Declaration of Alexander L Cheney — Oto Analytics, LLC v. Benworth Capital Partners LLC (Dkt. 49-2, N.D. Cal. No. 3:24-cv-03975)

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U.S. District Court for the Northern District of California · No. 4:24-cv-03975-AMO · Doc. 49-2 · 2024-08-29 · Docket on CourtListener

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DECLARATION OF ALEXANDER L. CHENEY 
CASE No. 3:24-CV-03975-AMO 
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UNITED STATES DISTRICT COURT 
NORTHERN DISTRICT OF CALIFORNIA 
SAN FRANCISCO DIVISION 
 
 
WILLKIE FARR & GALLAGHER LLP 
Alexander L. Cheney (SBN 302157) 
acheney@willkie.com 
333 Bush Street 
San Francisco, CA 94104 
Telephone: 
(415) 858-7400 
 
Attorney for Petitioner 
Oto Analytics, LLC 
OTO ANALYTICS, LLC, 
Petitioner, 
v. 
BENWORTH CAPITAL PARTNERS LLC, 
Respondent. 
 Case No. 3:24-cv-03975-AMO 
 
 
DECLARATION OF ALEXANDER L. 
CHENEY IN SUPPORT OF 
PETITIONER’S OPPOSITION TO 
RESPONDENT’S ADMINISTRATIVE 
MOTION FOR ENLARGMENT OF PAGE 
LIMITS APPLICABLE TO 
RESPONDENT’S CROSS-MOTION TO 
VACATE, AND FOR EXTENSION OF 
TIME TO RESPOND TO PETITIONER’S 
MOTION TO CONFIRM 
 
Hon. Araceli Martínez-Olguín 
Case 4:24-cv-03975-AMO     Document 49-2     Filed 08/29/24     Page 1 of 4

 
 
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DECLARATION OF ALEXANDER L. CHENEY 
CASE No. 3:24-CV-03975-AMO 
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I, Alexander L. Cheney, pursuant to 28 U.S.C. § 1746, declare as follows: 
1. 
I am a member in good standing of the bars of California and New York.  I am 
admitted to practice in the United States District Court for the Northern District of California.  I 
am a partner at Willkie Farr & Gallagher LLP, counsel for Petitioner Oto Analytics, LLC (f/k/a 
Oto Analytics, Inc. d/b/a Womply) (“Womply”).  
2. 
I respectfully submit this declaration to provide this Court with the basis for 
Womply’s opposition to Respondent’s Administrative Motion for Enlargement of Page Limits 
Applicable to Respondent’s Cross-Motion to Vacate, and for Extension of Time to Respond to 
Petitioner’s Motion to Confirm, as required by Local Civil Rule 6-3(b), and to provide additional 
relevant facts and documents.  This declaration is based on my personal knowledge or 
information provided to me.   
3. 
On August 12, 2024, Womply’s counsel notified Benworth’s counsel by email that 
its August 12, 2024 Notice of Petition and Petition to Vacate Final Arbitration Award (“Petition 
to Vacate”), which spans 67-pages, in the related case Benworth Capital Partners LLC v. Oto 
Analytics, LLC, 3:24-cv-4840-AMO (N.D. Cal.), exceeded the 25-page limit under Civil Local 
Rule 7-2 by 42 pages.  A true and correct copy of that email is attached hereto as Exhibit 1. 
4. 
On Sunday, August 25, 2024—one day before Womply’s response to the Petition 
to Vacate was due—Benworth’s counsel sent an email to Womply’s counsel asking to meet and 
confer about the due date and proposed that Womply not file any response to the Petition to 
Vacate and consent to Benworth filing a 60-page combined opposition to Womply’s Notice of 
Motion and Motion to Confirm Arbitration Award and For Entry of Judgment (“Confirmation 
Motion”) and a new cross-motion to vacate the Final Award.   
5. 
On Monday, August 26, 2024, Womply’s counsel responded to Benworth’s 
counsel’s August 25 email.  A true and correct copy of the email string containing the August 25 
and August 26 emails is attached hereto as Exhibit 2. 
6. 
In its August 26 email, Womply’s counsel declined Benworth’s counsel’s proposal 
for several reasons, including because Womply had nearly completed its opposition to the 
Petition to Vacate, Womply was concerned that it would waive its rights if it failed to respond to 
Case 4:24-cv-03975-AMO     Document 49-2     Filed 08/29/24     Page 2 of 4

 
 
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DECLARATION OF ALEXANDER L. CHENEY 
CASE No. 3:24-CV-03975-AMO 
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the Petition to Vacate by the August 26 deadline, and Womply disagreed that Benworth needed 
60 pages to oppose Womply’s Confirmation Motion given the limited scope of judicial review 
permitted under the Federal Arbitration Act (“FAA”). 
7. 
In its August 26 email to Benworth’s counsel, Womply’s counsel offered to meet 
and confer on the issues raised in Benworth’s counsel’s August 25 email the following day—
August 27—but Benworth never responded to that offer.   
8. 
Womply opposes Benworth’s request for 10-day extension of its deadline to 
respond to Womply’s Confirmation Motion for the following reasons: 
a. Benworth’s only basis for seeking more time is that its response to Womply’s 
Confirmation Motion is due on September 3, and it does not know whether it 
remains subject to the 25-page limit in the Local Civil Rules or if his Court will 
grant its unreasonable and belated request for an additional 35 pages;  
b. Thus, Benworth has created the very uncertainty and time crunch that it now 
relies on to argue for an extension; 
c. Benworth’s request for 60 pages to respond to Womply’s Confirmation Motion 
is unreasonable, because judicial review of the underlying arbitration award is 
limited and deferential under the FAA; 
d. Womply understands that Benworth intends to use those 60 pages to replace a 
67-page Petition to Vacate Benworth filed in a related action; 
e. The vast majority of Benworth’s Petition to Vacate is devoted to criticizing the 
arbitrator’s legal conclusions and findings of fact, which are beyond the limited 
scope of this Court’s review under the FAA; 
f. Womply has been litigating against Benworth for more than three years, and 
that litigation has suffered from repeated delays; 
g. Further delays increase the risk that Womply will be unable to collect its award; 
and 
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DECLARATION OF ALEXANDER L. CHENEY 
CASE No. 3:24-CV-03975-AMO 
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h. While the hearing on Womply’s Motion to Confirm is not until January 2025, 
Womply respectfully submits that a hearing is unnecessary and that the Court 
can and should resolve Womply’s Motion to Confirm on the papers. 
 
I declare under the penalty of perjury under the laws of the State of California and the United 
States that the foregoing is true and correct. 
 
Executed at San Francisco, California on this 29 day of August, 2024. 
 
 
 
Dated: August 29, 2024 
WILLKIE FARR & GALLAGHER LLP 
 
By: /s/ Alexander L. Cheney 
 
Alexander L. Cheney 
 
Attorney for Petitioner 
Oto Analytics, LLC 
Case 4:24-cv-03975-AMO     Document 49-2     Filed 08/29/24     Page 4 of 4

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