Walmart Inc. (f/k/a Wal-Mart Stores, Inc.) v. Tesla Energy Operations, Inc. (f/k/a SolarCity Corporation) Document 54

Filed August 20, 2019

BackBack to Walmart Inc. (f/k/a Wal-Mart Stores, Inc.) v. Tesla Energy Operations, Inc. (f/k/a SolarCity Corporation), Supreme Court of the State of New York, New York County Case No. 654765/2019

EXHIBIT(S) - 248: Exhibit 248

Tags No tags have been applied so far. Sign in to add some.

  Formatted Text Tab Overlap Raw Text Right End
Page 1 EXHIBIT(S) - 248: Exhibit 248: INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019
EXHIBIT 248
Page 2 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019
Walmart
Save money. Live better.
S.E 10th Street
Real
Legal
&
Estate
=g;r
Construction
Fax 479 277.5991
Eneida.Silcott@waimartlegatcorn
Eneida Boniche SHcott, Senior Counsel
July
, 2019
Tesla
f/k/a
Dumbarton
Inc.
Tesla,
Page
Avenue
CA 94538
Freemont,
Attn:
Christ
Attn:
Alex
Attn:
Candace
Ford
(cford@tesla.com)
Schoch
(aschoch@tesla.com)
Jackman
(cjackman@tesla.com)
Corporation
SolarCity
Clearview
San
Circle
CA 94555
Freemont,

Corporation
SolarCity

Inc.
Operations,
Energy
Way
CA 94402
Mateo,
Attn:
Contracts
contracts@solarcity.com
Re:
of
Notice
I write
and
behalf
amendments
thereto,
("SolarCity"),
the
the
Solar
Attachment
A enclosed
This
letter
Walmart
Power
provides
to properly
payments
reimbursement
Walmart's
design,
in personal
owed
for
under
damages
prior
notice
written
and
Agreements,
caused
consent.
Tesla
construct,
and
by the
of solar
has
Systems
that
substantia:
Corporation
or "Provider"),
and
systems
of which
materially
breached
maintain,
operate,
have,
to date,
economic
losses
Performance
including
and
subsequent
any
photovoltaic
a list
Power
Services
for
Walmart,
(the
is provided
in
Sites").
install,
fires;
and
SolarCity
States,
"Affected
that
deficient
injuries
Inc.
Storage
or
Solar
("SPSAs"),
Energy
SPLLAs
between
("Tesla"
United
the
(the
notice
engineer,
the
into
and
"Host"
"Walmart",
Agreements
Power
and
maintenance
across
written
in unsafe
Systems-resulting
roof fires,
resulting
and
this
Solar
SPSAs
the
Acireements
its subsidiaries,
& Services
and
of Tesla,
facilities
with
with
entered
"Agreements")
operation,
at 242
without
certaiñ
& Services
Power
(together
Inc.
predecessor-in-interest
"Systems")
make
of Walmart
with
installation,
design,
(1) failing
of Solar
License
Agreements
("SPLLAs"),
("SPESSAs,"
with
collectively
Agreements
the
Breach
in ccññêction
"Lessee")
Lease
on
Material
(3)
improperly
the
and
caused
Agreements
inspect
no fewer
to Walmart;
Guarantee
assigning
by
the
than
six
(2) failing
to
Payments
Agreerñents
and
Page 3 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

Walmart
,
May
breaches
has
later
than
remain
the
after
and
well
in the
endangering
•
the
Systems,
Ohio
Beavercreek,
Ohio,
System
The
of the
cause
analysis.
sealed
improperly
Fronius
bolts
were
Fronius
used
manual
to spread
in the
inverter
and
the
that
fuse
box
inverter
and
resulted
fire
example,
ignition.
than
fuses
root
Had
of the
a result
inspection,
into
the
the
permitted
and
the
that
brass/metal
the
fire
been
System
would
a fire
Beavercreek
lost
damage,
cause
by both
of such
likelihood
"D."
understâñds
as required
melted
As
in
a heat-
Moreover,
which
property
a final
intrusion
System.
reduced.
inverter
from
water
fire's
the
power
Walmart
the
maintained,

