2nd Amended Complaint (Click here to view document

0<
2
3
4
5
6
7
8
9
10
11
12
13
14
16
17
18
19
20
21
22
23
24
25
26
27
ROBERT A. RIVAS (CA Bar No. 196744)
rrivas@alvaradosmith.com
GREGORY G SNARR (CA Bar No. 267217)
gsnarralvaradosmith.com
ALVARADOSMITH,
A PROFESSIONAL CORPORATION
1 MacArthur Place, Suite 200
Santa Ana, California 92707
Tel: (714) 852-6800
Fax: (714) 852-6899
Attorneys for Plaintiffs and Cross-Defendants
LEAD DATA INTERNATIONAL, INC., f/k/a LEAD DATA
USA, INC., a California corporation; USMEDIA
TECHNOLOGIES, INC., a California corporation, and Cross-
Defendant KEN SHIH
Coordination Proceedings
Special Title (Rule 3.550)
F!JJ ’J Do Ij (I) 114010 WIND viai Wia($]Z PIIMiIVi
I U (I1 L(S]iI (113 iii {I1 PiI kICI
LWTJ V
Included Actions:
Fry’s Electronics, Inc. v. Elitegroup Computer
Systems, Inc.
Superior Court of California
County of Santa Clara
Case No. 1-09-CV-143298
Lead Data International, Inc. v. Fry’s
Electronics, Inc.
Superior Court of California
County of Santa Clara
Case No, 1-09-CV-133292
Phoebe Micro Inc. v. Fry’s Electronics, Inc
Superior Court of California
County of Santa Clara
Case No. 1-09-CV-137828
Promedia Technologies, Inc. v. Fry’s
Electronics, Inc.
Superior Court of California
County of San Diego
Case No. 37-2009-00085407-CU-BC-CTL
3284800.1 - N670.3
UDflI: IE$iUI ’iI] hI Wi*WA
SECOND AMENDED COMPLAINT
E-FILED
Aug 31, 2012 12:54 PM
David H. Yamasaki
Chief Executive Officer/Clerk
Superior Court of CA, County of Santa Clara
Case #1-09-CV-143298 Filing #G-46616
By M. Huerta, Deputy

E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
1
2
3
4
5
6
7
8
9
10
11
12
13
14
16
17
18
19
20
21
22
23
24
25
26
27
LEAD DATA INTERNATIONAL, INC., f/k/a
LEAD DATA USA, INC., a California
corporation; USMEDIA TECHNOLOGIES,
INC., a California corporation,
V.
Plaintiffs,
FRY’S ELECTRONICS, INC., a California
corporation; PC INTERNATIONAL, LLC, a
California limited liability company; and AUSAF
UMAR SIDDIQUI alk/a OMAR SIDDIQUI; and
DOES 1 through 20, inclusive,
Defendants.
FRY’S ELECTRONICS, INC., a California
corporation,
V.
Cross-Complainant,
LEAD DATA INTERNATIONAL, INC., a
California Corporation; LEAD DATA USA,
INC., a California corporation; USMEDIA
TECHNOLOGIES, INC., a California
corporation, KEN SHIH; and ROES 1 through
200,
Cross-Defendants.
Plaintiffs LEAD DATA INTERNATIONAL, INC., f/k/a/ LEAD DATA USA, INC.
("LDI"), and USMEDIA TECHNOLOGIES, INC. ("UTI"), allege on information and belief as
follows:
GENERAL ALLEGATIONS
1. LDI is, and at all times relevant herein was, a corporation organized and existing
under the laws of the California and doing business in the County of Santa Clara, California.
2. UTI is, and at all times relevant herein was, a corporation organized and existing
under the laws of the California and doing business in the County of Santa Clara, California.
I 3284800.1 --N670.3
SECOND AMENDED COMPLAINT

0< <
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
I 3, LDI and UTI are informed, and believe, and thereon allege that defendant FRY’S
2 ELECTRONICS, INC., ("Fry’s") is, and at all times relevant herein was, a corporation organized and
9
10
11
12
13
14
V
17
1111
19
20
21
22
23
24
25
26
27
28
existing under the laws of California and doing business in the county of Santa Clara, California.
4. LDI and UTI are further informed, and believe, and thereon allege that defendant PC
INTERNATIONAL, LLC, ("PCI") is, and at all times relevant herein was, a limited liability
company organized and existing under the laws of California and doing business in the county of
Santa Clara, California.
5. LDI and UTI are further informed, and believe, and thereon allege that defendant
AUSAF UMAR SIDDIQUT a/kla OMAR SIDDIQUI ("Siddiqui") is, and at all times relevant herein
was, an individual residing in the county of Santa Clara, California. From time to time, Fry’s, PCI
and Siddiqui shall be collectively referred to hereinafter as "Defendants."
6. At all times mentioned herein, the true names and capacities, whether individual,
corporate, associate, or otherwise, of defendants DOES 1 through 20, inclusive, are unknown to LDI
and UTI who, therefore, sue said defendants by such fictitious names. LDI and UTI are further
informed, and believe, and thereon allege that each of the defendants designated herein is a
fictitiously named defendant and is, in some manner, responsible for the events and happenings
herein referred to either contractually or tortiously, and caused the damages to LDI and UTI herein
alleged. When LDI and UTI ascertain the true names and capacities of DOES 1 through 20
inclusive, they will ask leave of Court to amend its complaint by setting forth said names.
7. At all times relevant, each of the defendants was the agent, employee and/or
representative of his fellow defendant, and in doing the actions herein set forth, did so with the
knowledge and consent of its fellow defendants and in the course and scope of employment.
8. LDI and UTI are informed and believe and thereon allege that Siddiqui, in his
capacity of officer and director of PCI and Fry’s, is and was personally aware of and authorized,
approved, ratified and participated in, and instigated, the wrongful conduct set forth in this
complaint.
HI
3284800.1-- N670,3
SECOND AMENDED COMPLAINT

