Below you’ll find the lengthy and tortured history of the 7-year-long lawsuit between me and Real Social Dynamics/Nick Kho/Owen Cook
Part 1: MY CAREER BACKGROUND PRIOR TO THE FORMATION OF VALENTINE LIFE COMPANY
I started doing game and reading forums obsessively in the fall of 2000 and got pretty good over the next 2-3 years
In around 2002 or 2003 I took a Bootcamp with “Mystery Method” and got to know Mystery, Tyler, and Papa. At that program they recognized my game was good compared to others at the time and I might have coaching potential
In late 2003 or early 2004, I was brought out as a guest coach for a bootcamp program in San Francisco and got good reviews from students
In early spring of 2004, I moved into the project Hollywood house made famous in the book “The Game”
Throughout the summer of 2004 I coached programs with room and board as my compensation, and then in late summer of 2004 I became a paid coach and a contractor for Real Social Dynamics
Between around 2009 and around 2012, I was still coaching bootcamp programs, but I was also playing poker as a significant source of my income.
In 2012 I was convinced to come back to coaching full-time by the offer of an equity share in a new program, then called RSD Inner Circle, (which eventually became two separate programs, free Inner Circle groups in various cities, and a paid program called Valentine University)
From this point on, I did not start any new project in which I did not have an equity share. So, effectively I was a contractor in performing bootcamps and an equity partner in my other projects.
My next equity projects were a coaching program known as “Vegas Immersion” and an online dating course known as “3 Girls A Day”.
Both of these courses were profitable, but I was frustrated because there was some friction in terms of my payment for them, and some conflicts of interest in terms of marketing focus between me and other RSD coaches.
In 2015 I had my breakout program “Daygame by Todd” in which I was, again, an equity holder. And again, there were significant issues in getting paid my share.
As of the start of 2016, I had stopped doing bootcamps, so from that point on I did NO work as a contractor, and all my work was in projects where I had an equity share or was an owner.
There were also occasions where the owners of RSD threatened to liquidate my YouTube channel and programs and leave me with nothing for my years of work.
All of this led to the formation of the Valentine Life company, which was to change the structure from one where RSD collected all revenues and paid a fraction to me, to one where I was the owner of the company and paid 50% of profit to RSD.
Part 2: OPERATING AGREEMENT AND OPERATIONS
https://www.courtlistener.com/docket/6194386/1/2/vandehey-v-real-social-dynamics-inc
The Valentine Life Operating Agreement was written by taking a boilerplate operating agreement that Nick Kho took from the internet, and then adding a few modifications insisted upon by each party.
I insisted that RSD not be allowed to dissolve the company nor incur large expenses or liabilities on behalf of the company.
Nick Kho insisted on an arbitration provision and that the governing law be Nevada… both of these turned out to show how good he was at understanding and using the law to his advantage. I thought they were largely irrelevant at the time since I was thinking about doing business, rather than litigating.
It took some time from the formation of the company to transition the business’s operations and assets from Real Social Dynamics to Valentine Life, but in August of 2017 the distribution of assets looked like this:
And there had been ongoing discussion about the operations of the company. Including some talk of either me paying RSD to buy out their 50% share, or them paying me to buy out my 50% share.
They proposed a deal whereby I’d buy out my half of the company for $150,000… which I was quite willing to do. But I don’t think they ever intended to honor this offer. I think it was a test of whether I was really willing to buy out half of the company and operate in the industry on my own. Something they clearly didn’t want to see.
So that brings us to the day when RSD elected to take the “nuclear option” and rather than negotiating a business buyout in either direction, they elected to try to eliminate me as a competitor by any means necessary.
Part 3: AUGUST 11, 2017
Owen Cook calls me up from his cell phone after telling me that they’d been in meetings with their attorney all day discussing what to do around the future of Valentine Life.
They say they’re going to make me one last offer.
I mention the fact that if this is an actual offer, we should have attorneys on the call, as we’ve had on all previous negotiations.
I also mention that I’m not agreeing to anything without my attorneys there.
I’m told that this is just a general outline of the offer and that I can take the final offer to my attorneys for review after and get back to them.