store
installation,
Code),
and
including
Fronius
to provide
permitted
(rather
public.
Walmart
of various
For
to the
Electric
of the
the
fires
SolarCity/Tesla-insta!!ed
by the
in the
or more
in three
and
damage,
general
the
, 2018,
failure
insta!!ation
National
losses,
all the
properties
significant
March
site.
Walmart
and
caused
to one
or significantly
substantial
breaches
under
by Tesla-experienced
and
to Tesla's
contributed
inspected,
eliminated
suffered
the
areas
installed,
properly
been
likely
to other
fire
however,
during
which
If the
defau!ted
three
,
maintained
criginated
due
impacting
housing
inverter,
no
as beginning
remedies.
and
On
apparently
attributable
issues
thereafter.
to have
employees
a roof
fire
is unknown
likely
maintenance
days
Tesla
May
. 2018):
understands,
event
generating
and
fire
Agreements
injuries
and
experienced
Walmart
and
in personal
(March
The
all of the
dated
the
of prior
as a result
all available
operated,
customers
Fire
than
ecñsider
March
owned,
site.
at that
no later
by letter
to cure
a year
triggered
under
Sites
Affected
than
more
Fires
resulting
Beavercreek.
had
already
to pursue
Indio
of Walmart
not
will
between
Systems
now
periods
its right
and
aware,
safety
cure
expiring
reserves
with
has
extent
Walmart
Denton.
are
the
and
period,
Waimart
states-all
originated
treat
the
all of the
impacting
Tesla
To
notice,
that
Beavarcraek.
As you
that
of this
date
uncured
different
will
Walmart
Agreements,
I.
to do so.
failed
communications,
of breaches
of Breach").
Notice
("First
and
Tesla
ñ0tified
first
, 2019
July
have
Walmart
fire,
and
merchandise,
lost
sales.
•
Denton.
Maryland
Fire
Denton,
Maryland
experienced
installed
System
to provide
various
insta!!ation,
caused
Tesla
the
Walmart
Indio.
not
cause
installation
Among
methods,
and
the
.
a roof
improper
to the
punctures
notice
which
):
fire
of this
the
identified
connector
issues
were
On
to one
November
SPSA
store's
fire
roof.
well
,
required
The
site.
of the
membrane
fire
of
or more
the
impacting
until
fire
applicable
May
criginating
System.
maintenance
issues
issues
the
that
however,
attributable
failure
Tesla
to notify

in Indio,
or emergency.
(May
SolarCity/Tesla-insta!!ed
with
within
period
Fire
experienced
maintenance
in

to Tesla's
due
understands,
is likely
store
SolarCity/Tesla-
in the
is unknown
fire
Walmart
and
Wairñart
,
originated
of the
inverter
and
,
May
that
cause
including
malfunction
California
fire
analysis.
Fronius
Walmart
-hour
of any
California
The
damage,
provide
On
):
a roof
inspection,
significant
did
beyond
•
root
System's
.
site.
at that
a final
the
involved
(Mav
Investigati0ñ
indicative
module
torqueing,
,
,
within
one
of the
Indio
fire
improper
erroneous
store
modules
as-built
of the
a number
revealed
systemic
of pervasive,
hotspots,
and
Walmart
of the
negligence.
grounding
drawings.
and
wiring
The
fire
of
Page 4 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

caused
substantial
associate
Because
Tesla
that
Walmart
to conclude
imminent
not the
be isolated
discussed
widespread
II.
of
the
materially
things,
been
evaluated
the
are
not
To the
of the
do
not
or other
issues
plainly
issues
remediation.
from
arising
and
operation,
inspection,
an
are
narrow
site-specific
one-off,
systemic
for
pose
fires
these
contrary,
it is
fires,
is no way
there
and
present
malfunctions
through
of broad,
insta!!ation,
a hazard
since
Tesla's
prevent
Tesla
health
cause
with
Tesla
by failing
their
with
written
properly
The
As
Tesla's
of
maintenance
that
and
at 3.
systemic
to inspect,
systems
to the
the
Affected
has
Wairnart
maintain,
received
has
at any
not
[do]
been
inadequate
to
the
not jeopardize
the
has
present
to
especially
by assuming
operate
received
not
the
final
information
extensive
all of the
rendering
and
customers
Sites
fires,
will
Walmart
among
of the
safety
Sites.
To date,
issues
and
to have
appear
Beavercreek.
roof
not
are
for Walmart
Affected
inspect
in question
system
fires
is no way
other
additional
for
procedures
and
there
at the
potential
of its employees
Walmart
Instead,
is unknown,
solar
the
at Indio
at the
of Breach
fires
that
inspection
fires
safety
systems
of these
and
of Breach,
Notice
that
,
,
May
maintain,
First
coniirniaticñ
"written
on
notice
to operate,
safety.
ongcing
provide
regard
current
roof
the
Tesla
fires.
provided
ensures
conclude
pose
widespread,
Walmart
Agreements
that
that
root
reasonably
unable
Walmart
any
and
unknown,
equipment
symptoms
for
analyses
and . . . that the causes
of the Indio and Beavercreek
Sites."
Notice
of
Breach
explained:
First
at 1. Walmart
Since
these
fires
Sites.
or addressed
are
cause
remain
these
Affected
negligent
fire,
the
demanded
Affected
Notice
Indio
in a manner
other
First
root
fires
as discrete
sites
fires
one
Breach
breached
Systems
of the
such
or grossly
Notice
Following
the
caused
that
and
firefighters
Systems.
First
it had
the
below,
final
to the
at other
failures,
negligent
all of the
risks
to particular
further
to provide
or injury
two
fire.
contributing
the
that
and
damages,
in the
refused
factors
of isolated
result
can
that
has
risk
of damage
risk
injured
were
other
possible
physical
, 2019
July
Systems
cause
and
that
manner
analyses
there
that
indicating
deficient,
in a safe
Systems
root
Tesla
for
are
or
is unwilling
consistent
with
industry
standards.
Ill.
Yuba
The
[Affected
'v'anderheim
energization
sites
another
solar-related
System
that
had
in the
is insufacient
fire,
already
may
[First
of Breach,
be
needed
Notice
of
Tesla
it would
"agree[d]
as Tesla
Breach]."
and
Walmart
Letter
from
be prudent
mutually
agree)
Lankton
Cal
to
to Mark
, 2018.
that
understanding
of Tesla's
Notice
(as
to cure
de-energizaticñ
Indeed,
as a result
First
remediate
requested
June
it is our
alone
the
receiving
and
Sites]
dated
While
Breach.
after
day
inspect
de-energize,
of the
Fire
City
has
widespread
this
been
time
Tesla
the
proven
did
de-energize
material
breaches
insufficient
negligence.
at Walmart
de-energized:
store
On
even
all of the
described
to prevent
November