0< <
-J
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
1
2
3
4
5
6
7
8
9
10
11
12
13
14
17
18
19
20
21
22
23
24
25
26
27
28
LDI Supplied Goods to Fry’s Pursuant to a Written Vendor Contract
9. In or about November 2000, LDI and Fry’s entered into a written vendor agreement
for the sale of goods whereby LDI agreed to supply consumer electronic goods to Fry’s at the request
of Fry’s and Defendant agreed to pay for each shipment of goods pursuant to the corresponding
invoice (the "LDI Contract").
UTI Supplied Goods to Fry’s Pursuant to a Written Vendor Contract
10. In or about June 2005, UTI and Fry’s entered into a written vendor agreement for the
sale of goods whereby UTI agreed to supply consumer electronic goods to Fry’s at the request of
Fry’s and Fry’s agreed to pay for each shipment of goods pursuant to the corresponding invoice (the
"UTI Contract"),
The "Shakedown"--Siddkiui, on Behalf of Fry’s and PCI, Misrepresented that PCI
and IMR were Authorized to be Paid Commissions for LDI and UTI Sales to Fry’s
11. At the time of the negotiation and execution of the LDI Contract and UTI Contract in
or about November 2000, Siddiqui was the Vice President of Fry’s and represented to LDI and UTI
that he was also a member and the President of PCI, and that PCI and International Marketing
Resources, LLC ("IMR"), were authorized by Fry’s to receive a commission of twenty (20) percent
for all sales of LDI and UTI to Fry’s. Siddiqui also represented that the shareholders of Fry’s were
also members of PCI. Thereafter, as described more fully below, Siddiqui requested the
commissions be paid to PCI and IMR accordingly, and LDI agreed based on his representations and
coercive demands. LDI paid PCI and IMR over $20,690,117.73 in total commissions over the
course of the relationship. In or about September 2001, LDI began to pay commissions to PCI and
later to IMR, and first learned that Siddiqui conditioned payment of large past due invoices to Fry’s
and depletion of large inventories of products on receiving commissions, pre-paid commissions and
the negotiation of personal loans as described more fully below.
Fry’s Unjustifiably Stopped Payment on Checks it Issued to LDI
12. In or about December 2008, Fry’s unjustifiably stopped payment on the following
checks: 1) check #4130559 in the amount of $89,490.73; 2) check 44095555 in the amount of
$74,931.15; 3) check #4130560 in the amount of $69,175.10; 4) check #4095554 in the amount of
3284300.1 N670.3
SECOND AMENDED COMPLAINT

1
2
3
4
5
6
7
8
9
10
11
12
13
14
1 I 15
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
Ir’
17
18
19
20
21
22
Li
24
25
26
27
28
I
$30,046.29; 5) check #4096500 in the amount of $17,348.31; 6) check #4111740 in the amount of
$15,525.55; and 7) check #4112080 in the amount of $7,924.33, all payable to Plaintiff.
Fry’s Breaches and Refusal to Pay, and Fry’s Continuing Sales of Goods Sold by LIII
and UTI at the Same Price as Pre-Siddigui Arrest
13. From December 2008 to the present time, Fry’s has breached the LDI Contract by
failing to pay $1,498,507.21 for goods sold and delivered at agreed prices. From December 2008 to
the present time, Fry’s has breached the UTI Contract by failing to pay $235,019.19 for goods sold
and delivered at agreed prices.
14. Fry’s refuses to pay the balances owed because it now states that Siddiqui did not
have authority to negotiate any commission agreements with Fry’s vendors and that PCI and IMR
were not authorized to be paid any commissions for sales to Fry’s. LDI and UTI are informed, and
believe and thereon allege that Fry’s also refuses to pay the balances owed because it is upset at
Siddiqui and says that Siddiqui owes Fry’s money, including for loans totaling $10.1 million that
Fry’s made to Siddiqui secured by his Ferrari, Mercedes-Benz, condominium and ranch property.
LDI and UTI have recently found out during the course of this action that Fry’s secured the loans
with his interest in PCI. These massive loans secured by exotic cars, and second and third homes,
were made by Fry’s to Siddiqui despite his purported yearly salary of only $225,000.00.
15. Despite Fry’s refusal to pay LDI and UTI, Fry’s continues to advertise for sale and to
sell goods LDI and UTI sold to Fry’s and that Fry’s has not paid for.
I I 1 NtIiiD) ITSi N(S)I
(Breach of Written Contract for Sale of Goods by LDI Against
Fry’s and DOES 1 through 20, Inclusive)
16. LDI repleads, realleges and incorporates by reference herein as though set forth in full
and each and every allegation set forth in Paragraphs 1 through 15, inclusive herein above.
17. In or about November 2000, LDI and Fry’s entered into the LDI Contract for the sale
of goods whereby LDI agreed to supply consumer electronic goods to Fry’s at the request of Fry’s
and Fry’s agreed to pay for each shipment of goods pursuant to the corresponding invoice.
3284800.1 N670.3
SECOND AMENDED COMPLAINT

0< <

I
2
3
4
5
6
7
8
9
10
11
12
13
- 14
C-’ <
-
15
>
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
16
17
18
19
20
21
22
23
24
25
26
27
28
28. As a direct and proximate result of the breach, UTI has been damaged in the sum of at
least $235,019.19 or more, according to proof, plus interest thereon at the highest legal rate.
29. Pursuant to the UTI Contract, the parties further stipulated that the prevailing party in
any legal action is entitled to recover reasonable attorney’s fees and costs incurred in the action.
30.
THIRD CAUSE OF ACTION
(Common Counts for Goods Sold and Delivered at Agreed Price
by LDI Against Fry’s and DOES 1 through 20, Inclusive)
LDI repleads, realleges and incorporates by reference herein as though set forth in full
and each and every allegation set forth in Paragraphs 1 through 29, inclusive herein above.
31. Within the past four years, Fry’s became indebted to LDI in the amount of at least
$1,498,507.21 for goods sold and delivered to Fry’s at the agreed price of $1,488,104.63.
32. No part of this amount has been paid though demand for payment in full has been
made, and there is now due, owing and unpaid from Fry’s to LDI the amount of $1,498,507.21 plus
interest at the highest legal rate.
33.
LSi114lti(I]Ifl(I]l
(Common Counts for Goods Sold and Delivered at Agreed Price
by UTI Against Fry’s and DOES 1 through 20, Inclusive)
UTI repleads, realleges and incorporates by reference herein as though set forth in full
and each and every allegation set forth in Paragraphs 1 through 32, inclusive herein above.
34. Within the past four years, Fry’s became indebted to UTI in the amount of at least
$235,019.19 for goods sold and delivered to Fry’s at the agreed price of $235,019.19.
35,
No part of this amount has been paid though demand for payment in full has been
made, and there is now due, owing and unpaid from Fry’s to UTI the amount of $298,956.05 plus
interest at the highest legal rate.
36.
FIFTH CAUSE OF ACTION
(Open Book Account by LDI Against Fry’s and DOES 1 through 20, Inclusive)
LDI repleads, realleges and incorporates by reference herein as though set forth in full
and each and every allegation set forth in Paragraphs 1 through 35, inclusive herein above.
3284800.1-- N670.3
SECOND AMENDED COMPLAINT

