A/N1: Here we go again. You think this another discussion of ownership of Chuck? Nope. I can't think of anything interesting to say about that. At least not while I'm typing this.
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Monday, December 1, 2008; 12:46PM PST
Roark got into the back seat of his car and told his driver to take him back to the office. When the man enquired about Burt, Roark had merely snarled at him to drive. But Burt's body was a problem. Roark had had two dozen calls, emails and text messages on his phone while he was meeting with Bartowski and Walker, but there was nothing unusual about that. He ignored them for the time being.
Instead, he called Smith.
"Smith," the man answered his phone.
"Yeah. I got ambushed. I was supposed to have a business meeting with Gates but Carmichael and Walker showed up instead. They came to threaten me."
"Shit. How did they even know you are the Sachem?" asked Smith.
"No idea. I didn't ask. They wouldn't tell me the truth anyway. When I tried to break contact, they killed Burt."
"Goddamn. He was pretty good. I'm surprised they got the drop on him."
"SURPRISED? You fucking moron. She killed him with a fucking chopstick. He's pretty good? What the fuck? What fucking planet are you living on? He wasn't even in the same zip code as her. She didn't even fucking blink. One fucking moment he's breathing and the next he has a chopstick jammed through his fucking brain. Don't tell me he was good. He was shit. We don't have anyone as good as Walker. No one. You think you're tough? She could eat you for breakfast and pick her teeth with your bones, you fucking moron. This whole thing is out of fucking control."
"Yes, Sir. What do you want done?"
"Well, first of all, have some of your guys take care of Burt. Get his body away from there and disposed of. We don't need that kind of attention."
"Yes, Sir."
"Anyway, I'll tell you what Carmichael and Walker had to say when I get back. I should be there in about 45 minutes. I'll meet you in the conference room."
He ignored his other messages and sat looking out of the car window as Los Angeles slid past, hoping his day wouldn't get worse.
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Roughly an hour later; Roark Instruments Campus, Ventura
Roark Instruments Ventura Campus was a beautiful modern facility. Gleaming glass buildings, a few stories tall, surrounded by acres of green grass. Beautiful sculptures and multiple fountains. A small lake in the center with a vertical spraying fountain. Along one edge of the campus was a large parking lot. While there was a smallish road network, it was thought that too many cars moving around would dull the relaxed vibe.
Roark climbed out of his car in front of the main office building, a three story structure with a tilted glass façade shining in the afternoon sun.
As he began to walk toward the building across the wide plaza between the road and the entrance, a gaggle of young men and women acolytes descended upon him. Undoubtedly, they had been alerted to his approach by the security men at the gate. All of them wanted to talk to him about something urgent, but all of them had different "urgent" things for him to consider. He ignored them all.
The lobby was a huge, cavernous space bathed in sunlight through the wall of windows covering one entire side. There was a security/concierge desk a few dozen yards inside, behind which were the elevators. It was only when Roark got inside the huge open lobby that Bernie Culp strode up to him.
Bernie had been the General Counsel of the company, the company's top in-house lawyer, since the early days. He was of medium height and build and dress. A perfect gray man. Although Roark kept Bernie away from the more questionable aspects of the company, both men seemed to have reached the comfortable balance of not revealing too much on Roark's part and not asking too many awkward questions on Bernie's part.
That afternoon Culp looked upset. Roark couldn't imagine that the man was more upset than he, Roark, was at the moment though.
"Ted," he said, almost breathlessly. "I've been trying to reach you for the last hour. We've got trouble. Huge trouble."
"What's up?"
"We've been sued," Culp said.
Walking across the lobby to the elevators, Roark barked out a quick laugh. "Sued? Give me a break, Bernie. So what? We're always getting sued. Just drop it in the pile and give it to Joe." Joe Campbell was their outside counsel at Sullivan & Case and handled all the litigation that came to or from Roark Instruments.
"I can't. Joe and his firm are conflicted out. The plaintiff is a client of theirs," he said.
"Shit. Ok, that sucks but what's the big deal? Call another lawyer. You know dozens of other guys. Why are you flipping out?" The men got into the elevator and pressed the button for the top floor.
