazola was meeting with a

 5   structural engineer to obtain a structural integrity opinion in

 6   order to close on this property?

 7   A    I was not aware of that at that time, no.

 8   Q    When did you become aware of it, sir?

 9   A    I’m guessing two years later.   I -- I don’t know.

10   Q    Are you aware of any information that would lead you to

11   believe that Paula Spin -- that Gail Dubois was aware that

12   Paula Spinazola was getting structural integrity opinions from

13   engineer -- from an engineer the day before the closing?

14   A    That -- Gail Dubois would have to answer that better than

15   me, but I don’t --

16   Q    Were you --

17   A    -- know.

18   Q    -- aware?

19   A    I said I was not aware of it.

20   Q    Okay.   Have you come to learn that that structural

21   integrity opinion was given by Mr. Greendale without

22   undertaking such a -- the structural integrity analysis?

23        MR. MAFFUCCI:    Objection.

24        MS. BROGNA:     Objection.

25        THE COURT:    Sustained.
                                                                      1-81
 1   Q    Did you sustain that, Your Honor?

 2        THE COURT:    Yes, I did.

 3   Q    As an engineer, do you know what a structural integrity

 4   analysis is?

 5   A    Hey, I -- I have a hard time remembering what I had for

 6   dinner last night, you know, at this point, but no, I don’t

 7   remember engineering at all.     I’ve really forgotten almost all

 8   of it.

 9   Q    Your Honor, it's one o'clock.     Do you wanna stop here?

10        THE COURT:    Alright.   Before we -- Well, I just wanna see

11   where we are.   Let's come on over.

12       [On the record discussion at side bar at 12:57:13 p.m.]

13             [Indiscernible discussion at 12:57:13 p.m. -

14                          low audio at side bar]

15            [End of on the record discussion at side bar]

16            [Discussions regarding adjourning for the day]

17                     [Court in recess at 1:01:05 p.m.]

18

19

20

21

22

23

24

25
                                                                                1-82
 1                      C E R T I F I C A T I O N
 2
 3
 4        I, Pamela Borges DosSantos, an Approved Court Transcriber,
 5
 6   do hereby certify that the foregoing is a true and accurate
 7
 8   transcript from the audio recording provided to me by Lisa
 9
10   Sealey of the Middlesex Superior Court proceedings in the
11
12   above-entitled matter.
13
14
15        I, Pamela Borges DosSantos, further certify that the
16
17   foregoing is in compliance with the Administrative Office of
18
19   the Trial Court Directive on Transcript Format.
20
21
22        I, Pamela Borges DosSantos, further certify that I neither
23
24   am counsel for, related to, nor employed by any of the parties
25
26   to the action in which this hearing was taken, and further that
27
28   I am not financially nor otherwise interested in the outcome of
29
30   the action.                                     Digitally signed by Pamela Borges
31                                                   DosSantos
                                                     DN: cn=Pamela Borges DosSantos,
32                                                   o=PBH Paralegal + Transcription
33                                                   Services, ou,
                                                     email=p.dossantos@verizon.net, c=US
34                                 ______________________________
                                                     Date: 2010.10.20 11:24:12 -04'00'
35                                 Pamela Borges DosSantos
36
37                                        October 15, 2010
38                                 Date
39
40                                 460 County Street
41
42                                 New Bedford, MA 02740
43
44                                 Telephone: (508)996-3898
45
46                                 Email: p.dossantos@verizon.net
47
48
49
                             The Commonwealth of Massachusetts
                         ADMINISTRATIVE OFFICE OF THE TRIAL COURT
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                                      Two Center Plaza
                               Boston, Massachusetts 02108

                            AUDIO ASSESSMENT FORM (AAF)

   Approved Court Transcriber: Complete one (1) Audio Assessment Form (AAF) for each
volume of transcript, attach the original AAF to the next to last page of each volume of transcript,
                       and FAX a copy of the AAF to OTS at 617-878-0762.

TODAY’S DATE: 10/20/10         TRANSCRIBER NAME: ___Pamela Borges DosSantos

CASE NAME: Culley vs. Cato et al                 DOCKET NO.: MICV2006-04079

JUDGE:         Judge Murtagh              RECORDING DATE:            June 24, 2010

TRANSCRIPT VOLUME: ___1_____ OF ____2                  ______

----------------------------------------------------------------------
QUALITY OF AUDIO:                          TYPE OF AUDIO:
(check one)                                (check one)
[ ] excellent [x] good   [ ] fair [ ]poor         [x] CD  [ ] TAPE

                                                       TIME STAMP or INDEX NUMBER
(check all that apply)

[ ] indiscernible speech

[x] low audio at side bar                                various

[ ] simultaneous speech


COMMENTS:          There were 67 Indiscernible portions in this transcript. It was difficult to hear
the side bars. Please see Word Index for page and line numbers of the indiscernible portions in
this transcript.
                              CULLEY VS CATO 6.24.10.DOC
Word                     Word
                 Page:Line                           Word
                                             Page:Line                          Word
                                                                        Page:Line                  Page:Line

a.m(29) 3:5 6:13 6:15      agency(44) 6:8 7:6 7:6     agreement.”(2) 21:3 43:17 approving(1) 78:14
6:16 6:18 6:19 6:22 6:23 7:10 7:11 7:25 10:4 29:4 ahead(2) 9:25 52:1             architect(13) 16:14 19:1
7:1 7:7 7:8 7:12 7:14 7:17 29:10 29:13 29:20 31:11 allow(4) 48:4 54:9 69:2       19:6 19:21 20:11 20:21
 15:6 15:7 23:7 23:8 23:12 34:11 34:19 34:21 34:22 79:21                         21:11 21:14 21:19 21:23
 23:13 23:25 24:4 24:8     34:25 35:23 36:11 36:14                               45:12 52:19 52:22
24:9 24:12 24:13 24:19     36:15 37:24 37:25 38:20 allowed(2) 25:19 72:12
24:22 24:23                41:5 41:6 42:2 42:13       allows(1) 12:19            architectural(1) 22:2
                           42:16 42:24 44:7 44:7      almost(1) 81:7             argue(1) 20:19
ability(1) 61:22           44:8 44:18 45:19 46:10     already(9) 33:13 48:6 48:8 argument(1) 18:6
about?”(1) 11:11           46:16 46:19 46:20 46:23 50:22 51:25 57:1 57:14 arose(2) 32:8 67:3
above-entitled(1) 82:12    46:24 47:13 49:13 50:19 59:14 77:14                   around(1) 17:11
absolutely(7) 11:17 30:8                                                         as-built(2) 77:19 78:3
36:23 64:6 67:15 69:22     agent(64) 8:6 8:18 8:19    alright(17) 19:20 21:7     ascertain(1) 2:14
72:3                       8:22 9:4 9:16 9:18 9:25 25:1 27:6 28:19 29:8          ask(13) 11:1 18:5 19:14
accept(1) 26:11            10:11 10:13 10:13 10:14 33:14 38:15 40:4 47:8         23:6 28:6 32:14 33:3 39:9
accordance(1) 45:22        10:14 11:9 11:10 11:13     56:23 63:17 73:4 73:7      40:4 42:21 54:3 67:9
according(1) 71:4          11:13 11:14 11:14 11:21 76:6 77:16 81:10              68:19
account(1) 63:3            11:24 14:5 15:14 17:7                                 asked(15) 32:18 34:5
accountability(1) 31:6     29:24 29:24 30:6 30:10     amount(2) 4:11 63:2        35:15 40:9 40:16 41:10
accurate(1) 82:6           31:9 32:1 33:8 33:20       analysis(2) 80:22 81:4     51:10 58:18 64:20 70:11
acknowledge(1) 18:8        33:25 34:1 35:8 37:5       and/or(3) 13:15 36:11 61:8 70:24 73:3 73:5 76:11
acquiring(2) 43:25 44:3    37:14 37:17 39:1 39:7      andover(1) 1:27            76:13
acres(1) 5:20              39:11 40:7 40:13 40:21     angry(2) 58:16 58:17       asking(5) 11:18 62:10
acted(1) 5:5               40:22 40:25 41:1 41:2      another(1) 58:11           70:21 71:3 72:4
acting(6) 8:21 31:3 31:9   41:22 41:25 44:17 45:3     answer(40) 11:8 11:15
53:16 66:8 66:11           45:24 63:19 63:20 63:25 11:16 12:9 12:10 20:3         aspect(1) 52:23
                           64:17 65:2 65:9 66:15      20:8 20:10 23:11 25:6      assigned(1) 67:1
                           69:20 70:4 73:3 73:4       34:12 34:13 34:20 35:13 assume(1) 12:9
action(3) 47:21 82:26
actions(2) 12:20 37:13                                35:14 36:10 36:12 36:20 attend(9) 14:13 32:9 32:18
                           agent,’(1) 11:12           36:20 37:10 37:12 37:14 33:16 54:10 61:6 61:7
active(1) 25:11
                           agent,”(2) 8:8 38:3        40:18 40:20 41:7 45:7      72:1 72:13
activities(1) 26:7
                           agent.”(2) 38:4 40:18      54:7 54:12 55:1 65:8 66:9
activity(2) 26:16 26:21
                           agents(6) 4:10 10:3 10:9 66:12 66:20 68:12 69:14 attended(1) 71:13
actual(2) 2:12 79:13
                           12:1 43:14 66:13           69:17 70:21 70:25 73:1     attending(4) 14:16 33:8
actually(11) 9:2 11:7
13:15 16:2 34:5 36:7                                  80:14                      33:15 71:10
                           agents,”(1) 38:3           answered(6) 29:21 31:7
42:17 52:4 60:7 65:6 68:7
                           agent’s (2) 44:15 69:18    33:13 54:25 54:25 68:23 attention(12) 16:11 17:19
                           agent”(1) 40:9                                        17:20 17:22 17:23 18:21
adhered(1) 70:6
                           ago(1) 9:14                answering(1) 35:17         19:2 27:5 43:11 52:15
adjourning(1) 81:16
                           agree(10) 44:6 44:12 44:18 answers(1) 40:19           52:17 74:7
administrative(1) 82:17
                            44:21 49:5 49:8 67:24     anxious(2) 20:2 20:5
admissible(1) 25:10
                           68:6 79:2 79:15            anybody.” (1) 36:22        attorney(3) 7:9 34:16 48:22
ads(4) 13:18 13:21 13:24
14:4                                                  anyone(5) 25:23 26:5       attribute(1) 45:8
                           agreed(1) 44:8             26:23 47:20 60:8
                           agreement(40) 6:7 12:2
afterwards(1) 56:2
                           16:12 18:16 20:3 21:10     anything(9) 11:5 13:17
again.”(1) 55:6
                           28:8 28:10 29:13 29:15     39:13 47:24 54:22 55:6
age(1) 37:5                30:13 31:10 32:22 33:4     60:23 61:4 63:16
                           33:5 34:14 34:17 34:19
                           35:5 35:6 35:10 36:16      apologize(8) 11:2 15:17
                           38:21 41:2 41:7 42:2       18:13 28:18 28:21 40:5
                           42:13 42:17 43:18 44:6     51:11 73:5
                           44:9 44:18 51:16 51:19
                           51:20 53:23 55:9 55:17     appears(2) 76:2 78:13
                           62:20 62:25                approached(1) 55:9
                                                      approved(3) 1:35 1:42 82:4
Page : 1                                                                                      10/20/10 10:19:10
                               CULLEY VS CATO 6.24.10.DOC
Word                      Word
                  Page:Line                           Word
                                              Page:Line                          Word
                                                                         Page:Line                     Page:Line