1 37. Within the last four years, Fry’s became indebted to LDI on an open book account for
2 money due in the sum of at least $1,498,507.21 according to proof at trial.
3 38. As of the filing of this complaint, there is due owing and unpaid from Fry’s to LDI the
4 sum of at least $1,498,507.21 or more, according to proof at trial, plus interest thereon at the highest
5 I legal rate.
6
7 (Open Book Account by UTI Against Fry’s and DOES 1 through 20, Inclusive)
8 39. UTI repleads, realleges and incorporates by reference herein as though set forth in full
9 and each and every allegation set forth in Paragraphs 1 through 38, inclusive herein above.
10 40. Within the last four years, Fry’s became indebted to UTI on an open book account for
11 money due in the sum of at least $235,019.19 according to proof at trial.
12 41. As of the filing of this complaint, there is due owing and unpaid from Fry’s to UTI the
13
.< 14
0< <
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
16
17
18
19
20
21
22
23
24
25
26
27
28
sum of at least $235,019.19 or more, according to proof at trial, plus interest thereon at the highest
legal rate.
SEVENTH CAUSE OF ACTION
(Fraud by LDI Against Defendants and DOES 1 through 20, Inclusive)
42. LDI repleads, realleges and incorporates by reference herein as though set forth in full
and each and every allegation set forth in Paragraphs 1 through 41, inclusive herein above.
43. In or about November 2000, Fry’s Vice President and PCI’s President, Siddiqui,
orally represented to LDI’s President, Ken Shih, at Fry’s office in San Jose, California, that he was
also a member and the President of PCI and that PCI and IMR were authorized by Fry’s to receive a
commission of twenty (20) percent for all sales of LDI to Fry’s. Siddiqui also represented that the
shareholders of Fry’s were also members of PCI. Siddiqui further represented that in exchange for a
twenty (20) percent commission he would sell goods to Fry’s.
44. LDI is informed and believes and thereon alleges that the representations by Siddiqui
set forth above were in fact, false and misleading; the true facts were that Siddiqui was not
authorized by Fry’s to enter into any such commission arrangement. LDI just learned this in January
2009, when Fry’s refused to pay LDI and stated that the above-representation of Siddiqui was false.
8
SECOND AMENDED COMPLAINT
1 3284800.1-- N670.3

Cn
0< <

0< .1
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
1
2
3
4
5
6
7
8
9
10
11
12
13
14
17
18
19
20
21
22
23
24
25
26
27
28
52. As a direct and proximate result of Defendants’ wrongful conduct as alleged herein,
LDI has suffered damages in an amount yet determined but in excess of the jurisdictional limit of
this Court, which said amount shall be established by proof at trial.
NINTH CAUSE OF ACTION
(Unjust Enrichment by LIII Against Fry’s and DOES 1 through 20, Inclusive)
53. LDI repleads, realleges and incorporates by reference herein as though set forth in
full and each and every allegation set forth in Paragraphs 1 through 52, inclusive herein above.
54. By engaging in the below-alleged acts and omissions in benefitting from Siddiqui’s
activity and enjoying the commissions paid by LDI as described in paragraphs 69 through 97 below,
Fry’s has been unjustly enriched and benefited to the detriment of UTI.
55, As a result of the aforementioned acts and omissions, Fry’s has become indebted to
LDI in an amount not yet determined but exceeding the jurisdictional amount of this Court.
56. Despite demand, neither the whole nor any part of the sum has been paid to LDI, and
there is now due, owing and unpaid from Fry’s to LDI, said sums, plus interest at the highest legal
rate.
(Unjust Enrichment by UTI Against Fry’s and DOES 1 through 20, Inclusive)
57. UTI repleads, realleges and incorporates by reference herein as though set forth in
full and each and every allegation set forth in Paragraphs 1 through 56, inclusive herein above.
58. By engaging in the below-alleged acts and omissions in benefitting from Siddiquis
activity and the commissions paid by UTI as described in paragraphs 69 through 97 below, Fry’s has
been unjustly enriched and benefited to the detriment of UTI.
59. As a result of the aforementioned acts and omissions, Fry’s has become indebted to
UTI in an amount not yet determined but exceeding the jurisdictional amount of this Court.
60. Despite demand, neither the whole nor any part of the sum has been paid to UTI, and
there is now due, owing and unpaid from Fry’s to UTI, said sums, plus interest at the highest legal
rate.
I/I
3284800.1-- N670.3
SECOND AMENDED COMPLAINT

0<
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
1
2
3
4
5
6
7
8
9
10
11
12
13
17
18
19
20
21
22
23
24
25
26
27
28
(Unjust Enrichment by LDI Against PCI, Siddiqui and DOES 1 through 20, Inclusive)
61. LDI repleads, realleges and incorporates by reference herein as though set forth in
full and each and every allegation set forth in Paragraphs 1 through 60, inclusive herein above.
62. By engaging in the above-alleged acts and omissions, PCI and Siddiqui have been
unjustly enriched and benefited to the detriment of LDI.
63. As a result of the aforementioned acts and omissions, PCI and Siddiqui have become
indebted to LDI in an amount believed to be in excess of $20,690,117.73
64.
Despite demand, neither the whole nor any part of the sum of at least $20,690,117.73
has been paid to LDI, and there is now due, owing and unpaid from PCI and Siddiqui to LDI, said
65.
LDI repleads, realleges and incorporates by reference herein as though set forth in full
and each and every allegation set forth in Paragraphs 1 through 64, inclusive herein above.
66.
In or about December 2008, Fry’s stopped payment on the following checks: 1) check
#4130559 in the amount of $89,490.73; 2) check #4095555 in the amount of $74,931.15; 3) check
#4130560 in the amount of $69,175.10; 4) check #4095554 in the amount of $30,046.29; 5) check
94096500 in the amount of $17,348.31; 6) check #4111740 in the amount of $15,525.55; and 7)
check #4112080 in the amount of $7,924.33, all payable to the order of LDI, Without any legitimate
reason, Fry’s stopped payment on all checks.
67. In or about January 2009, LDI demanded that Fry’s pay $304,441.46, the sums due
under the checks, but Fry’s failed and refused to pay. As of the date of this complaint, no part of the
sum due under the checks has been paid by Fry’s or anyone else. As drawer of the check, Fry’s owes
LDI $304,441.46.
I/I
INN
3284800.1-- N670.3
SECOND AMENDED COMPLAINT