On the call, they offer to sell me the company for HALF of what we had previously agreed, but with some very vague and confusing conditions attached.
I basically tell them that something at that price could be good, but the details are quite important, so I’d need to see them actually written out and defined before I would know whether it was a good offer.
It is agreed they were to send something in writing that I could go over with my attorneys.
In the middle of the call, Nick started a strange monologue about how we were friends but our relationship is now dissolved and a bunch of other stuff that sounded like just an emotional ramble, but that I later understood he was trying to say for legal reasons.
It’s also mentioned that as a consequence of the agreement (which I took to mean an eventual agreement, if reached, since I clearly hadn’t agreed to anything), I would not have access to RSD assets in the future.
We basically end the call with the expectation that they’ll send over an actual proposal, and I’ll go over it with my attorneys and get back to them.
What I didn’t realize was that they were (ILLEGALLY) recording the phone call without my knowledge or consent and were going to use it to try to imply that I had agreed to something.
I don’t think they ever believed the phone call would actually hold up in court as an agreement. I think they were just trying to sew enough confusion that they could claim there was a misunderstanding on the call and they made an “accidental mistake” in interpreting that I had given them permission to destroy my business and steal everything from me on that call.
[UNFORTUNATELY, THE (ILLEGALLY) RECORDED CALL WAS ONLY BROUGHT AS EVIDENCE IN THE ARBITRATION, WHICH IS CONFIDENTIAL, SO I CAN’T POST IT… THOUGH IF RSD WERE TO CONSENT TO MY POSTING IT, I’D BE HAPPY TO DO SO]
Part 4: AFTER THE CALL
Almost as soon as the call was over, RSD began seizing assets. I was locked out of my @realsocialdynamics.com email, and lost access to my YouTube channels, which were soon taken out of the public eye as well.
A few days later I got a notification that nearly $70,000 had been removed from the company bank account, on which I was the only signer. I went to the bank to have this transaction reversed, and I used the money in the account to pay off as many of the company’s creditors as I could, but I found the next day that I had been locked out of the bank account entirely. I have been unable to regain access to this account for more than seven years despite efforts to do so.
I also later found out that my payment to the company’s American Express credit card had been reversed back to the company bank account that I had lost access to, which created a personal debt for me of $20,000 and ended up ruining my credit for years.
I also lost access to the company’s email list and merchant processing account (used to process credit cards).
The day after the call, my attorneys got an email from RSD’s attorneys stating that I had agreed to a set of deal terms I’d never seen before, which basically would have meant I’d be paying RSD money for some assets and forfeiting any right to ever use the assets I’d paid for without being sued.
[THIS EMAIL IS UNFORTUNATELY PRIVILEGED BETWEEN RSD’S ATTORNEYS AND MINE SO I CAN’T SHARE IT, BUT I’D BE HAPPY TO SHARE THE EMAIL THREAD IF RSD WERE TO GIVE ME PERMISSION TO DO SO]
A lot of the details of RSD’s takeover of assets can also be found in the court case here: https://www.courtlistener.com/docket/6194386/vandehey-v-real-social-dynamics-inc/
One amazing thing about all of this was the fact that Nicholas Kho seemed to be really good at adding himself to accounts he’d never been on and then shutting me out of those accounts (as the only person who had ever been a signer on the account).
More amazing still was the fact that it seemed I was UNABLE to EVER recover the accounts he had so easily taken from me.
I think there were a couple reasons for this:
- He had access to my social security number from the time in the past when I was a 1099 contractor for RSD
- He had studied the law quite extensively and/or was working with an attorney in acquiring these assets.
- He created the documents below:
Footnote: Original documents were from the link below:
https://www.courtlistener.com/docket/6194386/vandehey-v-real-social-dynamics-inc
He was purporting that the illegally recorded call was a “shareholder” meeting in which he had been placed in charge of the company.
And he had submitted documents to the secretary of state naming himself as the owner of the company. Previously, I had been the only officer of the company, so he had no legal authority to make such a claim.
It turns out that one of the most important assets I lost access to was the @Valentinelife.com emails and Google Drive.