audio(67) 2:12 6:15 6:16    bar(75) 6:13 6:15 6:17      believe(61) 9:7 9:15 9:18   break(3) 46:10 67:16 67:17
6:18 6:19 6:22 6:24 7:2     6:18 6:19 6:22 6:24 7:2     9:21 14:3 14:3 14:5 15:10   bringing(4) 54:17 54:21
7:7 7:8 7:13 7:15 7:17      7:7 7:8 7:13 7:15 7:17      16:4 16:24 20:23 21:2       63:15 63:21
23:9 23:12 23:14 24:1       7:18 23:7 23:9 23:12        22:9 22:19 28:2 28:15
24:5 24:8 24:10 24:12       23:14 24:1 24:5 24:8        29:9 31:20 31:21 31:23      brogna(12) 1:25 22:5
24:14 24:20 24:22 24:24     24:10 24:12 24:14 24:20     36:1 39:14 39:17 39:21      22:24 23:4 24:21 32:11
47:13 47:14 47:19 47:20     24:22 24:24 24:25 47:11     39:22 40:7 40:10 41:20      33:12 56:17 74:18 77:6
47:23 48:1 48:5 48:7 48:8   47:13 47:14 47:19 47:21     41:22 41:24 42:6 42:6       79:19 80:24
48:13 48:16 48:19 48:24     47:23 48:1 48:6 48:7 48:9   42:17 44:20 44:24 44:25     broker(32) 3:12 3:18
49:1 49:2 49:9 49:10        48:13 48:17 48:19 48:24     45:9 45:17 51:16 51:18      12:18 13:5 13:6 28:16
49:15 49:17 49:19 49:22     49:1 49:3 49:9 49:10        52:25 53:20 53:24 55:15     28:22 31:4 31:24 42:14
49:24 50:1 50:6 50:13       49:15 49:17 49:19 49:22     57:13 59:17 60:18 60:20     45:1 46:1 49:11 53:16
50:15 50:17 50:24 50:25     49:24 50:2 50:6 50:14       66:5 66:25 67:18 67:23      61:14 61:15 65:17 65:19
51:2 51:5 57:10 57:14       50:15 50:17 50:24 51:1      69:15 70:18 72:5 73:22      67:19 67:20 67:25 68:25
57:15 57:18 57:22 57:24     51:2 51:5 51:9 57:8 57:10   76:3 76:10 77:12 77:22      69:3 69:3 69:16 70:19
58:3 58:6 58:8 81:14 82:8   57:14 57:16 57:18 57:22     80:11                       71:17 71:25 72:18 72:19
                            57:24 58:3 58:6 58:8 58:9   believed(7) 32:21 53:15     73:19 73:25
authentic(1) 26:4           81:12 81:14 81:15           54:20 55:18 71:23 71:25     broker/seller(2) 32:22 33:3
authorization(2) 12:3 62:24                             73:17                       brokerage(1) 63:14
automatic(6) 9:2 28:8       base(1) 66:19               best(19) 9:23 9:24 9:25     brokers(6) 13:1 13:14
28:12 33:10 35:11 37:24 basically(3) 24:7 26:14         13:8 13:11 13:12 15:9       13:19 64:8 64:10 66:1
                            50:14                       16:9 19:2 21:17 27:12
aware(42) 6:6 15:19 16:16                               29:17 29:21 30:22 32:15     broker’s (9) 12:7 12:22
17:14 22:22 23:1 25:3       basis(7) 18:3 35:11 46:18   52:14 55:11 55:23 56:1      13:5 13:12 14:9 28:7 28:8
27:2 28:1 32:6 38:7 42:1 57:12 57:13 61:16 64:13                                    50:11 55:6
42:4 43:15 45:2 45:6                                    better(1) 80:14
58:10 58:20 61:1 61:2       beacon(1) 1:20              between(16) 29:13 29:19     brought(11) 17:19 17:20
61:8 63:13 63:16 64:12      became(10) 16:16 17:14      30:17 30:19 32:8 34:4       17:22 17:23 18:21 19:2
65:17 68:20 70:11 70:13 21:24 32:6 58:10 58:16          46:11 51:12 52:10 65:10     27:4 52:14 52:17 52:25
71:9 73:9 73:10 73:13       58:17 61:2 63:13 78:20      66:17 67:10 72:18 79:17     63:16
78:18 78:20 78:25 80:4                                  79:22 79:24                 buil(1) 26:8
80:7 80:8 80:10 80:11       become(6) 61:8 68:20                                    buildable(5) 23:12 23:21
80:18 80:19                 70:11 71:9 78:18 80:8       big(1) 49:4                 23:22 75:22 76:12
                                                        bind(6) 11:24 12:5 12:6
away(4) 55:21 60:4 61:23 becomes(1) 43:25               12:14 12:17 36:11           builder(6) 20:11 20:22
67:20                      before(16) 1:15 5:6 10:25                                65:10 66:17 69:20 69:25
                           15:16 19:14 22:20 23:19      binding(4) 26:3 26:3 26:5
back(12) 6:2 9:2 15:7 28:5 23:22 25:2 25:21 46:5        26:23                     builder.” (1) 65:13
 33:10 37:23 62:22 65:10 57:1 58:12 80:2 80:13                                    builders(1) 70:1
65:12 66:17 66:19 76:21 81:10                           bit(2) 5:16 25:8          building(12) 5:5 5:25 6:1
                           beginning(3) 30:5 40:23      board(5) 16:4 16:5 25:22 6:1 22:23 23:1 25:4 27:3
backed(1) 70:8             47:16                        26:23 38:8                27:11 27:25 59:15 78:22
backing(1) 70:4
backs(1) 69:18             behalf(10) 12:3 23:20        body(2) 25:9 25:15          built(6) 5:3 5:21 6:2 6:3
ball(1) 50:8               32:10 33:17 37:9 63:25       book(1) 7:19                65:2 79:12
                           64:2 64:24 64:25 70:6        boston(3) 1:22 1:32 16:3
                                                        both(6) 34:12 35:23 43:1    built?”(1) 36:20
                            behavior(2) 60:17 60:24     43:13 62:20 62:24           busa(10) 19:16 19:17
                                                                                    22:11 74:17 74:25 75:3
                                                        bottom(2) 17:3 75:4         75:5 75:5 76:2 77:25
                                                        bound(4) 25:16 25:20
                                                        25:23 36:9                  business(4) 43:13 59:18
                                                                                    66:2 66:3
                                                        brackets(4) 2:9 2:11 2:16
                                                        2:20                      buy(3) 59:3 59:10 60:4

Page : 2                                                                                          10/20/10 10:19:10
                              CULLEY VS CATO 6.24.10.DOC
Word                      Word
                  Page:Line                          Word
                                             Page:Line                            Word
                                                                          Page:Line                   Page:Line