in Yuba
,
City,
de-
Systems,
in the
fires
,
First
Notice
of
at de-energized
there
CA originating
was
yet
from
a
all
Page 5 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

•
Yuba
energized
wires
also
showed
and
site
that
should
the
site.
Tesla
site
who
were
fire.
Tesla's
and
with
the
reviewed
Tesla
inspectors.
Walmart's
inspection
investigations
manufacturer
negligence
Tesla
installed
of proper
Hot
spots-including
large
known
solar
Inspections
eñcapsulant
Negligent
made
required
by the
of panels
hazard
revealed
and
installation
connectors,
failed
spots
that
visible
to the
naked
across
inspected
and
in the
The
future.
at Affected
provided
reports
country.
the
across
by
operation,
installation,
standard
practices
industry
is a
following
by Walmart's
to the
in the
inspectors
inspection
to follow
consultants,
cause
evidencing
across
or otherwise
panel
locations.
other
which
all inspected
supervise
care-including
failed
to identify
clearly
Hot
during
present
in a
are
a well-
spots
harms.
defects,
maiñtéñañce
and/or
due
Systems.
inspectors
eye
of micro-cracks,
subsequent
present
and
exercised
of the
Walmart
fires
other
they
Tesla's
train
to hire,
properly
that
installation
hot
presence
were
and
to ensure
numerous
the
respect
hazards
by Tesla:
quickly
can
in substantial
it with
locations
Agreements.
the
that
and
of defects
failed
tools-in
some
to
operation
resulted
fees.
Tesla
at Walmart
observed
subccñtractors
inspections-were
number
photos
a pattern
of problems
and
to the
and
industry
in the
similar
shadowed
Systems
negligence
methods
at
or contributed
attorney's
to advise
to prevent
Sites,
repeated!y
too
and
consultants
Tesla
Systems
and
use
their
•
as
list
or gross
its contractors
•
of the
requirements
personnel
accepted
has
a
significant
condition
caused
fire
consultant's
evaluated
identified
non-exhaustive
representative,
and
readily
that
Walmart
to identify
negligence
store
City
necessary
by Tesla
concluded
and
Affected
plan,
below
its
been
to Walmart,
or sent
likely
widespread
Yuba
retained
certain
and
well
had
of a dangerous
failed
of
Consultants
measures
inspected
maintenance
The
damage
Walmart
fires,
fell
Tesla's
Walmart's
By
fault
despite
which,
, 2018-a
alert,
still
Photos
a longer
over
disclose
negligently
ground
omissions)
with
property
consultants
and
to that
Systems.
to corrective
Tesla's
to respond
or otherwise
(and/or
of the
initial
entirely
trained
the
not
on the
were
troublingly,
September
presence
wires
condition,
or more
did
fire
recently.
occurring
operating
of, and and
that
to Tesla,
Equally
on
Nevertheless,
occurred
pitting
fiñdings
de-
was
City
of a recent
showed
fire
to the
consistent
NeqIiaence
consultants
Sites,
actions
are
signs
in a safe
June
Tesla
caused
that
including
respect
alerted
failed
issues
maintenance
of
between
insufficiently
the
standards
Fall0wiñg
have
either
Systems
in Yuba
re-energized.
the
arc
these
notification
received
System
contractor
by Walmart.
at the
flag
been
that
notified
Tesla
Findings
•
until
The
discovered
indicating
the
that
red
not
of excessive
alert
fault
has
communicated
maintain
fire
):
by Walmart's
evidence
Walmart
of the
damages,
•
taken
of discovery,
understands
and
widespread
Photos
time
,
contractor
ground
the
inspection,
,
to monitor
and
a Walmart
at the
remediate
and

