FILED: NEW YORK COUNTY CLERK 04/01/2014 INDEX NO /2014 NYSCEF DOC. NO. 24 RECEIVED NYSCEF: 04/01/2014

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1 FILED: NEW YORK COUNTY CLERK 04/01/2014 INDEX NO /2014 NYSCEF DOC. NO. 24 RECEIVED NYSCEF: 04/01/2014 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK RICHARD R. LEFRAK, -against- Plaintiffs, AERCO INTERNATIONAL, INC., ALTMAN RENTALS, INC., ALTMAN STAGE LIGHTING CO., INC., AMCHEM PRODUCTS, INC. n/k/a RHONE POULENC AG COMPANY, n/k/a BAYER CROPSCIENCE INC., AMERICAN BILTRITE INC., AMERICAN INSULATED WIRE CORPORATION, ANIXTER INTERNATIONAL, INC. a/k/a ANIXTER INC., AZROCK INDUSTRIES, a Division of DOMCO, Inc., BALLANTYNE OF OMAHA, INC., Individually and as successor to STRONG ELECTRIC CORP. and STRONG INTERNATIONAL, BARBIZON ELECTRIC CO., INC., BELDEN, INC., BICC CABLES CORPORATION, Individually and as Successor in interest to BRINTEC SYSTEMS CORPORATION, CONTINENTAL WIRE & CABLE CO., BRAND-REX COMPANY, CABLEC CORPORATION, CABLEC INDUSTRIAL CABLE COMPANY and CABLEC UTILITY CABLE CO., BMCE INC., f/k/a UNITED CENTRIFUGAL PUMP, CABLEC POWER CABLE CO., INC., CAMBIUM LEARNING GROUP, INC., Individually, and as Successor to VOYAGER LEARNING CENTER AND BELL & HOWELL, CBS CORPORATION, f/k/a VIACOM INC., successor by merger to CBS CORPORATION, f/k/a WESTINGHOUSE ELECTRIC CORPORATION, CERTAINTEED CORPORATION, CONWED CORPORATION, ERICSSON, INC., Individually, and as successor in interest to Anaconda Wire & Cable Co., GENERAL CABLE CORPORATION, GENERAL ELECTRIC COMPANY, GEORGIA PACIFIC LLC, KAISER GYPSUM COMPANY, INC., LEVITON MANUFACTURING CO., INC., MILLER ELECTRIC CABLE CORPORATION, MOLE RICHARDSON CO., OWENS-ILLINOIS, INC., PFIZER, INC. (PFIZER), PHILIPS ELECTRONICS NORTH AMERICA CORP., Index No.: VERIFIED ANSWER AND CROSS-CLAIMS 22579/27 04/01/

2 Individually and as successor to STRAND LIGHTING, INC. and STRAND CENTURY, INC., STANDARD WIRE & CABLE COMPANY, STRAND LIGHTING, INC., U.S. RUBBER COMPANY (UNIROYAL), UNION CARBIDE CORPORATION, UNIVERSAL ELECTRIC STAGE LIGHTING COMPANY, Defendants. Defendant Cambium Learning Group, Inc. ( Defendant ) by and through its attorneys Lowenstein Sandler LLP, hereby responds to the Complaint filed by plaintiff Richard R. LeFrak ( plaintiff ) as follows: THE PARTIES 1. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 1 of this section of the Complaint. 2. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 2 of this section of the Complaint. 3. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 3 of this section of the Complaint. 4. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 4 of this section of the Complaint. 5. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 5 of this section of the Complaint. 6. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 6 of this section of the Complaint. 7. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 7 of this section of the Complaint. 8. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 8 of this section of the Complaint. -2-

3 9. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 9 of this section of the Complaint. 10. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 10 of this section of the Complaint. 11. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 11 of this section of the Complaint. 12. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 12 of this section of the Complaint. 13. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 13 of this section of the Complaint. 14. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 14 of this section of the Complaint. 15. Defendant denies the allegations set forth in paragraph 15 of this section of the Complaint. 16. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 16 of this section of the Complaint. 17. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 17 of this section of the Complaint. 18. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 18 of this section of the Complaint. 19. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 19 of this section of the Complaint. 20. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 20 of this section of the Complaint. 21. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 21 of this section of the Complaint. -3-

