Chapter 62: A Taxing Situation

March 12, 1997, Chicago, Illinois

“What would you say about starting a basic self-defense class at the dojo?” I asked at our monthly black-belt dinner on Wednesday evening.

“What did you have in mind?” Sensei Jim asked.

“A once-a-week class lasting about eight weeks, that didn’t have the goal of achieving karate ranks, but provided both information and techniques for women to defend themselves.”

“Who would teach? And when?”

“I’d say it would need to be a male-female team,” I replied. “And Saturday afternoon would be a good time. The competition training class only uses one of the rooms. And I think we could get referrals from Project Lydia, among other places.”

“I think it’s a great idea, Sensei,” Hannah said. “I’d be happy to teach with Sensei Steve, and help develop the class.”

“Why don’t you two put together a proposed curriculum?”

“Sure,” I replied.

“When did you plan to start?”

“I’m going to be gone for a week, plus we’ll need some time to develop the class, and to advertise, so I think the first Saturday in May would work. What do you think, Hannah?”

“Sure.”

“Sensei Steve, could I participate?” Molly asked. “It’s something I might want to do at my dojo.”

“Absolutely,” I replied. “Let me get my trip to Europe out of the way, and then the three of us will get together.”

“When are you leaving?” Molly asked.

“A week from tomorrow. Albert and I need to leave on Thursday night so we can get to Yorkshire in time for Jon’s wedding to Amanda and Karen.”

“There is SOMETHING in the air in this house!” Jolene said, shaking her head. “Or maybe it’s on an old Indian burial ground or something.”

“Steve was the way he is when I first met him, and that was back in Ohio,” Kara countered with a smile.

“Air quality issues aside,” I said, “we have to fly to London then take a train to Yorkshire. The wedding is on Saturday. Then I’m leaving Albert with Jon, Amanda, and Karen, and heading back to London for a couple days for work, then flying to Amsterdam for a couple of days. I fly home from there. Jon will bring Albert home, and drop Jane and Mark with us, and then Jon, Amanda, and Karen will head to Florida for a week, which I guess you could call a honeymoon. They’ll fly back through Chicago and pick up their kids on the way home.”

“Are you taking your usual Summer trip this year?” Sensei Jim asked.

“Yes, but remember I have a trip to Russia with Jesse at the end of July as well. His moms chose not to go on the trip, so I need to be his chaperone.”

“Is there anything else before we adjourn?” Sensei Jim asked.

Nobody had anything, so the meeting was adjourned, and as had become her practice, Molly joined Kara, Jessica, and me for a sauna, before heading home to Wisconsin.

March 14, 1997, Chicago, Illinois

Deborah came into my office just before lunch on Friday.

“Peach submitted their revised brief, but also withdrew their motion for a temporary injunction.”

“Why do that?” I asked.

“Because they couldn’t win,” she replied, “and the attorneys knew that, even if Dante didn’t. Fundamentally, as an attorney, you don’t want to try to make the argument that you want an injunction after you’ve already said you don’t want a quick trial. Trying to argue two contradictory points isn’t a good strategy and risks upsetting the judge. What do you want to do about our motion to dismiss?”

“How likely are we to get it?”

Deborah shook her head, “Not likely at all, but then again, I said that about the first time.”

“What do their new claims look like?” I asked.

“Like they should have from the beginning. I’d say the attorneys are leading Dante now, not the other way around.”

“Dante’s a hothead, but he’s not a fool. Once it was obvious the court wasn’t going to hand him the case on a silver platter the way his ego saw it playing out, he listened to his attorneys. That’s happened before with him. What’s their line of argument?”

“As we expected originally - straight up collusion and anticompetitive business practices. They added a claim that Lone Star is selling below market price to drive Peach out of business.”

“Even I know that’s not illegal unless you’re a monopoly!” I protested.

“Actually,” Deborah replied, “they claim that Lone Star is charging the same as we are in other regions besides the South, so as not to undercut us and compete with us.”