of time.
unaware
These
in June
,
duty
Walmart's
by Tesla
roof.
period
and
(November
property's
sparking
fires
Fire
November
the
IV.
California
City,
, 2019
July
the
including
may
of connectors,
sites.
For
of
yellowing
be precursors
to hot
especie!!y
example,
spots.
field-
Walrñart's
Page 6 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

consultants
present
SolarCity/Tesla
which
the
increased
wire
observed
During
inspections
in once
use
and
to the
Accurate
as-built
Tesla's
Tesla
reflecting
wires
far
filled
(which
Walmart
locations.
to personnel
that
the
risk
missed
or
increased
considerably
in
can
inspectors
inspect
in how
served
Systems
as
red
other
and
of sending
the
to
ineffective
and
fly-overs
methods
to physically
to the
expertise
have
and
and-at
tasks,
incomplete,
should
shadows
exposed
basic
on drone
established
cast
basic
and
lacked
that
relied
for
frequently
qualified
and
carefully
equipment.
inspection
locations,
teams
are
did
critical
in fact
as-built
match
inspection
be able
and
drawings
Systems.
installed
maintenance
and
firefighters,
to rely
on the
as-built
components.
other
drawings
the
and
technicians,
must
switches,
safety
accurate
not
because
Systems
"as-built"
supposedly
to proper
including
the
equipment,
maintain
readings
than
Walmart
with
also
were
personnel
that
open
to cursory,
also
and
inspection
equipment
enclosure
leading
Tesla
Systems
on modules
personnel
rather
the
Tesla
wrong
box
temperature
systems,
with
frequently
and
other
drawings
to
Failure
is a fundamental
safe
in
deficiency
performance.
failed
since
to maintain
their
To
deficient
collected
inspected
inspections
or provide
installation.
practices.
Inspections
has
routinely
as conduits
personnel
example,
stickers
the
Tesla
"guns,"
drawings
specific
highly
evidence
sites,
solar
interacting
has
reveal
installation,
hazards
safety
defects
risks
a combiner
appropriate
onsite
of solar
and/or
industry
the
hanging
inspection
For
used
spots,
sites,
the
provided
Systems
field
significantly
all irispected
significant
Tesla
placed
conditions.
Tesla-inspected
Tesla
that
(such
and
nearly
These
visible
modules,
abnormal
At multiple
create
loose
across
Sites,
inspection.
with
Tesla's
V.
an
trained
properly
to locate
the
tighten)
consultants
methods
wiring
System.
and
instance-left
thoroughly
individuals
•
on
in inspecting
operation
(i.e.,
during
Walmart's
and
inspections.
of hot
dangerous
shortcuts
•
the
obvious
to detect
for
the
or manufacturer
intrusion
deficient
highly
creates
example,
temperature-measuring
flags
water
Systems.
pitting)
of Affected
risk
after
attempts
to
which
connectors,
Additionally,
"torque"
standards
and
improper
arc
with
stepped
the
elements
failed
industry
requirements)
for
identified
negligently
least
safety
were
of the
and
in performing
increased
risks.
injuries.
improperly
negligent
practices
code
in contact
and
of cross-matched
consistently
prudent
grounding,
grounding,
of fires
•
with
maintenance
abrasions
come
other
of fires.
of electrical
Iraprcper
presence
led to moisture
management
wire
the
and
teams
has
improper
cause
may
risk
and
operation,
excess
hazard
in accordance
requirerñéñts,
Tesla's
fire
installation
connectors
•
identified
frequently
a significant
, 2019
July
the
This
extent
inspecticñ
complete
is yet
maintenance
another
any
such
and
maintenance
records
exist,
records
to abide
failure
they
practices,
for the
by prudent
would
undoubtedly
in light
of the
other
to date.
Further
and
that
Confirm
provided
Tesla
has
Systemic
Widesoread,
Walmart
undertaken
with
inspection
begiññing
Problems
reports
in January
for
approximately
.
Far
from
Page 7 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