E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
I
2
3
4
5
6
7
8
9
10
11
12
13
14
16
17
18
19
20
21
22
23
24
25
26
27
28
i :11 VINIttUKIatIiI[*tiSi
(Economic Duress/Civil Extortion by LDI and UTI Against Fry’s, Siddiqui and
68.
DOES 1 through 20, Inclusive)
LDI and UTI replead, reallege and incorporate by reference herein as though set forth
in full and each and every allegation set forth in Paragraphs 1 through 67, inclusive herein above.
Fry’s Imprisoned Shareholder and Former Officer---Siddiui, Fry’s Whale’ with a
Hundred Million Dollar Gambling Addiction and Unfettered Control Over Fryi
Vendors
69.
Siddiqui came up through the ranks at Fry’s, starting out at minimum wage as a basic
salesman on the Fry’s floor. By in or about 1998, Siddiqui became Fry’s Vice President and,
ultimately, earned a maximum salary of $225,000.00. In or about 1998, Fry’s had entrusted
Siddiqui with developing sources of supply in Asia to manufacture house brands for Fry’s, including
GQ, and unfettered control over all negotiations related to the same.
70.
Around the same time and continuing through 2008, Siddiqui had developed an
extreme fondness for gambling all over the world, presumably due to his exposure to the yearly
Consumer Electronics Show in Las Vegas.
71.
By 2000, LDI and UTI are informed and believe and thereon allege that Siddiqui had
developed an extraordinary gambling addiction that required millions of dollars to be fed. In fact,
through the course of this action, LDI and UTI have discovered that Siddiqui was noticeably and
regularly absent from the office and was usually found in Las Vegas and would frequent other
gambling meccas such as Macau, instead of working.
72.
Additionally, it has come to light through the course of this action that, in or about
November 2002 and February 2003, Fry’s loaned Siddiqui $10.1 million payable in two months so
that he could purportedly purchase a riverboat casino. He never repaid the loans (again, he only
made $225,000) and was under great pressure to repay them. While Fry’s claims the loans were to
a "Whale" is a high roller in a casino that spends large amounts of money and receives lavish
"comps" (gifts or complimentary items) to lure him into the casinos.
3284800.1 -- N670.3
SECOND AMENDED COMPLAINT

0<
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
1
2
4
5
6
7
8
9
10
11
12
13
17
18
19
20
21
22
23
24
25
26
27
28
buy a riverboat casino, LDI and UTI believe they were to repay gambling debts including because
Siddiqui had been sued by casinos for failure to pay debts at or around this time and because Fry’s
claims it has no documents in its possession, custody or control evidencing the loans except for the
simple one page note.
73. LDI and UTI are further informed and believe and thereon allege that, by 2002,
Siddiqui’s gambling addiction had reached shocking proportions and he was gambling millions of
dollars away and, sometimes, placing multimillion-dollar bets on one hand, 2 Documents obtained
from LDI and UTI from the US Attorney evidence Siddiqui dropping millions of dollars at the tables
during 10-17 hour daily "benders"---during the work week.
74. In or around this time frame, Siddiqui became a notorious Whale (one of the largest
in the history of Las Vegas) and was coddled by casinos in Las Vegas, Macau, Bahamas, Atlantic
City, Foxwoods, and Britain. Siddiqui’s personality became even more megalomaniacal, violent and
extremely volatile to the point that even the casinos were tormented by him due to his ridiculous
demands that are well-documented in the press, including seven pages of casino guest profiles for
Siddiqui of "do’s and don’ts’ and ’not under any circumstances’."
75. In fact, LDI and UTI have discovered during in this action that nobody was ever to
cross or question anything Siddiqui said or did and that he did not even follow some instructions
from Randy Fry or Kathy Kolder, shareholders of Fry’s. Sidddiqui was a very intimidating man and
that was John Fry’s "right hand man." He was simply never to be questioned or crossed.
76. Indeed, numerous publications and news outlets have detailed Siddiqui’s (a Fry’s
shareholder and executive) personality such as: (1) Siddiqui was not to be approached from behind--
-ever; (2) Siddiqui was not to be called by anything other than "Mr. S."; (3) if Siddiqui was unhappy
with clothes hangers in his Las Vegas suite he would violently throw them on the floor in front of
housekeeping with his clothes on the hangers, and then demanded that they buy better hangers.
77. Moreover, LDI and UTI have discovered during this action that, during the
2 The San Jose Mercury News reported that Court and IRS records indicate Siddiqui spent $120
million in three years at just two casinos, and that Siddiqui lost approximately $9 million in one
sitting of baccarat.
3284800.1 - N670.3
SECOND AMENDED COMPLAINT

E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
I investigation of Siddiqui by the IRS and his refusal to pay massive gambling debts, Fry’s had the
2 offices of its high-level executives made bullet-proof and Kathy Kolder, Fry’s Executive Vice
3 President who turned him in to the IRS, had personal bodyguards standing outside her office.
4 78. This is the man that Fry’s entrusted to deal with vendors and develop its private label
5
supply chain in Asia and to be its Vice President, and, unbelievably, even to coach the San Jose
6 Sabercats (a professional football team owned by Siddiqui and Fry’s family members). As described
7 more fully below, Fry’s "created a monster" and benefitted from and enjoyed his Whale status and
8 the subject commissions which fueled his status.
9
10 79. Fry’s is the owner of the registered trademark, GQ. Said trademark is registered with
11
the United States Patent and Trademark Office and, according to the same, Fry’s has been using it in
12 commerce since 1996. In or about September 2000, Fry’s requested that Lead Data Taiwan (LDI’s
13 then parent) manufacture and supply Fry’s with GQ branded consumer electronic goods for massive
14 production.
15
Fry’s Requests that LDI be Formed in California Ostensibly to Minimize Fry’s
16 International Transactions Risks and LDL Therefore, was Vulnerable to Fry’s
17 80. In or about October 2000, executives of Fry’s including Siddiqui, explained to Lead
18 Data Taiwan that, ostensibly, Fry’s was concerned about the risks involved in conducting
19 international sales of goods transactions between the United States and Asia, including payment
20
21
22
issues, credit issues, and the ability to inspect goods and the ability to maintain large inventory on
hand in California to be available for Fry’s warehouses and stores. Moreover, Fry’s explained that it
was uncomfortable because, if a business dispute arose and litigation ensued, it would have to collect
23 any judgment in Taiwan.
24 81. Therefore, Fry’s executives including Siddiqui requested that Lead Data Taiwan form
25
a corporation in California. Consequently, LDI was formed in or about October 2000 pursuant to
26 this plan.
27 82. LDI proceeded to lease office space, a warehouse, open bank accounts, and hire
28 11 employees (maximum number of employees LDI had at one time was seven) to operate and manage
3284800.1 -- N670.3
SECOND AMENDED COMPLAINT