4 22. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 22 of this section of the Complaint. 23. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 23 of this section of the Complaint. 24. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 24 of this section of the Complaint. 25. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 25 of this section of the Complaint. 26. Defendant lacks information and knowledge sufficient to admit or deny the allegations set forth in paragraph 26 of this section of the Complaint. NYAL WEITZ & LUXENBERG, P.C. STANDARD ABSESTOS COMPLAINT FOR PERSONAL INJURY NO Defendant denies knowledge or information sufficient to form a belief as to the truth of the allegations contained in paragraph 1 of the Standard Complaint. 28. Paragraph 2 of the Standard Complaint contains no allegations to which a response is required; to the extent a response is required, Defendant denies the allegations contained in paragraph 2 of the Standard Complaint as they pertain to Defendant, denies knowledge or information sufficient to form a belief as to the truth of such allegations as they pertain to other parties, and refers all questions of law to the Court. 29. Defendant denies the allegations contained in paragraph 3 of the Standard Complaint as they pertain to Defendant, except admits that it has done business in this State, denies knowledge or information sufficient to form a belief as to the truth of such allegations as they pertain to other parties, and refers all questions of law to the Court. 30. Defendant denies knowledge or information sufficient to form a belief as to the truth of the allegations contained in paragraphs 4 through 157 (inclusive) of the Standard Complaint. -4-

5 AS AND FOR ANSWERING THE FIRST CAUSE OF ACTION 31. In response to paragraph 158 of the Standard Complaint, Defendant repeats and realleges each and every response set forth in the preceding paragraphs as if set forth at length herein. 32. Defendant denies the allegations contained in in paragraphs 159 through 177 (inclusive) of the Standard Complaint as they pertain to Defendant and refers all questions of law to the Court. AS AND FOR ANSWERING THE SECOND CAUSE OF ACTION 33. In response to paragraph 178 of the Standard Complaint, Defendant repeats and realleges each and every response set forth in the preceding paragraphs as if set forth at length herein. 34. Defendant denies the allegations contained in in paragraphs 179 through 183 (inclusive) of the Standard Complaint as they pertain to Defendant and refers all questions of law to the Court. AS AND FOR ANSWERING THE THIRD CAUSE OF ACTION 35. In response to paragraph 184 of the Standard Complaint, Defendant repeats and realleges each and every response set forth in the preceding paragraphs as if set forth at length herein. 36. Defendant denies the allegations contained in in paragraphs 185 through 193 (inclusive) of the Standard Complaint as they pertain to Defendant and refers all questions of law to the Court. AS AND FOR ANSWERING THE FOURTH CAUSE OF ACTION 37. In response to paragraph 194 of the Standard Complaint, Defendant repeats and realleges each and every response set forth in the preceding paragraphs as if set forth at length herein. -5-

6 38. Defendant denies the allegations contained in in paragraphs 195 through 204 (inclusive) of the Standard Complaint as they pertain to Defendant and refers all questions of law to the Court. AS AND FOR ANSWERING THE FIFTH CAUSE OF ACTION 39. In response to paragraph 205 of the Standard Complaint, Defendant repeats and realleges each and every response set forth in the preceding paragraphs as if set forth at length herein. 40. Defendant denies the allegations contained in in paragraphs 206 through 223 (inclusive) of the Standard Complaint as they pertain to Defendant and refers all questions of law to the Court. AS AND FOR ANSWERING THE SIXTH CAUSE OF ACTION 41. In response to paragraph 224 of the Standard Complaint, Defendant repeats and realleges each and every response set forth in the preceding paragraphs as if set forth at length herein. 42. Defendant denies the allegations contained in in paragraphs 225 through 232 (inclusive) of the Standard Complaint as they pertain to Defendant and refers all questions of law to the Court. AS AND FOR ANSWERING THE SEVENTH CAUSE OF ACTION 43. In response to paragraph 233 of the Standard Complaint, Defendant repeats and realleges each and every response set forth in the preceding paragraphs as if set forth at length herein. 44. Defendant denies the allegations set forth in paragraph 234 of the Complaint. 45. Defendant denies the allegations set forth in paragraph 235 of the Complaint. -6-

7 AS FOR THE FIRST AFFIRMATIVE DEFENSE The Complaint fails to state a cause of action upon which relief may be granted. AS FOR THE SECOND AFFIRMATIVE DEFENSE Plaintiff cannot meet his burden to establish any reasonable or practical connection between the alleged exposure and the alleged injuries. AS FOR THE THIRD AFFIRMATIVE DEFENSE Plaintiff s claims are barred by the applicable statute of limitations. AS FOR THE FOURTH AFFIRMATIVE DEFENSE Plaintiff s alleged damages were the result of intervening or superseding events, factors, occurrences or conditions over which defendant had no control. AS FOR THE FIFTH AFFIRMATIVE DEFENSE Defendant is free from any and all negligence. AS FOR THE SIXTH AFFIRMATIVE DEFENSE Plaintiff s claims are barred by the equitable doctrines of waiver, estoppel, laches, and unclean hands. AS FOR THE SEVENTH AFFIRMATIVE DEFENSE Plaintiff has failed to join indispensable parties needed to resolve this matter. AS FOR THE EIGHTH AFFIRMATIVE DEFENSE Defendant asserts entitlement to a credit or setoff with respect to all payments or benefits received from plaintiff, paid on his behalf, or available to them from any collateral source for damages arising from the wrong alleged in the Complaint. AS FOR THE NINTH AFFIRMATIVE DEFENSE That the alleged injuries sustained by the plaintiffs and any alleged damages were caused in whole or in part, or were contributed to by reason of the negligence, carelessness, assumption of risk, or other culpable conduct on the part of the plaintiff and by reason of the -7-

