UNITED STATES DISTRICT COURT 

EASTERN DISTRICT OF MICHIGAN 

SOUTHERN DIVISION 

ADIL SHAFI, 

Counter-Plaintiff/ Third-Party Plaintiff, 

v. Case No: 09-10454 

Honorable Victoria A. Roberts 

FREDERICK WEIDINGER AND 

BRAINTECH, INC., 

Third-Party Defendant/Counter-Defendant. 

BRAINTECH, INC.’S MOTION IN LIMINE TO EXCLUDE INTRODUCTION OF THE 

SHARE PURCHASE AGREEMENT BECAUSE IT IS NOT RELEVANT TO SHAFI’S 

CLAIM FOR SEVERANCE PAY UNDER THE EMPLOYMENT AGREEMENT, 

AND EVEN IF RELEVANT, ITS MARGINAL PROBATIVE 

VALUE IS OUTWEIGHED BY THE DANGER OF UNFAIR 

PREJUDICE, CONFUSION OF THE ISSUES, AND THE 

LIKELIHOOD OF MISLEADING THE JURY 

 Braintech, Inc., by and through counsel, hereby respectfully moves this Court, pursuant 

to Rules 401, 402 and 403 of the Federal Rules of Evidence, to exclude the Share Purchase 

Agreement which is identified as Plaintiff’s Exhibit 500 in the proposed pre-trial order. In 

support, Braintech states as follows: 

1. The Share Purchase Agreement (“SPA”) is part of the record in this case and can 

be located as Exhibit A to Braintech’s original complaint (Dkt. 001). 

2. The SPA is approximately 200 pages. 

3. On April 5, 2011, the Court granted in part and denied in part Braintech and 

Frederick Weidinger’s Joint Motion for Summary Judgment. (Order, Dkt.103) which dismissed 

Shafi’s claims for fraud, securities fraud, conversion and unjust enrichment—all having to do 

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with the Share Purchase Agreement. 

4. The April 5, 2011 Order determined that Shafi’s breach of employment agreement 

claim would proceed to trial because there are genuine issues of material fact as to whether Shafi 

was terminated for good cause. (Order, p.7; Dkt.103) 

5. The only issue remaining to be tried in this case is whether Shafi is entitled to 

severance payment under the Employment Agreement – there either was or was not good cause 

to terminate his employment. If there was good cause, he is not entitled to severance pay. 

6. There are no issues to be tried regarding the SPA. Therefore, the SPA is not 

relevant, and even if marginally relevant, its probative value is outweighed by the danger of 

unfair prejudice, confusion of the issues, and the likelihood of misleading the jury. 

 WHEREFORE, and as set forth more fully in the accompanying Brief, Braintech 

respectfully requests that this Honorable Court grant its Motion in Limine and exclude the 

introduction of the Share Purchase Agreement which is identified as Plaintiff’s Exhibit 500. 

 Respectfully submitted, 

NEMETH BURWELL, P.C. 

By: s/Susan D. Koval 

 Anne Widlak (P35763) 

 Susan D. Koval (P59297) 

Attorneys for Braintech, Inc. 

 200 Talon Centre Drive, Suite 200 

 Detroit, Michigan 48207 

 (313) 567-5921 

 awidlak@nemethburwell.com 

 skoval@nemethburwell.com 

June 3, 2011

Case 2:09-cv-10454-VAR-LJM Document 108 Filed 06/03/11 Page 2 of 9
UNITED STATES DISTRICT COURT 

EASTERN DISTRICT OF MICHIGAN 

SOUTHERN DIVISION 

ADIL SHAFI, 

Counter-Plaintiff/ Third-Party Plaintiff, 

v. Case No: 09-10454 

Honorable Victoria A. Roberts 

FREDERICK WEIDINGER AND 

BRAINTECH, INC., 

Third-Party Defendant/Counter-Defendant. 

 

BRIEF IN SUPPORT OF BRAINTECH, INC.’S MOTION IN LIMINE TO EXCLUDE 

INTRODUCTION OF THE SHARE PURCHASE AGREEMENT BECAUSE IT IS NOT 

RELEVANT TO SHAFI’S CLAIM FOR SEVERANCE PAY UNDER THE 

EMPLOYMENT AGREEMENT, AND EVEN IF RELEVANT, ITS 

MARGINAL PROBATIVE VALUE IS OUTWEIGHED BY THE DANGER 

OF UNFAIR PREJUDICE, CONFUSION OF THE ISSUES, AND THE 

LIKELIHOOD OF MISLEADING THE JURY

 