C,)
Q’
-
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
1
2
3
4
5
6
7
8
9
10
11
12
13
16
17
18
19
20
21
22
23
24
25
26
27
28
LDI in Los Angeles, California. Simply stated, LDI was a start-up venture (as agreed to and
requested by Fry’s) whereby LDI would buy GQ branded products from Lead Data Taiwan (who in
turn had its own suppliers in Asia) and LDI would re-sell the products to Fry’s,
83. Pursuant to this venture, in or about October 2000, Fry’s (Siddiqui) made an oral
order of approximately $2.5 million in GQ branded products. At Fry’s request, Lead Data Taiwan
manufactured the products and shipped them to LDI’s warehouses in California.
84. In or about November 2000, LDI executed the LDI Contract with Fry’s. In or about
December 2000, LDI began to receive numerous purchase orders from Fry’s. LDI filled Fry’s orders
pursuant to invoices whereby LDI extended thirty days credit ("Net30").
85. Fry’s failed to pay for any of the goods despite its very large overdue balance. As a
result of depleted cash flow, LDI and Lead Data Taiwan became very nervous and demanded
payment from Fry’s. With mounting pressure and legal threats by LDI against Fry’s, Fry’s eventually
made a partial payment toward the first invoice only. This occurred in May 2001 (180 days after the
shipment was received by Fry’s). No commissions were paid to PCI, IMR or Siddigui at this time
because LDI was reluctant to pay them.
86.
The remaining balance was $780,047.00, a large balance for any company, let alone a
start-up venture. Fry’s again failed and refused to pay. Additionally, LDI had a very large inventory
of GQ product (approximately $2 million which was supplied to it on credit) in its warehouses
(pursuant to Fry’s order) which could only be sold to Fry’s because Fry’s owned the registered
trademark and house brand. As a result, LDI again sent numerous demand letters and threatened
1eal action to collect the outstandina receivable and also threatened to report Fry’s to the credit
reDortina aencv. Dunn & Bradstreet. This included collection letters sent via certified mail to Fry’s
headquarters. LDI also held purchase orders from Fry’s.
87. Lead Data Taiwan then demanded a meeting with Siddiqui due to the large balance
and the financial pressure facing LDI and LDI’s inability to pay Lead Data Taiwan as well as the
large inventory of GQ product in LDI’s warehouses which could only be sold to Fry’s. In or about
September 2001, the large balance (now aged 300 days) still had not been paid. Therefore, a
representative of Lead Data Taiwan flew to California and met with Siddiqui at Fry’s headquarters in
3284800.1 N670.3
SECOND AMENDED COMPLAINT

E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
1 San Jose, California, to demand payment. At this meeting, Siddiqui agreed to pay, but forcefully
2 requested that he obtain a promise to pay toward a marketing fund or rebate after receiving payment
3 from Fry’s, as well as a promise to pay pre-paid commissions and loan him money when he
4 requested or the LDI Contract would be terminated, LDI would not be paid and would be left with
5
unusable inventory. Siddiqui used the terms "commissions," "marketing funds," and "rebates"
6 interchangeably and to him they meant the same thing. Simply stated, Siddiqui made a "take it or
7
leave it" demand to LDI which had $2.8 million dollars (receivable, payable and inventory) on the
8 line as a small start-up company left "holding the bag."
9 88. These extra provisions demanded by Siddiqui were nowhere to be found in the LDI
10 Contract. However, given that LD1 and Lead Data Taiwan were facing a lot of financial pressure
11 and had massive inventory of unsold GQ product which could only be sold to Fry’s, LDI agreed to
12 Siddiqui’s demand, under protest, and LDI made the first commission payment in or about
13 September 2001. At this time, neither LDI or Lead Data Taiwan had any knowledge whatsoever
14 that Siddiqui had an outrageous and insatiable gambling addiction and that Fry’s executives
15 frequented Las Vegas with Siddiqui and loaned him money to fuel this insatiable and extraordinary
16 gambling addiction, as described more fully below.
17 89. Immediately thereafter and continuing until December 2008, Fry’s, through Siddiqui
18
and others at Fry’s, continued with the pattern and cycle of requesting massive inventory on hand of
19 GQ product in LDI’s warehouses and maintaining extraordinary large balances owed to LDI and
20 tying payment and depletion on his receipt of commissions, pre-paid commissions and requests for
21 loans, despite repeated demands for payment.
22 90. Siddiqui’s demands for payments of commissions, pre-paid commissions and requests
23 for loans became increasingly large and frequent over time and more and more demanding
24 (presumably as his gambling addiction grew and Fry’s business activity in Las Vegas grew),
25 including requesting loans most of which LDI rejected because Siddiqui refused to offer collateral. 3
26
27
28
LDI and UTI have now come to learn that Fry’s had tied up Siddiqui by having him collateralize
his $10.1 million loan obligations to Fry’s with all his assets, including his ownership interest in PCI.
3284800.1 -- N670.3
SECOND AMENDED COMPLAINT

