Cause No.: D-1-GN-14-005374 21CT, Inc. vs. James Frinzi James Nicholas Frinzi Volume 1 02/20/2015 JORDAN 7800 North Mopac Expressway ‘ecouraxy Suite 120, Austin, Texas 75759 P 512.451.8243 F 512.451.7583 www. jordanreporting.com ORIGINAL Austin * Dallas * Denver * FortWorth * Houston * San Antonio20 24 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 CAUSE NO. D-1-GN-14-005374 21cT, INC., ) IN THE JUDICIAL DISTRICT COURT Plaintiff vs. ) OF TRAVIS COUNTY, TEXAS JAMES FRINZI, } Defendant ; 201ST JUDICIAL DISTRICT ORAL AND VIDEOTAPED DEPOSITION OF JAMES NICHOLAS FRINZI February 20, 2015 Volume 1 ORAL AND VIDEOTAPED DEPOSITION OF JAMES NICHOLAS FRINZI, Volume 1, produced as a witness at the instance of the Plaintiff, and duly sworn, was taken in the above-styled and numbered cause on the 20th of February, 2015, from 10:10 a.m. to 1:19 p.m., before Julie A, Jordan, CSR, RPR, in and for the State of Texas, reported by machine shorthand, at the law offices of Beirne, Maynard & Parsons, L.L.P., 401 West 15th Street, Conference Room 7A, Austin, Texas 78701, pursuant to the Texas Rules of Civil Procedure and any provisions stated on the record or attached hereto. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 APPEARANCES FOR THE PLAINTIFF: Mr. Daniel R. Richards RICHARDS RODRIGUEZ & SKEITH, LLP 816 Congress Suite 1200 Austin, Texas 78701 512) 476-0005 512) 476-1513 (Fax) E-MAIL: drichards@rrsfirm.com FOR THE DEFENDANT: Mr. Joseph N. Nixon BETRNE, MAYNARD & PARSONS, L.L.P. 1300 Post Oak Boulevard Suite 2500 Houston, Texas 77056 (713 871-6809 713) 960-1527 (Fax) E-MAIL: jnixon@bmp!1p.com -AND- Mr. James E. Trainor, BEIRNE, MAYNARD & BARSONS, L.L.P. 401 West 15th Street Suite 845 Austin, Texas 78701 512) 623-6753 512) 623-6701 (Fax) E-MAIL: ttrainor@bmp11p.com ALSO PRESENT: Mr. Jerry Mohn, Videographer JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 INDEX Appearances. JAMES NICHOLAS FRINZI, VOLUME 1 Examination by Mr. Richards... Examination by Mr. Nixon... oe Further Examination by Mr. Richards Further Examination by Mr. Nixon...... Signature and Changes......... 0.0.0. .00e eens cues Reporter's Certificate. ........ceeee eee e eee eee 165 Further Certificate. ..........cc cece e cece eenee 167 EXHIBITS NO. DESCRIPTION PAGE 1 Plaintiff's Second Amended Notice of Intent to Take the Oral Deposition of James FrInZtisissscceccesctracneenies 7 2 Defendant's Anti-Slapp Motion to Dismiss Pursuant to Chapter 27 of the Texas Civil Practices and Remedies Code........ 0. cece rece eee 11 3 Contract between Frinzi and 21CT, In. cease en eee ee 20 4 Non-Disclosure and Confidentiality Agreement... ......ccceeeeveeveevenees 28 5 Plaintiff's Response to Plea in Abatement and Alternative Request for Correction, Clarification, or Retraction... ..csceseseeeeeneeereneee 32 6 Austin American-Statesman Article "Contract Deal Years in Making"...... 64 7 Austin American-Statesman Article "Reform oversight of state contracts" 73 JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 NO. 10 11 12 13, 14 15 16 EXHIBITS (Continued) DESCRIPTION Austin American-Statesman Article "State owes us money, 21CT tells OIG of ficial”..... eee eee eee eee Houston Chronicle article "In contract scandal official had close ties to lobbyist".............. Austin American-Statesman Article "21CT CEO sent checks to legislators” Austin American-Statesman Article "Sticks Ambition fed rise to power" Registration statute...............05 Austin American-Statesman Article “Fired 21CT lobbyist to be deposed over comments he made to Statesman". . Letter to Hr. Gregg Cox, from Senator John Whitmire, 12/18/14. Letter to Ms. Irene Williams from James Frinzi, Re: Retainer for Government Relations Services, WOITINB . weccccssewamncene ede ewwweeeeee AT&T Wireless statements (redacted), bill cycle 9/2/13 - 10/1/13.......... AT&T Wireless statements ppgcacted).. bill cycle 10/2/13 - 11/1/13. * AT&T Wireless statements (redacted), bill cycle 1/2/14 - 2/1/14........445 AT&T Wireless statements (redacted), bill cycle 2/2/14 - 3/1/14........06e Texas messages... PAGE 86 92 97 99 113 125 68 128 140 144 145 147 148 JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583~ Se oarnNoaa o 1 12 13 14 15 16 17 18 19 20 21 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 File 1. File 2. File 3. VIDEOTAPE (S) JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583n one wo 10 1 12 13 14 15 16 17 18 19 20 21 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 THE VIDEOGRAPHER: Today is February 20th, 2015. The time is 10:10. witness. Would the reporter please swear in the JAMES NICHOLAS FRINZI, having been first duly sworn, testified as follows: EXAMINATION BY MR. RICHARDS: Q. A. Qa. represent A. Q. before. A. Q. Can you please state your name. James Nicholas Frinzi. And, Mr. Frinzi, my name is Dan Richards and I a company called 21CT. Do you understand that? Yes. And I don't think you and I have ever met Do you know? I don't believe I've met you. Okay. 21CT has brought a lawsuit against you. I assume you're aware of that? Yes, We're crossways here. I represent them. I'm here to ask you some questions. If you don't understand my question or it doesn't make any sense or you don't know the answer, will you just tell me so that we can JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 start over and try to get it straight? A Yes. Q. If I ask you anything confusing or mumble up my words or ask you two questions at once, will you please stop me and ask me to clarify? A. Yes. Qa. If you answer my question, can I assume you're answering it truthfully and to the best of your ability? A. Yes. Q. Let me hand you what I've marked as Exhibit 1. (Exhibit 1 marked) Qa. (BY MR. RICHARDS) And just tell you that this is the amended notice for your deposition today, and ask if you've seen that before? A. No. Q. But I assume your lawyer has told you to come today and had a chance to tell you what a deposition is, is that right? A. Yes. Q. Have you ever given a deposition before? A. Yes. Qa. How many times? A. I don't know. Several times over the past, you know, 15 years or so. Qa. When is the most recent that you can remember? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758310 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 That would be my divorce. I'm sorry. And how long ago was that? Two years ago. How about before that deposition? > 9 > 2 > I don't recall when the last one was. Q. Where were you divorced? What -- what state and county? A. Travis County, Texas. Q. This is not a forced march. If you need to take a break at any time, whatever, you just say, Dan, I need to take a break, answer whatever is on the table and then we'll take a break for however long you need. Do you understand that? Yes. Okay. Where do you live? My address? Yes. PC And where is that? It's in Austin. What's the zip? 78736. And how long have you lived there? I suppose almost two years. PP erFerPpPr Per P And who lives there with you? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583 1s nRAM 1:4zae rosea tata tast2AK sost2ax 0:120K osten a; 1200 so:tam to:t2am tortahi ve:t7aK 10:728K ore sostaan uo: 3am jo: 38H 10; 198K ro: 198M to) 138m to: 13am 10:1348 10;430N yo: t3an10 12 13 14 16 17 18 19 20 2 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 A, I have my children part-time, you know, for placement and my wife also part-time. Q. Okay. A. I'm remarried. Q. Okay. What do you do for a living? A. I'm a lobbyist. Q. And do you have a particular business name or something under which you lobby? A. James Frinzi Government Relations. Q. And how long have you had that business? A. I don't know. I mean, several years. Q. Has it always gone by James Frinzi Government Relations? A. Yes, I suppose. I mean, is there an LLC or -- No, no, no. -- corporation -- No. proe>ro -- or anything like that? A, I'm just a guy lobbying. Yeah. I don't have a company. Yeah. Q. And I didn't write down what you said. How long have you been basically a practicing lobbyist? A. Five or six years. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583an wo No 10 "1 12 13 14 15 16 17 18 20 24 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Q. Can you tel] me about your educational background? Did you go to college? A. I did. Q. Where did you go? A. Marquette University. Q. Where is that? A. It's in Milwaukee, Wisconsin. Q. And what did you study? A. I got a bachelor's in arts. I studied criminal law studies actually. Q. So is it a -- like a BA in criminal law or something like that or what is it? A. It's a -- just a BA. I mean, 20 years ago. Q. Okay. Do you know what year you graduated? A. Yes. It would be 1997. Q. Do you teach -- attend any formal education since getting your bachelor's at Marquette? A. Yes. I attended Baylor. Q. And what did you study? A. MBA. Q. Did you receive a degree? A. I didn't finish. Q. When was the last time you were enrolled at Baylor? A. 2007. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Qa. Okay. Other than Baylor, any other postgraduate work? A, I did some -- actually I did some postgraduate at Marquette also. Q. And what did you study there? A. Mediation. Q. Did you get any kind of degree or certificate from Marquette in mediation? A. No. Q. Other than Baylor and the mediation work at Marquette, any other postgraduate education? A. No. Q. Okay. In the criminal law thing in Marquette, did you -- I mean, were there, like, law classes? A. Essentially. Qa. Okay. (Exhibit 2 marked) Q. (BY MR. RICHARDS) Let me hand you what's marked as Exhibit 2. And I'll tell you that this is a motion to dismiss that was filed by your counsel in this case. Have you seen that before? A. Yes. Q. And you know we went and had a hearing and then after the hearing here I am taking your deposition JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Q. Are those statements true? A. Yes. Q. Okay. And then in Paragraph 6 it says, "After having terminated Frinzi's contract, 21CT (sic) has brought this current action for business disparagement regarding unspecified statements that Frinzi has allegedly made that allegedly caused some harm (sic) to 21CT, Inc. This lawsuit is nothing more than an attempt by a corporation to scare and litigate a critic into silence as 21CT, Inc. faces serious allegations of potential misconduct in its dealings with state contracting officials." Have I read that correctly? Yes. And are those allegations true? >o> Yes. Q. Do you know what potential misconduct this paragraph is referring to? MR. NIXON: To the extent that it requires -- the answering of that question requires you to speculate, don't. And to the extent that that answer to the question requires you to disclose any information provided to you by any of the law enforcement agencies with whom you've discussed, do not answer or do not include that information in your answer. Otherwise, you JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583y Roo JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 about this motion to dismiss. Do you understand that? A. Yes. Q. Okay. If you could turn to Page 2 of your motion to dismiss. A. Sure Qa. There's a couple of things in here I want to try to understand. A. Okay. Q. Do you see Paragraph 4 there under "FACTUAL BACKGROUND" ? A. Yes. Q. It says, "Defendant was employed by 21CT" -- and that's you, right? You understand you're the defendant? A. I do. Qa, Okay -- "Inc., as an outside lobbyist but was released by the company in December 2014." Then it says, "Frinzi was hired to lobby for 21CT (sic) in Oklahoma but, out of an abundance of caution, registered as a lobbyist in Texas given the expansive lobby laws in Texas and his frequent contact with Texas legislators regarding other lobbying activities in Texas." Have I read that correctly? A. Yes. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 14 may answer the question. THE WITNESS: Well, with what you said, I can't answer the question. MR. NIXON: You can't -- can you answer the question without disclosing information provided to you by law enforcement officials? A. If I left the room and had 30 minutes to prepare a statement that did that, I could. But right now, I would really have to think through it very carefully to answer that question. It's a -- it's a hard one for me to answer in light of what you said. MR. NIXON: Okay. Then -- then I'm going to instruct you not to answer the question because you can't do it without disclosing your con- -- your conversations with law enforcement officials. THE WITNESS: Okay. MR. RICHARDS: I believe under the rules we're under you can object to the form and the responsiveness and you can instruct him not to answer. And so I would ask that you do that. I don't have any problem with you instructing him not to answer and I'm not going to quibble about that. But -- but your statements on the record are beyond the rules, and so I would appreciate it if you keep within the rules. Okay? MR. NIXON: I understand your position. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583es = Rw JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 I just wanted to make sure that the witness was properly advised. I wanted him to be able to answer your question, just not without the other information, which I think is necessarily privileged. Q. (BY MR. RICHARDS) Given all the yakking between the two lawyers here, can you answer that last question? A. No. Q. Can you tell me what you mean by "lobbying" so that I'm sure we're on the same page? A. I get retained to educate elected officials in making proper policy and procurement decisions. Q. Anything else? A. I think that covers it. Q. Okay. MR. NIXON: Of course, to clarify, Mr. Richards, are you asking as -- for a legal definition or just his understanding as a nonlawyer? MR. RICHARDS: I'm just asking for his understanding. But, sir, the rules are pretty clear. Form and nonresponsiveness are what you're allowed to say in this deposition. It's my deposition. If you want to question him, you can question him. MR. NIXON: I was just asking you. MR. RICHARDS: I understand. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758318 19 20 24 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Q. (BY MR. RICHARDS) How did you first get introduced to anyone at 21CT? A. Through Jack Stick. Q. And how did that come about? A. I was sitting at home sometime late September 2013 and Jack Stick called me. We had a 40-minute phone call, and I hadn't talked to Jack Stick in several years. And he said, Look, the state is doing business with this company. It's -- it's going somewhere. I think it can really grow. I'd like to go over there and take a management role, maybe run the company, potentially take it public. It could create generational wealth for me. I think you could help the company grow and expand quickly, and, you know, talked about different -- different states that could help have an impact with 21CT. And he knows I have experience working with other companies and talked about, you know, how it could look if -- if the company grew and took it public or sold the company to another, you know, larger company of that nature, you know, what multiples are on -- on some software companies, things of that nature. And then he gave me Irene Williams’ cell phone number. Q. How did you know Mr. Stick? A. I've known Stick since 1993. Q. How did you meet him? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 A. I don't remember specifically how I met him. I had multiple connections into Jack Stick, though. Q. Well, I just want to know how you met him, if you know. A. Through -- well, either through my uncle or through a class. He taught one of the classes I took at Marquette and my family was friends with Jack. My -- my uncle is a court commissioner in Milwaukee County and Jack was an assistant district attorney. MR. RICHARDS: Bless you (indicating). A. And so -- THE WITNESS: Bless you. A. And Jack ran for sheriff in Milwaukee County and my family supported him in his election. His -- so I don't recall if it was through my family or through Marquette, but there was two contact points into Jack Stick. Q. (BY MR. RICHARDS) And just to help with my ignorance, where is Milwaukee County? A. It's in Milwaukee, Wisconsin. Q. Okay. A. Yes, sir. Q. And so is it that you don't know which happened first? A. Correct. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758310 "1 12 13 14 15 16 17 18 19 20 2 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Qa. You had him as a teacher or your family supported in -- in a race for sheriff? A. I don't remember which happened first Q. Okay. And was it sheriff? Is that what you said? A. Yes, sir, sheriff. Qa. And I don't remember what you told me, but what years were you at Marquette? A. "91 through '7. Q. "91 through '97? A. Yes. Q. Okay. And so somewhere in there, Mr. Stick ran for sheriff, but we're not sure if it was before or after you took the class? A Probably 1993. I don't remember. Maybe 19- -- I don't -- I don't remember. Q. Okay. After meeting him in Wisconsin, what other relationships have you had with Mr. Stick? A. When I met him back in Texas, I hadn't seen him for years. And I moved to Texas and I was driving around and I saw a Stick sign when he ran for state representative. And I thought there's no chance that there's two people named Jack Stick out there. And so I looked up the campaign and called and found out it was the Jack Stick that I knew. And I hadn't seen the guy JULIE A, JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 in eight years, six years, ten. I don't know. Something like that. And so I saw him and, you know, we just talked, connected. I donated some money to his campaign. Did some polling work for him. And, you know, we just -- we kind of reconnected some. And I involved Jack Stick in a couple of business ventures I was in as well. Q. Do you know when Stick ran for -- A. I don't remember the -- Q. I don't either. I'm sure we can find it. A. Yeah. Early 2000's, something. Q. And then the business -- and so you reconnected with him whenever he ran for state rep? A. Yes. Q. And then sometime after that, you connected him or -- or involved him in some business ventures you were involved in, is that right? A. Yes. Q. And what were those? What was the name of the businesses? A. You know, there was a few. You know, the first one was probably called Frindar. And what did it do? A. Well, we actually -- the company started out JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 20 as an import/export company and that didn't end up panning out. And we ended up getting telecom engineering work just opportunistically. Q. Do you know roughly what years that was? A. No. Q. Okay. And then what was the other business venture? A. Volver. And what did it do? Same thing pretty much. Telecom? pers Telecom -- yeah, telecom, engineering, you know, preconstruction-type things for telecom and electricity and natural gas. And Jack was my attorney in Frindar and then he came on as like general counselor, COO in Volver. So... Qa. Any other business ventures with you and Mr. Stick other than Frindar and Volver? A. No. (Exhibit 3 marked) Q. (BY MR. RICHARDS) I hand you what's marked as Exhibit 3, which I've been told is a contract between you and 21CT, but I want to give you a chance to look at it and tell me if that's correct. A. Okay. (Reviewing document.) Yes, this is a JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758322 23 24 25 21 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 contract between me and 21CT. Q. Is there any piece of it missing or something? A. No. Q. I mainly just want to be sure we've got the right document. A. No. Q. And it's on your letterhead, correct? A. It is. Qa. Dated November 19th, 2013, right? A. Yes. Q. And what were you supposed to do under this contract? What was your understanding what you were supposed to do? A. I need clarity on responding to this question. Q. Okay. A. So this contract is specifically for lobbying the state of Oklahoma. Q. Right. A, There was an understanding that I was to help them in other states outside of that and there was an understanding that I would help facilitate meetings or calls with Jack Stick. Qa. Let me see if I can break that down and you tell me if I've got it right. This contract is for lobbying in Oklahoma, JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583nN Roo JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 22 that's correct? A. Yes. Q. There was other either discussions or agreements that you would help him do some stuff in states other than Oklahoma -- A. Yes. Q. -- is that correct? And what states were those? MR. NIXON: (Indicating.) A. Yeah. I didn't do Florida, but it was Oklahoma, Illinois, Wisconsin, and I did some calls in Missouri for them as well. And actually, they asked me about Delaware also. It was Dela- -- Delaware or Rhode Island or one of those small states up there, whichever one. Whichever one Governor Markham is the governor of. Q. Okay. So in addition to Oklahoma, you were supposed to help them in Illinois, Wisconsin, Missouri, and either Delaware or Rhode Island or wherever Markham was the governor? A. That's right. Q. Any other states? A. No. Q. And then you were supposed to facilitate meetings with Jack Stick? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 23 A. Yes. Q. Okay. Did you have any other agreements with 21CT other than what you've just told me? A. No. Q. And this contract is signed November 19th, 2013. These other agreements, were they also agreed to in November of 2013 or did that happen over time? A. It was from day one as part of the discussions where I met Irene Williams on -- on maybe early October and we talked about doing an overall strategy that would cover multiple states and she wasn't agreeable to that fee. And so I said, Look, I'll focus on Oklahoma. As goodwill, I'11 help you out and we will make some meetings or I'l] make some calls in other states for you. I can help you with Jack Stick when I need to, but I can't make it a, you know, concerted effort without being paid to cover multiple states for you and do all these things. And so I was just trying to build goodwill with Irene, help the company, see if we could expand the contract down the road. Q. Okay. Is it true that you proposed a larger contract covering more states? A. Yes. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758310 1 12 13 14 15 16 17 18 19 20 24 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 24 Qa. Okay. For a bigger fee? A. Yes. 15,000 a month. Q. Okay. And you ended up with the contract we have here marked as Exhibit 3, but you had the agreement that you would do work for 21CT, although not a concerted effort, in Illinois, Wisconsin, Missouri and either Delaware or Rhode Island -- A. Whichever one was -- yeah. In fact, I did in fact arrange several phone calls and meetings in Illinois and Wisconsin. I reached out to Governor Markham and his people. I might have even called North Carolina for them. I don't remember. I -- now that I think about it. But, yeah, I set up -- set up those things, brought 21CT people with me to other states. And so, yeah, I did -- again, it wasn't like I was spending a certain amount of time per week on each state. It was that they'd say, Can you help me here? Can you do this? And I just did it out of goodwill. It was outside of the bounds of my contract at their request . Q. Okay. Are there any terms of the November 19th agreement that you didn't agree to? A. No. Q. And you signed it and they signed it, right? A. Yes. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 25 Qa. There's -- on Page 2 -- I don't think it's Page numbered, but it's Paragraph No. 8 -- A. Uh-huh. Q. -- there is an indemnity paragraph. Do you see that? A. Yes. Qa. And do you understand from your studies and your professional life what "indemnity" means? A. As a nonlawyer, yes. Q. And what's your understanding? A. Release from or I guess protection, I suppose. I guess that's a -- my understanding as a nonlawyer. Qa. Okay. And this paragraph says that you're going to hold 21CT harmless, right? Uh-huh. Yes. From any claims or damages or losses, right? Uh-huh. > Oo > Q. And you understand that that means if you do something that causes them claims or damages or losses, that -- that you're supposed to be responsible for those? Was that your understanding back when you signed this? A. Yes. Q. Okay. And nobody forced you, nobody held a gun to your head and made you sign this thing? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 26 A. That's correct. Q. Okay. Who at 21CT did you interact with? A. Primarily Scott Stevens. Secondarily Irene Williams. Q. Anyone else? A. From time to time Kyle Flaherty. Q. Anyone else? A. Not that I can think of. Q. And do you know what Scott Stevens’ role or title was? A I don't know what his title was, but he was in sales. Q. Sales? And what about Mr. Flaherty? A. I don't know what his title was either. I think it was marketing probably. Communications. I don't know. Qa. But those three would be the ones that gave you the majority, if not all, of your instructions under your contract with 21CT and whatever agreements you had? A. That's correct. Q. Did 21CT pay you under this agreement? A. They did. Q Do you contend they owe you any money today under this agreement? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 27 A. I think they do. I think they owe me one month's pay, actually. Another month than they paid you? A. Yes. Q. So another $3,000? A. Yes. Q. Anything other than that? A. No. Q. Do you know how much you were paid -- I recognize this agreement was for six months, but that you were paid longer than that. Do you know how much you were paid over the life of the time you worked for 21CT? A. Actually, I think that it was -- I just got the 1099 from them. And it was somewhere between -- I don't remember what the number was exactly. It might have been like 48,000. Q. Did you look at the 1099 and go, Man, that's the wrong number. It's something different than that? A. No. I looked at it and thought, Okay. I'11 just deal with this when I deal with my -- I -- it might have been 42. I don't know. It might have been 48. I'm not doing my taxes right now. So, you know, I probably won't look at it for another couple of weeks, sO... JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583Se emNoOare JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 28 Q. I don't know if I marked this. I don't think I did. (Exhibit 4 marked) Q. (BY MR. RICHARDS) I'm going to hand you what's marked as Exhibit No. 4. A. Okay. Q. And I've been told this is a nondisclosure agreement between you and 21CT, and I just want to know if that's your understanding as well. A. It is. Q. And is that something that you signed? A. I sure did. Q. And that's some agreement that you believe that you are bound by? A Yes. Q. There's a part on the second page of the nondisclosure agreement under Section 5. Do you see that? Do you see that? A. I don't see which part you're speaking to. Q. It's on Page 2 -- A. Uh-huh. Q. -- Section 5, Paragraph 5.1, "Publicity." A. Okay. Q. A. Yes. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 29 Q. And it says, “Both the Discloser and the Recipient agree not to issue or release any articles, advertising, publicity or other disclosure relating to any Confidential Information, parentheses, including the fact that a meeting or discussion took place between the parties, close parentheses, or mention or imply the name of the other party, except as may be required by law and then only after obtain the written prior (sic) consent of each party." Have I read that correctly? A. Yes. Q. And do you understand -- do you have an understanding of what that means? A. As a nonlawyer. Q. What does it mean to you? A. I think it means only that I wasn't supposed to do press releases advertising that they're my client -- Q. And -- A. -- or use them in marketing materials of my own as a way to, you know, get other clients or something of that nature. Q. Do you see the part in parentheses it says "including the fact that a meeting or discussion took place between the parties"? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 30 I do. What does that mean to you? Can you -- I don't know how to respond to that. So -- Q. Okay. I'm not trying to be tricky here. A. No. Q The way I read this it sounds like unless you get prior written consent, you're not supposed to go tell the press that you're involved in a meeting with your client. A. Well -- MR. NIXON: Excuse me. Just object to the question -- it's not a question. It's a statement. A. Yeah -- MR. NIXON: Don't respond. MR. RICHARDS: Yeah. I'11 ask it again. You're right, it wasn't a good question. Q. (BY MR. RICHARDS) What I'm trying to say is the way I read that in the parentheses is that you've agreed that you'll get written consent before you'll go tell anybody, certainly in the media, that a meeting or a discussion took place. Is that how you read it? Yes. Q. Okay. Did you get written consent from 21CT JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 3 to go discuss with the media that meetings or discussions took place? A. Actually, I was instructed over the phone by 21CT to give a false statement to the press. Qa. Who told you that? A. Kyle Flaherty. Q. What did he tell you to say? A. He told me specifically to not tell the press that I met Irene Williams through Jack Stick. Qa. Okay. And when was that? A. Probably the day before they fired me. A day or two before they fired me. Kyle called probably three times to reinforce that, If you talk to the press, it's essential that you don't disclose to them that you met Irene through Jack Stick. Q. Okay. Did he tell you anything else that you thought was false? I'm sorry. That was a bad question. Let me withdraw it. A. Uh-huh. Q. Did he tell you to tell the newspaper anything else that you thought was false? A. It was pretty much mostly based around how I met -- how I came to meet Irene. Qa. Okay. And the earlier question I asked was, did you get prior written consent from 21CT to disclose JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 32 the fact that a meeting or discussion took place? A. Well, I got a phone call. I didn't get written -- I mean, it probably works both ways, that he asked me to lie to the press. I don't think he's going to send me an article or a letter saying, Please lie to the press for us. Q. So -- A. So I didn't get written permission to lie or tell the truth to the press. Q. Got you. Thanks. (Exhibit 5 marked) Qa. (BY MR. RICHARDS) I'11 hand you what's marked as Exhibit 5. Exhibit 5 is a pleading that I filed in this case in response to your first pleading. And I don't know -- well, first I guess I want to know have you seen it before? And you can certainly take time and look at it. A. (Reviewing document.) I have seen this. Q. Okay. And, you know, kind of lawyer wrangling -- A. Uh-huh. Q. -- there was a request that the lawsuit be abated because I didn't give you the opportunity to either clarify or retract or point out what statements I thought you had made. And so I listed them in JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583x on ow JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 33 Exhibit 5. And -- A. On this? MR. NIXON: That's not a question. Don't respond. MR. RICHARDS: Yeah. I'm getting there. I'm -- A. Iwas just trying to clarify which exhibit. If this is -- Q. (BY NR. RICHARDS) The one -- yeah. A. Okay. Q. You can get rid of these. I'm done with those. A. Okay. Q. It will make it easier on you. Or you can't get rid of them. Julie is going to want them. A. I understand. Yes. Q. And so what I'd like to try to clarify and go through these that I've listed here is -- is whether or not the statements are true or not. And so if you turn to Page 2 on Exhibit 5 -- A. Uh-huh. Q. -- under Paragraph No. 3, there's Statements a through e. And the first one is that "21CT did not hire or authorize Frinzi to represent 21CT or perform any work for 21CT in the State of Texas." JULIE A, JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 34 Is that statement true? A. 21CT absolutely authorized, requested and directed me to make contacts with the State of Texas on their behalf. Q. And when was that? A. Multiple times over several months, October, November, December of '13, January, February, March, maybe April. Q. Of '142 A. Yes. Of multiple contacts from 21CT specifically asking me to arrange, facilitate and conduct meetings with Jack Stick. Q. Did they ask you to arrange or conduct meetings with anyone else associated with the State of Texas other than Jack Stick? A. Only Jack Stick. Q. And I wasn't there, but it's my understanding that before you came to be contracted or even spoke to 21CT, they had already gotten approval or gotten their first contract with HHSC, is that correct? A. To my knowledge, yes. Q. Okay. And what was your understanding of what you were supposed to do in terms of coordination with Jack Stick? A. They just asked me to make meetings with JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 35 Jack Stick. They had asked me to keep them updated on the status of projects in other states. They asked me to invite Jack Stick to meetings with other executive level state employees from other states. Frankly, what they talked about with Jack Stick wasn't -- wasn't my problem, They just said, Can you get Jack at this time? Can you have Jack do this or that? And I would facilitate it. I don't understand software. I'm not a math person. And it all goes above my head pretty quick. And so I wouldn't sit and participate in those types of discussions. If someone needs to see somebody, I can -- if I know the person, I can make it happen. I did it. I had a relationship with Jack for a long time. So if Scott or Irene says, Can you get Stick over here, can you do this with Stick, I'll reach out to Stick, no problem. Qa. I'm sure this will be difficult, but if you could give me a range or an idea of how many times do you think you contacted Jack Stick on behalf of 21CT during this time period you've talked about? A. Well over a hundred. And that would all be in the -- At least. -- 2013, 2014 timeframe? Yes. I think there's -- in fact, there is at Pe Pre JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758336 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 least 40 contacts with Stick in November and December. I mean, it's maybe -- I didn't go through and do all the looking, but it's well -- it's over a hundred, maybe 200 contacts with Jack Stick while I was working for 21CT. Q. Okay. At the direction of 21CT? A. Yes. I hadn't talked to Jack Stick for years before I got that phone call from him in September. Q. Right. A. And we weren't really on a friendly basis. There wasn't much of a reason to call Jack Stick and hang out and talk about football or whatever. If not for 21CT, I probably wouldn't have talked to Jack Stick to begin with. Q. I read somewhere that y'all had some falling out back sometime ago. A. We sure did. Q And I assume that's true? A. Tt is true. Q. Okay. When you say, I didn't go back and look back, but you said you think there was at least 40 in November and December. Do you have some kind of e-mail records or something? Is that what you're thinking about? A. Yes. Q. Okay. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 37 A. Phone records. Q. Other than Jack Stick, anybody else with the State of Texas that you were asked to contact on behalf of 21CT? A. No. Q. So then if we go back to my Exhibit 5, which is in front of you, the only way that Statement a would be true was if we said except for Jack Stick or something to that effect, is that right? A. I don't know. Let me read it. Q. Go ahead. A. (Reviewing document.) I suppose that would be. Q. And kind of the same thing on b. And I'm not trying to trick you, but basically -- A. No, I understand. All right. So let me see. "Frinzi never represented 21CT, lobbied on behalf of 21CT, or performed any work regarding procurement of 21CT's goods or services in the State of Texas" except for Jack Stick. That would make sense. Q. Okay. A. If there was a Jack Stick exclusion or statement -- Q. That might clean all of this up? A. Uh-huh. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758322 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 38 Q. Okay. When did you register as a lobbyist in Texas for 21CT? A. I don't recall. Q. I just -- I'm not familiar enough with the process and I don't know if it's like an annual thing that they reregister every year or is it just you kind of do it when you do it? A. It's not annual. I mean, if I picked up General Mills, I would have to do it before I start calling over to people and representing them. I don't remember exactly what day I did it, you know. I -- I can't say. Q. Okay. A. It's not -- it's not annual. I mean, you could do it in the middle of March. You could do it September, whatever. I mean, you definitely need to do it before you start making calls into the legislature or elected or appointed people. Yeah. Q. Did the other states that you lobby in have similar requirements that you know of? A. Most states have different requirements. In Oklahoma you do have to register at the start of the year. Q. Okay. A. And it's -- there you register either with the JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 39 executive branch or the legislature. Q. Okay. A. In Wisconsin, you get something like six days a month where you don't have to register. Q. Okay. A. In Illinois it's something like two. And so states have different requirements, you know. Actually that's why I hired Trey. It's hard to keep track of every single state and what the requirements are. Q. Did you register in Oklahoma as a lobbyist for 21CT? Yes. What about in Illinois? No. Why not? I didn't have to. How come? pare re > I wasn't up there enough to make it relevant to do it. It didn't fall within the threshold. So I wasn't doing Illinois enough for them to consider me a lobbyist. Just like in Wisconsin, I wasn't lobbying Wisconsin more than six days a month for 21CT. Q. So Wisconsin you think it's six days a month and Illinois it's something like that? A. It's two or -- you get some kind of grace JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583y No aro 10 1 12 13 14 15 16 18 19 20 21 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 40 period. It's meant for if you're just some guy and -- Q. Sure. A, -- you know... Q. Are you registered in Wisconsin or I1linois for other clients? A. No. Q. Ever registered in Wisconsin or Illinois as a lobbyist? A. No. Q. And then -- I can't read my writing -- Missouri? A. No. Q. Are you registered as a lobbyist in Missouri? A. I'm only registered in Texas and Oklahoma. Q. Only -- okay. A. Generally, I live in Texas. So, I mean, I don't make the threshold in any of the other states that have those types of rules -- Q. And if we look -- A. -- except for Oklahoma. Q. The Oklahoma contract was dated November 19th, 2013. A. Uh-huh. Q. So -- and I think you told me that in November and December of 2013 you were asked to contact Mr. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 41 Stick. Did you register in Texas in 2013 as a lobbyist for -- for 21CT? A. I don't recall. Q. Do you know what triggered your decision to register as a lobbyist in Texas for 21CT? A. When I started realizing that it was going to be a lot of recurring conversations with Jack Stick. And I wanted to -- I don't want to be in a position -- it's better to be in a position where you did register as opposed to having to deal with the crisis of not registering. And, you know, obviously you might know about Michael Quinn Sullivan. And he's been, you know, accused of unregistered lobbying and it's caused a lot of, you know, confusion what the Texas Ethics Commission is trying to do. And so I don't want to be on the wrong side of it. And I thought, okay, if I'm going to be calling Jack Stick and I represent these folks and they do business with the state, I don't want to have that not disclosed. And it's probably at least a safe and prudent idea to be on the right side of it than an unregistered lobbyist representing them. Q. Is that the only reason you registered in Texas is the communications with Jack Stick? A. Yes If not for Jack Stick, I mean, there JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 42 would have been nobody -- no reason to talk to anybody in Texas about 21CT. Q. Okay. Looking still on the same Exhibit 5, then, c is that 21CT did not request or authorize to you register as a lobbyist. Would it be fair to say they didn't authorize or -- or request you to, but you felt like you had to? Is that -- would that be a fair statement? A. Yes. Q. Okay. And you -- then on d, you felt like you did have an obligation to register because of the communications with Stick, is that right? A. Yes. Q. Okay. E, it says we didn't pay you 50,000 or more than 50,000 for any work. I'm assuming that's true, but I guess I don't know. Did they pay you more than $50,000? A. They didn't. It was probably just -- like I think it was -- like it might have been 48,500. Q. Okay. I don't know. I don't have it. A. And when I -- and actually, to be honest with you, I think that when I did it, I thought I was getting paid 5,000 a month. This was my lowest paid contract ever in the history of working. And so I -- no, I know for real. And so I mean, I can't even believe I just -- JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 43 actually, if it wasn't for Jack Stick, I probably wouldn't have done it for 3,000. I mean, that's just a ridiculous fee. So, you know, it wasn't in- -- intentional when I was doing it. I was probably thinking I've got to at least bring in 5,000 a month. I mean, so you know. Q. Was -- were there other people at 21CT that you know of that had direct contact with Jack Stick? A. Irene Williams. Q. Anyone else? A. Not that I know of. I only know that Irene had a relationship with Jack. It seemed like whenever Scott needed to reach Jack, they would do it through me. But Irene had a direct relationship with him. Q@. So in the -- I'm just trying to understand, if she had relationship with him, why she would go through you to talk to him. Would it be correct to say that didn't happen, but when Scott needed to reach him, he would go through you? Is that more how it worked? I'm just trying to understand that. MR. NIXON: And you're advised not to speculate. A. Yeah. I -- Qa. (BY MR. RICHARDS) Again, I don't want you to JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583RON JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 44 speculate. Don't guess. A. Sure. Irene would -- she wouldn't ask me to -- she wouldn't ask -- have like a specific ask of me, but -- well, maybe that's not true actually. Maybe she would. I mean, I've just got to think about it. I mean, I guess it's hard to articulate. It would be something, Well, what if we had this meeting and we had him come, you know, What do you -- you know, would he do that? Can you see what that would -- like it would be like -- like a brainstorming trial balloon to say, Why don't you just talk to him and see what he thinks. Q. Okay. A. Just get a second opinion. And sometimes it helps. I mean, you know, that's why people go and see counselors and psychologists, right, you know, to get another person to intervene and have a -- a discussion, right? Q. You provide that along with your lobbying services? A. I'm not a psychologist, but you would be surprised, you know, people -- and as an attorney, you probably have similar circumstances. They want you to talk to somebody they can talk to themselves. Q. I got you. A. You know, if the world worked, I wouldn't have JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 45 had to have a couple of divorce attorneys. I could have just sorted it out myself. Q. All right. Let's look at Page 3 of Exhibit 5. And I've got the articles and we'll get to them. A. Okay. Q. But I -- there's been a whole bunch of stuff about offering Jack Stick a job -- A. Sure. Q. -- or maybe he was going to get a job or maybe this or maybe that. A. Uh-huh. Qa. And so the statement that I had sent over to your counsel, a there on the top of 3 is "21CT never made any offer of employment, executive position, salary or any improper inducement to Jack Stick." Do you see that? A. I do. Qa. Okay. Now, I realize if they did that without you being around, you wouldn't know the answer to that. A. That's correct. Q@. So if I change that to say, I never saw 21CT make any offer of employment, executive position, salary or any" -- excuse me -- "improper inducement to Jack Stick,” would that be a true statement? A. If you said I never saw that, then, yes, it JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758310 "4 12 13 14 15 16 17 18 20 21 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 46 would be. Q. Okay. And then if you read the next one, "No employee of 21CT ever expressed to Frinzi any plan, proposal or intent to offer employment, executive position, salary or improper inducement to Jack Stick." Would that be true? A. I would need to think about that one for a minute here. Q. Go ahead. No hurry. A. So I need some clarification on the -- on the -- Q. Go ahead. A. -- question. Q. Tell me what's confusing and I'11 try to break it down. A. So when you say "expressed to Frinzi a plan, proposal or intent to offer employment," does that mean like a hypothetical one or do you mean that someone approached me and said, Look, here's an offer I'm going give to Stick, what do you think? Qa. I think that's a valid question. So let me just re- -- let me reask my question, see if I can make it work where it's -- where it's answerable. I mean, did anyone say to you, I'm planning on offering Jack Stick a job? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758347 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 A. No one said, I'm planning to offer Jack Stick a job. Q. Someone said something to you that you think is close to that and that's, I guess, why you're hesitant on this one? A. That's correct. Yes. Qa. Tell me what they said. A. I had multiple conversations that felt like a vetting process of Jack Stick to be the CEO or COO of the company and they would say -- you know, and Irene herself specifically would say, What would it look like if Jack Stick was CEO or COO of the company? Would Jack Stick be able to increase, you know, business? how is he perceived in the community? And it wasn't once. It wasn't like, Hey, Frinzi, what do you think? Do you think Jack Stick would be good? It was a mantra repeated over several months of, you know, Should Jack become part of 21CT? Would he be good running 21CT? How would other states see Jack running 21CT? Do you think Jack is an effective leader to run a private business, he's been in government so long? Questions like that. And so did Irene say, Frinzi, we're hiring Jack Stick? No, she didn't say that. Did she ask 5,000 questions that you would -- most normal people perceive JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583N Roo JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 48 as a vetting process of hiring somebody? Yes, absolutely. Q. Did any of those happen with Jack Stick around? A. No. Q. Okay. A. Never. Q. And just curious, what was your response in general to her? A It was a really hard conversation to have obviously because Jack Stick was her customer and I don't think that she knew that we were at odds beforehand and I didn't want to ruin it for Jack. I didn't want to -- you know, nobody ever wants to give somebody a bad reference or -- you know. And so it was a really awkward conversation. And so I didn't say -- I can't say I dodged the questions, but, I mean, it was -- I'd have ambiguous answers, respond with other questions. You know, and truth be told, I think he would not be good running 21CT. There is no chance. But I didn't want to -- I didn't want to ruin it. I didn't -- I didn't know what they were going to do, and so I didn't want to talk bad about Jack Stick. Q. Sure. A. And so I don't know what more I can say about JULIE A. JORDAN & COMPANY PHONE (542) 451-8243 FAX (512) 451-7583RON JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 49 that, but it was a very frequent and routine conversation and it was always in the silo of me and Irene one on one. And when I talked to Jack Stick about the converse of Jack Stick going there, it would always be me and Jack one on one. There was no point in time where Jack, Irene and I were in the same room having this discussion. No Scott Stevens, no Kyle Flaherty, no nobody. It was always me with Jack having that conversation and Irene and myself having that conversation. Q. How many times do you think you've met with Irene one on one over the approximately a year's time? A. I don't know. Maybe ten. Q. And then did you have any of these vetting process discussions with Irene over the phone? A. Yes. Q. Okay. Did you have any of these vetting process conversations -- and if I'm using that term and you don't understand what I mean, tell me. A. I exactly understand what you mean. Q. Did you have those with anyone else other than Irene? A. Such as -- Q. Anybody else at -- A, == 21CT people. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583©@e® Yoana er on 20 24 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 50 Q. Yeah, anybody else at 21CT. A. No. No, you know what, actually, I did with Scott Stevens. Q. How many times did you discuss it with him, if you know? A. I don't know. I mean, maybe a few times. I mean, Scott wasn't, you know, high enough level to have any impact on it. It was more of a -- you know, like an interest, you know, thing. It was like, you know, Irene was talking about, you know, maybe Jack joining the company. I mean, what do you think about that, you know, that type of thing. I didn't, like, continue the vetting or have technical discussions with Jack as a leader with Scott Stevens. It was more of, you know, You couldn't possibly think this is a good idea, do you? I mean, you know, that type of... Q. Did -- did Jack Stick ever tell you that he was being offered a position at 21CT? A, He never specifically said he was being an offer -- or offered a position. Qa. And I recognize that you qualified your answer “specifically.” What's the closest thing he got to that that you recall? A. It -- my impression was that there was a JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583RoR JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 51 theoretical conversation about Jack coming to work for the company. I felt like Irene was using it as a carrot. And I don't know -- to be honest with you, I don't know if she was ever going to do it anyway. I think it was -- I mean, if you're going to hire somebody, that was a long time to wait to do it and have a lot of discussions about it. I think that she would have done it a while ago. But my first conversation with Jack was exactly about developing a roadmap to take the company public to make generational wealth for himself. Q. And that's -- that's when he called you back in October of 2013? A. September. Q. Oh, sorry. A. That's all right. Qa. September 2013 before you had ever met with anyone at 21CT -- A. Correct. Q. -- is that correct? A. Yes. It was a 40-minute phone call out of the blue. And, you know, if you think about it, I mean, I spent 40 minutes on the phone with him talking about a growth path for 21CT, talking about making it public. And you don't -- in my experience, that's a -- that's a JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 © FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 52 bizarre conversation to have if you didn't have some kind of thought or premise that you were going to get involved or get a job or -- as a state employee, what do you care what 21CT is going to do in their growth plan? Why would -- why would you have an interest otherwise for me to talk to Governor Quinn, for example? Q. So would it -- let me -- I'm trying to be simple and make it easy here. Would it be safe to say your impression from that first phone call you had with Jack Stick was that he certainly intended to try to figure out a way to go work over there and become some executive at 21CT? A. Absolutely. Q. From the day one you talked to him about it? A. Yes. Qa. And then during the timeframe that you did work for 21CT, it was your impression that Ms. Williams was getting your input in kind of a vetting process as to whether Jack might be a good executive at 21CT? A. Yes. Q. Okay. Is there more to it than that or does that kind of cover all of the Jack Stick may be working at 21CT communications that you had? A. I don't understand. What do you mean “more to it"? What -- what is "it"? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 53 Q. Is there some other type of conversation you had where someone told you something different than that or told you, you know, I've made him an offer, or he said, They've made me an offer or I'm coming over in, you know, January or anything like that? A. The question still isn't clear, but I think that I understand what you're saying. And I'm not trying to be tricky. No, I know you're not I'm trying not to ask -- I Q A Q A. Believe me. Q. -- 4,000 questions. A, I'm not accusing you of it. Q. Okay. All right. A. So -- and I think I understand what you're saying, is that with respects to Jack Stick being an employee of 21CT, is that the limited scope of the discussion? That is correct. Qa. Okay. A. Now, I did have other discussions with Jack Stick beyond employment at 21CT, yes. If we're talking about the scope of joining 21CT, you summarized the discussions well. Qa. That's what I was asking. A. Okay. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 © FAX (512) 451-758310 "1 12 13 14 15 16 17 18 19 20 21 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 54 Q. Great. Thank you. A. Yeah. And I wasn't accusing you of anything. Q. I didn't -- I didn't take it that way. I got -- listen -- A. I got you. Q. -- we ain't ever met before. A. Okay. Qa. So then if I look at Exhibit 5 on Page 3, we were talking about b. A. Uh-huh. Q. And I think you have told me how, depending on how you read b, it could be true or not be true? A. Uh-huh. Qa. And that there -- that is because it was clear to you that Stick certainly had a desire or intent to try to figure out a way to go over to 21CT and it was clear to you that Irene was asking you some kind of vetting questions about whether or not that was a good idea? A. Yes. Q. Okay. And if we could somehow word all that into b, we might be able to make it a true statement? A. Sure. Yes. Yeah. Q. The c, of course, this is how I even, you know, first hear about you is all these news stories. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 55 And there are obviously statements in the news stories about Jack possibly going over to 21CT in a variety of different roles. Would it be true that your impressions of Jack going over to 21CT would have been derived from basically the conversations you've just told me about? A. Yes. Q. Okay. There's not something else out there where somebody, not Jack, not Irene, said something else to you on which you are basing the stuff you told to the newspaper? A. The only people in the world that I know of that know these conversations firsthand are me and Irene Williams and me and Jack Stick. Q. Okay. A. There is not a single other person that I'm aware of at any level that would have -- I mean, there may be, but as far as I'm concerned, I've never been a witness to anybody else having that discussion. Q. That's what I'm asking. Thank you. A. Okay. Qa. I can understand how it would be -- I think you said the conversation was uncomfortable with Irene because your opinion is that it would not be a good idea for Jack to be over there in some executive role. But JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583n Roo 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 56 on the other hand, you don't want to badmouth Jack or for that matter anybody else, right? A. That's right, yes. Qa. And that your responses to Irene were -- I think you said they weren't ambiguous, but I don't know if you've got a better term to describe how -- I assume they weren't negative? A. Correct. It was really, you know, just typical question dodging and, you know, things that -- trying to work around the issue that -- I mean, she's a real persistent person and so it was really difficult to have those conversations. Again, I think most people in the first, like, 30 seconds would have understood my -- where I was going with it. And so the fact that it occurred more than once beyond 30 seconds is surprising. Qa. I got you. You had said that Mr. Flaherty had asked you to not tell the truth to the Statesman about how you met Irene Williams, is that right? A. That's correct. Qa. And -- and did you follow what Mr. Flaherty said and -- and not tell the truth to the Statesman? A. I didn't -- MR. NIXON: Was it Mr. Flaherty or was it Scott Stevens? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758357 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 THE WITNESS: No. It was Mr. Flaherty -- MR. NIXON: Okay. THE WITNESS: -- for sure. A. Scott was in the room, I believe, but I don't know. I -- it was on the phone. It might have just been Kyle. I don't know. But, yes, Kyle insisted that I did not tell the truth about how I met Irene Williams. Q. (BY MR. RICHARDS) Right. And my question is, did you tell the truth when you talked to the Statesman? A. I absolutely told the truth when I talked to the Statesman -- Q. Okay. A. -- yes. Qa. All right. And the person's name who I've seen on the bulk of the articles out of the Statesman is a guy named McSwane? That's correct. Is that the guy you spoke to? It is. Did you speak to anybody else over there? Andrew Vol. Anyone else? No. PrP ere ree Okay. Do you know what dates you spoke to JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 58 people at the American-Statesman? A. I don't. Qa. If you could turn actually in that document that you have, No. 5. Is it on there? The lobbyist stuff is attached because it was an exhibit. This is the reason I was asking you when you registered. A. Okay. Q. This is what I can get off of the Internet. A. Uh-huh. Q. But, you know, what it says start date 1/8/14, and then, of course, it lists, you know, all your clients. A. Uh-huh. Qa. And I didn't know if you have some kind of document that actually shows -- A. Oh. Qa. -- when you registered, because this doesn't tell me that as I can tell. A. I don't know. I mean, if you use this software that was probably developed in, like, 1982, for real. Q. Yeah. A. And, you know, you put stuff in and it does some kind of -- whatever it does. Shoots the data over. I can't explain. You have to register sometime between, JULIE A. JORDAN & COMPANY PHONE (542) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 59 what, December 15th and January 20th or some kind of thing or -- I don't know. Q. Okay. A. IT mean -- Q. Well, let me ask it this way and I think I can just clear it up. I'm assuming some of the -- I'm assuming you did not start lobbying for every one of these clients on January the 8th -- A. That's correct. Q. -- 2014, A. Right. Q. So -- so these dates have some -- these dates have some -- the 1/8/14 date has to do with something else other than the actual date you were retained. Would that be right? A. Right. That's correct. Q. Okay. A. Yeah. It was the day that whenever the ethics people decided to load it in the system and -- Q. Okay. A. -- whatever. So... Q. The -- and I don't know that I've -- yeah, I think I do have it here. I don't think I brought the first article from the Statesman. But the first article I remember seeing your name in from the Statesman was JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 60 November 29th, 2014. And I know -- I'm not trying to get you to, you know, do the date math in your head. But what I'm trying to figure out is did you -- I assume you saw that article whenever it came out. Is it safe to say you read the paper certainly when you know you're going to be in it? A. I did not know I was going to be mentioned in that article. Qa. Oh. Why is that? A. They found my name through the Secretary of State records. Qa. Through the lobby records? A. No, because I used to be a business partner with Jack Stick. And so the reporter -- and actually, the reporter first found out about 21CT because they did a press release. Q. Right. A. And then -- MR. NIXON: 21CT did a press release? A. 21CT did a press release about winning the project. McSwane went out to see Irene. And in the interview with Irene, that's what piqued McSwane's interest in 21CT. Q. (BY MR. RICHARDS) Were you there for that interview? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 61 A. No, I had no idea that even happened. Yeah. Q. Okay. A. By -- this is what I heard after the fact from McSwane. And so McSwane thought he would look it up -- look up information, and I don't know how he got there, but I -- if you look through Secretary of State, I was a business partner with Jack Stick and I was a business partner with Eddie Lucio. And so that's how my name first got in the paper was -- Q. Does Eddie Lucio have anything to do with this? A. No. 0.0, nothing at all. Q. That's what I thought. A. But when the -- the Statesman guy looked it up and was like, Shoot, Frinzi was business partners with Jack Stick. 21CT is buying a bunch of stuff -- or Stick is buying a bunch of 21CT stuff, you know, maybe Frinzi has something to do with it. So that's how the whole aggravating newspaper articles started because all of a sudden I'm in the paper and all I did was own a business with Jack Stick ten years ago or seven years ago or some kind of period of time. You know what I mean? And so I was informed -- I think Scott Stevens told me I was in the paper. And I was like, Shoot. I think it was -- I might have been in JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758310 11 12 13, 14 15 16 17 18 19 20 24 22 23 24 26 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 62 Oklahoma or something when the article came out. I had no idea. So... Q. Did you know that the paper had looked up the registration that showed you as a lobbyist for 21CT? A. I didn't -- I wouldn't have. Qa. You don't know one way or the other? A. I don't know one way or the other. Qa. Okay. And McSwane, the -- the reporter, had you ever spoken to him or even heard his name before all of this? A. No. That's not somebody you know? No. Okay. And how about Ms. Ball, the same thing? No. Okay. A. I didn't read the Statesman until recently, to p>ere be honest with you. So -- yeah, my understanding is that McSwane started -- MR. NIXON: There's not a question on the table. A. Oh, there's no question? Okay. Good. Q. (BY MR. RICHARDS) The first interview that you had with the American-Statesman, was that with McSwane? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 63 It was. And was it in person or on the phone? It was in person. And where was it? At the paper. pS Pere > And how did you end up going down there to see him? A. I was in the city and I don't remember how it materialized. And he said, Well, can you just come by the office? And I said, Sure. Fine. I'm down the road. Q. And do you know whether that was before the November 29th article? A. Oh, there's no way. No. I didn't meet him until after I was fired. Q. Okay. So it would have been in December? A. Yeah. Q. Okay. A. The timeline is Kyle asked me to lie to the paper like three times persistently in a two-day period. And he said, Look, the paper guy is calling you. He's going to call you. This is what you have to say. And he's persistent. He's very clever. This guy is going to talk to you and this is what you need to say. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 64 And so the guy called me, and I was like, Yeah, I'll meet you. Fine. Q. So that would have been sometime in December of 2014? A. That's right. And you went to the Statesman offices? I did. And why did you go? r>OoPrsD I don't know. Q. You weren't under some kind of court order or subpoena to talk to the paper, right? A. No, no, no, no, no. Q. Did anyone at 21CT ask you not to talk to the paper? A. No. They specifically told me to talk to the paper and lie to them. Q. Okay. A. There -- there was no instruction at all to not talk to the paper. Q. Okay. (Exhibit 6 marked) Q. (BY MR. RICHARDS) I have tried to cull it down to as few articles as I can. A I hear you. Q. There are -- there are lots of them. JULIE A, JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 65 A. There's lots of them. Q. But I'm -- there's no reason to go through the whole universe. A lot of them are just reprints of the same stuff. A. Pretty much. Qa. The article I've handed you, I believe, was published on December 21st, 2014. Do you see that? A. Ido. Yes. Q. Okay. And do you have any reason to disagree that that's when it was published? I know you may not know, but -- A I won't have any idea. Q Okay. A. I believe it, though. Q All right. And this article says down in about -- some skinny paragraphs down there almost four or five, six from the bottom, something like that, says “Frinzi spoke for more than two hours with the Statesman.” Do you see that? A. No. But I -- I read article the first time -- yeah, I can -- I got it. Okay. Q. And -- and -- and is that true that you went in and spoke with him for more than two hours? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583See nNoa 1 13 14 15 16 17 18 19 20 24 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 66 A. I doubt it. I really don't think it was two hours. Q. What do you think? A. Probably 45 minutes, to be honest with you. Q. Okay. And that had been the first interview you had with the Statesman? A. I believe so. Probably so. Yeah. Q. Have you had more than one interview with the Statesman? A. They called me, I mean, often. I mean, now they do. That -- that was my first, you know, interview with the Statesman. Q. Okay. Had you granted any other interview with the Statesman before the one where you went down to the office and sat and talked to them? A. No. Q. Had you given them an interview over the phone, for example? A. I may have talked to them on the phone, but I wouldn't say it was an interview. I mean -- Q. Okay. A. -- you know. Q. In that same paragraph, it says, "He was never told directly that Stick would eventually help run the business, but Frinzi said Stick was mentioned as a JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 67 possible future top executive at the company." Do you see that? A. I do. Q. And is that a correct statement that you gave the paper at that time? A. It is. Qa. And I'm trying to remember, At that time, had the -- had the Public Integrity Unit been contacted, to your knowledge, to start an investigation? A. I don't remember. Maybe. Q. Were you aware that at some point that happened? A. I don't understand the question. Q. Were you aware that at some point -- I think it was Senator Whitmire, but I may might be wrong -- A. Oh, it was before then. I heard from the PIU before Whitmire came out about it. Q. Okay. And what I'm trying to do is get my date sequence in order. Did you have -- were you aware that the Public Integrity Unit was performing an investigation before you went and had this interview with the Statesman? A. That, I don't recall. I'd have to go back and look at everything. I can't say, but I was absolutely JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 68 contacted by the PIU. I didn't meet with them before this, but I had heard from them before this. In fact, they -- specifically, they came to my house looking for me. I don't remember what day it was. Q. Okay. Let me give you this one. Although I don't want to mark it. I'm going to mess up my numbers here and that won't make me happy. MR. RICHARDS: Can I have some blank ones? (Exhibit 14 marked) Q. (BY MR. RICHARDS) I'm going to hand you what's marked as 14. 14 is a letter that I got a copy of somehow that looks like John Whitmire -- Senator John Whitmire sent to the public -- or the Special Prosecution Division of the Travis County District Attorney's Office December 18th of 2014. And what I want to know is, one, were you aware that Whitmire sent that letter? A. No. I -- no. Q. Have you ever heard of that before today when I showed this to you? A. I've heard of the letter. I wasn't aware that -- I didn't know anything about the process of him writing it, when he wrote it, why he wrote it, what he was trying to get out of it. I have no idea. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 69 Q. And so when the Public Integrity Unit came to your house or you became aware that they wanted to talk to you, was that before or after you went and talked to the American-Statesman? A. I don't recall. Q. Okay. Would there be any kind of calendars or date books or something that -- the Public Integrity Unit doesn't come to my house very often. And so I guess I would kind of -- that would be different than like the newspaper coming. A, It was surprising. Q. Yeah. A. I don't remember what day it was. I remember it was cold. I mean, but -- Qa. Would you have a calendar entry or anything like that that would show that? A. No. Q@. Okay. Do you know when you first became aware that the Public Integrity Unit of the district attorney's office had started an investigation? A. I don't recall. Q. Was it when they came to your house or was it before that? A. I heard rumors in advance. Q. How far in advance? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 70 A. I don't recall. Qa. Would it be correct to say that before the Public Integrity Unit came and knocked on your door, you had heard rumors that there was an investigation started? A. I don't know how to answer that. Q. I'm not trying to -- A. I know you're not. Q. -- have some secret. I just -- A. I'm saying that I sincerely don't know how to answer. I don't remember. All these things happened in very close proximity. So I -- I can't -- Qa. Let me ask it this way. A. I can't build the timeline. Q. That's okay. Let me ask it this way. Had you heard anything about an investigation before they showed up at your house, if you know? A. I don't know. Qa. Okay. All right. Going back to Exhibit 7, which was this one we had. A. This is 6. MR. NIXON: We haven't got a7 yet. MR. RICHARDS: I marked it wrong. Q. (BY MR. RICHARDS) Going back to Exhibit 6. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 1 A. Okay. Q. In that same paragraph, it says, "Stick was mentioned as a possible future top executive at the company." Do you see that? Same paragraph we were talking about before. Oh, wait. A. Yes, I see it. Yes. Q. Okay. And -- and is that referring to -- one, I assume you said something like that to the Statesman, is that correct? A. Yes Q. And that's referring to the vetting questions that Irene asked you and Stick statements made you think he wanted to come over there. Does that sound right? A. That sounds right. Yes. Q. Okay. The third -- the next one, I think we've covered all of that The next one says, "My impression" -- it's in quotes -- "was that he was going to be the COO (chief operating officer) reporting to her." Do you see that? I do. And is that an accurate quote of yours? Yes. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758322 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 72 Q. How did you come up with the title COO? A. It's funny you say that because Jack would always refer to himself as the CEO and she would refer to him as potentially COO. And so it came off as if he wanted to be entirely and completely in charge and she wanted him to be like a No. 2. And so that was always an interesting dynamic in both the discussions. Qa. And then if we look at the top of Exhibit 6, couple of sentences into the first paragraph it says, “Jack Stick was promoting 21CT software to other states." Do you see that, second line? Yes Qa. I just want to make sure we're on the same line. A. I see it. Yeah. Q. "Assisting the company's growth plans and” -- this is the part I'm interested in -- "seemed poised to take an executive position with the firm" A. Uh-huh. Q. -- "a former 21CT lobbyist told the American-Statesman" -- I assume that's you, right? A. That's -- that would be me. Q. And then the quote is, quote, "They thought that he was going to come over and run it and make it JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 73 big and take" -- "take it public," quote. Is that an accurate quote? A. It is. Q. So was it your state -- or your understanding that when you say "they," that 21CT thought that Jack Stick was going to come over and run it? A, If it was going to be more specific, it would have said Jack Stick and Irene together but independently thought -- you know, had that premise. Q. So “they” means Jack Stick and Irene Williams? A. Yes. "They" doesn't necessarily mean -- it means both of them to me. I mean, yeah. Q. That's -- I'm just trying to figure out who "they" is referring to. A. Uh-huh. Q. And that's who it's referring to, Jack Stick and Irene Williams, is that correct? A. Yes. It was based off the discussions with both of them. (Exhibit 7 marked) MR. RICHARDS: Am I on 7 now? THE REPORTER: Yes, you are. Q. (BY MR. RICHARDS) I've handed you what's marked as Exhibit 7, which is another article I've culled out of all of these. I'll give you a chance to JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 74 look at it. And when you're ready, I've got a couple of questions. A. (Reviewing document.) Okay. Q. Best I can tell -- and again, I print these off of the Internet because I get some kind of, you know, American-Statesman, you know, updates. A. Uh-huh. Q. But this -- this was published on December 23rd, 2014. Do you have any reason to dispute that date? A. I have no reason to dispute that. Q. Okay. Then if we go down one, two, three, four, five -- six paragraphs, there's a paragraph that starts with "A Statesman review of Stick's travel records." Do you see that? A. Uh-huh. Yes. Q. And the piece I want to ask you about is a couple more lines in there. A. Uh-huh. Qa. It has your name. It says, "James Frinzi, who was Stick's one-time business partner" -- that's true, right? A. Correct. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 75 Q. -- "and 21CT's lobbyist" -- that was -- "until the company fired him a week ago" -- A. Uh-huh. Q. So that would have been sometime in December, right? A. Uh-huh. Yes. Q. -- "told the Statesman that Stick was expecting 21CT eventually to hire him as an executive" -- A. Yes. Q. -- right? A. Uh-huh. Q. Then they put a dash in there and say, "a possible quid pro quo allegation" -- and then it says "Stick and Irene Williams say isn't true.” What I'm trying to understand is the “possible quid pro quo." Is that a phrase you used? A. That is not me. Q. Do you know what that means -- or what does that mean to you? A. I know what it means, doing something to get something in return. Q. Yeah. A. But my quote ended as -- at "as an JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 76 executive" -- Q. Right. A. -+ period. Q. Right. A. The dash, "a possible quid pro quo” violation -- or "allegation" is their editorial. Qa. And so do you understand that to mean that the Statesman came to the editorial opinion that either offering Jack or at least making Jack believe he was going to get a job was given to him in return for something else? A. I've been upfront and clear from -- clear about this from the beginning -- Q. Yeah. A. -- that I never saw or was privy to a quid pro quo -- Q. Okay. A. -- opportunity, transaction, anything of that nature. I've -- I've always been upfront of that. I've never heard anyone say that, If you do this, we'll give you that. That never happened. And that is not my -- to be accurate, I suppose, maybe they could have put a period at the end of what I had to say. Qa. I'm not claiming you said it. A. I know. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 77 Qa. You can understand why I'm asking about it, though, right? A. I absolutely can understand that, yes. Q. Okay. And so it is -- it is -- someone else has come to that quid pro quo conclusion, not you, is that right? A. Correct. Q. Okay. And you certainly didn't tell the Statesman that it was a possible quid pro quo? A. I've not told a single person at all at any point in time that it's a quid pro quo -- Q. Okay. A. -- allegation. Q. Okay. Because you would -- so that I know, do you understand the ramifications of there being some kind of trade of future employment in return for a contract now? A. I understand that. I mean, I believe -- I don't know if there is a resolving door policy at HHSC or not. I mean, I don't know if there is. But I understand that -- you know, the ramifications of it. Q. Certain- -- certainly in your lobby practice you can't go in and say, Hey -- A. Of course not. Q. -- if you'll get us a state contract, we'll JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 78 get you a job when you leave the government, right? A. You can't do that. Q. Right. That would be wrong. In fact, it's against the law. A Sure. Q Okay. And you know that? A. Yeah. Q Okay. MR. NIXON: Do you mind if we take a quick break? MR. RICHARDS: No. Yeah. Go ahead, please. Sorry. I don't -- I wasn't tracking time. MR. NIXON: Go to the restroom. THE VIDEOGRAPHER: We're going off the record at 11:37. This is the end of Video File No. 1. (Recess from 11:38 a.m. to 11:41 a.m.) THE VIDEOGRAPHER: We're back on the record at 11:41. This begins Video File No. 2. Q. (BY MR. RICHARDS) Mr. Frinzi, of course, as I always do, got way off my outline and wandered down and didn't ask everything in a very orderly fashion. A. I hear you. Q. Sorry about that. A. It happens. Q. When I asked you about how you first got or JULIE A, JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583o Noaa JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 79 heard of or got introduced to 21CT, you told me you had a long phone conversation from Jack Stick, who you hadn't spoken to in a long time and he told you all kind of plans that he had and the company and stuff like that, right? A. That's right. Qa. So then what was the next step that you took in creating a relationship with 21CT? A. I called Irene Williams, Q. And would that have been -- I think you told me September. I mean, was it like right after he called you? A. No, not that day. I don't know. I mean, I might have called her first week of October or something. I mean, it was September 29th when I talked to Jack. So I mean... Qa. Any significant substance to that conversation with Ms. Williams? A. No. You know, it was like, Oh, you know Jack? That's great. Okay. Love to talk to you. Super. Let's get my schedule. Q. How did it develop into you having a relationship or a contract with 21CT? What were the general steps? I don't need to know every single phone call, but kind of your recollection. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758310 1 12 13 14 15 16 17 18 20 21 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 80 A. I don't know. I mean, talked about the growth plan. We talked about -- you know, that -- I talked about Jack's vision, what he was telling me, and, you know, she seemed to be interested and, you know, that type of approach. You know, I don't know. We met a couple times, talked. Talked about the whole, you know, Jack Stick deal, if that would help, you know, expedite the growth of the company. Qa. When did you first meet her? A. I don't remember. I mean, I think the first time I stepped foot in a 21CT building was Halloween on 2013 or around then. Like October 29th, 30th, 31st, something of that nature. Q. And was that -- was that the first time you met Irene Williams in person? A. Yes. Q. Okay. You didn't have a meeting somewhere outside of her facility? A. Huh-uh. That's what I'm trying to figure out. No, I don't think so. Okay. So somewhere around Halloween of ‘13 -- Yes. ae rors -- you went out there for a meeting? Who did you meet with? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 81 A. Irene Williams. Q. Anybody else? A. I don't believe so. Qa. And did y'all make a deal at that meeting or reach an agreement? I don't -- I think the contract is November. A. Yeah. I don't think -- it's funny because the -- some -- from when I first talked to her and had that meeting, she was on board with doing all of this -- you know, several states and going big. And then when I showed her it was going to be 15,000 a month, then she was all about, you know, Well, why don't you just help us out in these little places and we're just going to focus on Oklahoma. Q. And why was the decision, if you know, made to focus on Oklahoma? A. It's close to Texas. I mean, it's easy to get to. You know, I can get to Oklahoma and back in the same day. They can, you know. Qa. I just didn't know if maybe Oklahoma had some program that was, you know, right on the cusp and so it was timely to be there or if it -- if you're saying it's more geographic? A. I have really strong relationships in Oklahoma -- JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 82 Q. Okay. A. -- and it's geographically close. Again, you know what I mean? It's -- it takes an entire day to get to Wisconsin. It takes seven or eight hours. Q. I understand. A. You know, so if you're going to pick, probably something closer, I suppose. Q. The contract that we marked earlier I think was signed by somebody else. I think it's signed by -- MR. NIXON: Exhibit 3. Q. (BY MR. RICHARDS) Yeah. David somebody. Does that ring any bells with you? A. I've never met that guy. I don't know who he is. Q. David Settle. Okay. So you weren't there when he signed it? A. No, no. Q. Did y'all just sign it, fax it back and forth or something like that? A. Yeah. Q. Between the time you spoke to Jack and the time -- the first speaking with Jack and the time this contract was signed November 21st of '13, how many times had you been up to 21CT? A. I have no idea. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 83 Okay. A bunch? I don't know. Well, I know you had been -- Probably not a bunch. Right. A few, I would think. I mean, maybe three or > eo>e>e four. I don't know. Q. And other than Ms. Williams, did you speak with anyone else up to the time this contract was signed at 21CT? A. I spoke to Scott Williams -- or Scott Stevens once. Anyone else? Maybe Kyle. I don't remember. Okay. It was mostly Irene's deal. I talked to Scott > Oo >o once. I remember that because I had a meeting with him and sat down in a conference room with Scott and -- but mostly it was coming up there to see Irene. Q. After the contract was signed in November of 2013, from your earlier testimony is it correct that your main interactions were with Scott Stevens? A. That's correct. Q. Okay. And he would go with you sometimes on -- I don't know what you call them, lobbying trips or JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758310 "1 12 13 14 15 16 17 18 19 20 2 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 84 marketing trips? A. Lobbying trips, yeah, sure. Q. All right. And as far as what you were asked to do, did that primarily come from Scott or Irene or both? A. Both. Q. Okay. A. Irene would set the agenda. Scott would execute it. Q. The nondisclosure agreement that we marked earlier looks like it was signed, I don't know, about a week earlier on the November 15th by you. Do you -- is that something that you signed in person or was it they sent it to you and you sent it back? A. I have no idea. I don't remember, to be honest with you. Q. Did anybody force you to sign that agreement? A. No, nobody forced me to sign it. Q. Okay. Have you signed nondisclosure agreements before with other clients? A. I have. Q That's a normal course in your business? A. Normal course of action, yes. Q Okay. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 85 A. Although normally I have to say that I don't normally sign one that have all this technology, IP stuff. In fact, I have a client right now and they tried to get me to do it. I don't know any of that stuff and I don't interact with it. And so, I mean, that was -- that was the only thing that was out of the ordinary. I don't know what kind of secrets they think I would have about the software. I couldn't tell you how it worked. You could run anything in front of me right now and I wouldn't know if it was LYNXeon Q. I understand. The Statesman article that I asked you about earlier, No. 7 here -- Uh-huh. -- that has the quid pro quo language in it -- Yes. eae >ro>r -- had you read that before today? A. Probably I don't remember. Like you said, there's been maybe two articles a week for the past six, eight weeks or something. Q. Right. A. And so it's possible that I read this. Q. Did you -- have you read any articles that you recall that made a similar claim that it was a quid pro quo or something like that? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 86 I don't know. Okay. I don't know. >oOo > Q. Did you after this article came out in December 23rd of 2014 call up the Statesman and say, Hey, guys, that's not what I said or that's not what I told you? A. I don't think so, no. (Exhibit 8 marked) Qa. (BY MR. RICHARDS) In -- in getting the 21CT's what you have described, I think, as the smallest contract that you got, what did you tell them that you were able to do? How did you convince them to hire you, I guess is what I'm asking? A. I could get them in front of the people that they need to see faster than they would be able to and I would bring credibility and relationships that would take them much longer to develop, you know, over a sales cycle. So, I mean, it's my job to know executive branch people in different states. Theirs is to sell software. So they talk to software people and I talk to decisionmakers and agency heads. Qa. And the -- and the Oklahoma lobbying effort, was it the same kind of thing? Was it a Medicaid fraud-type program that they were trying to get the JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 87 contract for there? A. It was exactly the same thing that they were doing here. Q. And -- A. It was in Oklahoma. Q. Was it a -- was it a -- something that could somehow be paid for through -- what is the -- A. DIR. Q. Through DIR? A. It's exactly precisely something they could have bought through the DIR. Q. And would it have been the Texas DIR -- Texas. -- or would it have been Oklahoma DIR? Oklahoma does not have a DIR. Right. So what -- the way it works is that Oklahoma >ep>r>e> calls up the DIR and said, Look, y'all have a contract with 21CT. Q. Right. A. I want to buy it off of that. We assume that you do an RFP and vetted these people, so we don't want to waste six months and hundreds of thousands of dollars and our time doing an RFP. So since you did one, we're just going to take your word for it that it's good and JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 88 buy it. Q. Do you have any knowledge of the RFP process that 21CT went through with the DIR here in Texas? A. I have 0.0 knowledge of their RFP, if they did one. I don't believe they did. Q. And why don't you believe they did? A. After the fact I read in the Statesman that there were -- or one of those magazines or newspapers that it went through the off-the-shelf software procurement. I didn't -- to be honest with you, I thought they did an RFP and I was always told they did an RFP. And so I was as surprised as anyone because 21CT isn't really an off-the-shelf commodity software. It's mostly a service and you can't just, like, buy a copy of LYNXeon, put it on your computer and move on with your life. It has investigators. It has customization. There's no chance you could just buy it as a commodity piece of software. And so when I found it out, I was pretty -- I was pretty surprised. I mean, just -- I didn't -- I didn't know how much of it was my due diligence to research how they sold it to Texas, their -- I just -- they said, Hey, we did an RFP. We responded to the DIR, I was like, Hey, I bet you did. We're good. Q. So as far as whether they responded to an RFP JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758324 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 89 or not, I think you said you have zero knowledge on that? A. I have no knowledge. Yeah. Q. And so you -- have you ever referred to it as a no-bid contract -- that 21CT got a no-bid contract? A. I've never heard that before. Q. Okay. A. No. Q. You don't know one way or the other? A. No. I never -- I never told anybody it was no-bid contract. I mean, yeah. Yeah. Q. Okay. I can't remember what I marked it, but there's No. 8. Exhibit 8 is another article from the Statesman and you'll notice I think it’s published the day after Exhibit 7. A. Uh-huh. Q. It's on December 24th, 2014. Do you see that? A. I do. Q. And so this is the day after the Statesman article that says possible quid pro quo. A. Uh-huh. Qa. And then if you look down one, two, three, four, five, six -- seven paragraphs, it says, "'I'm standing firm with everything I said,’ Frinzi said JULIE A, JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583Se@mrnoareo 1" 12 13 14 15 16 17 18 19 20 21 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 90 Tuesday. ‘I'm not backing down. It's all 100 percent true.'" A. Uh-huh. Q. Is that accurately quoted to you? A. It is. Q. Okay. And do you think at the time you said that to the Statesman, you knew that they had reported the Jack Stick quid pro quo allegation? A. I know that it says, "I'm standing firm with everything I said." Qa. Sure A. So everything I said was true and I'm not backing down is a hundred percent true. I don't -- I can't speak for editorial remarks that the Statesman makes. I don't recall if I read that article or not, but -- so I don't -- Q. That's good. That's my question is whether when you made this statement, you knew that they were claiming there was a quid pro quo? A. Yeah, I don't know. Q. Okay. And I was just looking just to make sure. December 24th was a Wednesday and it says, "“Frinzi said Tuesday," so I'm assuming that means, unless they made a mistake, you spoke to them on the 23rd again. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 91 Does that sound right? A I could be. Qa. No reason to disagree with that? A Yeah, I don't know. Q. Okay. Somebody said that you got in a fight with Stick, like a physical fight. It wasn't you, it was someone else. Is that true? A. Yes. Q. And that was back at one of those other companies? A. Yes. Q. Okay. Did you tell that to Ms. Williams or anyone at 21CT when you were negotiating your contract with them? A. No Qa. Did you tell them that you had been co-owner in businesses or involved in businesses with Jack Stick before you negotiated your contract with them? A. No. I mean, she knew. She asked me that -- she knew. I didn't tell her. Jack must have told her. Qa. Oh, okay. A. So I doubt she did a Secretary of State search like the newspaper did. That was some of the root of like the first vetting discussions, you know, about JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583n Ro JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 92 working with Jack, so -- but I didn't call her and say, Yeah, you know, I used to be in business with Jack. You know, why don't we start to do business? Qa. Okay. (Exhibit 9 marked) MR. RICHARDS: Guys, they seem to have shorted me a copy on this one. Either that or they stapled two together. So I have to apologize. I've only got one of this one. But you can look at it first, if you want. It's Exhibit 9. And it's not going to be any significant different questions than the last one. THE WITNESS: Okay. Q. (BY MR. RICHARDS) Exhibit 9 is Houston Chronicle article by a guy named Brian Rosenthal. Have you ever done an interview with Mr. Rosenthal? A. On the phone. Q. Do you remember when? A. No. Q. Do you remember reading this article? A. No, actually, I don't. I know of it. I didn't read it, I don't think. Q. The article, at least the one -- the copy I've got is dated December 31st, 2014. JULIE A, JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 93 Do you have any reason to disagree with that date? A. No. Qa. Is it safe to assume you talked with Mr. Rosenthal sometime before then? A. It is. Qa. Okay. The -- if you turn back several pages to Page 7 of 8 -- actually, starting on 6 of 8, it says in big bold letters "Confirmed a fight." Do you see that? A. No. Qa. “Frinzi confirmed the fight" -- do you see what I'm talking about -- A. Yeah. Q. -- on the next page, "“Frinzi confirmed the fight in an interview and said he hardly ever spoke to Stick after that." A Yes Q Is that correct? A. It is. Q And this is what you told Mr. Rosenthal, right? A. Oh, that? Q. Yes. A. Yes. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 94 Q. Okay. A. I was at the root of that. He interviewed a former business partner of ours. Q. Oh, I bet that's early on. This is just you confirming it? A. Yes. Yes. Q. Then it goes on to say, "He," being you, "added he did not hear anything about 21CT until a friend from Florida told him about it." A. That's right. Q. Is that true? A. It is. Q. But that's not Jack Stick? A. I heard about them, but I was not introduced to them. Q. Okay. Who is the friend in Florida? A. Juan Zapata. Q. And when was that? A. I don't know. Like in the summer of 2013 or whenever. It must have been 2013. Q. Did you tell Mr. Rosenthal that the reason you contacted 21CT was because Jack Stick called you and asked to you? A. Yes. I don't know if it's -- that is the reason why. I don't remember if I told Rosenthal that JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 95 or not. Before 21CT, I didn't do anything in Medicaid fraud or anything in this arena. And so a friend of mine from Florida who's in government said, Hey, this company is from Austin. You should take a look. And that's not what I do. That's not -- I did mostly telecom. And so, yeah, okay, you know, I guess they're here. I didn't pursue them. So then when I heard from Jack, I had heard of 21CT before, but not -- I didn't look them up on the Internet or anything of that nature. Q. The reason it's confusing to me is that the next quote is "'They were trying’” -- I assume that means 21CT? Uh-huh. -- “'to get business in Florida'" -- Uh-huh. -- and I had some connections down there.'" Pp >e> And then it says you first reached out to them in early October 2013. Do you see that? A. Uh-huh. Q. And the impression I get from that is that you were reaching out to them to help them in Florida. Is that incorrect? A. It's incorrect. Rosenthal took two quotes out of context and linked them together. JULIE A, JORDAN & COMPANY PHONE (512) 451-8243 © FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 96 Q. I got you. A. And he's actually not a very good reporter and -- MR. NIXON: That's not responsive to the question. THE WITNESS: I know, but -- MR. NIXON: Just don't -- THE WITNESS: -- if it's on the record -- MR. NIXON: Don't say it. THE WITNESS: Okay. Q. (BY MR. RICHARDS) I don't know him. A. That's fortunate. Q. If you look down further on the same page of Exhibit 9 -- A. Uh-huh. Q. -- you're quoted as saying, "‘I have a long list of friends here.'" I assume that means Texas, right? A. Uh-huh. Q. "'I socialize with them, and I didn't want to be in a position of mentioning something and not being registered and getting in trouble.'" Do you see that? A. Uh-huh. Qa. Is that the reason you registered in Texas? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 97 A. No. I mean, that's still -- it's sort of out of context with what I was saying. And so -- and the reason I registered in Texas was because of my relationship with Stick and them asking them to speak with me. And, you know, I do live here and I do socialize with legislators and, you know, something could come up and, you know, that was also supporting the decision. But I was misquoted by Rosenthal who was trying to find something that wasn't there out of the story. Q. That's what I was trying to find out is did you say that or not? A. No, not -- not in the context that Rosentha is displaying. Q. Okay. A. So he left out part of the conversation. And that's what he does. Q. I got you A Yeah. (Exhibit 10 marked) Qa. (BY MR. RICHARDS) I'11 hand you what's marked as Exhibit 10. We've made it to January of 2015 on this article. Have you seen this article before? A. I don't recall. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583SemrnNnaaron 1 13, 14 16 17 18 19 20 24 22 23 24 25 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 98 Q. This one also has some guy named Tim Eaton on it. Did you ever talk or meet with Tim Eaton at the Statesman? A. I don't know who that is Q. Okay. On Exhibit 10 on the second page -- well, let me ask one more thing. The date on this one shows January 3rd, 2015. Do you have any reason to dispute that date? A. No, I don't. Q@. Okay. You're quoted at the very end of the article. And I'm not trying to get crossways with you or your lawyer about what you did or didn't say -- A. Uh-huh. Q. -- to any law enforcement people. A. Uh-huh. Q. It says, "Frinzi said he and his lawyer contacted the Public Integrity Unit and are scheduled to meet with investigators next week. Quote, I'm going to give them all the information I have during my time with 21CT which might be helpful to the investigation, close quote. Is that an accurate quote? A. It is. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583© JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 99 Q. Okay. A. And just to clarify that, I did -- I heard from the Public Integrity Unit first, but my lawyer was on vacation, so... Q. You're a wise man. A. Uh-huh. (Exhibit 11 marked) Q. (BY NR. RICHARDS) I'm going to hand you what's marked as Exhibit 11. 11 is another article out of the American-Statesman publication date January 11th, 2015. A. Uh-huh. Q. Do you have any reason to dispute that date? A. I don't. Q. At the very bottom of that article -- A. Uh-huh. Q. -- or that page -- the front page of it, "Frinzi, who was fired as 21CT's lobbyist last month" -- do you see that? A. I do. Q. -- “told the Statesman he was privy to conversations last year that indicated Stick was actively working to grow the data analytics company even as he managed the company's state contract." A. Uh-huh. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583100 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Q. "Stick was poised to become an executive with 21CT, Frinzi said." Uh-huh. Have I read that correctly? You have. And is that what you said to the Statesman? That is. Okay. MR. NIXON: Which I'm going to object to the question as being ambiguous. Which of the two pP>oa>D > sentences are you referring to, the last one or the first one or both? THE WITNESS: Good point. Yeah. MR. RICHARDS: I'm referring to the part ever -- everything after it says “told the Statesman." MR. NIXON: Okay. A. Here, I can break it down. MR. NIXON: Let's do that. A. Okay. Did I tell the Statesman I was privy to conversations last year that indicates Stick was actively working to grow data analytics company even as he managed the company's state contract? Yes. Stick made himself available for business development meetings. Stick was used as a resource any time. Q. (BY MR. RICHARDS) I just want to know if you JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758321 22 23 24 25 101 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 said that to the Statesman. A. I know. I'm just confirming -- Q. Yeah. A. -- why I said it. And then "Stick was poised to become an executive at 21CT," I said that also and believed it. Q. And -- and you could see, couldn't you, how the Statesman would see that as a quid pro quo? MR. NIXON: Object, that calls for speculation. Don't answer it. A. I can't speak for the Statesman. Q. (BY MR. RICHARDS) I'm not asking you to. You could see -- you could see how that would appear to be a quid pro quo, can't you? MR. NIXON: Object to the -- I object to the -- A. I'm not going to answer that. Q. (BY MR. RICHARDS) Well, he hadn't told you not to answer it. MR. NIXON: I told him not to answer it. MR. RICHARDS: No, you said you object. There's two different things. You can instruct him not to answer. You know. MR. NIXON: I -- the record will reflect what I said. In case there is any clarification, I JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 102 objected to the question and I am instructing the witness not to answer it. MR. RICHARDS: Okay. That's fine. Q. (BY MR. RICHARDS) Are you surprised that the Statesman said that sounded like a quid pro quo? MR. NIXON: Same objection, same instruction. Surprise is not a question of fact. Q. (BY MR. RICHARDS) Let's go back and look. I want to make sure I get the right one. It's Exhibit 7. Let's look at that. I think it's under here, but I can't tell you for sure. A. Okay. Qa. I've got it flipped over. 7 is the one we talked about before, December 23rd, '14, where the Statesman, granted, put their own language in there “possible quid pro quo." You remember that line? A. Uh-huh. Q. And you said -- I think you told me you couldn't remember if you read this article or not -- A. Uh-huh. Q. -- before today? A. (Nods affirmatively.) Q. When you read this today, does it seem out of bounds that the Statesman came to that conclusion to JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 103 you? A. I don't know. I told them that there was no quid pro quo. So I don't know what more can I add to it. I told them that I never saw or was part of a quid pro quo. And I'm not an editor for the Statesman, so I don't know what more I can say about it. Q. Okay. So then when we look at Exhibit 11 which we just had -- A. Uh-huh. Q. -- it sounds like -- you said -- you said that you said he was actively working to grow the company even as he managed the company's contract and that he was poised to become an executive? A. Yeah. Q. You did say those things, right? A. Yeah. Qa. And would it be out of bounds for someone to see that as a quid pro quo? MR. NIXON: Again, calls for speculation. Instruct you not to answer that. Q. (BY MR. RICHARDS) If you read that, you weren't part of this deal, if you just read that about somebody else, would that sound like a quid pro quo to you? MR. NIXON: Once again, calls for JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583104 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 speculation. And he's not not part of this deal. He is part of this deal. He informed the Statesman that there was no quid pro quo. MR. RICHARDS: Sir, form, nonresponsiveness and don't answer it. Those are your choices done get to tell him what to say. You know that. Don't -- you know, I'm being nice here. MR. NIXON: I'm sorry, Dan. I thought I was just reminding you of his testimony. It occurred to me from the question that maybe you hadn't heard it. Certainly you don't want to be in a position of ever putting any words in anybody's mouth. MR. RICHARDS: Sir, form and responsiveness. That's what you're allowed to do under the rules. You know it. You've been practicing law a Jot longer than I have. So let's try to follow the rules, please. I promise to be courteous and not difficult with you or your witness. MR. NIXON: It's the same extent with regard to the form of the questions. You know, at this point, you know, I'm going to object to the form, instruct him not to answer it because the questions are trying to stick words in his mouth. MR. RICHARDS: I'm not. Qa. (BY MR. RICHARDS) Let me ask it this way and JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583105 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 maybe we can clear it up and move on. Are you refusing to answer my question as to whether the statement that you made at the bottom of Exhibit 11 would appear to be a quid pro quo? MR. NIXON: Object to the form. Don't answer it. MR. RICHARDS: All I asked is if he's refusing to answer. Q. (BY MR. RICHARDS) Are you refusing to answer the question? MR. NIXON: Could you -- are you asking me to clarify my objection? MR. RICHARDS: No. MR. NIXON: Then you're not allowed to argue with the witness. Don't answer the question. Q. (BY MR. RICHARDS) Are you going to answer my question? A. I have nothing more to say about it. I an- -- I thought I answered your question. I said what I said and I can't speculate what editors and citizens that read the paper think. I feel like I answered it. Q. Okay. Would it be improper for 21CT to offer Jack Stick a job in order to influence his decisions as general counsel at HHSC? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583106 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 MR. NIXON: That -- that calls for a legal answer. A. I don't know. Yeah, I'm not a lawyer. MR. NIXON: Object to the form, calls for a legal answer. MR. RICHARDS: I don't want a legal answer. Q. (BY MR. RICHARDS) Would that be improper? They can't go say, Hey, I'l] buy you a car if you give me the contract, can they? A. No, they can't. Q. They can't go say, Hey, I'l] give you a job if you give me the contract, can they? A. (Indicating.) Q. You don't know that one? A. I mean, they probably can't. No, I wouldn't think. Q. All right. And you're -- I realize you're not a lawyer. I'm not trying to make you a lawyer. I know you did do some -- A. Sure. Q. -- criminal law studies. I mean, you've been in the lobby business you told me for several years. A. Yeah. Q. But that's just not -- that's not the way you JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583107 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 do it. You're not allowed to go do that, offer to buy somebody a car, buy them a house, buy them a boat in return for state favors, are you? MR. NIXON: Objection, form to the extent it calls for a legal conclusion. A. In the state of Texas, it's improper. Q. (BY MR. RICHARDS) Okay. A. I can't -- I'm not a lawyer. Q. You don't know if it's illegal? A. I don't know if it's illegal. I have no idea. Q. Okay. Okay. In the Chronicle article where it says that you hardly ever spoke to Stick, I'm assuming that was before the 21CT phone call from Stick, is that right? A. That's correct. Yes. Q. After that, you told me you talked to him hundreds of time or communicated with him hundreds of times, is that correct? A. Yes. Q. So did Rosenthal just get that wrong or did he just have it time-wise out of context? A Rosenthal manipulated the article to create a conclusion that he wanted to have. Q. I got you. A. Rosenthal wanted to make it look like I was JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758322 23 24 25 108 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 involved in the no-bid contract at the beginning and Rosenthal wanted to make it look like I was influencing the renewal. And he had an agenda. I don't know what he was trying to get at. And -- I don't know what's with Rosenthal. Q. All right. Were you involved in the renewal of the contract? A. No. Q. Okay. The no-bid statement that you made, was there a no-bid contract that you know of? A I have no idea. Q. Okay. A I only know what I've read like everyone else. Q Got you. The -- we looked a little bit at the lobby registration and I think we agree that neither one of us can figure out exactly when you registered on behalf of 21CT, is that right? A. That's right. Q. You're not claiming that you have some free speech right to register as a lobbyist, are you? A. I don't know what that would mean. Q. You can't go register as a lobbyist for me, right? A. Correct. Unless you ask me to go and start JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583109 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 talking to officials to get you legal work for the state or arrange meetings or things like that. But just a random -- I can't just go pick a random individual out of the world and just register them. Q. Okay. Several of the articles, and rather than trying to dig back through them, quote you as saying that you never did -- did any lobbying for 21CT in the state of Texas. Do you recall that? A. No. Q. Okay. Is it -- I guess is it your position today that you did do lobbying for 21CT in the state of Texas? A, Well, my position is that the -- not in the -- not in the traditional sense as being a lobbyist, but in the eyes of the ethics commission in terms of contacting and communicating with an elected or appointed official about issues and policy, yes. I wasn't specifically taking an agenda to an elected or appointed officials. But I think the ethics commission would have been pretty irate or had a problem with me if I had undisclosed communications with an elected or appointed official as often -- as much as I did. Qa. Let me find the one I'm looking for now that I've got them all scrambled here. It's this one JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583110 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 (indicating). I'11 get these out of your way, try to make it easier. A. Okay. Q. Exhibit 6 is the December 21st, 2014, article from the American-Statesman and we've talked about it a little bit on some other issues. A. Uh-huh. Q. Do you have it there in front of you? A. I do. Q. If you turn to the second page of Exhibit 6 -- A. Okay. Q. -- you go down a little past halfway, it says, "Texas opens the door." Do you see that? No. I do now. Okay. Got it. Yeah. Are we on the same document? > Oo > Yes. Q. All right. And it says two more lines down, “Frinzi says he first heard about 21CT in 2013 while lobbying in Florida." That part is true, right? A. That is true. Q. "Where the company was battling for a state contract against the larger SAS." A. Uh-huh. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 = FAX (512) 451-758322 23 24 25 111 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Q. Is that part true? A. Yes. Q. And then it says, "He saw opportunity and offered his services to win the Florida contract." Is that part true? A. It is, but not on that round of the procurement . Q. So did you provide lobbying services to 21CT in Florida? A. I did not. Q. Did you offer to provide them in Florida? A. I did. Q. When? A. When I was talking to Irene in the first round of discussions. It was included in my -- you know, in the plan. And at that time, 21CT had already won Florida, but they -- we fast went in and lobbied the governor to get the contract killed and they had to rebid it, and they had to rebid it in November. Q. I got you. A. So the timing on that isn't explicitly clear. So 21CT, I believe, one the contract in -- sometime in the summer and then SAS protested it. They lost it. And I heard from Stick, talked to them. I talked to him and met with Irene and I said, Look, you guys are JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583aR oN xo 112 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 already in there. And they said, Well, we already won the first time. We think we'll win it again. I said, Well, if you need help right now, I can help you do it. And they were very confident that they were going to win it again, and so they lost it on the second round. Q. Second paragraph there says, “Frinzi is registered as the company's lobbyist in Texas." A. Uh-huh. Q. That was true, right? A. Yes. Q. "But he only lobbied for the company in Oklahoma." Was that true? A Yes. Q. So do you see how I thought -- A I see what you're saying. Q Yeah. That you -- that you told them you weren't lobbying in Texas, right? A I see what you're saying. Q. Oh, okay. A I gotcha. Q. What do you mean? What does that say, because I don't remember? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 A. Well, I believe what you're saying is that it says that I only lobbied in Oklahoma in spite of registering in Texas. And what I'm saying is that I registered in Texas out of an abundance of caution because I still had to make phone calls and arrange meetings on the company's behalf. And so in the eyes of the Texas ethics commission, that's lobbying. As a human being, that's making phone calls and arranging things. Q. Have you read the registration, the requirements for when you have to register? A. I'm sure at some point in my life I have. Q. They're not very Jong. (Exhibit 12 marked) Q. (BY MR. RICHARDS) I hand you what's marked as Exhibit 12. And the only part I'm looking at is at the top of that. But you're welcome to look at it as much as you want to. A, Okay. Got it. Q. Have you -- have you seen the registration statute that I've handed you marked as Exhibit 12 before? A. I'm sure I have. Q. And on No. 2 it talks about who has to register, right? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583114 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 A. Uh-huh. Q. A person if they receive “or is entitled to receive under an agreement under which this person is retained or employed" -- MR. NIXON: Do you -- Qa. (BY MR. RICHARDS) -- “compensation, not" -- or reimbursement, not including reimbursement for the person's own travel, food," blah, blah, blah, “determined by the commission (sic) not less than $200 in a calendar quarter from another person to communicate directly with a member of the legislative or executive branch to influence legislative" -- "legislation or administrative action." I'm mainly interested in the last portion of that paragraph -- A. Uh-huh. Qa. -- and whether or not you feel like you were retained to do that by 21CT in Texas? A. As I said, I was specific -- there's two things. Q. Sure. A. Okay. One is I was contracted for Oklahoma, but I was agreed to do some other things out of a courtesy. And there was numerous phone calls and arranging meetings and what they discussed in those JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583Now © 115 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 meetings was between, you know, Jack and them. And if I'm arranging meetings where they're talking about whatever they're going to talk about, I mean, I don't know if they're going to be talking about doing business in Oklahoma or if they're going to be talking about the renewal or -- I specifically didn't sit down with Jack Stick and say, Look, you need to renew this. Q. Sure. A. But as I was arranging meetings and being requested to arrange meetings and have phone calls, in that process it could have included administrative -- administrative action, which would be renewing the contract. And the second thing I -- I want to point out is that there's been, you know, the case that my attorneys also represent with Michael Quinn Sullivan where he was accused of being a lobbyist for merely sending e-mails to representatives saying, I do a score card. I want to know where you're going to fall on this. I'm telling you how I score it and I want to know where you're going to fall. And that guy has been in court for probably two years, probably spent six figures on it because he sent e-mails asking an opinion. And so from where I sit, I don't want to be in a similar situation having to fend off people because I'm making JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583116 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 phone calls. And another thing is like when I met with the PIU, they were looking through my phone records. They don't know if I'm talking with a renewal. They don't know -- Sure. Right? Sure. p> ep A. So if I have all those phone calls, I could have talked about the Dallas Cowboys with Jack Stick every day for a year, and when they see my phone bill with all those phone calls on it, it puts me in a bad position. And so you would have to be pretty reckless to not register. I feel it was a safe thing. I stand by them insisting that I -- that this is a problem is just amazing to me because I would have put myself ina really bad problem. Q. I -- I'm not arguing with you. I'm just asking you questions. A. I know you're not but I feel passionate about it. I'm sorry. Q. I got you. A Yeah. Q. So -- MR. NIXON: I have a -- I have a quick JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583RON 117 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 question. I know you've eliminated a couple of the requirements of Paragraph 1. MR. RICHARDS: I may have and I didn't do it on purpose. MR. NIXON: Paragraph B. There are other -- there are others. This isn't the only section that requires registration. MR. RICHARDS: Registration. MR. NIXON: There are other -- other -- other paragraphs in -- in 305.993 of the Texas Government Code. MR. RICHARDS: It's not my intent to trick him. And I appreciate you making the record clear. Q. (BY MR. RICHARDS) To try to shorten what you just told me so I understand it, your concern is if I'm making phone calls, that may be construed as something I need to register -- A. Yes Q. -- right? A, If I'm making phone calls, if I'm seen in public, you know. Q. Right. And if you don't register, you're subject to some kind of penalties or punishment -- A. Uh-huh. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758310 12 13 14 15 16 7 18 19 20 24 22 23 24 25 118 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 -- like who you described, Mr. -- Sullivan. -- Sullivan? Yes. ap >rers And I don't -- I don't know. There's probably fines, is that right? Do you understand -- A. Fines. I think even criminal. Q. Okay. So you could be fined or you could have some criminal prosecution is your understanding? A. Yes. Q. And that would -- you would not want to be subject to that, is that correct? A. Correct. I do not want fines -- Q. And so -- A. -- or criminal. Q. -- by registering, you protect yourself from that risk? A. Right. Q. Got it. And I know I asked it before, but I want to make sure. Other than Oklahoma -- and I can't even remember if you told me Oklahoma -- you didn't register as a lobbyist for 21CT in any other state other than Texas, did you? A. Correct. Oklahoma and Texas I said. Qa. Okay. But you didn't have the same concerns JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 in those states that you might somehow be suffering a penalty, is that right? A. What do you mean? Q. For not registering even though you were making phone calls into those states or setting up meetings? A. Again, in those states you have a grace period. You have like six days or two days. And so I stayed well under the threshold for registering in those states. Q. Is there a grace period in Texas? A. I don't know. MR. NIXON: No. A. Probably not. Q. (BY MR. RICHARDS) One of the first documents I marked was the motion to dismiss, which was filed in this case. And it's probably about No. 2 or 3. Here it is. No. 2. I first heard about this motion being filed from the American-Statesman. And so I didn't know, did you give that article -- that pleading to the American-Statesman before it was filed? A. I doubt it. Q. Do you know who did? A. I don't think anyone. I don't know. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758310 "1 12 13 14 15 16 17 19 20 21 22 23 24 25 120 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Q. Well, they called me before it was filed, and so I'm trying to figure out how they got it. So you don't know? A. No. Q. Okay. In talking to Ms. Williams, did you tell Ms. Williams that you were a close friend of Governor Scott Walker? THE WITNESS: (Indicating. ) A. Yes. Qa. (BY MR. RICHARDS) Okay. And that you could get her in to see him whenever you wanted? A. I don't know if I said that exactly. Qa. Well, something like that? A. I said we could see Governor Walker or Governor Quinn of Illinois. Q. Walker or Quinn. What's Quinn's first name? A. Patrick. He lost, sadly. Qa. Oh. A. Well, I guess maybe it depend on who you are, I suppose. Q. I have no idea. Probably easier to get in to see him now? A. Yeah. I could find Governor Quinn, no problem. Yeah. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583121 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Q. And did you set meetings in -- with -- with either Governor Walker or his staff for people with 21CT? A. I had introduced Irene Williams to Governor Walker. I had introduced her to Governor Fallin, Governor Quinn, I think Markham, from whichever state that was. I forgot. It's one of those little states It probably has one too, I think. I don't know. But definitely I've introduced her to governors. Qa. Did you suggest to 21CT that you could bypass the procurement process in those states so that they wouldn't have any competition? A. Through the DIR. Q. Any other way? A. No. I mean, the DIR is the only way you can do that. Q. And did you suggest that to him when you first went to see 21CT? Did you know that? A. After the DIR, of course. There was -- because they're -- they were in the DIR, and when you're in the DIR, any state can buy 21CT software by calling up the DIR and buying it, and most states don't realize that. Q. And then did you tell them that you could get JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583122 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 in to see Tony Munoz any time you wanted to as well? A. I didn't say any time I wanted to. I mean, that's -- you know, I said, We can see Senator Munoz, no problem, yeah. Q. Okay. And that's true? A. Yeah. Q. Do you have any business dealings with Mr. Munoz? A. No. Q. Okay. MR. NIXON: Can we go off the record real quick? MR RICHARDS: Yeah. And actually, if we take a -- like a five-minute break, I can probably get through my notes and we can wrap this up pretty quick. MR. NIXON: Okay. Good. That's -- that's all I was going to -- I was just making sure we weren't getting off topic. THE VIDEOGRAPHER: We're going off the record at 12:29. This ends Video File No. 2. (Recess from 12:29 p.m. to 12:32 p.m.) THE VIDEOGRAPHER: We're back on the record at 12:32. This is the beginning of Video File No. 3. Q. (BY MR. RICHARDS) We looked earlier at JULIE A, JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583123 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Exhibit 2, which is one of your pleadings in this lawsuit filed by your lawyers. Do you remember that? A. Yes. Q. And I asked you about it, but I want to make sure because I can't go back and read what you said. On the second page there's two paragraphs. One is Paragraph 4 and one is Paragraph 6, right? A. Uh-huh. Q. And I asked you about those and whether they were true. Do you recall that? A Yes. Q. And they are, correct? A. Yes. Q You can read them again. A Yeah. Q. And it says that "This lawsuit is" -- meaning the lawsuit we're here about today, right? A. Uh-huh. Q. -- "is nothing more than an attempt by a corporation" -- that's 21CT, right? A. Yes. Qa. -- “to scare and litigate a critic” -- that's you, right? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583124 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 A. Yes. Q. -- "into silence" -- meaning your silence, is that right? A. That's right. Q. All right. On Exhibit No. 3, which is the contract that you have -- I'll help you find it maybe. (Tendered.) A. Uh-huh. Q. There was some stuff in Exhibit 3, if you look on the first page, the paragraph that has a No. 4 on it -- A. Uh-huh. Q. -- that talks about organizational conflict of interest with regard to a Florida health care agency. Do you see that? A. I do Q. Do you know why that was included in the contract? A. I have no idea. Q. And then if you look at the last page, there was like a -- I don't know if it's -- an attachment. A. Uh-huh. Q. Same kind of thing, that you have no existing relationship which creates an actual or potential conflict for 21CT in the Florida thing. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-758322 23 24 25 125 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Do you know why that was included? A, I -- I'm assuming because -- well, actually, I don't. MR. NIXON: Don't -- don't speculate. A. Yeah. I'm not speculating. Q. (BY MR. RICHARDS) Okay. And -- but you signed it there at the bottom, right? A. Yes. Q. Okay. Do you recall discussing that with 21CT at all? At this time, not since then. A. I maybe discussed with Scott at one point, but -- Q. You don't recall -- A. -- it wasn't like a -- it wouldn't have been more than a 30-second conversation, you know. It didn't seem that mission critical or anything. (Exhibit 13 marked) MR. RICHARDS: That one? THE REPORTER: Yes, please. Q. (BY MR. RICHARDS) I'11 hand you what's marked as 13, And I'm sorry. It looks like it was not very well printed. But there's a picture of some handsome lawyers on 13 first. A. Yeah. Q. The -- the first page of 13, the second JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583126 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 paragraph says, "James Frinzi." Do you see that? A. I do. Q. And it says, "Frinzi's attorneys argued that the (sic) lawsuit" -- this is at the bottom of that same paragraph. A. Uh-huh. Q. Last sentence, "Frinzi's attorneys argued that the lawsuit is an attempt to silence a newspaper whistle blower with the specter of expensive litigation." Is it -- is it your opinion -- and I'm not asking for a legal opinion -- that are you a newspaper whistleblower in this matter? A. I don't know. MR. NIXON: Don't -- don't speculate. Q. (BY MR. RICHARDS) Yeah. I don't want you to speculate. I guess I want to know do you agree with what this article says? Is that your position, as far as you know? MR. NIXON: Don't -- don't speculate. You don't have -- you don't have to agree with the paper if you don't choose. A. Yeah. I don't -- I don't know how to answer that. I'm sorry. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583127 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Q. (BY MR. RICHARDS) And then if you turn over to Page 2 of Exhibit 13 -- A. Uh-huh. Q. -- the fourth paragraph from the bottom starts with “Frinzi." Do you see that? A. Uh-huh. Q. It says, "Frinzi also revealed for the first time the company's plan to use a Texas contracting program that would allow 21CT to sell its services to other states while avoiding competition." Have I read that correctly? You have. And is that what you told the Statesman? I'm sure I did if -- Q. And does that have to do with the DIR thing >eo > you were talking about earlier? A. Yeah. It's public information, It's not anything proprietary to me disclosing anything. It's if you went to the DIR and asked them about their contracting program, it's -- it's not a hidden secret. Q. I'm not asking if it's hidden, A. I know, and I'm responding. I'm saying -- Q. I just want to know did you say that to the Statesman? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583128 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 A. Yeah, I'm sure I said -- I'm sure I said that. Q. Okay. And -- and when you said that, were you referring to the DIR? A. Iwas referring to the DIR. Q. Okay. (Exhibit 15 marked) Q. (BY MR. RICHARDS) I hand you what's marked as Exhibit -- what is that, 15? Correct, Exhibit 15? A. Yes. Q. Okay. Can you tell me what Exhibit 15 is? A. It looks like an unsigned contract or unsigned proposal. Q. And is this a proposal that you sent to Ms. Williams? A. It looks like it. Q. And is it the first one you sent to her? A. Yes. Q. And it was sent October 7th, 2013, would that be correct? A. Yes. Assumingly. Q. And you created it, not somebody else, right? A. Right. Q. And was this agreement entered between the two of y'all? A. No. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583129 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Q. And this is the one that if you look on the payment terms -- A. Uh-huh. Q. -- $35,000 upfront and then $5,000 a month, is that correct? A. Yes. Qa. Okay. I didn't bring them with me and I'm hoping this is a simple thing to explain. I've had the you know, pleasure of sorting through all the right receipts and stuff that you gave 21CT for reimbursement A. Uh-huh. a. Several of them have Goodwin Networks or Goodman Networks on -- on the receipts. Can you tell me why that would be? A. I have an American Express card and it has Goodman Networks on it. In fact, I mean, it wasn't charged to Goodman Networks. I'm responsible for paying my American Express bill, so. Qa. And so if you use that card, it shows up Goodwin (sic) Networks, but you still have to pay it? A. It still comes to me. Qa. And do you have some ownership in Goodman Networks? A. 0.0. Q. Do they have anything to do with your lobbying JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583a ON 130 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 business? A. Nothing at all. Q. Okay. A. No. I'm just their multistate lobbyist and I spend more travel money with them than anyone else. And so -- but they have no affiliation with me as a person or any of my clients. Q. You have a claim for legal fees. Have you paid any legal fees in this case? Not at this time. Okay. Have I been courteous to you today? Very. Have you understood my questions? > ep >e> T have. Q. Have you answered them truthfully and to the best your ability? A. T have. MR. RICHARDS: Pass the witness. EXAMINATION BY MR. NIXON: Q. I do have a couple of questions for you. A. Okay. Q. All right. If we look at Exhibit 4 -- A Okay. Q -- this is a nondisclosure and confidentiality JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583131 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 agreement. A. Okay. Got it. What date was that signed? I signed it November 15th. And then the 21CT signed it November 18th? That's right. Q. Was there any consideration paid to you for ror this contract? A. There was no consideration paid to me for this contract. Q. Okay. And so then if you could, turn with me to Exhibit 3, which is your contract. A. Okay. Q. It looks like the letter was dated the 19th, but then you signed it along with the company on the 21st of November? A. Okay. Yes. Q. Do you see that? A. I do. Q. Okay. So do you know why it is that you signed the nondisclosure agreement before you signed the contract? A. I don't recall. Q. Okay. Did they pay you any consideration at the time they signed the contract? JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583132 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 A. No. Qa. Just $3,000 a month billed at the end of every month? A. Yes. Q. And you were still owed your final $3,000? A. I believe so, yes. Q. Okay. So let me see if I can make this timeline at least a little clearer. The original story came out about 21CT and its relationship with the state was in August of 2014? A. I believe so. Q. And that -- MR. RICHARDS: Objection, form. Q. (BY MR. NIXON) Is that when Irene issued a press release in the troops -- A. I don't know. I don't know when that was. Q. Okay. Did 21CT issue a press release? A. I believe so, yes. Qa. Did the Statesman begin its investigation of 21CT because of the press release? A. To my knowledge, yes. MR. RICHARDS: Objection, form. Qa. (BY MR. NIXON) Okay. When was the contract with 21CT terminated by the state? A. I don't remember. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583Noo 133 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Qa. Did you ever see a letter of the state terminating a contract? A. I did not. Q. Okay. Mr. Richards provided the Court on February 3rd a booklet which contains a letter terminating the contract on December 12th -- A. Okay. Q. -- 2014, A. Okay. Q Do you -- and it's addressed to Ms. Williams and it reads, "The Department of Family and Protective Services has determined that termination of the contract referenced above is in the best interest of the State of Texas. Accordingly, the DFPS hereby provides formal notice of the cancellation according to Health and Human" -- Hu- -- "Health and Human Services Standard Terms and Conditions, Section 12, Cancellation Or Early Termination," it goes on to say. It's a notice of termination. Were you made aware that the contract was terminated on or about December 12th, 2014? A. Yeah, I was. Not through a letter, though. Q. Okay. You heard it -- you heard it from -- A. Scott Stevens. Q Okay. On December 16th, Mr. Richards was JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 © FAX (512) 451-7583Seomrnoaarown 1 13 14 15 16 17 18 19 20 2 22 23 24 25 134 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 kind enough to provide the Court a copy of a letter to Ms. Williams on December 16th from the Office of Inspector General and the Department of health and human services signed by Douglas Wilson. Do you know who that is? A. I do. Q. Okay. And it says, "On December 12th, 2014, Health and Human Services executive commissioner announced the cancellation of the contract between HHCS and the Office of Inspector General and 21CT. This letter is to formally notify you of the cancellation of the contract." Were you made aware of that? A. Not of that letter. Q. Okay. Had your contract been terminated with 21CT at the time of either -- either of these two letters? A. I don't recall when it was terminated. Q. Had you spoken to anyone at the newspaper at the time these contracts were terminated? A. No. Q At any newspaper? A No newspaper. Q. You hadn't reached out to the newspaper? A Correct. JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583Noa © cy 135 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 Q. They reached out to you? A. They reached out to me, yes. Q. Okay. So the first -- the first time you're quoted in a newspaper, I think it's Exhibit 7. It's dated December 23rd. If you can pull up Exhibit 7. A. Okay. Q. All right. This is the 19th. Maybe it's not the right -- oh, it's Exhibit 6. Excuse me. I was wrong. A. Almost there. Let's see if this is it. No. That's 8. There's some over here too. Okay. Got it. Q. Okay. Exhibit 6. A. Uh-huh. Q. Okay. This is a December 21st, 2014. I think this is the first time that you were quoted in the paper. A. Okay. Q. How -- how soon before this article came out were you interviewed? Was it the day before? A. The day of or the day before. Okay. So December 20th or 21st? Yes. Had you been terminated by 21CT at that time? Yes. pP>r>ornD And before your phone call from the paper, did JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583136 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 you get a phone call from Kyle Flaherty? A. I did. Q. What did he tell you? A. He told me to tell the paper that I did not meet Irene Williams through Jack Stick. Q. All right. Did he know the paper was going to call you? A. He did. Q. Did he tell you that? A. He absolutely told me. He told me who it was. He gave me advice on the reporter. He told me that the reporter remembers everything and he's smart and clever and that I had to have my story straight when I talked to him. Q. Did Kyle tel] you anything about whether or not he had talked to the reporter or -- A. Kyle had talked to the reporter, I believe. Q. Did tell -- Kyle tell you what he said to the reporter? A. I don't recall. Q. Did -- did Kyle tell you Irene had talked to the reporter? A. I remember that -- I know that they talked to the reporter based on the conversation, but I don't remember the specifics of who had talked to the JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583n N oan o 137 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 reporter. I mean, and I know that he surely had because in the conversation, it was, Oh, that guys remembers everything. He's really smart. He asks the same questions over and over again but in different ways. You have to be careful when you talk to him. And so I don't know -- Q. And then Kyle gave you a list of things to tell the reporter? A. Yes. Q. Did Kyle tell you that -- that they had told the reporter those things? A, He didn't -- he did not. He just gave me my list. He told me what I needed to say to the reporter. Q. You had already been terminated? A. I had already been terminated. Q. Now, did Kyle tell you how he knew the reporter was going to be calling you? A. He did not. Q. He just said, You're going to get a phone call Did he say when you were going to get it? A. Yeah. Actually, he did. I think he said -- yeah, he said actually, He's going to call you in the next, like, hour or so, couple hours or something. Q. So you're getting a phone call in the next JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 © FAX (512) 451-7583138 JAMES NICHOLAS FRINZI - VOLUME 1 - February 20, 2015 couple hours and this is what you say? A. Uh-huh. Q. Is that what Kyle told you? A. Yes. Q. Did you get a phone call in the next couple hours? A. I did. Q. And that's when the reporter asked to interview you? A. That's right. Q. Now, so we're very, very clear on this issue, did the reporter ask you was there a quid pro quo? MR. RICHARDS: Objection, form, (BY MR. NIXON) You may answer it. Yeah, he asked me if there was a quid pro quo. And what was your answer? > pPre No. I said I had not seen a quid pro quo. Qa. How many times did you tell that to the reporter? A Several. And the reporter asked multiple times and gave different examples of quid pro quo in different ways it could happen, you know, through gifts or favors or travel. And I insisted that I had not seen any specific example of a quid pro quo. I only explained what I had seen, which was the impression that JULIE A. JORDAN & COMPANY PHONE (512) 451-8243 FAX (512) 451-7583