Walmart
picviding
have
further
Based
total
on
of at least
which
Tesla
Tesla
believed
potential
the
that
appear
By way
•

and
sites
•

the
only,
preseñted
sites
System
are
"level
appear
they
issues
wires
to understate
of wires
had
with
incorrect
components
wire
could
the
drawings
misidentified
the
of
severity
issues
Tesla
significant
report
from
from
ranging
insulation
degrading
are
the
action
item
following:
presence
edges,
the
inspection
entirely
of
that
numbers
raise
the
a
ceiiditiciis
additional
similarly
omitted
reveal
identified
substantially
where
are
reports
components,
Those
(i) numerous
management,
to sharp
as-built
and
that
reports
with
exp0sed
unsafe.
examples
deficiencies
inspection
of System,"
reflecting
or potentially
numerous
substañtial
instances
All
or severity
unsafe
event,
(ii) there
wires,
unorderly
and
sites
in any
to identify
of illustration
All
impacted
but
issues,
safety
"level
have
inspections
or replacement
Tesla
because:
identified,
actually"
reflect
deficiencies
that
troubling
as "level
comments
requiring
of these
results
negligence.
and
Tesla's
reports,
repairs"
the
sites,
breaches
inspection
as severity
these
regarding
widespread
systemic,
items
face,
conditions
or assurances
of 27 of the
action
rendered
characterized
lists.
a review

on their
site
comfort
Tesla's
characterized
concerning
the
with
confirmed
, 2019
July
jumpers,
in puddles
of water.
directly
lying
or
hanging
of unnecessary
that
misidentified
the
type
and
of sub-parts
number
of various
location
within
components.
•
At least
of the
presented
hot
spots,
Moreover,
the
defective
included
•
All
modules

sites
made
and
half
Over
•
reveal
Whatever
they
were
sites
bonded
exhibited
issues
to the
enclosure,
system
of the
sites
had
to occur
jumpers
remediation
inspected
for
Tesia's
problems
over
replacement.
but
manufacturer,
to be replaced.
improperly
overheated
time
Tesla
rather
Issues
use
of non-MC4
sized
connectors,
connections,
field-
involving
connectors
in
improper
and
rust,
generally
confirms
serious
widespread,
of components,
a number
with
improper
and
issues
with
conduits,
fittings,
and
of the
safety
of faulty
claims
for
in addition
to
labels.
system
in the
grounding,
including
and
grounding
wiring
of DC
components.
descripticñs
as a result
now
issues
expansion
own
posing
sheets
slip
missing
Over
crediting
to one
connect0rs,
pins,
or worn
other
numerous
aliewed
missing
and
and
Even
mismatched
specifications,
boxes
bonding
or that
to recommend
isolated
connectors
ccññector
combiner
half
technicians
not
or damaged
broken
manufacturers.
field-made
had
of the
bars
were
work.
placards
ground
own
were
several
damaged
all sites
missing
that
Tesla's
included
installation
Almost
•
required
modules
modules
of manufacturer
crimps
poor
had
causing
from
connectors
violation
•
sites
systemic
flex
weathered
conditions
concerns
operation,
to have
a need
including
Tesla
that
performed,
breaches
the
status
of Tesla's
expansion
joints,
conduit.
at these
maintenance
for
sites,
caused
and
the
reports
and/or
initially
inspection
of the
sites
obligations,
processes.
as
of the
and
dates
Page 8 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

Weimait
cured
VI.
has
or will
no meaningful
be avoided
Tesla's
Ongoina
Tesla's
remediation
the
negligent
of the
Systems.
The
assurances
in the
design,
Agreements
the
of those
causes
underlying
breaches
, 2019
been
have
future.
Material
Systems
that
July
Breaches
installation,
constitute
require,
operation,
ongoing
among
material
other
ongoing
bæâclies
things,
that
maintenance,
of the
inspedian
Agreements
and
governing
Tesla:
I
I
I
I
I
I