“We don’t decide their price,” I declared. “That would be price fixing! We charge them for the licenses, but they’re free to add on whatever markup they wish. The final, revised licensing agreement says we won’t sell in the South and they won’t sell in the Midwest. The other two regions are fair game.”

“I agree that’s what the licensing agreement says, but if Lone Star is charging the same exact amount as we are in the other two regions, it looks bad. And if they can find any evidence we colluded to fix prices, we’re both sunk.”

“Did you find anything that indicated that in our records?”

Deborah shook her head, “No, but we haven’t seen Lone Star’s document production.”

“I sure as hell hope Brad and his team are smarter than that,” I replied. “What happens if they wrote something like that in an email or it’s in someone’s notes?”

“It would go a long way to making the case against us. At that point, there would be a very strong inference that you knew about it, and that’s why there are no email records or memos or anything relating to Lone Star.”

“So lack of evidence is evidence?”

“No, but they’ll use that to cast doubt on your honesty. And they’ll ask why we refused to produce the relevant documents, or why we deleted them. They’ll point to the fastidious notes taken in meetings, and the several hundred responsive emails from Cindi, Zeke, Mario, and Barbara, and ask where YOUR comments are.”

“None of those emails included me,” I said with a grin, “which can be proved from the email headers and the server logs. And my comments are documented in Kimmy’s notes from meetings, or my personal notes. I keep a notebook the same way everyone else does. And my meetings are all on my calendar. Honestly, I don’t see how the lack of emails or memos can imply anything.

“But it goes beyond that, really. I don’t use email for contract negotiations or for things I can ask by simply walking to someone’s office, or making a phone call if they’re in another office. Our ‘new employee’ guide makes it clear that email and, as of last month ICQ, are not to replace face-to-face conversations. They’re handy, yes, but nothing can take the place of direct, personal, verbal communication. That’s why I do Town Halls and why we use videoconferencing as much as we do.”

“I get the impression from Skye that Lone Star used internal email for everything when she was there,” Deborah said.

“I believe that’s true based on what I remember from our due diligence. When will they share their document production with us?”

“By the end of next week. Once we get that, we’ll begin scheduling depositions. Is your calendar completely up to date?”

“Yes. Once I come back from Europe, I’m not leaving town, except for going to depositions or hearings, until July, when I go to Iron Mountain and then Russia.”

“Do you have your Russia tickets yet?”

“No,” I replied warily. “Why?”

“Get them as soon as possible. We don’t want to give Peach an opportunity to complain you’re trying to delay things.”

“I have a letter from Dmitry Grigoryev to Jesse specifying the tentative dates. Everything will be formalized in the next two weeks.”

“Let me have a copy of that. Do you have anything showing your scheduled dates for Iron Mountain?”

“Kara has the rental agreement for the farmhouse we’re using. That was signed months ago.”

“Good. You need to make sure nobody leaks that information to Dante, or they’ll try to use it against you.”

“You better find a way to recall every copy of the Tribune from two weeks ago when they wrote a short blurb about the trip and mentioned Jesse by name.”

“Block, though, not Adams, right?”

“Yes, but Jennifer works for M&M and I guarantee you they know her son is my son, and that information got to Dante via his brother and sister, who likely found out from friends still at M&M.”

“OK. Those two trips are going to be after the depositions are done, so we should be able to work around them for the actual trial, assuming Dante does what you think he will, and without the injunction, I think he has to. I can’t imagine a trial date before August at this point.”

“And Dante will be practically frothing at the mouth at that point because he’s burning through his reserves trying to compete with us.”

“How long do you think he has?” Deborah asked.

“Cindi predicted fifteen months, now that he’s matched Lone Star’s price at the low end, and he’s continued to try to undercut Chickasaw, Lone Star, and us in the small-office segment. That assumes he doesn’t try to cut his costs via layoffs or some other kind of restructuring.”

“What about bringing in an investor?”