buyer(26) 8:18 9:5 9:19    cato(56) 1:13 16:18 22:2      client,”(1) 43:21          conflicting(1) 8:14
10:14 17:8 29:10 29:19     26:3 26:5 26:23 32:8 32:9     clients(1) 43:22           confrontation(1) 58:11
30:23 34:22 34:25 35:5     33:8 34:4 34:12 34:14         close(4) 26:20 66:16 78:23 confronted(1) 47:15
37:11 43:1 44:17 62:20     34:17 35:23 36:5 36:20        80:6                       confusing(2) 42:18 42:20
63:15 63:21 63:25 64:1     37:6 39:24 41:16 41:19                                   congress(1) 1:31
65:10 65:12 66:18 70:1     41:25 42:15 45:4 51:12        closed(1) 79:9             consequence(2) 48:23 49:2
72:8 72:9 72:18            52:11 52:12 53:18 53:22       closing(18) 53:11 53:12    conservation(2) 71:10
                           55:5 55:8 56:7 56:9 56:11     53:17 53:21 58:12 58:13 considered(1) 25:14
buyer?”(2) 54:12 72:19     58:11 58:17 59:1 59:7         61:6 61:7 63:10 68:10      construct(1) 25:25
buyers(10) 28:7 28:8       59:15 60:4 60:16 60:24        68:11 68:13 68:17 78:20 construction(30) 3:24 4:2
28:23 31:4 31:9 37:4       61:8 61:21 61:25 62:4         78:24 79:2 80:2 80:13      4:5 4:11 4:24 26:7 27:25
39:23 43:14 69:19 70:3     64:23 64:24 64:25 65:2                                   63:19 63:21 64:4 64:9
                           67:2 67:10 68:20 70:11        closure(1) 53:5            64:18 65:7 65:8 66:2 66:3
buyer’s(47) 8:6 8:18 8:22 71:24 79:17 79:17              co-defendant(1) 1:29       66:15 66:16 67:19 67:21
9:4 9:16 9:18 17:7 28:15                                 code(3) 23:1 25:4 27:3     67:22 69:17 69:25 73:15
28:22 28:24 29:13 29:20 catos(1) 58:16                   college(1) 4:14            75:10 75:12 75:15 75:20
29:24 29:24 30:6 30:10     cato’s (3) 16:22 27:13 52:3   com(1) 79:4                79:11 79:13
31:3 31:9 32:1 35:7 37:5 causing(1) 56:12                coming(2) 19:4 53:5
37:5 44:15 45:1 45:24      certain(9) 25:15 25:20        comments(2) 2:10 2:12      contact(4) 55:4 56:9 70:9
46:23 49:11 50:11 53:16 29:18 52:12 59:2 59:8            commission(2) 71:11 71:13 77:9
61:14 61:15 67:20 67:25 66:14 67:14 78:23                common(3) 69:1 69:5 69:6
68:25 69:3 69:3 69:12                                    communicating(3) 65:12     contains(1) 1:37
69:16 69:18 70:4 70:15     certainly(3) 54:19 55:13      66:19 69:19                content(2) 18:8 18:11
70:19 72:18 72:19 72:20 75:18                                                       context(1) 35:16
73:19 73:25                                              communication(3) 71:8      continue(4) 37:8 67:25
                           certificate(1) 80:2           77:15 79:23                68:7 72:23
call(3) 3:17 31:19 66:18   certify(3) 82:6 82:15 82:22
called(1) 26:4             chance(1) 78:22               company(20) 3:14 3:18    continued(1) 68:13
calling(1) 11:6            change(1) 69:18               3:19 3:20 4:9 5:14 11:10 continuing(2) 14:20 69:11
cannot(3) 14:15 16:22 41:1 change?”(1) 69:24             11:14 11:21 11:24 11:25  contract(16) 26:13 29:5
cantankerous(1) 79:16      changed(2) 18:24 52:16        12:2 12:4 12:6 15:14 26:329:8 29:9 29:11 29:16
can’t(4) 18:5 48:4 48:5    changes(2) 69:17 69:24        43:1 46:2 69:11 70:14    29:16 29:16 29:19 30:14
71:22                      characterize(1) 79:20                                  30:17 30:19 31:10 31:19
                           characterizing(3) 56:19   company.” (1) 11:16          31:22 33:1
capable(1) 74:14           70:22 71:21               complaining(1) 19:5          contractor(9) 5:4 5:5 16:8
care(11) 31:5 33:11 38:18                            complete(3) 3:2 59:2 59:8 16:10 25:22 25:22 25:24
44:16 49:12 50:23 60:22 checked(5) 8:8 8:10 8:12     completed(2) 16:9 17:8       54:11 72:24
62:16 70:6 72:7 72:22      8:12 8:15                 completion(1) 79:4
                                                     compliance(1) 82:17          contractors(12) 11:7 12:1
case(10) 4:17 21:24 25:11 chestnut(1) 1:26           concerned(4) 17:24 25:12 12:3 13:6 13:16 14:15
26:22 43:24 48:22 49:21 child(2) 56:15 57:4          50:10 50:11                  14:25 15:3 36:9 54:10
54:20 54:24 64:20         christopher(1) 1:30                                     56:8 64:11
                          chuck(7) 58:24 59:18       concerning(6) 6:8 25:4
                          60:19 69:14 70:17 73:2     27:18 38:8 46:16 59:13       contractual(2) 26:14 44:4
                          73:15                                                   contributing(2) 54:17 54:21
                          circumstances(1) 49:5      concerns(1) 18:15            conversation(6) 18:9 62:5
                          civil(1) 4:20              conclusion(1) 9:11           62:6 62:7 62:8 62:10
                          cla(1) 5:9                 condition(1) 47:24
                          clarification(1) 25:7      conduit(1) 66:17             conversations(3) 59:17
                          clarify(1) 10:5            confer(1) 34:16              61:24 71:7
                          classes(1) 14:20           confidentiality(5) 31:6 68:3
                          clear(2) 5:9 6:12           68:14 68:17 72:21           copy(5) 10:10 10:12 20:23
                          clearly(1) 76:2                                         20:24 78:8
                          client(5) 43:12 43:25 44:5 conflict(4) 34:10 35:22
                          44:9 68:15                 54:8 54:13                   copy,” (1) 20:12
                                                                                  cor(1) 43:22
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                                CULLEY VS CATO 6.24.10.DOC
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correct(72) 4:18 4:21 4:24   culleys(81) 6:6 6:7 8:15   defunct(1) 26:4           direct(4) 3:7 25:24 43:11
4:25 5:4 6:1 6:8 8:7 9:2     15:20 16:18 20:2 21:11     deg(1) 75:19              74:7
9:3 9:5 10:4 10:9 11:25      28:23 29:4 29:9 29:14      degree(4) 4:13 4:16 50:23
12:7 12:14 12:21 12:22       29:19 30:18 30:19 31:2     75:17                     directing(1) 16:11
13:2 13:10 14:8 14:11        31:8 31:25 32:2 32:10                                directive(1) 82:19
14:18 15:1 15:21 16:1        33:11 33:17 35:24 36:19    delay(2) 20:4 20:7        directly(2) 25:21 69:20
16:19 18:1 21:12 22:3        36:25 37:4 38:18 38:19     demand(1) 24:15           discerned(1) 73:19
22:8 27:21 28:22 29:6        38:25 39:6 39:10 39:13     denied(1) 25:18           disclo(1) 31:13
29:7 30:7 30:18 33:2 34:2    39:18 39:23 42:13 43:5     denise(1) 1:25            disclose(1) 13:18
36:14 36:22 37:19 42:15      43:23 43:24 44:13 44:19    deny(1) 25:19             disclosed(2) 8:2 42:6
43:6 43:20 43:23 51:13       44:22 44:24 45:1 45:18     dep(1) 23:23              disclosure(16) 7:25 9:2
52:19 55:14 56:3 58:13       45:22 45:25 46:4 46:9      department(7) 1:6 6:1     28:8 28:12 28:13 28:13
58:14 59:24 61:19 63:3       46:11 46:16 49:3 51:18     23:2 25:3 27:2 27:9 27:24 28:14 29:4 31:5 31:11
63:4 63:4 63:22 64:2 68:1    59:14 60:3 60:3 60:23                                33:10 35:11 37:24 37:24
68:7 69:9 73:8 73:21 75:3    61:9 61:22 62:17 62:23     depending(1) 10:14        38:18 42:18
75:10 75:17 75:20 75:21      63:6 66:25 67:1 67:9       depends(1) 70:3           disclosures(1) 6:8
75:24 76:23 79:5             67:10 68:21 69:15 70:7     deposit(3) 17:4 17:6 17:8 discussing(2) 18:19 34:4
                             70:9 70:12 70:18 71:6      deposition(33) 9:13 10:19 discussion(33) 6:13 7:18
correct?”(4) 36:10 36:15     71:8 71:24 73:18 73:24     10:25 11:17 12:10 12:13 15:5 23:7 23:8 23:13
37:10 41:7                   74:11 75:6 77:3 77:9       19:8 19:10 19:14 19:25    23:25 24:4 24:13 24:19
                             77:14 79:18                22:19 23:16 23:18 23:23 24:23 24:25 47:11 48:12
corrections(1) 26:12                                    27:4 27:6 34:3 35:16 36:1 48:18 49:18 49:23 50:5
correctly(5) 35:17 36:22   culleys?”(2) 34:12 34:20     36:6 40:12 40:14 40:24    50:16 51:9 57:8 57:9
37:15 69:21 70:23          culleys’(2) 35:1 42:14       40:25 54:1 54:2 64:21     57:17 57:23 58:2 58:7
                           culley’s (1) 56:23           66:5 66:6 66:23 71:12     58:9 59:13 67:16 77:18
county(2) 1:44 82:40       custom(1) 79:11              76:7 77:13                81:12 81:13 81:15
couple(2) 5:21 39:8        custom-built(1) 79:6
courses(2) 4:17 4:20       daily(2) 64:13 65:11         described(2) 19:20 55:18    discussions(5) 6:23 7:1
cre(1) 16:6                dash(3) 20:22 20:23 20:24    designate(1) 2:9            7:14 27:17 81:16
created(2) 16:3 16:7       dashes(2) 2:5 2:7            designated(1) 2:5
cross(1) 57:12             date(6) 16:22 16:23 17:6     designates(1) 8:6           dispute(5) 32:8 34:4 52:10
cross-examination( 22:6 29:12 72:13 82:38               designer(3) 19:18 19:21     59:16 67:10
57:11                                                   19:22
                           daughter(3) 57:20 57:25                                  divided(2) 5:21 63:1
crux(1) 48:2               58:1                         designs,”(1) 75:5           docket(1) 1:7
cry(2) 56:13 56:15                                      detail(1) 21:1              document(19) 7:24 10:23
crying(3) 57:2 57:4 57:19 day(7) 17:2 43:6 61:20        details(1) 3:25             16:1 17:14 17:15 19:12
culley(11) 1:9 56:11 56:12 64:19 80:2 80:13 81:16       determination(1) 25:9       24:7 24:9 31:19 33:5
56:13 57:2 58:11 58:16                                  determined(4) 22:23 23:2    40:11 43:5 43:8 43:9
58:17 59:1 59:7 60:3       day-to-day(3) 64:9 65:7      74:2 77:11                  44:14 48:11 48:14 48:20
                           66:1                                                     51:12
                                                        development(1) 5:8          documents(1) 36:10
                             deal(6) 50:8 66:13 66:14   didn’t(24) 12:10 21:4       doesn’t(8) 20:13 21:5
                             67:25 68:1 69:3            21:24 23:15 23:23 33:3      48:25 50:24 62:12 69:18
                                                        34:17 39:18 40:8 45:18      69:24 74:13
                             dealing(1) 45:11           54:22 55:10 55:21 59:2
                             decided(3) 37:18 37:20     59:3 59:9 59:10 62:6 63:9
                             37:21                      73:7 73:23 74:2 76:7
                                                        76:21
                             decision(3) 25:4 27:3 27:9 different(6) 5:21 40:14
                             defend(1) 50:10            49:9 59:25 59:25 63:14
                             defendants(1) 25:13
                             defined(1) 31:10           difficult(3) 35:3 35:12
                             definition(3) 38:7 78:9    diminished(2) 71:5 71:17
                             78:11                      diminishes(1) 70:22
                                                        dinner(1) 81:6
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                                CULLEY VS CATO 6.24.10.DOC
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don’t(56) 4:1 6:17 7:7 9:8   dubois’(6) 29:10 56:15     estate(14) 3:12 4:10 5:7    explain(1) 26:9
15:2 17:18 19:7 21:4 21:6    57:25 58:1 70:5 71:18      10:11 11:10 11:12 11:13     explanation(1) 26:25
24:15 25:12 25:17 34:13                                 13:3 16:3 37:13 38:8        express(1) 54:11
36:12 36:13 36:20 36:24      due(1) 25:18               43:15 64:10 66:12           extend(2) 68:2 68:17
37:2 42:10 42:21 44:20       during(8) 9:13 12:10                                   extent(2) 20:25 48:9
46:25 47:1 47:9 52:2         12:13 66:5 67:3 71:12       estimate(1) 65:3           extremely(1) 79:3
56:23 56:24 57:7 58:5        76:6 77:13                  etc(1) 2:11                face(3) 55:10 55:22 56:3
59:17 60:4 60:6 60:7         duties(3) 68:14 72:17 72:18 etcetera(2) 45:12 65:12    faces(1) 55:6
60:11 60:12 61:11 62:5       duty(10) 9:5 9:7 9:16 9:17 even(4) 31:22 73:25 77:9    facili(1) 40:2
62:7 65:1 66:9 72:15 74:6     33:11 38:18 60:22 62:16 79:6                          facilitator(5) 37:18 38:4
74:20 75:11 75:22 76:10      70:6 72:6                                              39:2 40:2 40:9
76:12 76:12 76:13 76:24                                  event(1) 69:1
76:25 77:1 77:2 80:9         duty”(1) 9:20               events(2) 56:19 59:11       fact(19) 7:4 7:5 16:13
80:15 81:6                   each(4) 5:21 10:8 10:10     eventually(1) 59:22         32:15 33:19 33:24 38:20
                             69:25                       ever(9) 13:17 22:14 44:19 38:20 38:21 39:18 52:15
doubt(4) 8:11 8:12 8:21                                  55:5 61:21 63:16 66:25      53:4 54:4 54:20 59:14
17:10                        easily(1) 66:2              67:9 68:20                  68:24 72:10 73:10 77:10
                             education(2) 14:20 14:21
down(3) 34:4 46:10 75:4      effect(1) 74:3              every(3) 10:11 61:20 64:19 factor(2) 54:17 54:21
drawing(10) 76:20 76:25      effort(3) 25:25 46:15 61:15 every-other-day(1) 64:13 facts(5) 37:3 45:9 45:11
77:1 77:2 78:7 78:9 78:10    eight(2) 20:23 65:5         everything(2) 6:17 71:6     46:16 57:1
78:12 78:14 78:17            either(8) 13:4 13:6 35:5    evidenced(1) 44:8
                             50:21 62:3 62:23 70:17      exact(1) 17:18              failure(1) 39:18
drawings(11) 22:2 74:15      73:2                        examination(2) 3:1 3:7      fair(35) 3:23 9:24 13:13
74:17 75:7 75:25 76:12       elected(1) 49:13            example(2) 2:10 26:12       14:12 16:16 16:18 17:13
77:9 77:11 77:12 78:22       electronic(1) 1:34          exclude(1) 7:16             17:16 17:20 18:14 30:2
78:23                        else(2) 18:7 58:21          excluded(2) 47:23 50:14     32:4 32:6 32:21 34:18
dual(33) 6:8 7:6 7:6 7:10    elsewhere(1) 13:18          excluding(1) 6:21           35:2 39:17 39:19 40:23
7:11 34:11 34:19 34:21       email(1) 82:46              exclusive(4) 34:21 34:25    43:19 46:7 46:8 52:9
35:23 36:11 36:13 36:15      employed(2) 43:16 82:24 43:16 43:18                     53:10 53:15 55:4 63:12
38:3 38:20 41:5 41:6 42:1    employee(2) 14:5 16:7                                   64:12 64:22 67:18 69:12
42:13 42:16 42:24 44:6
                             employee.”(1) 11:10         excuse(3) 4:9 31:7 73:15 69:15 70:14 70:18 71:23
44:7 44:7 44:7 44:18
                             employees(5) 11:7 13:15     executed(2) 42:23 43:5
45:19 46:10 46:16 46:19                                                              fairly(1) 69:9
                             13:19 15:3 56:8             executive(23) 3:14 3:16
46:20 47:13 49:13 50:18
                                                         3:21 3:23 4:4 10:2 10:7 faith(2) 32:14 57:12
                             end(10) 2:10 7:18 24:25     11:7 11:8 14:12 14:14 29:6 far(3) 25:11 51:10 51:11
dubois(81) 6:7 8:6 8:11
                             40:25 51:9 58:9 68:1         37:10 37:12 43:13 43:15 fashion(1) 8:20
8:12 8:21 13:10 16:9
                             73:14 73:14 81:15           44:1 44:2 44:4 44:9 44:15 fashions(1) 40:14
17:21 17:22 17:23 18:4                                                               fear(1) 28:20
                                                         45:3 65:6
18:15 18:20 19:4 28:15
                             engaged(2) 28:24 31:9                                   feel(3) 31:16 41:9 54:8
28:21 28:24 29:4 29:23
                             engages(1) 30:23            exercising(1) 62:15         female(1) 19:9
30:6 31:3 31:4 32:1 32:4
                             engineer(5) 80:1 80:5       exh(1) 74:22                few(1) 17:13
32:8 32:9 33:8 33:9 33:15
34:5 36:11 37:4 39:22        80:13 80:13 81:3            exhibit(24) 7:19 7:19 7:20 fiduciary(15) 9:7 9:17
42:14 44:25 45:24 49:11                                  7:21 7:22 9:1 15:23 15:24 9:18 44:16 48:15 49:20
                             engineering(5) 4:16 4:18 16:17 21:20 28:7 29:13         62:16 66:24 68:7 68:8
50:7 50:12 52:10 52:11
52:11 53:4 53:10 53:15       4:21 75:17 81:7             30:17 30:19 30:21 30:25 72:20 72:22 72:25 73:19
                                                         31:1 31:1 37:23 37:25       74:10
53:20 54:5 54:6 54:21
55:5 55:8 56:11 56:12        engineers(1) 77:4           45:23 52:2 74:15 77:16      financially(2) 9:23 82:28
56:25 57:19 58:10 58:15      ensure(2) 70:5 71:5                                     find(6) 25:24 26:5 26:24
58:18 59:5 59:7 59:13        escrow(2) 62:21 63:3        exhibits(2) 1:3 77:18       40:11 52:3 74:1
59:18 62:2 62:3 65:19        esquire(2) 1:19 1:25        exist(3) 25:12 32:3 72:17
66:10 68:21 69:12 69:16      essentially(3) 9:7 26:4     existed(3) 42:22 46:20 73:1 findings(7) 25:13 25:13
70:8 70:12 70:15 70:19       establishes(1) 9:4          existence(1) 35:10          25:16 25:18 25:20 26:22
71:3 71:7 71:9 72:12                                     expect(3) 36:25 74:10       27:24
79:17 79:23 80:11 80:14                                  expectation(1) 77:3         fine(1) 51:8
                                                         experience(3) 5:7 5:16 5:22
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                               CULLEY VS CATO 6.24.10.DOC
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first(6) 15:13 22:16 22:18 gail(86) 6:7 8:6 8:11 8:12   guy(1) 50:22              honestly(4) 58:19 59:17
30:5 72:11 77:12            8:21 13:10 16:9 17:21       guys(1) 49:21             60:6 65:4
                            17:22 17:23 18:4 18:15      half(2) 20:24 27:20
five(3) 5:20 40:10 64:25    18:20 19:4 28:17 28:21      hand(2) 29:24 47:13       honorable(1) 1:15
flag(1) 50:9                28:23 28:24 29:4 29:10      happen(2) 69:5 69:7       hope(1) 26:25
flags(3) 50:3 50:3 54:13    29:23 30:6 31:3 31:4 31:9   happened(1) 54:16         hopefully(1) 26:18
floor(3) 1:21 1:31 20:24    32:1 32:1 32:4 32:8 32:9    happening(1) 46:1         house(5) 5:25 6:2 6:3 21:2
followed(2) 2:16 2:19       32:16 32:17 33:8 33:9       happens(3) 7:5 67:21 69:21 58:12
following(3) 3:1 34:5 68:19 33:14 36:11 37:4 39:22      hard(1) 81:5
follows(1) 11:4             44:25 45:24 46:4 49:10      harm(1) 49:3              however(4) 14:12 36:8
foregoing(2) 82:6 82:17     50:11 52:10 52:11 52:11     haven’t(3) 7:4 65:25 66:3 49:9 59:22
forgotten(1) 81:7           52:14 52:25 53:4 53:10      having(4) 17:17 34:25
form(9) 7:25 8:17 16:2      53:15 53:20 54:4 54:6       48:10 52:23               humility(1) 7:3
16:5 17:9 39:4 42:8 42:10 54:21 55:4 55:8 55:15                                   hypothetical(6) 35:4 35:18
45:16                       56:25 58:15 58:19 59:18     head(1) 4:1               35:24 62:9 62:11 70:20
                            60:19 62:2 62:2 65:19       hear(1) 27:14
format(1) 82:19             66:10 68:21 69:12 69:16     heard(7) 19:17 19:20      hypothetically(1) 62:18
forms(1) 42:4               70:5 70:8 70:12 70:15       25:17 27:12 33:7 33:14    i'm(5) 7:16 48:20 51:22
forth(4) 31:20 31:21 65:10 70:19 71:3 71:7 71:7 71:9    61:18                     59:6 74:15
 66:17                      71:18 72:12 79:17 79:22
                                                        hearing(2) 3:3 82:26
                            79:23 80:11 80:14                                     i.e(2) 62:20 70:5
                                                        hearings(1) 71:11
forth.”(1) 66:20                                        hears(1) 25:15            idea(4) 6:21 21:15 65:4
forward(8) 49:13 50:8       gar(2) 28:15 72:12                                    75:8
                                                        hearsay(1) 27:15
50:9 54:22 61:10 62:25      gary(36) 1:13 16:18 16:22
                                                        held(3) 3:3 4:23 75:19
                            27:13 32:8 32:9 34:12
67:21 70:17
                            34:14 34:17 35:23 36:5      help(3) 19:13 62:24 63:7 illinois(1) 4:15
forward.”(1) 54:17                                      her(19) 8:8 13:8 13:11    immediately(1) 72:13
                            37:6 39:24 41:16 41:19
forward?”(1) 69:14
                            41:25 42:1 45:4 51:12       15:13 15:16 37:12 45:25 imp(1) 52:6
found(1) 47:24                                          50:10 50:25 55:9 55:9     impediment(3) 50:8 53:11
                            52:3 52:11 52:12 53:17                                53:21
foundation(2) 32:14 46:20                               55:14 55:22 55:24 56:3
                            53:21 55:5 55:8 64:23
four(5) 11:1 43:2 43:3      64:24 64:25 65:2 67:2       57:4 57:20 71:4 71:16
46:5 58:12                                                                        implying(1) 11:9
                            67:10 68:20 70:11 71:24
                                                        hereby(1) 82:6            important(3) 21:24 52:7
                            79:17
framed(2) 35:3 40:14                                    here’s (1) 76:1           74:8
                            general(4) 4:15 5:3 5:5
frank(6) 19:16 19:17        54:16                       hey(1) 81:5
22:11 75:3 75:5 76:2                                    he’d(1) 20:15             improvements(1) 63:5
                                                        he’s (13) 7:9 7:11 18:4   in-between(1) 65:9
                           generalizing(1) 47:17
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                           gets(1) 66:15                23:22 33:13 42:16 42:17 inadequate(1) 27:25
front(2) 19:8 19:12                                     42:18 42:20 55:2 56:18    inception(1) 67:25
                           getting(8) 6:10 18:8 18:23
frustration(1) 18:23                                    56:19 56:20               incident(1) 60:2
                           18:23 19:5 48:2 79:2
full(7) 22:21 24:3 52:23                                high(1) 54:15             incorrect(1) 2:19
                           80:12
53:1 74:24 74:25 77:25                                  high-end(1) 79:11         independent(15) 11:6 12:1
                           given(3) 26:25 72:6 80:21
                                                        higher(1) 13:5            12:2 13:5 13:16 14:15
                           giving(3) 20:12 20:23
fully(3) 45:2 45:6 46:5                                 highest(1) 50:23          14:25 15:3 16:8 16:10
                           glanced(2) 22:13 22:17                                 36:9 54:10 54:11 56:8
further(5) 36:1 36:6 82:15                              hold(3) 4:23 5:1 14:2
                           gonna(17) 7:16 9:12 22:7                               72:24
82:22 82:26                                             holding(1) 62:21
                           23:6 24:6 25:6 26:2 26:11
                                                        holds(1) 12:6             indicated(4) 2:7 54:6
                           28:5 32:13 45:14 45:16
                                                        home(7) 5:3 5:5 5:19      65:18 65:19
                           47:2 56:24 59:8 60:16
                           78:23                        22:23 26:1 65:8 79:6
                                                                                  indicating(1) 27:10
                           good(3) 3:10 32:14 57:12
                           gotta(3) 4:6 24:11 39:8      homes(4) 5:22 36:19 64:25
                           graduated(1) 4:15             79:12
                           grapevines(1) 27:15
                           greater(1) 16:3            hon(1) 35:18
                           greendale(2) 80:1 80:21    honest(1) 74:6
                           guessing(1) 80:9
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                                 CULLEY VS CATO 6.24.10.DOC
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indiscernible(67) 6:14 6:16   interpret(1) 79:22          job(8) 47:21 47:23 59:9     let's(2) 36:6 81:11
 6:17 6:19 6:22 6:23 7:1      interpretation(1) 78:17     63:13 64:13 64:18 66:2      letter(4) 23:10 23:11 23:19
7:6 7:8 7:12 7:14 7:17        interrupted(2) 2:4 2:6      67:12                        24:6
23:8 23:11 23:13 23:25        interruption(1) 2:6         job?”(2) 65:8 66:9
24:4 24:8 24:9 24:12          interview(1) 15:14          jointly(1) 26:15            let’s (16) 20:19 20:19 36:6
24:13 24:19 24:22 24:23       into(9) 5:18 5:21 10:6      joseph(7) 58:24 59:18       37:8 37:23 41:4 43:2
47:12 47:14 47:18 47:20       24:17 36:1 36:6 36:11       60:19 70:17 73:2 73:7       43:11 47:9 57:5 66:6
47:22 47:25 48:5 48:7         59:15 61:23                 73:15                       72:16 74:13 75:1 77:16
48:8 48:12 48:16 48:18                                    joseph.”(1) 69:14           78:3
48:24 49:1 49:2 49:8          involved(7) 25:21 26:16     judgment(1) 26:2            level(2) 13:5 14:20
49:10 49:14 49:16 49:18       26:21 54:5 62:18 64:9       june(2) 1:11 3:3            license(26) 3:18 3:18 4:24
49:22 49:23 50:1 50:5         65:7                        jury(7) 1:10 4:13 5:6 5:7   5:1 10:11 10:12 12:7
50:13 50:15 50:16 50:23       involvement(4) 65:11        23:22 38:19 57:1            12:18 12:21 12:23 12:23
50:25 51:1 51:4 57:6 57:6     69:18 70:4 70:5                                         13:8 13:9 13:11 13:12
57:9 57:13 57:15 57:17                                    jury’s (1) 20:18            14:6 14:7 14:9 14:10
57:21 57:23 58:2 58:5         involves(1) 63:21           kathryn(1) 1:9              14:11 14:21 27:13 31:24
58:7 81:13                    isn’t(11) 18:1 32:4 36:22   keep(1) 20:20               32:2 75:19 76:5
                              40:23 46:7 52:9 53:4        kind(6) 4:13 25:8 26:15
individual(2) 11:13 12:6      54:20 64:2 71:23 73:21      26:17 60:16 72:17           licensed(2) 13:1 13:4
individuals(1) 11:6                                                                   licenses(3) 14:10 77:5
industry(11) 17:1 19:17       issue(13) 21:11 21:23       kinds(1) 56:20              licensing(3) 13:3 25:22
19:22 19:23 27:16 64:17       23:21 28:5 49:4 52:9        knew(11) 19:18 19:19        78:14
66:12 67:22 70:24 71:2        52:19 54:23 55:23 67:2      21:13 23:21 27:20 45:18
71:4                          74:9 74:10 74:12            49:12 55:8 55:13 72:13      lieu(2) 73:3 73:4
industry-standard( 16:4                                   75:9                        line(16) 11:1 11:2 11:4
industry.” (1) 69:21       issues(8) 6:10 18:25 19:5      knowledge(4) 16:9 29:17     20:1 34:4 34:6 34:7 34:9
inexplicable(1) 49:14      22:9 45:10 52:22 52:24         29:22 30:22                 36:7 37:9 54:3 54:4 65:5
infor(1) 39:21             78:21                                                      66:7 68:19 72:17
inform(5) 11:5 39:6 39:10  item(1) 16:13                known(2) 2:18 15:8
39:13 39:18                items(1) 28:4                ladies(1) 23:6                lisa(1) 82:8
                           itself(1) 5:8                land(1) 5:17                  list(4) 10:3 10:8 28:4 40:3
information(2) 65:10 80:10 it’s (41) 5:25 7:3 8:18 8:18 lane(2) 15:20 64:14           listed(2) 11:13 73:20
informed(8) 32:15 45:22     9:11 13:14 14:9 15:9 16:4 language(2) 9:4 55:11           listing(18) 38:21 51:16
46:5 59:7 71:8 71:12        17:1 20:17 21:8 25:22       last(4) 31:13 60:9 67:3       51:19 51:20 63:18 63:18
72:10 72:11                26:2 26:5 26:14 28:10        later(2) 55:17 80:9           63:20 63:25 64:17 65:1
                           28:12 28:12 28:20 39:17 law(8) 7:5 13:3 14:16              65:9 66:14 69:20 73:20
informing(1) 45:25         47:1 47:13 52:2 52:6 52:7 14:17 14:24 15:2 31:5            74:2 74:8 74:9 74:13
insisting(3) 32:9 52:12    57:1 57:25 60:5 66:18        48:10
instruct(2) 25:8 51:24     66:19 66:19 69:5 69:9        lawful(1) 31:6                litigation(3) 2:12 77:10
instructed(1) 51:25        69:19 74:9 74:10 76:4        lawyer(1) 12:8                77:14
instruction(2) 26:19 31:6 77:17 77:22 79:8              lead(1) 80:10
insufficient(1) 22:23                                   learn(4) 56:15 59:22 60:2     little(6) 5:16 25:8 66:12
int(1) 10:6                i’d(4) 34:3 53:25 70:2       80:20                         76:1 79:6 79:8
integrity(6) 80:1 80:5     i’ll(16) 6:20 12:16 18:13
80:12 80:21 80:22 81:3     20:17 21:19 26:11 26:19 learned(4) 56:2 56:7 56:10         live(1) 5:19
                           28:20 31:8 32:25 48:4         59:25                        long(7) 6:5 15:8 20:4 20:7
interest(7) 9:23 9:25 9:25 51:24 51:24 76:10 76:24                                     79:3 79:7 79:8
34:10 35:22 54:9 54:14     79:21                        leave(3) 58:18 62:4 76:24
                           i’ve(6) 6:4 31:7 51:25       legal(4) 9:11 10:16 36:20     longer(2) 5:1 54:5
interested(2) 43:25 82:28 54:25 77:13 81:7              38:7                          look(19) 11:1 17:3 20:19
interests(6) 35:1 44:1                                                                24:7 36:1 36:6 36:7 40:10
54:12 62:17 70:19 72:21 jan(1) 51:17                    lengthy(1) 2:5                41:4 49:21 52:2 53:25
                           january(8) 16:20 16:23       let(13) 6:20 22:7 25:6        54:3 64:21 66:6 68:18
interests?”(1) 69:17       16:25 17:7 17:11 43:7        32:13 32:25 35:19 36:4        72:16 74:14 75:1
interferes(1) 50:24        51:14 79:9                   38:19 47:2 51:24 55:1
interfering(1) 53:5                                     67:9 74:7
Page : 7                                                                                            10/20/10 10:19:10
                             CULLEY VS CATO 6.24.10.DOC
Word                      Word
                  Page:Line                         Word
                                            Page:Line                          Word
                                                                       Page:Line                   Page:Line