The citations
and Wal-Mart
#2124).
in this section
are to the Solar
Power
& Services
Stores, Inc., dated as of Ncvember, 2014, governing
contain similar or identical
Most, if not all, of the Agr÷êmênts
Corporation
between SolarCity
the Beavercreek,
Ohio store (Store
previsiorss to those listed here.
Agracmarit
Page 9 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019
, 2019
July
I
Tesia's
systemic
of the
Agreements.
Tesla
has
Tesla
losses
failures
has
In addition,
Moreover,
in the
assigned
§ 14.1(c).
VII.
These
Agreements,
constitute
Requirements
Tesla's
Tesla
received
require,
•
material
breaches
First
other
among
Tesla
must
provide
Tesla
must
require
through
qualified
solar
party
provider
Tesla
must
Beavercreek,
•
Tesla
must
Beavercreek,
Sites;
(ii)
defects
following
all of the
do
not
Affected
pose
a risk
Tesla
that
the
to Wairñait
/d.
than
a year
is possible,
after
it would
Yuba
certification
above
and
of a future
Beavercreek,
and/or
This
would
showing
fundamentally
these
providing
of a sufficient
to contract
inspection
the
conclusions
City
fires.
to Walmart
Yuba
City
enhanced
(iii) all of the
fire.
supervision
for
of negligent
of providing
services
number
with
of
a qualified
third-
expense.
of all potential
agreed
years
is capable
has
resources
enhanced
account
and
Indio,
of the
forward,
Tesla
is prepared
at Tesla's
into
Indio,
Sites;
and
a substantially
take
inspection
the
complying
with
cure
Tesla
going
that
its internal
training,
services
Denton,
learned
ñûtwithstanding
Systems,
manner
satisfaction
or that
written
a thorough
§ 5.6.
has
more
extent
for each
that,
of the
upgraded
hiring,
adopt
provide
continuing
/d.
notice
uncured
To the
satisfaction
non-negligent
and
Denton,
advance
analyses
cause
operation
professionals),
must
Walmart
without
or remain
Breach.
root
to Walmart's
proper
formally
/d. § 13.
fires.
and
of those
which
Walmart,
final
to Walmart's
expanded,
Systems.
on the
breaches.
incurable
of Material
City
a demonstration
(including
•
Yuba
in a prudent,
overhauled,
the
based
Tesla,
for
and
following:
maintenance,
services
either
are
Notice
dem0nstrate
inspection,
those
material
example,
de-energizations.
parties
provide
For
to Walmart
maintenâñce,
to Walmart
and
to
by failing
due
from
resulting
System
to third
are
breaches
Cure
to Walmart
and
Indio,
required
material
Agreements.
that
installation,
fires
Walmart
additional
the
things,
the
constitute
the
fees
Payments
between
Effectuate
Walmart's
Denton,
•
to
the
Agreements
including
under
construction,
from
from
resulting
and
consulting
Guarantee
or all of the
failings
required
design,
of discussions
some
requirements
and
damages
including
course
of the
requirements
costs
negligent
Systems
other
payments
Performance
of the
Tesla
to make
Tesla's
owes
non-produdion
and
these
out-of-pocket
Systems,
Tesla
has
the
from
of the
failed
also
yet to pay
resulting
operation
violate
fires
that
are
sources
inspection
Affected
Sites
of the
protocol
root
of the
root
present
at any
of the
of human
error
and
protocol
has
been
been
fully
for the
analyses
(i) none
have
to
satisfactory
cause
causes
of the
Affected
equijarñêñt
conducted
remediated
for
and
Page 10 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

•
Tesla
the
•
must
Tesla
and
pay
Walmart
Agreements
must
since
fully
Performance
Guarantee
Payments
owed
to Walmart
resulting
Walmart
from
each
for
its out-of-pocket
of the
damages,
Beavercreek,
Denton,
including
Indio,
and
fires.
Nothing
herein
shall
constitute
a waiver
of any
rights
or remedies
available
to Walmart.
Sincerely,
Eneida
cc:
Robert
Williams
Joseph
Krcmar
Harry
Mark
Long
Villagomez
Sebastian
David
Fred
Hoyos
Bournazian
Norton
(robert.vwilliams@walmartlegal.com)
(joseph.krcmar@walmartlegal.com)
(harry.Iong@walmartlegal.com)
Vanderhelm
Antonio
, 2019
under
de-energization.
compeiisate
fees,
attorney
the
July
(mark.vanderhelm@walmart.com)
(antonio.villagomez@walmart.com)
(sebastian.hoyos@walmart.com)
(david.bournazian@kutakrock.com)
(fnorton@nortonlaw.com)
Boniche
Silcott
consultant
Yuba
City
Page 11 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

ATTACHMENT
Affected
Store
#
A
Sites
State
City
Store
Type

Tucson
AZ

Winslow
AZ
Supercenter

Payson
AZ
Supercenter

Glendale
AZ
Supercenter

Peoria
AZ
Supercenter

Phoenix
AZ
Walmart

Phoenix
AZ
Supercente

Avondale
AZ
Supercenter

Scottsdale
AZ
Supercenter

Glendale
AZ
Supercenter

Buckeye
AZ
Supercenter

Goodyear
AZ



Walmart
Neighborhood
_
Market
AZ
Supercenter
Peoria
AZ
Supercenter

Surprise
AZ

Phoenix
AZ

Phoenix
AZ

Yuma
AZ

El Mirage
AZ
Supercenter

San
AZ
Supercenter

Surprise
AZ
Sam's

Phoenix
AZ
Supercenter

Goodyear
AZ
Supercenter

Surprise
AZ
Supercenter

Tucson
AZ
Supercenter

Tucson
AZ
Supercenter

Buckeye
AZ
Distribution

Phoenix
AZ
Sam's
Club

Tucson
AZ
Sam's
Club

Stockton
CA
Supercenter

Victorville
CA
Supercenter

Bakersfield
CA
Supercenter

CA
Supercenter

CA
Supercenter
Prescott
Valley
Luis
Yreka
American
Canyon
, 2019
July
Market
Neighborhood
Supercenter
Neighborhood
_
Market
Supercenter
Club
Center
Page 12 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