This was because this email address was a record of the operations of the company. And in stealing these records from me, he made plausible (at least on the surface) the claims he would use to gain an advantage in court.
Had I had this information, I truly believe the court case would have gone very differently.
Part 5: FIRST COURT DATE
The first court date is fairly well documented here, as people were interested enough in the case at the time to buy the pacer documents and therefore make a lot of the information publicly viewable here:
https://www.courtlistener.com/docket/6194386/vandehey-v-real-social-dynamics-inc
But I’ll summarize the arguments made by each side.
I went to court seeking an Injunction and Temporary Restraining Order… basically what that means is I was asking the judge to stop RSD from taking over the company’s assets and restore the company to the way it was before they started taking over its assets.
RSD’s argument was basically
- I wasn’t an owner of the company, I was just a contractor for RSD
- The company didn’t have any assets besides a bank account (and there was no reason to preserve a bank account because if someone were found to owe money, it could theoretically be paid later (so there was no “irreparable harm” in legal terms)
- The situation could not be returned to its status of a month ago because RSD had supposedly already thoroughly destroyed all of the things I was asking to have preserved
- RSD further claimed that I had embezzled a lot of money from the company, so it was necessary for them to seize all the assets so I couldn’t embezzle more.
FAST-FORWARDING AHEAD… THE WORLD FINDS OUT, YEARS LATER, THAT ALL THESE CLAIMS ARE FALSE… BUT OF COURSE I’M TELLING THE STORY AS IT HAPPENED TO ME, AND I KNEW THEY WERE FALSE ALL ALONG.
Based on my true claims, and RSD’s manufactured claims, the judge decided NOT to stop RSD from destroying the company nor return it to how it was before they started destroying it. As a result, RSD continued to seize assets.
THE PAYPAL ACCOUNT
The takeover of the PayPal account was minor in scale but a great example of RSD’s methods, and also one of the few assets where we were able to actually get proper discovery, so we have a very good idea what happened.
Essentially because Nicholas Kho knew my social security number, and he had gained access to the email address todd@valentinelife.com because its recovery email had been todd@realsocialdynamics.com, he was able to subvert the security of the PayPal account and get access to it. And then he forwarded the money in the account (a little under $8,000) to his wife’s PayPal account.
The next account he took over by means of password reset was my personal email address, since it had also had todd@realsocialdynamics.com as the backup email. Horrible account security, I know, but at the time I set it up, I only had two email addresses that I used, and I never suspected my (at the time) boss would hack my personal email.
EMAIL HACKING
On September 11, 2017, I discovered that I had been locked out of my personal email account, and that in order to recover it, I’d need to either use the backup email address todd@realsocialdynamics.com (that I no longer had access to) or a backup phone number that I did not recognize and had never seen before.
It took me many hours (most of a day if I recall correctly) to eventually restore access to my email.
Once I did, I had a forensic expert go into the account, and he discovered that various emails had been forwarded from the account, and then the records of the forwarding had been deleted. All of these forwarded emails had to do with RSD and were confidential correspondence with my attorneys.
Also, a complete download of my entire email account had been done. This included innumerable personal and confidential items… but most importantly, the entire communication with my attorneys before, and during, the litigation with RSD… including strategy, records, a complete accounting of what information and evidence was, or was not, in my possession.
Of course, it was obvious that the person who had most likely done the download was the owner/operator of the associated recovery accounts, so we reached out to RSD’s attorney.
Their response (paraphrased)… “we don’t know anything about it and my clients are currently unreachable”
So we had to go to court to get discovery into the ownership of the accounts, and the IP addresses used in accessing my email account.
RSD opposed this discovery. They tried to keep us from obtaining the information.
When we eventually got the discovery, of course it pointed directly at Nicholas Kho and RSD.
So, at this point, RSD made up their boldest lie yet.
They claimed they hadn’t hacked and stolen my personal email because it had belonged to them all along!
They claimed that my main business email was NOT todd@realsocialdynamics.com, and NOT todd@valentinelife.com, but rather tvandehey@gmail.com… And they claimed that because I was a contractor for RSD (ANOTHER CLAIM EVENTUALLY PROVEN FALSE) they had a company policy that made that email owned by them.