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TABLE OF CONTENTS

STATEMENT OF THE ISSUES PRESENTED ............................................................................ ii 

INDEX OF CONTROLLING AUTHORITIES ............................................................................ iii 

STATEMENT OF FACTS ..............................................................................................................1 

ARGUMENT ...................................................................................................................................1 

CONCLUSION ................................................................................................................................2 

 

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STATEMENT OF THE ISSUE PRESENTED

I. WHETHER THE SHARE PURCHASE AGREEMENT SHOULD BE 

EXCLUDED FROM THE TRIAL OF THIS ACTION BECAUSE IT IS 

NOT RELEVANT TO SHAFI’S CLAIM FOR SEVERANCE PAY 

UNDER THE EMPLOYMENT AGREEMENT, AND EVEN IF 

RELEVANT, ITS MARGINAL PROBATIVE VALUE IS 

OUTWEIGHED BY THE DANGER OF UNFAIR PREJUDICE, 

CONFUSION OF THE ISSUES, AND THE LIKELIHOOD OF 

MISLEADING THE JURY. 

Braintech answers yes. 

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INDEX OF CONTROLLING AUTHORITIES

Cases Page

Lilla v. Comau Pico, 2007 WL 2080292 (E.D. Mich July 19, 2007).............................1 

Rules

 

Federal Rules of Evidence 401, 402, 403............................................................ 1 

Case 2:09-cv-10454-VAR-LJM Document 108 Filed 06/03/11 Page 6 of 9
STATEMENT OF FACTS

 On August 12, 2008, Braintech entered into a Share Purchase Agreement with Shafi in 

his individual capacity and as President of Shafi Inc (SI) and Shafi Innovations (SII).

 Pursuant to the SPA, Braintech agreed to acquire all of the outstanding stock of SI and 

80% of the outstanding stock of SII. The purchase price consisted of 3,000,000 shares in the 

capital stock of Braintech to be issued at closing. Any and all claims regarding the SPA have 

been dismissed by the Court. 

 The only remaining issue to be tried is whether Shafi is entitled to severance pay under a 

separate Employment Agreement between Shafi and Braintech. Therefore, the SPA is not 

relevant to the issue to be tried. 

ARGUMENT

 “Relevant” evidence is any evidence which tends “to make the existence of any fact that 

is of consequence to the determination of the action more probable or less probable.” FRE 401. 

“Evidence which is not relevant is not admissible.” FRE 402. 

Moreover, relevant evidence is admissible at trial unless “its probative value is substantially 

outweighed by the danger of unfair prejudice, confusion of the issues, or misleading the jury, or 

by considerations of undue delay, waste of time, or needless presentation of cumulative 

evidence.” FRE 401, 403; Lilla v. Comau Pico, 2007 WL 2080292 (E.D. Mich July 19, 2007). 

Shafi’s listing of the SPA as an exhibit in this matter is perplexing. There are no issues to be 

tried regarding the SPA. Therefore, the SPA is not relevant, and even if marginally relevant, its 

probative value is outweighed by the danger of unfair prejudice, confusion of the issues, and the 

likelihood of misleading the jury. 

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CONCLUSION

 WHEREFORE Braintech respectfully requests that this Honorable Court grant its Motion 

in Limine and exclude the introduction of the Share Purchase Agreement which is identified as 

Plaintiff’s Exhibit 500. 

 Respectfully submitted, 

NEMETH BURWELL, P.C. 

By: s/Susan D. Koval 

 Anne Widlak (P35763) 

 Susan D. Koval (P59297) 

Attorneys for Braintech, Inc. 

 200 Talon Centre Drive, Suite 200 

 Detroit, Michigan 48207 

 (313) 567-5921 

 awidlak@nemethburwell.com 

 skoval@nemethburwell.com 

June 3, 2011 

Case 2:09-cv-10454-VAR-LJM Document 108 Filed 06/03/11 Page 8 of 9
CERTIFICATE OF SERVICE 

I hereby certify that on June 3, 2011, I electronically filed the foregoing paper (Braintech 

Inc’s Motion in Limine and Brief in Support) with the Clerk of the Court using the ECF system, 

which will send notification of such filing and service of such documents to all parties via their 

counsel of record at the e-mail addresses disclosed on the Notice of Electronic Filing receipt. 

s/Susan D. Koval

Susan D. Koval (P59297) 

NEMETH BURWELL, PC 

Attorney for Braintech, Inc. 

200 Talon Centre Drive, Suite 200 

Detroit, Michigan 48207 

(313) 567-5921 

skoval@nemethburwell.com 

P59297 

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