July

Colton
CA

Elk Grove
CA
Walmart

Poway
CA
Walmart

Vacaville
CA


Rohnert
Park
Supercenter
Supercenter
CA
Walmart
Folsom
CA
Walmart

Manteca
CA
Superceilter

Antelope
CA
Superceilter

Selma
CA
Supercenter
CA
Supercenter
CA
Supercenter
CA
Supercenter
CA
Superceñter
_43





Santee
CA
Walmart

Turlock
CA
Waimart
Yuba
City
Crescent
City
Corona
Yucca
Valley

Livermore
CA
Walmart

Cleailake
CA
Walmart

Lompoc
CA

Upland
CA


_51
Fresno
Supercenter
Waimart
CA
Supercenter
Gilroy
CA
Supercenter
Tracy
CA
Walmart
(Se)


CA
Walmart

Chico
CA
Walmart

Fairfield
CA

Ukiah
CA

Willows
CA



Union
Martell
City
Supercenter
Walmart
Superceñter
CA
Walmart
CA
Walmart
Pobles
CA
Wa|mart
Banos
CA
Walmart
CA
Walmart
(Jackson)
Cerritos

Paso

Los


Pleasanton
CA
Walmart

San
CA
Walmart



Anaheim(W)
CA
Supercenter

Oceatiside
CA
Supercenter

CA
Superceider

El Cajon
CA
Supercenter

Clovis
CA
Supercenter

Milpitas
Diego
Indio
Foothill
City
CA
Ranch
Of Industry
Mountain
View
CA
CA
Supercenter
Walmart
Waimart
_
, 2019
Page 13 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

_77






July
Pomona
Chula
Vista
Salinas
San
Diego
CA
Walmart
CA
Walmart
CA
Supercenter
CA
Supercenter
CA
Corona
Oceanside
CA
NeighbGrhGGd
Supercenter

Santa
Maria

Porter
Ranch


Redding
CA
Supercenter

Windscr
CA
Walma

CA
Waimart

Bakersfield

Sacramento

2636R
Huntington

San

Antioch

Temecula
CA
Supercenter

CA
Supercente

Corona
CA
Supercente

Napa
CA
Supercenter

Fe Springs
CA
Supercenter
CA
Supercenter
San
Clemente
Arroyo
(Nw)
Palmdale

Fresno


Loma

Bakersfield









CA
Walmart
CA
Walmart
CA
Walmart
(N)
Fremont
Linda
South
Oaks
Gate
La Habra
San
Bernardino
Stockton
Long
Beach
Martinez
Chula
Santa

Rocklin
West
CA
Walmart
CA
Walmart
Neighborhood
Market
CA
Neighborhood
Market
CA
Nejghbschüüd
Market
CA
Supercenter
CA
Supercenter
CA
Walmart
CA
Supercenter
CA
Superceñter
CA
Walmart
CA
Superceñter
Clarita
CA
Supercenter
(Roseville)
CA
Supercenter
CA
Supercenter
CA
Supercenter
CA
Supercenter




Orangevale
CA
Supercenter

Hesperia
CA
Supercenter
Citrus
Heights
Ontario
__
CA
Vista
Sacramento
t
Supercenter
Beach
(E)
Thousand
Walmart
Walmart
(W)

CA
Walmart
Supercenter
CA
Sacramenta

CA
(Nw)
Leandro
Santa
CA
CA
Grande

|
Market
, 2019
Page 14 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

July

Victorville
CA
Supercenter

Marina
CA
Supercenter

National
CA
Supercenter

Buena

5075R

L119
I
City
Park
Oceanside
CA
Walmart
CA
Superceñter
CA
Supercenter

Marysville
CA
Supercenter

Rosemead
CA
Supercenter

Santa
CA
Supercente

Antelope
(E)
CA
Supercenter

Valley
CA
Superceñte

Delano
CA
Supercenter

Galt
CA
Supercenter

CA_
Supercenter

CA
Supercenter
I 134



Downey
CA
Neighbarhood
Market

WGGd|and
CA
NeighbGrhood
Market

Vacaville
CA
NeighbG
Market

Vallejo
CA
Neighb0rhood
Market

Palm
Desert
Clarita
Moreno
Clovis
San
Jacinto
FremGñt
San
Leandro
(S)
CA
Walmart
CA
Walmart
hGad
CA
NeighbGrhGad
Market