0<
-
- 14
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
1 Indeed, Siddiqui’s demands for payment increased from about 15% to 21 % over the years despite
2 the agreement to pay twenty (20) percent and depending on Siddiqui’s whim at the time.
3 91. Fry’s and Siddiqui would refuse to pay any balance owed or submit purchase orders
4 for the inventory on-hand, unless Siddiqui received the every increasingly large and frequent
5 commission and pre-paid commission payments described hereinabove. As a consequence, the
6 financial pressure on LDI (and Lead Data Taiwan) was massive and coercive given that Fry’s never
7 caught uE with this cycle of massive receivables as well as refusing to send orders to deplete the
8 massive inventories on hand at LDI’s warehouses per Fry’s request. LDI’s concern was severe as it
9 was a start-up company with limited capital and Fry’s knew this, and Fry’s and Siddigui knew of LDI
10 and UTI’s vulnerable financial condition and dependency on Fry’s.
11 92. Because of this pattern and cycle of maintaining large receivables (yearly average:
12 $1,084,896.00) and massive unsold GQ inventory on hand and payable to Lead Data Taiwan (yearly
13 average: $1,105,147.00), LDI explained to Siddiqui that this was unbearable given the negative
financial implications and books Fry’s was creating for LDI and Lead Data Taiwan. As a result,
15 Siddiqui forcefully suggested that LDI have another entity formed. At Siddiqui’s coercive
16 "suggestion," UTI was formed and UTI entered into the UTI Contract (in most respects, identical to
17 the LDI contract) with Fry’s in 2005 (and approved by Kathy Kolder as well as Siddiqui), as
18 described hereinabove.
19 93. The pattern and cycle continued with UTI and LDI in the same way until December
20 2008 when Fry’s stopped payment on the checks to LDI. Indeed, Fry’s left LDI and UTI "holding
21 the bag" by not paying and leaving massive amounts of GQ inventory on hand which Fry’s refused to
22 order and said it did not want. Even more disturbingly, after Siddiqui’s arrest in December 2008,
23 Fry’s sold its remaining GQ product it had on hand at the same prices it was selling the products for
24 before Siddiqui’s arrest and despite claiming Fry’s overpaid, yet Fry’s refused to pay for the goods
25 and pocketed the money.
26 94. At all times that LDI and UTI dealt with Fry’s, they were told by Fry’s to deal with
27
Siddiqui. Siddiqui, as described above, was an extremely volatile personality who was never to be
28 crossed or questioned even by Fry’s own employees, officers and directors and even some
17
SECOND AMENDED COMPLAINT
3284800,1 -- N670.3

-
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
2
3
4
5
6
7
8
9
10
11
12
13
15
16
17
18
19
20
21
22
23
24
25
26
shareholders.
Fry’s Unethical Business Practices Reached Despicable Proportions-U--Fry’s and
Siddigui Demanded that LDI Cease All Business with Best Buy or Suffer Conseguences
95. As another example of Fry’s and Siddiqui’s grave extortionate acts, in or about 2002,
Siddiqui found out that LDI was selling Promedia-branded products to Best Buy. Siddiqui
immediately placed a phone call to LDI and Lead Data Taiwan and violently and forcefully "dressed
down" the executives and, despite the non-exclusive relationship between LDI and Fry’s, demanded
that LDI cease all business dealings with Best Buy or Fry’s would terminate the LDI Contract, not
pay the extremely large account receivable or send any purchase orders for any of the massive
inventory of GO product at LDI’s warehouses which, again, could only be sold to Fry’s. LDI
reluctantly agreed and was placed in more financial distress as Best Buy was a large consumer
electronics retail chain (at the time, much larger than Fry’s). As a result, LDI became heavily
dependent on Fry’s and Fry’s represented approximately sixty (60) percent of LDI’s business, and
later Fry’s became one hundred (100) percent of the business of UTI.
Fry’s Benefited from and Enjoyed Siddigui’s Whale Treatment and Extortionate
Commissions Paid Through PCI and IMR, and Secured their Loans to Siddigui with
His Ownership Interest in PCI
96. As stated above, at no time did LDI or UTI know that the commissions being paid
PCI or IMR were being used to finance Siddiqui’s well-documented outrageous and insatiable
gambling addiction. Only after Siddiqui’s arrest in 2008, did LDI and UTI learn that Fry’s, the IRS,
and US Attorney were alleging that the commissions paid to PCI and IMR (IMR wired millions to
PCI) were used by Siddiqui to finance this addiction and Whale lifestyle.
97. Fry’s knew or should have known about all of this activity and the existence of PCI
and are, therefore, liable under the theories of vicarious liability and respondeat superior (or directly
liable). Specifically, during the course of this action and limited discovery LDI and UTI have
learned that despite Siddiqui’s $225,000 yearly salary from Fry’s:
27 Fry’s Use of Casino Jets, Limos and Bentleys Comp’d to Siddigui
28 11 a. Numerous Fry’s shareholders, executives, employees, and directors and their
3284800.1-- N670.3
SECOND AMENDED COMPLAINT

1
2
3
4
5
6
7
8
9
10
11
12
13
- 14
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
15
16
17
18
19
20
21
22
23
24
25
26
27
28
1 3284800.1 N670.3
b.
C.
d.
family members who did not work for Fry’s repeatedly flew on MGM and
Venetian owned and operated jets that were comp’d to Siddiqui by casinos.
These trips were for Fry’s business purposes including to attend the Consumer
Electronics Show in Las Vegas, to fly to the Frys.com open (PGA
Tournament) in Las Vegas and Arizona as well as to fly to Southern
California to attend the shooting of Fry’s commercials.
Fry’s shareholder and executive, Leonard Sabbatini, and his wife, Henrietta
(non-employee of Fry’s), vacationed with Siddiqui and were picked up on
Maui by a casino jet comp’d to and sent for Siddiqui.
After landing at McCarren International Airport in Las Vegas, Fry’s
shareholders, executives and employees were repeatedly picked up by
limousines comp’d to Siddiqui and sometimes greeted by the Maloof brothers
(owners of the Palms Casino and Sacramento Kings), while Siddiqui drove
away in a comp’d Bentley or his personal Ferrari,
While being allowed to coach the San Jose Sabercats (owned by Siddiqui and
Fry’s) by John Fry (Fry’s CEO) despite Siddiqui’s outrageous gambling
addiction, Siddiqui would fly to away football games on casino owned and
operated jets comp’d to him by the casinos.
Frys Use of Siddiguits Palatial Whale Suite at the Venetian
e. As a Whale, Siddiqui was also comp’d the use of a top floor palatial suite at
f.
the Venetian Casino that Fry’s current or former employees have testified was
the biggest hotel room they have ever seen in their lives. Indeed, the suite
came with a butler. During Siddiqui’s tenure at Fry’s, Fry’s routinely
entertained vendors such as Seagate and others (not LDI or UTI) at his palatial
suite (including during the Consumer Electronics Show) and John Fry and his
son, Josh, would stay in the suite during the meetings.
Ken Lutz, a Fry’s lower level employee, bragged to Fry’s employees that
Kathy Kolder (Fry’s Executive Vice President) spent a romantic weekend with
SECOND AMENDED COMPLAINT