looking(6) 9:1 9:23 20:1    massachusetts(6) 1:4 1:42 mistake(1) 28:21           notified(1) 47:19
72:20 77:16 77:24           8:3 8:5 13:3 78:13        mls(1) 74:1                notify(2) 38:25 46:9
                                                      moment(5) 19:7 28:20       nuances(2) 70:1 76:1
lot(1) 66:13                material(1) 45:10         37:22 52:8 64:7            number(9) 4:10 10:7
lots(5) 3:17 5:18 5:18 5:21 matter(10) 5:6 8:22 10:18                            16:13 40:14 41:17 45:10
 20:9                       10:20 25:15 38:22 39:13 money(3) 59:15 62:21 63:1 59:25 65:2 71:7
                            67:2 74:13 82:12          month(2) 17:17 67:3
lover’s(2) 15:20 64:14                                months(2) 23:19 23:21      numeration(1) 77:18
low(65) 6:15 6:16 6:18      maybe(1) 31:13            more(8) 10:16 26:18 36:2 o'clock(1) 81:9
6:19 6:22 6:24 7:2 7:7 7:8 mclaughlin(24) 1:19 3:8    40:18 40:19 54:14 55:23 obedience(2) 31:5 72:21
 7:12 7:15 7:17 23:9 23:12 23:10 23:15 23:18 24:11 59:6                          objection(36) 6:9 9:9
 23:14 24:1 24:5 24:8       24:15 24:18 47:12 48:3    morning(2) 3:10 15:5       13:20 18:2 18:6 22:4 22:5
24:10 24:12 24:14 24:20 48:14 49:5 49:8 49:25         move(1) 74:13              22:24 23:4 24:21 30:1
24:22 24:24 47:12 47:14 50:7 50:18 50:21 51:3         moving(3) 50:8 69:14       32:11 32:24 33:12 34:13
47:19 47:20 47:23 48:1      51:6 51:8 57:19 57:25     mrs(15) 56:11 56:12 56:12 36:12 38:23 39:3 42:16
48:5 48:7 48:8 48:13        58:4 62:22                56:23 57:2 57:25 58:1      45:13 46:13 46:17 51:20
48:16 48:19 48:24 49:1                                58:11 58:17 58:18 59:1     52:5 54:12 56:14 56:16
49:2 49:9 49:10 49:15       mean(11) 6:25 9:22 18:16 59:5 59:7 60:3 60:3         56:17 56:22 65:8 67:4
49:16 49:19 49:22 49:24 22:6 26:10 30:2 31:17                                    71:19 77:6 79:19 80:23
50:1 50:6 50:13 50:15       43:22 47:6 48:23 69:23    much(1) 19:22              80:24
50:17 50:24 50:25 51:2                                multiple(2) 40:13 73:20    objections(5) 34:20 36:15
51:5 57:10 57:14 57:15      meaning(3) 3:18 37:11     murtagh(1) 1:15            37:10 72:19 72:23
57:18 57:22 57:24 58:3      64:24                     myself(6) 6:11 59:19 65:15
58:6 58:8 81:14                                       69:14 70:17 73:2           obligation(16) 6:18 33:16
                            means(4) 11:12 26:12 30:3                            34:19 35:1 38:17 45:9
loyalty(1) 31:5             76:14                     name(5) 3:9 8:8 16:22      50:11 54:11 60:15 67:19
made(5) 43:6 58:20 62:4                               19:19 52:3                 72:1 72:5 72:25 73:18
63:10 63:11                 meant(1) 76:7                                        73:24 73:25
                            meet(9) 45:18 52:12 53:18 nature(1) 46:11
maffucci(39) 1:30 6:9 9:9 53:22 68:20 68:25 70:3      necessarily(2) 17:1 54:13 obligations(15) 14:6 17:25
9:11 13:20 14:1 18:2 18:4 70:12 79:25                 necessary(1) 72:3          31:17 31:20 31:21 31:25
20:15 22:4 23:20 24:3                                 need(2) 23:5 62:23         32:2 32:3 33:10 45:19
30:1 30:25 32:24 38:23      meeting(21) 16:14 17:25 needs(2) 42:6 42:8           52:12 53:18 53:22 67:24
39:3 42:16 42:20 45:13      19:5 20:21 21:11 32:16    negatives(2) 39:8 39:11    68:6
46:13 46:17 46:19 46:23 32:18 32:20 33:15 33:17                                  obtain(3) 5:25 80:1 80:5
                                                      negotiate(1) 63:7
47:1 51:20 52:5 54:1 55:1 33:19 33:21 40:12 52:22
                                                      neither(3) 77:4 77:4 82:22 obtained(1) 78:24
56:14 56:16 56:19 56:22 60:20 65:11 72:11 73:9                                   obtaining(1) 19:1
                                                      never(10) 19:2 19:18
57:21 67:4 67:6 71:19       73:13 73:14 80:4                                     obviously(2) 25:14 54:15
                                                      22:20 59:5 60:7 61:25
74:24 80:23                                                                      occupation(1) 3:11
                                                      62:3 65:15 67:13 77:13
                            meetings(15) 14:14 14:16                             occur(6) 33:9 33:16 33:18
maintain(2) 14:20 14:21     19:1 20:10 20:11 20:21                               62:6 62:8 62:10
                                                      next(1) 51:7
mallegni(4) 61:9 61:21      32:10 33:9 54:10 71:13
                                                      night(1) 81:6
61:25 62:4                  72:1 72:13 73:8 73:11                                occurred(3) 54:7 60:24
                                                      nine(1) 15:9
                            73:16
                                                      none(3) 8:25 13:14 17:12 60:25
management(2) 65:20         members(1) 16:5
                                                      nope(1) 8:23
manager(4) 66:8 66:18       memory(1) 52:24                                      occurrence(1) 69:9
67:2 67:11                                            nor(3) 73:7 82:24 82:28
                            mention(1) 21:18                                     occurs(2) 2:6 68:7
                                                      normal(5) 63:14 63:17
                            met(1) 15:13                                         october(1) 82:37
manager?”(1) 66:11                                    63:18 64:8 65:6
                            michael(1) 1:19                                      off(12) 4:1 8:8 8:10 8:12
mandates(1) 8:1             micv2006-04079(1) 1:7                                8:13 8:15 24:21 66:18
                                                      not.”(1) 34:14
mandatory(5) 7:25 14:16 middlesex(2) 1:6 82:10                                   69:19 70:4 70:8 78:15
28:13 28:14 35:11                                     notary(1) 1:41
                            might(4) 40:15 68:23
                                                      nothing(7) 35:18 35:24
                            70:13 74:6                                           off-track(1) 6:10
many(2) 65:1 65:4                                     44:21 46:6 46:7 50:10
                                                      70:20
mass(1) 38:8                minute(2) 28:5 51:22
                                                      notice(2) 34:9 35:21
                            minutes(1) 40:10
                                                      notification(1) 42:25
Page : 8                                                                                      10/20/10 10:19:10
                                CULLEY VS CATO 6.24.10.DOC
Word                      Word
                  Page:Line                           Word
                                              Page:Line                          Word
                                                                         Page:Line                      Page:Line