Fresno
CA
Nei,ghborhood
Market

Visalia
CA
Neigi

CA
Neighberhscd
Market

La Mirada
CA
Neighborh0ad
Market

Palmdale
CA
Neighborh0Gd
Market

Salinas
CA
Supercenter


_

Pleasanton
Santa
Maria
Margan
Hill
d Market
b
CA
Supercenter
CA
Supercenter
Supercenter

Patterson

Visalia
CA

Lincoln
CA

Escondido
CA

Oxnard
CA
Sam's
Club

El Monte
_CA
Sam's
Club

CA
Sam's
Club

Fullerton
CA
Sam's
Club

Gardena
CA
Sam's
Club

Chino
CA
Distribution

Lafayette
CO
Supercenter

|lighlands
CO
Supercenter

Grand
CO
Supercenter
Fountain
Valley
Ranch
Junction
Neighborhood
Market
Walmart
Center
, 2019
Page 15 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

July
CO
Supercenter
CO
Supercenter
CO
Superceñter
Englewood
CO
Supercenter

Westminster
CO
Supercenter

Westminster
CO
Supercenter

Lakewood
CO
Supercenter

Thernton
CO
Supercenter

Aurora
CO
Sam's

Denver
CO
Supercenter

Lakeside
CO
Superceñter

CO
Sam's

MD
Supercenter

Severn
MD
Supercenter
California
MD
Supercenter
MD
Supercenter
MD
Supercenter





Aurora
Wesirñiñster
Golden
Grand
Junction
Hayerstewñ
Club
Club




Cambridge
MD
Supercenter

Ellicott
MD
Supercenter

MD
Superceñter

MD
Supercenter

Arbutus
MD
Supercenter
Superceñte
Laurel
Marsh
Nottingham/White
City
Berlin
Cockeysville
_
_
_

Fallston
MD

Denton
MD
Supercenter

Severn
MD
Sam's
Club

Salisbury
MD
Sam's
Club

Las
NM
Supercenter

Gardnerville
NV
Superceñter

NY
Supercenter
_

NY
Supercenter
__
Supercenter
Cruces
Cortland
Liverpool
(Clay)

Hudson
NY

Newburgh
NY
Superceñte

Hamburg
NY
Supercenter

NY
Supercenter

Napanoch
NY
Supercenter

North
NY
Supercenter

Fishkill
NY
Sam's

Lima
(Hudson
Queensbury
(E||êñvi||ê)
Toñawanda
Falls)
OH
Supercenter
OH
Superceñter
Supercenter


Xenia
OH

East!ake
OH

Greenville
OH
Cincinnati
Club
Walmart
Supercenter
, 2019
Page 16 INDEX NO. 654765/2019
FILED: NEW YORK COUNTY CLERK 08/20/2019 06:40 PM
NYSCEF DOC. NO. 54
RECEIVED NYSCEF: 08/20/2019

July

Austintown
OH
Superceñter

Beavercreek
OH
Supercenter

OH
Supercenter
OH
Supercenter
Supercenter
Fairfax
South
Euclid
(Cleveland


(Powell/Columbus)
OH

Middletown
OH
Superceñte

Cincinnati
OH
Supercenter
210_

Franklin
OH
Supercenter

OH
Supercenter

Toledo
OH
Supercenter

Milford
OH
Supercenter

Newport
OR
Supercenter

(Talent)
OR
Supercenter
Grove
OR
Superceñter
Supercenter
Heights)
Dublin
Youngstown
Medford


Sherwood
OR

Cornelius
OR
Superceñter

Salem
OR
Supercenter

Albany
OR
Supercenter

Portland
OR

Tigard
OR
Supercenter

Philadelphia
PA
Superceñter

Whitehall
PA
Supercenter

Sayre
PA
Supercenter

Hamburg
PA
Supercenter

PA
Sam's

Camp
PA
Supercenter

Toa
PR
Supercenter

Cayey
PR
Supercenter
Cottage
Mechanicsburg
Hill
Baja
Wairñart
Club
231_

Bayamon
PR
Amigo

Caguas
PR
Amigo

Guayama
PR
Amigo

Santa

San




Isabel
Juan
Ponce
Canovanas
Hatillo
Bayamon
PR
Supercenter
PR
Sam's
PR
Supercenter
PR
Supercenter
PR
Sam's
PR

Colobos
PR

El Paso
TX

El Paso
TX
Club
Club
Club
Sam's
Wa|mart

____
Puerto
Rico
HQ
Supercenter
Neighbürhood
Market
, 2019
Space
Issues Laws Cases Pro Articles Firms Entities
Issues Laws Cases Pro Articles Firms Entities
 

Non-Government Works Copyright © 2001-2025 Think Computer Corporation. All Rights Reserved.

About   Privacy   Security   Contact Us

No AI
This website does not use generative AI for text responses.

PlainSite
Sign Up
Need Password Help?