“He could, in theory, but there is quite a bit of risk for someone coming into this now, such that he’d have to give up a lot of equity in exchange for a limited amount of cash, and he’s not going to do that.”

“Will you settle?”

“For your ears only, no fucking way. But obviously, we’ll be happy to listen to anything Dante proposes now, or in mediation. But honestly, as we’ve said all along, there’s nothing he can offer which we would accept.”

“Seppuku!” Penny interjected, speaking up for the first time.

I chuckled, “I’d accept that, and offer to be his second!”

“I’m not up on Japanese suicide rituals,” Deborah said. “What does the ‘second’ do?”

“The samurai who was going to commit seppuku would thrust a tantō, a knife, or a wakizashi, a short sword, into his stomach and draw it from left to right. Then, the second, a samurai who was an expert swordsman, would strike his neck with a killing blow with a tachi, a longsword, partially decapitating the samurai and killing him.”

“So short of Dante agreeing to commit ritual suicide, we won’t agree to settle?”

“I suppose I could accept him dropping the suit with a written commitment not to refile against us or Lone Star, and a sufficient bond to guarantee his signature.”

“I suppose you could, but if he drops the suit, you don’t get to put conditions on it. He could, in theory, refile.

“You know I’m just being goofy because his offers will be equally absurd.”

“I’m curious, what would you think about offering to buy him out?”

“The day Dante sells to ME is the day hell freezes over! And honestly, what does he have that is of any value to NIKA? It would be, in effect, paying him to go away, and there is no amount he’d accept which would make sense for me to pay. Even with what Jamie and Neil are charging us, it’s not going to cost us anywhere near what Dante would feel was a fair valuation for a firm which provides no added value for NIKA. Another way to value it would be how much it would be worth to keep Chickasaw or Hastings Mill from buying him out, and again, that number is much lower than what I’m sure Dante would feel was a reasonable valuation.”

“But if he’s going out of business, doesn’t that change his valuation?”

“Sure, but you have to factor his ego into it, and he won’t acknowledge the reduced value quickly enough for it to matter.”

“Does he have a way out?”

I shook my head, “Not once he tried to undercut us on price in the small-office segment. Had he stuck to the sole-proprietor or two-attorney office, we’d never have developed our new version because it wasn’t in our best business interest to do so. When he attacked us, in our market, THEN it became not only in our best interest, but he more or less forced us to respond.”

“I have an idea if you’re willing to consider it,” Deborah said.

“‘I want you to get this fuck where he breathes! I want you to find this nancy-boy Dante Puccini, I want him dead! I want his family dead! I want his house burned to the ground! I wanna go there in the middle of the night and I wanna piss on his ashes!‘“

“Well, ‘Don Alphonse’, I guess that answers my question! But I’m not sure you want to compare Dante to Eliot Ness!”

“Sorry,” I chuckled. “What was your idea?”

“Offer to sell him the sole-proprietor version in exchange for staying out of your other markets.”

“NO! FUCKING! WAY!” Penny spat.

“Shush, Penny!” I ordered. “Deborah, even if he signed an agreement such as that, he’d never keep it, and we’d end up having to sue him to enforce it. I saw that happen with M&M. He can’t be trusted. And why the heck would I want to help keep him in business?”

“The enemy you know?”

“Yeah, I know this enemy. I also know he needs to be put down like a rabid dog. If he even THINKS he’s won, we’ll just go through this again at some point in the future. I’m done with Dante Puccini. The only thing I want to do at this point is let him bleed out. He’s free to surrender at any point.”

“A cornered animal fights harder.”

I nodded, “Very true. But I’m done with Dante. This time, well, there’s only one way to say it -

“

“Pinafore?” Deborah asked.

“Yes. Matthew is in a production at his school, though he plays the captain.”

“I suppose if we’re going down this route, I’ll remind you that it’s not personal, Steve. It’s strictly business.”

