EXHIBIT A 

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IN THE UNITED STATES DISTRICT COURT

FOR THE EASTERN DISTRICT OF TEXAS

MARSHALL DIVISION

Autoscribe Corporation,

Plaintiff,

v.

Fortis Payment Systems, LLC,

Defendant.

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Civil Action No. 2:23-cv-00364-JRG

Jury Trial Demanded

DECLARATION OF ASHLEY USHER IN SUPPORT OF 

DEFENDANT FORTIS PAYMENT SYSTEMS, LLC’S OPPOSED 

MOTION TO TRANSFER TO THE EASTERN DISTRICT OF MICHIGAN 

I, Ashley Usher, declare as follows:

1. I am over the age of 21 and of sound mind and am competent to make this 

Declaration. I have personal knowledge of the statements contained in this Declaration, which are 

true and correct.

2. I am submitting this declaration in support of Defendant Fortis Payment Systems, 

LLC’s (“Fortis”) Opposed Motion to Transfer to the Eastern District of Michigan (“Motion”). I 

submit this declaration based upon my personal knowledge of Fortis’ operations and investigation 

in connection with Fortis’ Motion. If called upon to testify, I could and would testify competently 

to these facts and that the Eastern District of Michigan would be a substantially less burdensome 

forum for Fortis and its employees to participate in this case.

3. I am Fortis’ Chief Operating Officer and have been a Fortis employee since July 

2021. I have knowledge about Fortis’ operations across the United States, including the locations 

of its offices, employees, and their various roles.

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4. I am informed and understand that the plaintiff, Autoscribe Corporation 

(“Autoscribe”), is accusing Fortis of infringing U.S. Patent No. 11,620,621 (“Asserted Patent”). 

5. I am informed and understand that Autoscribe generally alleges certain functions 

of Fortis’ “Elements” payment processing product, which assists in processing payments between 

a payer and payee, purportedly infringes the Asserted Patent.

6. Fortis is a Delaware corporation with its principal place of business in Novi, 

Michigan. Nearly all of Fortis’ corporate and technical activities take place at its headquarters in 

Novi.

7. Novi is the primary site for approximately 31 Fortis employees and Fortis’ 

engineering, development, product design functions, and marketing operations. Novi is where 

Fortis’ technical development team that oversaw the engineering, development, and design of the 

accused Elements platform is located. Any ongoing development and design activities related to 

the Elements platform occur in Novi.

8. Fortis’ proprietary source code related to the Elements payment platform was 

developed in Novi by employees with the requisite security clearance. Fortis’ Vice President of 

Architecture and Development Operations, Jeff Jarchow, and Fortis’ Senior Vice President of 

Product and Innovation (who is also Fortis’ former Chief Technology Officer), Kevin Shamoun, 

have relevant information concerning the technical development of the Elements platform. These 

potential witnesses are part of Fortis’ Information Technology department, which was responsible 

for developing the Elements system, and both reside in Novi. The only anticipated potential thirdparty witnesses associated with the accused Elements system would be former Fortis employees 

who assisted in the design and development of the software features. Any such former employees 

would have worked and reside in or near Novi.

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9. Fortis’ key marketing authority, co-founder and Executive Vice President Timothy 

Nafso, also resides in Novi. The remainder of Fortis’ marketing team works remotely, and no such 

employee resides in the Eastern District of Texas. Fortis’ sales operations are primarily based in 

Vero Beach, Florida, but Fortis’ executive with relevant knowledge of sales for the accused 

product, Chief Revenue Officer, Ron Dichter, regularly travels from Vero Beach to Novi for Fortis 

business. Mr. Dichter does not routinely travel to Texas for business.

10. The “internal sales team” Autoscribe references in paragraph 5 of its Complaint 

does not interact with anyone in Fortis’ Plano office; rather, the team, which consists of 25 

employees, is entirely based in either Vero Beach, Florida or in California. These employees 

report to a Vero Beach-based manager and, eventually, to Mr. Dichter. Fortis’ Vero Beach office 

also includes tech support and premier support teams, which handle all customers inquiries relating 

to the Elements system. All Fortis employees involved in customer service for the Elements 

system reside in and work in Florida.

11. Fortis’ only tie to the Eastern District of Texas is its office located in Plano, which 

Fortis opened in January 2022 after acquiring EpicPay International, LLC. Fortis does not 

maintain an office in Marshall. Fortis’ Plano office is one of Fortis’ smaller offices. The Plano 

office employees work in the Risk, Customer Support, and Development departments—none of 

which interact with the Elements platform.

12. No one in Fortis’ Plano office—including the employees working in product 

development—has been, is, or will be involved with any aspect of the accused application, the 

Elements platform. Fortis’ Plano office employees also do not and will not have the necessary 

credentials to access the source code, or cause to access documents, pertaining to Fortis’ sales or 

marketing activities. None of the accused features of the Elements system were developed in 

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Plano, Plano office employees do not sell the Elements system, the Plano office does not resolve 

customer inquiries regarding the Elements system, and none of Fortis’ executives reside in Texas. 

No one from Fortis’ Plano office is a custodian for documents or information pertaining to source 

code, design or development, finance, or marketing of the Elements system.

13. Autoscribe alleges in paragraph 5 of its Complaint that Fortis “is also advertising 

several jobs for this location (Plano)”; however, Fortis is advertising the referenced job postings 

to be filled in either its Plano office, Vero Beach office, or remotely, and Fortis has not yet hired 

anyone for these positions. These job postings are not required to be filled in Fortis’ Plano office.

14. If this litigation were to proceed in the Eastern District of Texas, it would be much 

more burdensome on Fortis employees than if it were to proceed in the Eastern District of 

Michigan. The key witnesses described above would need to extend their time away from work 

to travel to Texas. Fortis’ costs associated with the witnesses’ travel and lodging would also be 

much higher if the litigation were to proceed in Texas than if it were to proceed near the witnesses’ 

work and residences in the Eastern District of Michigan. In contrast, the burden of attending a 

trial in the Eastern District of Michigan is lessened because most of Fortis’ potential witnesses are 

located there. 

I declare under penalty of perjury under the law of the United States that the foregoing is 

true and correct. Executed on November 28, 2023 in Atlanta, Georgia.

Ashley Usher

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