0<
- 14
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
1
2
3
4
5
6
7
8
10
11
12
13
15
16
17
18
19
20
21
22
23
24
25
26
27
32848001-- N670.3
him in a suite comp’d to Siddiqui, but used by Kathryn Kolder and Ken Lutz.
Fry’s Use of The Mansion
g.
Siddiqui was also comp’d use of The Mansion, a private compound next to the
MGM reserved for Whales that comes with an indoor pool---inside the
residence. Several Fry’s shareholders, executives and employees have
repeatedly visited Siddiqui at The Mansion.
h. Fry’s shareholders and executives stayed at The Mansion with Siddiqui along
with family members that are non-employees of Fry’s. This includes a trip
organized and ordered by John Fry where he sent Fry’s real estate and
construction team to copy the toilets and bathrooms in The Mansion so he
could use the same design and bathroom appliances at The Institute in San
Jose. Therefore, presumably, John Fry had visited The Mansion.
Siddioui Picked Up a 8530,000,00 Casino Bill for Fry’s Emp1oyrinte
PGA Tour
i. During one Frys.com Open golf tournament, hundreds of Fry’s shareholders,
officers, directors and employees and their family members were flown to Las
Vegas and stayed at various casinos. When Siddiqui returned to his office, he
called in members of his Fry’s purchasing team and demanded to know who
purchased a bottle of expensive champagne and received a spa treatment.
They revealed that a vendor other than LDI or UTI charged those incidentals,
and Siddiqui said he would take care of the entire $530,000.00 Casino bill---
personally.
Siddiaui Had a Mini-Snorts Book Constructed in His Office at Fry’s
j.
Siddiqui ordered Fry’s employees to hang three 32" flat screen televisions on
the walls of his office at Fry’s and set up a surround sound system that could
be heard down the hallway, as well as to install a satellite dish on Fry’s roof.
Siddiqui and other Fry’s employees would routinely watch sporting events
during the work week including Monday Night Football and college football
SECOND AMENDED COMPLAINT

0
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
1 on the televisions with a different sporting event on each set. Moreover,
2 Siddiqui knew the spreads and over-unders and discussed the same with Fry’s
3 employees
4 Siddiuui Missed Friday Team Meetings Because He Flew to Gambling Meccas
5 k. Siddiqui missed Fry’s Friday team meetings because he told employees he had
6 to fly to the Venetian casino in Macau.
7 Mei Hsu Stayed in an Eight Bedroom Venetian Suite in Macau that was
8 Originally Reserved by Siddiciui for John Fry
9 1. Mei Hsu, a longtime manufacturer’s representative known to Fry’s, stayed at a
10
11
palatial eight bedroom suite at the Venetian casino in Macau paid for by
Siddiqui, and originally reserved by Siddiqui for John Fry.
12 Miscellaneous Fry’s Enjoyment of Siddkiui’s Comps
13 M. Fry’s employees would be given the Whale treatment in Las Vegas when
- 14 checking in to rooms at casinos by being allowed to check in to the VIP or
0< <
-
> 15 Whale/High Roller reception desk, and many do not remember ever giving a
16 credit card for rooms or incidentals.
17 n. Fry’s employees "used" Siddiqui’s name to get special treatment at Las Vegas’
18 hottest restaurants, clubs and bars.
19
20
Fry’s Secured its Loans to Siddiui with his Ownership Interest in PCL the
21 Commissions to Pay Casinos
22 o. Fry’s alleges that Siddiqui formed and owned PCI and that Fry’s did not now
23
24
about its existence and that Siddiqui laundered the commissions paid by
vendors in this action through PCI so that Siddiqui could pay casinos.
25 p. However, through the course of this action, LIM and UTI have discovered
26
27
28
1
3284800.1-- N670.3
that Fry’s secured its $10.1 million in loans to Siddiqui for his alleged
purchase of a riverboat casino with his ownership interest in PCI d/b/a
Corano, the very company Fry’s claims was a secret money launderiflg
SECOND AMENDED COMPLAINT

0
1
2
3
4
5
6
7
8
9
10
11
12
13
- 14
0< <
-
15
>
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
16
17
18
19
20
21
22
23
24
25
26
27
28
q.
comnanv it did not know existed, receved the commissions, and paid his
casino debts. Exhibits 1-3.
A longtime friend of the Fry’s shareholders and Siddiqui and former vendor of
Fry’s, Brad Sargent, sent gaming industry investment research via email to
Siddiqui and Leonard Sabattini, a Fry’s shareholder and executive, to discuss
stock picks including in publicly traded casinos. Brad Sargent provided
investment advice to PCI and received commissions from PCI for stock picks
including in said casinos.
r. Jennifer Farrell, a former employee of PCI (again, the alleged secret company)
vacationed with Siddiqui and John Fry and flew on the Fry’s owned and
operated jets while she was employed by PCI.
Fry’s Terminates an Employee After He Told the IRS He believed Fry’s Knew
About Siddigui’s Activity
S.
Sadly, after Siddiqui’s arrest, a Fry’s employee was terminated after he told
the IRS that he believed Fry’s knew of Siddiqui’s activity.
Fry’s Kept Its "Vegas" Activity Secret from LDI and UTI
t.
Again, LDI and UTI did not know of Siddiqui’s gambling activity or that their
commissions were used to finance his Whale status because, unlike Fry’s
shareholders, directors, officers and employees, nobody at LDI or UTI was
invited by Siddiqui to partake in the festivities.
Fry’s Failed to Disclose All This Activity to the IRS and US Attorney
U.
Interestingly enough, Fry’s failed to disclose most, if not all, of this above-
described activity to the IRS and US Attorney during the investigation of
Siddiqui.
98. At the time LDI and UTI entered into the LDI Contract and UTI Contract with Fry’s,
Siddiqui was an officer of Fry’s. In his capacity of officer and shareholder of Fry’s, Siddiqui was
personally aware of and authorized, approved, ratified and participated in, and instigated, the
wrongful conduct set forth in this complaint.
1 3284800.1 -- N670.3
SECOND AMENDED COMPLAINT