offer(22) 15:19 15:23        other(13) 6:20 7:4 25:12   page(25) 9:1 9:2 11:1 11:3   person(6) 11:14 12:23
15:24 16:2 16:17 17:25       26:18 27:20 29:25 47:15    11:4 16:23 17:3 19:25        26:18 38:21 54:16 78:14
18:16 18:18 18:19 21:12      47:22 47:24 51:15 63:24    30:23 31:2 34:3 34:6 36:7
21:18 32:7 43:6 49:25        66:1 73:13                 37:8 37:25 38:4 43:2         personal(1) 5:23
52:13 53:18 61:16 62:3                                  53:25 54:3 64:21 65:5        personally(3) 4:3 5:15 5:16
62:19 63:10 79:3 79:8        others(1) 70:2             68:18 74:7 75:4 77:20        persons(1) 12:20
                             otherwise(2) 15:1 82:28                                 person’s (2) 9:23 9:25
offered(1) 61:9              our(10) 4:9 5:22 6:3 10:10 pages(1) 1:2                 phonetically(1) 2:16
office(7) 9:13 10:7 10:9      12:2 15:14 65:9 68:14     paid(1) 63:5                 pick(1) 55:2
10:12 69:1 69:4 82:17        68:14 77:13                para(2) 43:2 74:7            pictures(2) 10:8 10:8
                                                        paragraph(9) 9:16 16:11      pieces(1) 68:2
offices(1) 10:10             ours(1) 74:20              16:12 31:13 31:13 31:14      place(3) 43:22 55:18 72:10
often(3) 65:9 66:15 69:7     out(9) 9:23 10:11 45:10    31:20 31:22 53:25            plaintiffs(1) 1:18
oftentimes(2) 17:1 65:11     52:3 54:24 69:4 72:20                                   plan(4) 20:24 74:21 77:19
on,”(1) 64:15                74:1 77:13                 paralegal(1) 1:43            78:3
once(7) 5:23 36:2 40:18                                 pardon(1) 76:18
40:19 40:21 69:8 77:8        outcome(1) 82:28           part(6) 2:12 14:19 18:11     plans(15) 22:1 22:10 22:11
                             outlined(4) 9:16 17:25     21:2 39:19 62:21             22:22 23:16 23:21 23:22
one(42) 2:10 2:10 3:20       33:10 45:23                                             27:25 52:23 53:1 74:23
4:23 7:22 10:2 10:8 12:23                               particular(2) 64:4 65:7      75:3 75:5 75:22 77:25
12:23 16:4 20:12 20:23       outlining(1) 27:3          particularly(1) 79:17
20:24 22:9 25:11 25:11       outside(1) 63:17           parties(7) 29:5 42:5 42:7    please(13) 3:9 7:19 7:22
27:24 28:2 29:24 32:17       over(5) 6:11 23:6 65:20    42:25 62:20 62:24 82:24      10:5 19:25 27:1 30:4 39:9
38:10 39:12 47:13 47:15      67:11 81:11                                             43:2 44:17 54:2 64:21
51:15 52:8 52:22 52:24                                  partner(4) 5:20 59:18        74:15
54:9 56:7 59:6 60:19         overruled(1) 14:2          60:18 73:15                  plot(1) 74:21
63:23 64:7 64:16 64:16       oversee(1) 14:10                                        point(22) 4:23 20:5 28:10
68:14 73:9 74:22 77:4        overseeing(1) 67:20        parts(2) 59:2 59:8           34:9 35:21 36:16 36:21
77:4 81:9                    oversight(1) 39:19         party(3) 25:11 34:18 65:9    41:8 45:10 46:9 52:9
                             owe(1) 72:19               past(2) 68:2 68:17           55:16 55:16 56:4 58:10
ongoing(1) 64:23             owed(4) 31:4 31:17 49:22 paul(1) 33:14                  60:20 61:2 61:4 63:12
only(15) 1:37 3:1 8:14       50:23                      paula(46) 13:7 15:8 27:17    71:9 78:18 81:6
8:19 12:5 25:11 25:11                                   27:20 27:22 28:15 33:7
25:19 26:1 26:2 26:23        own(9) 5:5 5:22 5:23 5:25 33:20 33:25 34:1 36:2         pointing(1) 54:24
29:5 34:18 50:11 73:13       25:13 59:15 66:12 69:25 36:11 36:18 36:18 37:7          points(1) 40:11
                             74:11                      39:1 39:6 39:10 39:23        portion(1) 1:10
open(1) 19:14                owner(8) 41:16 43:16       40:24 41:22 41:24 45:2       position(4) 3:15 33:24
operate(4) 3:19 12:7 12:19   43:17 44:5 46:12 51:13     51:12 52:4 58:23 63:13       47:25 49:21
 12:25                       68:24 69:2                 64:12 65:1 65:14 65:17
                             owner.” (1) 44:10          65:18 65:19 66:1 66:8        positive(1) 67:15
operates(1) 71:2             owners(1) 3:20             66:11 67:1 67:11 71:10       possible.”(1) 54:8
operating(3) 12:20 14:7      p.m(46) 47:11 47:12 47:14 71:12 71:16 79:23 79:25       possible?”(1) 54:7
31:23                         47:19 47:20 47:22 48:1 80:4 80:11 80:12                possibly(1) 58:22
                             48:5 48:7 48:8 48:12                                    posted(1) 10:10
opinion(2) 80:5 80:21        48:16 48:18 48:24 49:1     pauses(1) 2:5                potential(2) 34:10 35:22
opinions(3) 78:21 78:23      49:2 49:9 49:10 49:14      paying(1) 52:25              potentially(1) 53:16
80:12                        49:16 49:18 49:22 49:23 people(10) 12:25 14:7           ppearances(1) 1:16
                             50:1 50:5 50:13 50:15      14:17 25:15 25:16 25:19      practicing(1) 37:13
opportun(1) 45:15            50:16 50:23 50:25 51:2     25:20 25:21 26:1 26:19       preferably(1) 64:18
opportunity(2) 25:17 61:9    51:5 57:6 57:8 57:9 57:14                               premises(1) 26:7
opposed(2) 19:21 35:10       57:15 57:17 57:22 57:23 perceived(2) 66:3 66:15         present(3) 5:19 25:17
option(2) 72:8 72:9          58:2 58:6 58:7 81:12       perhaps(2) 54:15 54:15       present?”(1) 68:21
order(3) 42:24 45:21 80:6    81:13 81:17                period(1) 36:8               presented(3) 44:13 44:19
                                                        permit(1) 6:1                44:21
                                                        permits(2) 71:11 78:21