“Well, ‘Tom’,” I grinned. “Your job is to keep me from going off half-cocked and getting shot at the causeway!”

“I’d have shot you if you had ‘gone off half-cocked’!” Penny teased.

“Don’t you have something to do?” I asked.

“Besides give you grief? That’s on the top of my list of duties!”

“Hah! It can’t be, because it has to be related to the job of software engineer!”

“It IS related to my job as software engineer! It has been since day one!”

“I thought HE gave YOU the hard time, Penny!” Deborah teased.

“A long time ago, in a galaxy far, far away,” Penny said wistfully. “But that’s in the past.”

“Just remember, Penelope, I’ve altered our deal; pray I don’t alter it further.”

“On THAT note,” Deborah said, shaking her head, “I’m going to call Jamie and Neil, then speak with Cindi.”

“Keep me posted,” I said.

She nodded and left, and I turned back to my keyboard.

“Was she any good?” Penny asked with a smirk.

“Excuse me?”

“Except for Cindi, who has a special circumstance, the only women you treat that way are women you’ve slept with. So, was she any good?”

“She’s a lesbian, Penny.”

“And Jennifer is straight? Just answer the question, Steve. I know you FAR too well.”

“Yes, yes, you’re very smart.”

“I’ll take that as a yes,” Penny smirked. “Color me surprised. I’d have figured lawyers as the worst fucks on the planet, bar none.”

“I’ll let Melanie know you said that!” I chuckled.

“You had her BEFORE she became a lawyer!”

“And I had YOU before you became a nerd!”

“Asshole!”

“Bitch!”

I leaned over, kissed her cheek, and we both burst out laughing.

March 15, 1997, Chicago, Illinois

“Hi, Ally!” I said as she and a woman I assumed was her mom walked into the dojo on Saturday morning.

“Hi, Mr. Adams,” she said, indicating with her eyes that it was because her mom was with her.

“Actually, in the dojo, I’m ‘Sensei Steve’ to everyone, even our youngest students. That’s the tradition in every dojo I’ve visited, both here and in Japan.”

“Ally said you suggested karate to help her gain self-confidence and get into shape.”

I nodded, “I did. If you come into the office, I’ll explain our program, and if Ally wants, she could start today.”

Mrs. Smith nodded and we went into the office, which Sensei Jim was just leaving. I introduced them, and he went out into the training area while I sat down with Ally and her mom. I handed them a copy of the dojo rules, as well as our current price sheet, with the various options.

“Your first week is free, and I mean zero obligation. That includes keeping your gi, as the uniform is called, and the white belt which comes with it.”

“Who leads the classes?” Mrs. Smith asked.

“Any of the black belts can lead a class, but the official instructors are Sensei Jim, who you just met, who is «shihan», or master of the dojo, Therese Kells, Will Webber, and me. Will is an assistant instructor who will turn seventeen in about two months.”

“Really? Someone that young?”

I nodded, “He started when he was six. He’ll be going to Japan for three months this Summer to study at our parent school, and if all goes well, he’ll come back a fully licensed instructor in his own right.”

“Licensed? Like by the government?”

“No. It’s how it’s referred to in Shōtōkan karate - a licensed instructor is one given authority to run their own school. But that authority comes from the most senior members of our worldwide school. We also have a dojo in Racine, Wisconsin, run by a woman named Molly who is a licensed instructor. And we have a sister school in France.”

“And you guarantee that she’ll earn a black belt?”

“We guarantee to provide the training to allow her to become a black belt, and if you choose that option, she has as long as it takes to get there. Four years is about the norm for someone who starts in their late teens, assuming she comes three times a week, and is diligent about memorizing everything she’s taught, and consistent in practicing what we teach.”

“This is a big commitment, Ally,” her mom said.

“It is,” I replied, “which is why she can come for a week, every day if she wants, to decide if this is for her.”

“I want to do it, Mom,” she said.

“OK. We’ll see how you feel next Saturday, OK?”

“Yes.”