"Ted, while I've been trying to get to you this afternoon I did exactly that. I called five or six other lawyers. Every single one is conflicted. I've left my assistants upstairs making more calls, but this is scary. It looks like they have done retainer agreements with every law firm we can think of, conflicting them all out from defending us."
"What the fuck?" growled Roark. "How can that be? Who would do something like that?"
"Someone with a lot of money, a fiendish imagination, and a real hard on for you. That might do it," said Culp. He had a really bad feeling about this.
The doors to the elevator opened and they began to walk to the corner of the building where Roark's office was located. "Who's the plaintiff, anyway? What's this all about?"
"Carmichael Industries is the named plaintiff. It's a fraud claim related to the new RIOS system."
Roark stopped in his tracks, his eyes widening in surprise. "Carmichael? Oh, shit."
"You know them?" asked Bernie.
"Yeah. I do." Bernie wasn't filled in on the Fulcrum side of Roark's activities. "Ok. Start at the beginning. What did these assholes do?"
"Carmichael Industries is the named plaintiff in a fraud claim against us. But that's not the worst part. It's a class action suit. They are suing on behalf of anyone who bought RIOS. They are merely representative of the entire class of purchasers. The suit is based on their claim that our operating system has an intentional back door which will allow easy access to any computer using it if you know the way in. They claim that the marketing of a secure system is fraudulent."
Roark felt sick. "How much are they suing for?" he asked.
"Nine hundred billion. Almost the entire capitol value of the company. Most in punitive damages, designed to punish us for bad behavior rather than any actual damage the plaintiffs have suffered," said Culp. "But that's not the worst of it. The court of public opinion. They held a press conference when they filed and have spokesmen on every news channel talking about the claims. Our stock price is in freefall. Ian tells me the sales of RIOS have been affected already. The press is beginning to smell blood and they are starting to circle like hungry sharks. We are the top story on all of the business channels. One of them said Bill Gates himself is giving an interview in..." Culp glanced at his watch. "...a little over an hour."
As he resumed the march to his office, Roark snarled with fury. "Get some letters out. We'll counter sue them for defamation."
"Love to, Ted. If we can find a lawyer. Let's see how that goes when I get back to my people. So far, as I told you before, we are being shut out," said Culp.
"Oh, fuck. Bernie, find us a fucking lawyer. I don't care what you have to do. FIND US A FUCKING LAWYER," screamed Roark, spit flying from his lips.
He stormed into his office spacious sunlit office, the earlier physical confrontation with Carmichael – he corrected himself and mentally referred to the man as Stephen's brat – forgotten for the moment. He had no choice but to focus on the legal challenge the man was attacking him with.
Spinning on Culp he said, "Have we notified the insurance company? Let them pick counsel, for shit's sake."
"No good, Ted. They'll have the same problem we're having and anyway you can't insure against punitive damages."
"WHAT? WHY THE FUCK NOT?"
"Against public policy. At least in California. And we are headquartered here and have our insurance contracts here, so California law applies. They don't want the insured misbehaving while thinking they can get away with it because of their insurance policies. California is particularly harsh in that regard."
"FUCK," screamed Roark. "Get some spokesmen out on the air to deny the claims. We've got to do something..."
"Mr. Roark," interrupted his personal assistant, looking frazzled and a little afraid. "I have Mr. Propper on line two. He insists on talking to you immediately." Propper was one of the independent directors on the Roark Instruments Board of Directors.
"SHIT," screamed Roark. He grabbed a heavy paperweight off his desk and threw it at a mirrored wall above a side bar shattering the mirror. The pieces of the broken paperweight smashed a bottle of gin and another of scotch. The liquor began to drip to the floor, unnoticed by Roark. He moved to take the phone call.
His demeanor switched instantly to a confident salesman. Everything was fine. The allegations were total bullshit and his attorneys were already preparing the response and the public statements to stem the hemorrhaging of the stock price. This was just another baseless attack on another successful company. It might, actually, be the work of the Chinese. The lawyers couldn't possibly get on the conference call, they were all too busy at the moment. He hadn't been on the call for more than twenty minutes when an emergency meeting of the entire Board of Directors was called. Roark was stuck on the resulting conference call for hours. Occasionally, he would put his phone on mute and smash something in his office with startling violence. The glass coffee table had been an early casualty, but the large picture window only cracked when hit with the desk chair. The office was beginning to look like a ransacked war zone. Culp didn't even try to get in to stop him.