-
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
I 99. At the time of the negotiation and execution of the LDI Contract and UTI Contract,
2
3
4
5
6
7
8
9
10
11
12
13
15
16
17
18
19
20
21
22
LL
24
25
26
27
28
Siddiqui was the Vice President of Fry’s and represented to LDI and UTI that he was also a member
and the President of PCI, and that PCI and IMR, were authorized by Fry’s to receive a commission
for all sales of LDI and UTI to Fry’s. Siddiqui also represented that the shareholders of Fry’s
approved and authorized his duties of being in charge of vendor relations, merchandising and
operations and that he had unbridled authority to do whatever he pleases at Fry’s. Thereafter,
Siddiqui demanded the commissions be paid to PCI and IMR accordingly. LDI paid PCI and IMR
over $20,690,117.73 in total commissions over the course of the relationship.
100. Siddiqui, in his capacity as Vice President and shareholder of Fry’s, was vested with
the authority and power to interface and contract with the various companies Fry’s outsourced to,
including LDI and UTI. In his capacity as Vice President and shareholder of Fry’s, Siddiqui
requested that LDI and UTI pay the twenty (20) percent commissions directly to PCI and IMR, or
suffer the consequence of termination of the LDI Contract and UTI Contract.
101. When Siddiqui made his extortionate demand for payments as described above, LDI
and UTI felt there was no reasonable alternative but to accede given Siddiqui’s position as Vice
President and shareholder of Fry’s and his duties as alleged herein above as well as his sufficiently
coercive demands. Indeed, the LDI Contract specifically identified the Vice President, Siddiqui, as
the person to report any bribes, kickbacks or similar payments to.
102. Siddiqui’s tortious conduct was foreseeable in that Fry’s should have reasonably
foreseen that if it vested an employee with this amount of power and unchecked authority, such acts
of extortion would result. Siddiqui’s tortuous conduct was especially foreseeable in light of the
above-described outrageous Vegas style activity of Fry’s and Siddiqui’s gambling, and the fact that
Fry’s loaned him $10.1 million in 2002/2003 to be repaid in two months secured by his ownership
interest in PCI. Simply stated, Fry’s benefitted from and enjoyed the commissions as described
above.
103. Additionally, LDI and UTI are informed and believe that extortionate schemes such
as the one alleged herein are routinely part of how Fry’s operates its business, and that Fry’s was not
only aware of Siddiqui’s conduct, but sanctioned it to, among other things, reward one of its top
3284800.1-- N670.3
SECOND AMENDED COMPLAINT

0< <
-

1 .
2
3
4
5
6
7
8
9
10
11
12
13
T 14
0< <
-
15
>
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
16
17
18
19
20
I
$20,690,117.73. Additionally, as a direct and proximate result of Siddiqui’s duress and extortion,
LDI and UTI ultimately lost their contracts with Fry’s, and LDI and UTI seek these resulting
damages in an amount to be established at trial.
110. In doing the acts alleged above, Fry’s and Siddiqui have been guilty of oppression,
fraud and malice, and have acted in conscious disregard of the rights of LDI and UTI, entitling LDI
and UTI to recover punitive and exemplary damages in an amount to be established at trial. Indeed,
it is despicable that, after enjoying and benefitting from the commissions, Fry’s refuses to pay for
goods it purchased and is demanding that LDI and UTI re-pay to Fry’s monies they paid to PCI and
IMR which were subsequently used to finance Siddiqui’s and Fry’s Vegas activity. Simply stated,
after "living it up Vegas style" and receiving the Whale treatment with LDI and UTI’s money, Fry’s
now wants that money paid to it again.
111. As a direct and proximate result of Siddiqui’s and Fry’s conduct, LDI and UTI have
sustained and will incur damages, including but not limited to at least approximately $20,690,117.73
in payments coerced by Siddiqui.
112. In doing the acts alleged here above, Siddiqui and Fry’s have been guilty of
oppression, fraud and malice, and has acted in conscious disregard of the rights of LDI and UTI,
entitling LDI and UTI to recover punitive and exemplary damages in an amount to be established at
trial, Said Defendants are liable for such punitive and exemplary damages because Siddiqui was at
all relevant times acting in his capacity as Fry’s Vice President and shareholder.
21 II follows:
WHEREFORE, LDI and UTI pray for judgment against Defendants, and each of them, as
22 AS TO THE FIRST, THIRD, FIFTH AND NINTH
23 CAUSES OF ACTION
24 1. Compensatory damages in the amount of at least $1,498,507.21 or more, according
25 to proof at trial;
26 7/I
27
28 7/I
3284800.1-- N670.3
SECOND AMENDED COMPLAINT

0
1
2
3
4
S
6
7
8
9
10
11
12
13
- 14
0< <
-
15
> *
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
16
17
18
19
20
21
22
23
24
25
26
27
28
proof at trial;
AS TO THE SECOND, FOURTH, SIXTH AND TENTH
CAUSES OF ACTION
2. Compensatory damages in the amount of at least $235,019.19 or more, according to
AS TO THE SEVENTH CAUSE OF ACTION
3. Compensatory damages in excess of the jurisdictional amount of this Court,
according to proof at trial;
4. Punitive and exemplary damages;
AS TO THE EIGHTH CAUSE OF ACTION
5. Compensatory damages in excess of the jurisdictional amount of this Court,
according to proof at trial;
AS TO THE ELEVENTH CAUSE OF ACTION
6. Compensatory damages in excess of the jurisdictional amount of this Court,
according to proof at trial;
proof at trial;
AS TO THE TWELFTH CAUSE OF ACTION
7. Compensatory damages in the amount of at least $304,441.46 or more, according to
AS TO THE THIRTEENTH CAUSE OF ACTION
8. Compensatory damages in the amount of at least $20,690,117.73 or more, according
to proof at trial;
I/I
I/I
I/I
I/I
3284800.1-- N670.3
9. Punitive and exemplary damages;
SECOND AMENDED COMPLAINT

II
-
E-FILED: Aug 31, 2012 12:54 PM, Superior Court of CA, County of Santa Clara, Case #1-09-CV-143298 Filing #G-46616
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
AS TO ALL CAUSES OF ACTION
10. Attorneys’ fees per agreement and/or statute, if allowed;
11. Interest at the highest legal rate;
12. Costs incurred in this action; and
13. Any other and further relief that the Court considers proper.
DATED: August 31, 2012
3284800.1-- N670.3
SECOND AMENDED COMPLAINT
Attorneys for Plaintiffs and Cross-Defendants
LEAD DATA INTERNATIONAL, INC., f/kla
LEAD DATA USA, INC., a California
corporation; USMEDIA TECHNOLOGIES,
INC., a California corporation, and Cross-
Defendant KEN SHIH