Page : 9                                                                                           10/20/10 10:19:10
                              CULLEY VS CATO 6.24.10.DOC
Word                      Word
                  Page:Line                          Word
                                             Page:Line                          Word
                                                                        Page:Line                     Page:Line

president(5) 3:19 13:13    public(7) 1:41 13:19 23:2 re/max(49) 3:14 3:15 3:21     recall(31) 9:13 9:15 13:8
37:1 69:11 70:14           25:3 27:2 27:10 27:24      3:23 4:4 10:2 10:3 10:7      13:11 13:12 15:9 17:17
                                                      10:9 10:13 10:13 10:14       17:18 18:18 18:19 18:21
presu(1) 44:19             purchase(27) 5:17 15:19    11:8 12:19 13:13 13:15       18:25 19:3 19:7 19:13
preten(1) 35:15            15:23 15:24 16:3 16:17     13:18 13:19 13:19 14:12      20:14 21:17 27:12 32:15
pretense(1) 11:23          18:1 18:16 18:16 18:18     14:14 16:1 16:7 16:7         34:13 52:14 52:20 55:11
pretty(1) 19:22            18:19 18:22 20:3 21:3      16:10 29:6 29:14 29:19       55:23 56:1 60:6 60:7
preven(1) 44:13            21:10 21:12 21:18 32:7     30:18 30:20 37:2 37:9        60:11 60:12 62:5 62:7
prevent(2) 71:24 72:24     43:6 51:17 52:13 53:18     37:12 43:8 43:13 43:15
prevented(1) 33:15         53:22 55:9 61:10 79:4      43:19 44:1 44:2 44:3 44:4    receipt(2) 17:4 17:6
preventing(1) 33:8         79:9                       44:9 44:14 45:3 46:11        received(1) 4:14
prevents(1) 72:22          purchased(2) 5:19 22:1     47:14 49:12 64:24 65:6       receiving(1) 17:8
previous(2) 40:11 41:15    purchases(1) 43:14                                      recess(3) 15:5 15:6 81:17
price(2) 18:23 52:15       purpose(2) 12:22 51:24     re/max’s (1) 13:14           reciting(1) 18:4
principal(1) 3:20          pushing(1) 53:21           reached(1) 77:13             recognize(3) 7:24 15:24
print(1) 14:4              put(8) 4:6 9:24 9:24 10:25 reaching(1) 53:21            recollection(3) 6:3 19:4
prior(6) 21:9 27:6 64:22    24:11 52:4 60:16 76:2     read(12) 16:22 20:15         record(15) 2:12 3:5 6:13
64:25 78:20 78:24                                     20:17 21:4 35:19 36:22       7:18 15:7 23:7 24:25
                           que(1) 18:5                37:15 44:11 65:21 66:23      41:16 47:11 51:9 57:8
privity(8) 25:24 26:6 26:9 quest(1) 47:18             69:21 78:8                   58:4 58:9 81:12 81:15
26:10 26:12 26:13 26:23    question(73) 5:9 6:16      reading(4) 3:25 11:17
26:24                      10:16 11:10 11:11 11:16 52:21 73:5                      recorded(1) 1:34
privy(2) 60:21 61:24       12:9 14:22 14:23 14:24                                  recording(2) 1:34 82:8
probably(2) 6:20 10:16     18:12 18:13 20:9 25:1      reads(1) 11:4                rec”(1) 44:3
problem(1) 50:2            25:7 27:1 29:15 29:21      real(14) 3:12 4:10 5:7       red(3) 50:3 50:3 50:9
problems(1) 27:10          30:2 30:4 31:12 31:18      10:11 11:10 11:13 13:3       refer(1) 63:24
procedure (2) 64:8 65:6    32:11 32:13 32:14 33:6     16:3 37:13 38:8 43:14        reference (2) 16:12 38:4
proceedings(2) 1:34 82:10  34:5 34:16 34:24 35:4      57:11 64:10 66:12            referring(8) 10:5 11:18
process(12) 6:4 21:2 25:18 35:17 35:19 36:7 36:13                                  35:15 42:16 42:17 62:22
53:5 66:16 70:9 73:2 79:1 36:17 36:24 37:8 37:11      reality(1) 48:11             64:16 76:3
79:2 79:3 79:14 79:16      37:13 40:4 40:16 41:10     realized(1) 77:8
                           41:14 44:17 45:7 46:3      really(3) 26:17 46:10 81:7   reflects(1) 48:11
produced(1) 1:35           46:3 47:3 48:10 51:7       realt(1) 11:7                refresh (1) 10:22
                           51:11 54:6 54:25 55:1      realtors(1) 16:5             refreshing (1) 52:24
progress (1) 64:19
                           57:11 59:6 60:23 62:9      realty(18) 3:14 3:16 3:21    refused(2) 68:20 70:12
project(14) 54:5 64:9
                           62:11 65:5 66:7 66:10      4:4 10:2 10:7 14:12 14:14    refusing(5) 52:13 54:9
65:20 66:8 66:11 66:18
                           67:6 67:7 68:19 68:24      29:6 37:10 43:13 43:15       55:17 68:25 69:2
66:19 67:2 67:3 67:11
                           70:10 70:14 70:20 70:24 44:1 44:2 44:10 44:15
69:13 70:16 70:16 77:5
                           72:5 76:11 79:21           45:3 65:6                    regard(11) 5:6 6:6 14:6
                           questioned(1) 40:13                                     17:13 23:3 27:23 54:22
proof(1) 49:25
                           questioning(2) 54:4 64:22 realty?”(2) 11:8 37:12        56:6 68:11 71:3 77:10
properties(1) 65:2
                           questions(4) 28:6 41:15    realty’s (2) 3:23 44:4
property(27) 5:23 15:20
                           41:18 67:6                 reason(4) 8:20 16:24 20:7    regarding(6) 15:5 29:19
17:25 22:2 23:3 25:5
32:23 43:15 44:1 44:3                                 50:4                         60:23 67:16 77:18 81:16
44:5 45:11 45:11 51:13     quickly(1) 43:11
51:17 53:6 58:18 59:2      quite(2) 20:13 35:3        reasonable(2) 44:12 65:3     regardless(2) 14:25 31:18
61:23 61:23 63:5 71:6      raised(2) 50:3 50:3        reasons(2) 20:9 49:13        regularly(1) 64:18
71:11 73:20 79:4 80:2      raises(1) 54:13            reasons.”(1) 20:9            related(4) 19:5 24:21 54:9
80:6                       rare(2) 69:9 69:10                                      82:24
property?”(1) 20:3         rather(1) 18:17
prospective(7) 28:23 31:8 re-ask(1) 18:13                                          relating(2) 19:1 21:11
37:4 37:5 37:6 39:24 40:1 re/mar(1) 43:18                                          relation(1) 14:7