By DECEMBER, THE ASSETS OF THE BUSINESS LOOKED VERY DIFFERENT THAN THEY HAD IN AUGUST
ASSETS CONTROLLED IN DEC 2017 vs AUGUST 2017
Part 6: FORCED TO ARBITRATION
Due to a clause in the Valentine Life Operating Agreement, disputes arising out of the business relationship between Todd Vandehey and RSD in Valentine Life were required to be resolved in a confidential arbitration, rather than in court. This was a stroke of genius by Nicholas Kho in drafting the Operating Agreement because it kept the arbitration confidential, and it also severely limited the amount of discovery that could be taken. Also, the scope of penalties available to an arbitrator is less than what are available to a federal court judge.
In other words, it’s a lot easier to hide information in arbitration than it is in federal court, and there’s a lot less consequence for wrongful actions in arbitration than in federal court.
I had legal claims against Owen Cook, Nicholas Kho, and Amber Kho as well as RSD… but RSD argued that EVERYTHING could be handled in arbitration. However, once they got to arbitration, they removed claims against the individuals and allowed only the claims against RSD as a company to be considered.
Also, my PERSONAL email address was never related to the company in any way. Thus, the hacking of it should never have been subject to arbitration. But the lie that it was a company asset forced us to take that to arbitration as well.
I wish I could give details of the arbitration.
I wish I could publish the entire transcript of the arbitration.
But it’s confidential, so I cannot.
All I can show you here is the result.
The Final Arbitration Award Can be Found Here:
SUMMARY OF ARBITRATION AWARD (Since the document above is quite long)
In reading the arbitration award, I’d draw your attention to a few things:
- I won on most of the causes of action, and I was shown to have committed no wrongdoing of any kind.
- The facts found at arbitration clearly show that essentially RSD’s ENTIRE case was a lie.
- The damages in the arbitration award are very small. I received a tiny fraction of attorney’s fees back, and NO COMPENSATION for the value of the company that RSD destroyed.
Part 7: BACK TO FEDERAL COURT:
So that brings us back to federal court…
But now it was proven that RSD’s entire argument to keep control of the company and continue destroying had been a lie.
And it had also been proven that they were never the owners of my personal email address, and that they did indeed hack it, along with the confidential records of my attorneys in the RSD case.
And finally, we would hopefully have access to the full discovery tools of federal court.
Finally, I thought we could get the information we needed to show the real damages and show the fraud and perjury on RSD’s part.
But alas it wasn’t to be.
Part 8: DISMISSED ON PROCEDURAL GROUNDS
We brought the new charges against the individuals and the other side didn’t answer. In fact, they missed their deadline to answer.
Eventually, we made a motion to have a ruling in our favor since they hadn’t answered.
They still didn’t answer… instead they filed a motion to dismiss the charges, claiming they had already been fully litigated in the arbitration.
Now, when we first brought our new claims, we were given a 6-month period in which to conduct discovery (meaning the period where we can ask for new information that might be legally relevant).
Six months later, the new claims had not been answered… so according to everyone I’ve talked to, we weren’t allowed to conduct discovery.
Since the six-month period was coming to an end, we requested an extension on the discovery window from the judge.
That extension was denied.
At this point RSD’s attorney took advantage of the newly denied discovery to make his case stronger. If new information can’t be brought (because discovery is closed) it seems all the more plausible that we’d just be re-litigating the same claims from the arbitration.
Of course, you can read the court case itself for more details, but the current status of the case is that it has been dismissed based largely on the above argument.
Hopefully new information will give us new options and new avenues for pursuing justice.
Thank you for taking the time to read this. I’ve made it as short as I could to give a reasonable summary of the case.
NOTE: The full details of the case can be found here, if you’re curious or if you feel I’ve left anything significant out
https://www.courtlistener.com/docket/6194386/vandehey-v-real-social-dynamics-inc/
And please send any relevant information you may have to toddvdocs@gmail.com.
Thank you!