Then Roark would pick up the call again and continue to explain in a calm voice that there was no real problem, his voice redolent with smooth confidence. But he was sweating like a marathon runner and his hands were shaking. It was to be expected that many of the Directors he was speaking to had large holdings of Roark Instruments stock and were watching their own personal net worth drop precipitously. They were taking the matter very seriously indeed.
Several hours later, while Roark was still trying to deal with the Board and night had fallen, Culp was sitting with his staff. Together, they had called one hundred and seventy-nine of the biggest law firms in the United States before they gave up in outraged frustration. All were conflicted. All represented Carmichael Industries through recently signed retainer agreements. All of them. It was insane. Unheard of. Culp had never even conceived of a coordinated attack of this magnitude. At that point, they stopped calling. Only God and Carmichael's team knew how many firms they had locked up. Further calls would just frustrate them more.
Generally, Culp and his folks were a discouraged lot. Not only had they completely struck out on finding a lawyer to represent them, but the Gates interview (which they had watched live in a conference room) was an unmitigated trainwreck. Gates had patiently and simply explained the back door installed in the software and the deliberate nature of the design. A spokesman from Homeland Security had been interviewed next and had raised an alarm about the national security implications of such a breach should the back door key get into the hands of a competitor of the United States. A talking head had raised the possibility that Roark was in the pay of a foreign government looking to take advantage of the current financial crisis in the US economy.
When the price of Roark Instruments stock fell by more than 10% inside five minutes, Nasdaq suspended trading in the stock, pending a stabilization.
One of Culp's admins said, dejectedly, "I could call my cousin Ron. He's a lawyer."
Culp said, "What firm?"
"He's by himself. Solo," she said.
"What kind of law?" asked Culp.
"Mostly traffic tickets and simple divorces. Some house closings too, sometimes, I think," she said dejectedly.
Culp sighed and said, "Call him. Find out if he's admitted in Federal Court." With plaintiffs both in and outside California, the Carmichael suit had been brought in the Federal system, rather than the California state court system. Whoever would be representing Roark Instruments would have to be admitted to that Court.
At about 7PM, Culp got a call from the head of security for the Campus.
"Mr. Culp, I think you have to come down to the lobby, please. I'm here now and we have to talk to you."
"Leave me alone, Ian. We have a fuck ton of problems up here to deal with. Whatever is down there you can figure out how to deal with it and don't bother us," barked Culp.
"No, Sir, I really think you're going to want to deal with this. I really do. There's like an army of Federal officers here in the lobby. Maybe forty or fifty of them. And I think there might be more outside. FBI, IRS, Federal Marshalls. I don't even know who else."
Culp went to the window of his office and looked out to find a sea of dark SUVs with flashing blue and red lights spread around the campus. "What the fuck? Federal officers? Did they tell you what they want?"
"They have a bunch of papers, Mr. Culp. Papers for you and Mr. Roark. They say there are search warrants and indictments," said the man.
"Indictments?" Culp breathed the word out in almost a whisper as his shocked mind tried to get around the concept. Culp was shaken to his core. How could that be? That wasn't at all how white-collar investigations worked. Prosecutors would reach out. There would be polite conversations, with the undercurrent of demands and threats. Information exchanges. Posturing. That's how white-collar investigations went.
What if this wasn't white-collar? Oh, fuck.
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A/N2: It's an urban legend among NYC lawyers. Back in the 1980's the law firm Skadden Arps was not only respected but genuinely feared in the practice of hostile takeovers of public companies. Their reputation was so terrifying that companies were rumored to have sought them out and retained them as counsel (paying a flat annual fee) for no more reason than to conflict them out of any representation of a hostile takeover artist setting his/her sights on that company. It wouldn't stop the attack, but it would take the most dangerous gunslingers off the table for the attacker. That legend is the germ that grew into Rachel's idea to torture Roark by taking firm after firm after firm off his potential team to defend against her legal attack. Lawfare. As Culp said, she has a fiendish imagination.
A/N3: Love to hear from you guys. And I respond to all of you, whether you want me to or not. LOL. Oh, and check us out on the Facebook page. Fun stuff there.