protect(3) 35:1 54:11 62:16
provided(1) 82:8
providing(1) 72:25
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                               CULLEY VS CATO 6.24.10.DOC
Word                      Word
                  Page:Line                           Word
                                              Page:Line                           Word
                                                                          Page:Line                      Page:Line

relationship(12) 25:25      resales(1) 66:13             saying(17) 5:10 5:12 25:14   set(12) 22:21 24:3 31:20
26:14 26:17 26:20 44:5      reserved(1) 24:17             26:22 33:25 35:7 35:12      31:21 52:23 53:1 66:14
44:7 44:8 46:11 64:23       respect(3) 25:12 26:7 74:12 35:14 37:17 39:21 41:24       74:15 74:23 74:24 74:25
66:16 79:16 79:22           respecting(1) 72:21          41:24 47:15 54:15 62:6       77:25
                            response(1) 20:16            62:7 64:15                   sets(1) 63:24
relative(2) 11:15 11:18     responsibilities(1) 49:20                                 settlement(1) 63:7
relay(1) 65:10              responsibility(4) 9:19 26:6 says(11) 3:24 23:10 23:11     seven(2) 16:12 16:12
release(1) 62:22            68:8 72:20                   23:19 30:23 31:16 38:1       shall(2) 2:19 44:8
relevant(2) 47:1 47:22                                   48:14 51:1 62:11 74:20       she’s (4) 36:25 40:12 49:11
relieve(1) 45:15            responsibility?”(1) 72:23                                 65:22
relieved(1) 45:9            responsible(2) 12:19 12:24 scenario(2) 54:16 73:1
relying(2) 69:16 70:18      rest(1) 20:15                scheduled(2) 60:20 73:14     shield(1) 70:1
remember(8) 10:18 41:4 restate(1) 30:4                   screamed(1) 56:12            short(2) 67:16 67:17
52:21 74:3 74:6 76:6        resumption(1) 2:6            sealey(1) 82:10              shortly(2) 58:12 72:11
76:14 81:7                  return(1) 61:22              second(7) 9:1 30:23 31:1     should(7) 8:17 8:18 8:19
                            review(2) 22:15 43:12        31:14 37:24 56:11 60:12      39:15 73:19 75:6 77:3
remembering(1) 81:5         reviewed(1) 22:10
reminded(1) 23:5            reviewing(1) 10:23           seeing(2) 14:4 14:4          shouldn’t(2) 24:16 63:18
rep(1) 44:3                 right-to-sell(2) 43:16 43:18 seems(1) 49:21               shown(1) 2:11
repeat(2) 27:1 44:17        risking(1) 53:16             segments(1) 66:12            sic(3) 28:15 58:16 58:16
repeatedly(1) 40:25         role(28) 5:24 10:15 13:13 seizing(1) 32:11                side(78) 2:10 6:13 6:15
reply(1) 24:11              34:11 35:22 36:12 36:14 sel(1) 37:11                      6:17 6:18 6:19 6:22 6:24
reported(3) 58:15 69:13     36:15 37:14 39:25 40:6       seller(39) 8:15 8:19 10:14   7:2 7:7 7:8 7:13 7:15 7:17
70:15                       45:25 46:1 46:1 61:14        17:24 18:24 29:8 32:22        7:18 23:7 23:9 23:12
                            62:15 62:16 63:17 63:18 33:2 33:5 36:3 36:14              23:14 24:1 24:5 24:8
repres (1) 36:18            65:8 65:9 66:24 69:17        36:15 36:16 37:6 37:18       24:10 24:12 24:14 24:20
represent (8) 31:25 33:11 69:24 70:22 71:5 71:16         39:1 39:7 39:11 39:24        24:22 24:24 24:25 47:11
36:13 36:14 41:5 41:6       71:20                        40:1 41:5 41:6 41:8 41:17    47:13 47:14 47:19 47:21
69:16 70:19                 roles(2) 63:23 69:24         43:1 43:22 54:9 56:6         47:23 48:1 48:6 48:7 48:9
                            rule(1) 14:10                62:20 63:15 63:19 63:20      48:13 48:17 48:19 48:24
representation (1) 37:25    rules(1) 38:8                63:21 64:1 64:2 64:3 69:2    49:1 49:3 49:9 49:10
representative (3) 28:24    safety(4) 23:3 27:2 27:10 72:22 72:24                     49:15 49:17 49:19 49:22
69:12 70:15                 27:24                                                     49:24 50:2 50:6 50:14
                                                         seller?”(3) 11:15 37:11      50:15 50:17 50:24 50:25
represented (4) 32:16 33:19 safety’s (1) 25:3            37:14                        51:2 51:5 51:9 57:8 57:10
 44:14 71:25                sale(12) 18:16 18:22 20:3                                 57:14 57:16 57:18 57:22
                            21:3 21:10 51:17 53:22       sellers(2) 43:14 62:23       57:24 58:3 58:6 58:8 58:9
representing (20) 34:12     55:9 68:7 68:8 69:13         seller’s(16) 8:19 33:20      79:7 79:8 81:12 81:14
35:23 36:3 36:5 36:17       70:16                        33:25 34:1 40:7 40:9         81:15
36:19 36:21 36:25 37:1      sales(1) 43:14               40:13 40:21 40:22 40:25      sidebar(1) 2:11
37:6 37:7 37:12 38:22       salesperson(5) 13:4 13:6     41:1 41:2 41:22 41:25        sign(2) 12:3 55:17
39:22 39:24 41:9 43:1       13:7 13:8 13:10              46:24 71:17                  signed(33) 6:7 15:19 16:17
43:13 45:1 45:3                                          selling(1) 5:18               16:20 16:25 17:10 18:22
                            salespersons(3) 13:1 13:15 send(1) 79:25                  18:23 20:2 23:20 29:4
represents (2) 44:1 44:3    14:13                        senior(1) 28:20              29:5 30:13 30:13 30:17
represents” (1) 44:2                                     sense(4) 20:13 21:5 26:25    30:19 31:18 32:7 33:1
request(1) 72:2             salient(1) 45:10             50:7                         33:5 34:14 35:4 35:5
requested(3) 18:24 72:4     same(7) 17:2 26:17 31:24                                  35:10 42:5 42:8 42:13
72:6                        32:3 37:8 43:6 71:18         sentences(1) 2:4             42:25 44:9 51:12 51:16
                                                         separate(1) 5:18             51:19 79:9
require (2) 14:13 14:15     sat(2) 73:3 73:15            september(1) 79:10
required (7) 14:8 14:17     save(1) 7:10                 septic(2) 77:19 78:3         signed.”(1) 20:6
14:24 20:15 46:5 59:9                                    sequence(1) 59:11            significance(2) 48:10 51:25
66:14                                                    serious(2) 54:8 78:21        significant(3) 4:10 27:10
requirements (2) 42:21                                   services(3) 1:43 30:24       32:7
requires (2) 46:20 62:19
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                               CULLEY VS CATO 6.24.10.DOC
Word                       Word
                   Page:Line                           Word
                                               Page:Line                        Word
                                                                        Page:Line                  Page:Line

significantly(1) 69:19      specific(4) 10:20 14:13   street(5) 1:20 1:26 1:31   taken(3) 65:20 71:24 82:26
signing(4) 17:14 21:10      42:8 42:10                1:44 82:40                 takes(2) 67:17 72:24
76:4 78:15                                                                       taking(2) 5:22 67:16
                           specifications(1) 21:1     stressing(1) 55:16         talk(4) 46:15 47:3 61:21
since(5) 14:9 22:22 34:11  specifics(1) 27:8          strike(4) 21:19 21:21      70:2
35:22 77:3                 specifies(1) 15:2          78:18 79:1
                           speech(3) 2:4 2:6 57:6                                talked(2) 60:19 61:25
sit(2) 39:14 73:7          spell(1) 3:9               strong(1) 22:15            talking(2) 5:13 11:11
site(9) 47:23 47:25 63:14 spin(1) 80:11               structural(8) 4:18 80:1    talks(1) 31:16
64:13 64:18 65:11 65:14 spinazo(1) 33:7               80:5 80:5 80:12 80:20      tape(1) 2:10
65:15 66:2                 spinazola(42) 13:7 15:8    80:22 81:3                 telephone(1) 82:44
                           27:17 27:20 27:22 33:20 subdividing(2) 5:17 6:2       television(2) 13:21 13:24
situation(7) 26:14 32:17   33:25 36:2 36:11 36:18     subject(1) 16:14           tell(14) 4:13 5:7 29:23
37:3 39:22 55:15 56:11     36:18 37:7 39:1 39:6       subsequent(1) 73:11        38:19 48:1 48:25 55:21
70:3                       39:10 39:23 40:24 41:22 subsequently(2) 46:9 56:10 59:7 60:15 66:25 67:9
six(1) 60:9                41:25 42:14 45:2 51:12     such(5) 32:8 44:14 44:18 69:23 73:24 79:20
skill(2) 63:24 66:14       52:4 58:23 63:13 64:12     78:22 80:22
smarter(1) 76:17           65:1 65:14 65:18 65:20                                telling(1) 55:15
so.”(1) 36:13              66:1 66:8 66:11 67:1 67:11 suffered(1) 49:3           tells(2) 7:5 24:9
sold(2) 64:24 64:24         71:10 71:12 71:16 79:23 sufficient(3) 75:9 75:11     tension(1) 54:14
some(19) 7:10 25:8 26:14 79:25 80:4 80:12             75:15                      term(12) 2:18 2:19 2:20
26:15 26:16 28:6 46:20                                                           9:20 11:8 11:12 14:3 14:5
47:24 49:20 52:9 56:4      spoken(2) 2:15 2:19        superior(2) 1:6 82:10      19:22 38:8 71:17 76:3
58:10 60:15 61:2 63:12     stamp(3) 75:7 76:2 78:13 supervise(4) 14:8 14:10
66:13 66:13 70:1 78:18     stamped(15) 75:25 76:13 14:17 14:24                   terminate(2) 44:6 62:19
                           76:14 76:20 76:24 76:25                               terms(2) 44:15 45:22
somebody(4) 8:10 8:11      77:1 77:2 77:9 77:11 78:7 supervision(2) 14:19 75:20 terrific(1) 26:11
18:7 26:13                 78:9 78:10 78:11 78:17     supervisor(2) 61:14 77:5 testified(16) 23:15 28:14
                                                      supervisory(1) 46:1        30:5 30:9 30:13 36:8 40:2
somebody’s (2) 57:14 76:4 stamping(1) 76:4            supervisor’s(1) 4:24       41:23 48:15 50:1 56:25
someone(3) 26:10 58:21     standard(8) 16:2 19:22     support(1) 50:25           57:1 60:22 73:17 73:23
66:18                      19:23 44:16 48:15 48:15 suppose(1) 75:5               77:12
                           70:24 71:4                 supposed(2) 38:22 48:25 testify(2) 30:11 40:8
something(5) 6:21 23:6                                sure(18) 5:9 10:17 12:8    testifying(7) 9:13 9:15
35:15 41:9 45:18           standards(1) 64:17         26:11 33:6 35:16 36:21     10:18 29:12 48:6 74:3
                           standing(1) 26:17          37:18 39:8 45:21 46:4      76:6
sometime(1) 16:17          start(1) 34:7              47:9 58:19 59:6 63:16      testimony(17) 1:38 11:12
somewhat(1) 35:3           started(3) 15:10 77:10     64:16 70:8 77:1            18:7 24:3 29:10 30:6 31:2
somewhere(1) 6:20          state(3) 3:9 8:3 59:6                                 32:12 52:21 56:20 56:24
sorry(24) 7:21 10:6 11:1 states(1) 43:12              surrounding(1) 46:16       57:13 61:18 62:2 71:22
11:2 14:23 16:7 22:18      stating(3) 18:7 18:8 18:11 suspended(1) 27:13         73:12 75:23
28:18 28:20 31:1 33:13     status(1) 14:21            sustain(7) 9:12 39:5 45:14
34:6 34:9 41:6 44:2 44:4 statute(2) 42:2 45:19        45:16 52:6 56:24 81:1      than(4) 36:2 40:18 40:19
55:5 58:17 65:18 66:7      statutory(1) 42:4                                     80:14
71:10 72:17 74:15 75:1     stayed(1) 70:8             sustained(5) 22:25 38:24
                           step(1) 72:1               46:14 77:7 80:25           thanks(1) 52:24
sort(1) 18:11              steps(11) 38:19 38:25                                 that,”(1) 68:23
sound(1) 1:34              45:21 46:3 56:6 71:3 71:5 sworn(1) 3:6                that.”(2) 68:22 70:13
sounds(1) 2:15             71:24 72:24 72:25 77:8     sync(1) 8:18               that’d(1) 78:9
speaker(1) 2:18                                       tab(3) 43:2 43:3 46:5
speci(1) 20:25             still(3) 19:9 19:10 66:16  take(14) 10:15 14:19 38:25
special(1) 3:24            stipulate(2) 7:9 7:11       45:21 46:4 47:21 49:12
specialize(4) 3:24 4:2 4:4 stop(4) 43:17 64:18 68:22 56:6 62:3 67:11 71:4 71:5
4:11                       81:9                       77:8 79:12

specializing(2) 4:17 4:20   stopped(1) 65:15          take?”(1) 73:1
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                                CULLEY VS CATO 6.24.10.DOC
Word                      Word
                  Page:Line                           Word
                                              Page:Line                          Word
                                                                         Page:Line                   Page:Line

that’s (37) 7:22 8:14 8:19 throughout(4) 61:19 70:9    true(4) 23:17 23:24 53:4  uses(3) 2:18 3:19 76:2
10:16 12:22 14:3 14:5      79:1 79:16                  82:6                      utmost(7) 31:5 33:11
14:5 14:22 17:7 19:24                                                            38:18 60:22 62:16 70:6
21:3 22:1 23:23 24:17      throw(1) 55:5               try(4) 10:22 31:8 62:24   72:6
26:20 31:11 31:17 45:6     thrown(3) 55:13 55:22       63:7                      various(3) 10:8 36:9 36:19
46:3 48:2 50:9 50:9 54:7 55:22                                                   via(1) 69:20
54:22 54:24 63:2 63:2                                  trying(3) 33:6 35:16 78:8 view(2) 13:14 52:7
63:11 63:23 66:14 66:21 time(41) 4:6 4:7 4:9 5:20      turn(4) 7:19 19:25 34:3   viewed(5) 30:17 34:25
67:21 73:3 73:3 73:4       6:5 7:10 14:4 20:4 20:17    43:2                      53:4 53:7 53:10
78:17                      20:18 21:9 22:16 22:18
them.”(3) 36:17 41:9 72:22 27:22 29:3 32:21 33:1         twen(1) 11:2               viewer(1) 11:5
themselves(3) 73:18 73:20 34:14 34:18 34:21 34:25        two(7) 2:5 2:7 9:14 39:11 violation(1) 48:9
74:1                       36:17 41:8 41:16 43:17        79:12 79:13 80:9           violations(5) 23:2 25:4
                           46:6 46:7 46:15 59:6                                     25:10 25:10 27:3
there.”(1) 73:5            60:11 61:8 61:24 62:19        typed(2) 2:15 2:19
therefore (6) 12:5 25:18   68:23 71:14 71:18 77:12       types(2) 36:10 37:25       vocalizing(1) 31:7
26:16 44:25 48:16 68:6     79:3 79:4 80:7 81:5           typically(1) 69:20         volume(1) 1:1
                                                         ultimately(1) 25:23        w-r-i-g-h-t (1) 3:10
there’d(1) 53:17             time.”(1) 34:22             umbrella(1) 12:20          wait(1) 51:22
there’s (18) 6:21 16:12      timeframe(1) 17:18          unable(1) 2:14             walk(1) 60:4
16:22 20:9 26:18 29:18       times(3) 20:24 40:13 60:1 unaware(3) 27:6 27:8 27:9 walked(1) 61:23
32:13 34:13 35:24 38:4       title(1) 45:11              under(21) 9:4 11:23 12:7 wanna(3) 28:6 81:9 81:10
39:11 39:12 50:18 51:11      titles(1) 3:17              12:8 12:20 12:25 14:7      was.”(1) 66:9
54:12 68:2 72:23 77:17       today(9) 5:6 39:14 40:20 14:11 16:13 31:24 32:1        was?”(1) 20:8
                             41:23 41:24 42:10 76:17 34:19 38:7 38:17 43:16         wasn’t(2) 37:9 38:20
they’re(7) 11:9 11:21        76:19 76:20                 44:15 49:5 51:17 52:12     waste(1) 20:17
14:25 15:2 26:4 64:20                                    53:18 53:22                way(5) 9:12 24:9 31:11
75:5                         together(2) 63:15 63:21                                49:25 66:18
thing(3) 8:14 20:17 47:15    told(22) 32:17 49:11 54:6 unders(1) 52:10
things(5) 54:17 54:21        55:8 56:4 56:4 58:19        underst(1) 21:4            web(1) 10:5
56:20 59:25 64:16            58:21 59:1 59:5 59:12       understand(12) 8:16 9:20 website(7) 3:21 3:23 3:25
                             60:4 60:7 61:11 61:11 62:3 18:15 20:6 28:11 31:11      11:5 11:6 11:8 11:18
think(40) 4:6 5:20 10:16      67:13 68:21 68:23 70:13 36:8 39:8 59:1 67:7 67:8
15:2 19:9 20:8 20:15         71:6 73:22                  70:10                      website?”(1) 11:15
20:17 24:15 29:21 31:3                                   understanding(16) 16:6     weeks(2) 17:14 58:12
31:7 31:17 36:13 37:3        took(7) 4:17 4:20 36:19     19:15 20:2 20:4 20:8 21:9 weren’t(1) 75:9
40:16 41:14 41:15 41:17      38:19 51:22 55:18 72:10 21:13 26:15 29:3 29:15         we’d(1) 72:8
42:10 42:18 44:13 45:2                                   33:6 34:1 45:17 65:22      we’re(9) 22:7 24:6 26:15
45:6 45:6 46:19 46:25        top(2) 4:1 16:23            66:10 75:6                 43:1 51:20 64:10 64:10
47:1 47:5 50:2 50:4 58:21    toward(2) 73:13 73:14                                  64:11 66:17
60:15 60:18 66:9 70:8        traditions(1) 26:4          understands(1) 43:12
70:21 72:8 73:9 77:16        transaction(4) 54:14 55:24 understood(5) 19:24 42:22 we’ve(1) 79:11
                             62:19 68:3                  52:11 58:25 75:7           whatever(3) 52:18 56:8
tho(1) 26:3
                                                                                    whatsoever(2) 8:25 17:12
though(1) 73:25              transaction.”(1) 37:15      understood?”(1) 20:10      what’s (4) 17:6 25:1 35:3
thought(5) 13:11 18:4 30:5   transcriber(6) 1:35 1:42    undertaking(1) 80:22       48:10
 30:9 47:18                  2:9 2:11 2:14 82:4          undivided(1) 31:4
                                                         unfinished(1) 2:4          whether(14) 5:7 14:25
three(3) 16:13 58:12 67:6    transcript(8) 1:35 1:37 3:1 university(1) 4:15         15:2 17:24 18:25 21:23
threw(2) 55:9 56:2            3:2 10:25 19:15 82:8       unless(1) 78:23            31:18 41:15 46:20 53:16
through(16) 3:25 5:22 6:4    82:19                       until(4) 23:16 23:23 71:14 72:4 72:6 75:7 76:11
11:17 12:16 20:11 20:22      transcription(1) 1:43       73:10
21:3 22:13 22:17 27:15       trial(3) 1:10 61:19 82:19                              whoa(4) 30:25 30:25 30:25
40:10 40:11 40:12 40:13      tricked(2) 40:15 40:16      update(1) 64:19             30:25
78:8                         tricky(2) 41:9 41:14        use(3) 16:5 37:21 71:17
                                                         used(4) 2:9 14:3 14:5      whole(2) 20:17 70:9
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                                CULLEY VS CATO 6.24.10.DOC
Word                      Word
                  Page:Line                    Page:Line

whom(2) 25:21 37:1         ‘agent,’(1) 11:9
who’s (1) 37:1             ‘cause(1) 21:4
why(10) 8:20 18:5 21:3     ‘real(1) 11:12
40:8 40:8 42:21 50:9       “absolutely(1) 66:9
54:22 58:5 66:10           “agent(1) 11:16
                           “agent.”(1) 11:19
will(4) 10:3 10:7 10:8     “agent”(1) 14:3
william(5) 1:38 3:2 3:6    “and(3) 20:6 69:15 72:22
3:7 3:10                   “anyone(1) 37:10
                           “but(1) 36:13
willing(2) 7:9 7:11        “buyer’s(2) 8:8 38:3
wit(1) 47:2                “did(6) 20:1 36:10 41:5
within(7) 13:3 17:1 17:13 54:8 66:7 68:19
17:17 35:16 54:14 58:12
                           “disclosed(1) 38:3
without(6) 3:25 14:4 18:8 “don’t(1) 55:5
31:22 41:2 80:21           “either(1) 69:14
                           “facilitator(1) 37:14
withstanding(2) 41:23      “facilitator.” (1) 37:21
witness(3) 1:38 3:2 3:7    “facilitator”(1) 38:9
work(8) 3:13 3:14 10:3     “fiduciary(1) 9:20
10:9 15:15 63:13 63:14     “frank(1) 75:4
65:25                      “mandatory,” (1) 8:1
worked(1) 68:25            “our(1) 65:8
working(6) 15:10 15:17     “phonetic”(1) 2:16
27:22 32:1 45:24 64:13     “ranging(2) 20:10 20:21
                           “represents (1) 44:4
works(1) 10:11             “seller’s(2) 38:3 40:18
wright(8) 1:38 3:2 3:6 3:7 “sic”(1) 2:20
3:10 3:11 15:8 33:7        “specifically(1) 11:15
                           “stamped,”(2) 76:3 76:7
written(8) 29:16 29:16     “the(4) 11:8 43:12 66:12
29:18 41:2 42:25 44:9      69:23
48:20 62:23
                             “there(1) 72:19
wrong(2) 6:21 65:22          “was(2) 37:11 40:9
xerox(1) 78:8                “well(2) 34:17 54:6
year(1) 69:8                 “what(2) 20:9 72:17
years(7) 9:14 15:10 60:9     “working(1) 64:15
64:25 79:12 79:13 80:9
                             “yes(2) 54:7 54:13
                             “yes.”(3) 11:11 11:16 36:10
yelled(1) 60:3
                             “you”(1) 5:10
yes.”(1) 37:13
yesterday(2) 7:10 50:18
yet(3) 7:5 56:24 75:22
york(1) 1:42
you’d(2) 12:16 31:19
you’re(20) 5:10 11:11 14:8
 18:7 18:7 18:9 20:12
20:23 22:22 35:7 35:7
35:14 37:1 42:4 47:17
64:15 64:16 65:17 67:14
76:3
you’ve(4) 41:23 54:25
61:18 61:18

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