8 foregoing damages allegedly attributable or otherwise recoverable herein should be reduced proportionately. AS FOR THE TENTH AFFIRMATIVE DEFENSE Defendant pleads as a setoff all settlements, discontinuances or agreements which would reduce any recovery pursuant to General Obligations Law and AS FOR THE ELEVENTH AFFIRMATIVE DEFENSE That the plaintiff could with due diligence have obtained personal jurisdiction over tortfeasors not made parties to this lawsuit and thus the culpability of such missing or absent tortfeasors is to be apportioned into the total culpability allegedly causing the subject occurrence. AS FOR THE TWELFTH AFFIRMATIVE DEFENSE The injuries and damages alleged by plaintiff were caused by the culpable conduct of some third person or persons over whom this defendant neither had nor exercised control. AS FOR THE THIRTEENTH AFFIRMATIVE DEFENSE The causes of action pleaded in the Complaint has not been maintained in a timely fashion; plaintiff has neglected same, and should be barred by the doctrine of laches. AS FOR THE FOURTEENTH AFFIRMATIVE DEFENSE The forum chosen by the plaintiff lacks personal jurisdiction over defendant. AS FOR THE FIFTEENTH AFFIRMATIVE DEFENSE The Complaint and each and every allegation considered separately, fails to state any cause of action against the answering defendant upon which relief can be granted. AS FOR THE SIXTEENTH AFFIRMATIVE DEFENSE Insofar as the Complaint, and each cause of action considered separately, alleges a cause of action accruing on or after September 1, 1975 to recover damages for personal injuries, the amount of damages recoverable thereon must be diminished by reason of the culpable conduct attributable to the plaintiff, including contributory negligence and assumption of risk, in -8-

9 the proportion which the culpable conduct attributable to the plaintiffs bears on the culpable conduct which caused the damages. AS FOR THE SEVENTEENTH AFFIRMATIVE DEFENSE Insofar as the Complaint, and each cause of action considered separately, alleges a cause of action accruing before September 1, 1975, each such cause of action is barred by reason of the culpable conduct attributable to the plaintiff, including contributory negligence and assumption of the risk. AS FOR THE EIGHTEENTH AFFIRMATIVE DEFENSE Defendant alleges that plaintiff s tobacco use is an assumption of known risk, and that said conduct of the plaintiffs proximately caused and contributed to their injuries and damages, if any, and therefore the recovery of the plaintiffs, if any, is barred or proportionately reduced. AS FOR THE NINETEENTH AFFIRMATIVE DEFENSE At all times during the conduct of its corporate operations, the agents, servants and/or employees of this answering defendant used proper methods with respect to its products in conformity with the available knowledge, state of the art and research of the scientific and industrial communities. AS FOR THE TWENTIETH AFFIRMATIVE DEFENSE Plaintiff, his co-workers and/or employers misused, abused, mistreated and misapplied the product designated as asbestos containing material as alleged in the Complaint. If the Court finds that any misuse, abuse, mistreatment and/or misapplication of the product caused and/or contributed to the alleged damages or injuries to the plaintiffs, then this answering defendant requests that the amount of damages which might be recoverable be diminished by the proportion which the same misuse, abuse, mistreatment and/or misapplication, attributed to the plaintiff, his co-workers and/or employers bear to the conduct which caused the alleged damages or injuries. -9-

10 AS FOR THE TWENTY-FIRST AFFIRMATIVE DEFENSE Any oral warranties upon which plaintiffs relied are inadmissible and unavailable because of the provisions of the applicable Statute of Frauds, or other applicable rules of evidence. AS FOR THE TWENTY-SECOND AFFIRMATIVE DEFENSE As to all causes of action pleaded in the complaint which are based upon express or implied warranties and/or representations, the alleged breaches thereof as against this answering defendant are legally insufficient by reason of their failure to allege privity of contract between plaintiff and defendant. AS FOR THE TWENTY-THIRD AFFIRMATIVE DEFENSE Plaintiff did not directly or indirectly purchase, use or be exposed to any asbestoscontaining products or materials from this answering defendant, and plaintiff neither received nor relied on any representation or warranty allegedly made by defendant. AS FOR THE TWENTY-FOURTH AFFIRMATIVE DEFENSE In the event that any breach of warranty is proven, plaintiff failed to give proper and prompt notice of any such breach of warranty to defendant. AS FOR THE TWENTY-FIFTH AFFIRMATIVE DEFENSE To the extent that the causes of action pleaded by plaintiff fail to accord with the Uniform Commercial Code, including but not limited to Section thereof, the plaintiffs complaint is time-barred. AS FOR THE TWENTY-SIXTH AFFIRMATIVE DEFENSE Upon information and belief, plaintiff failed to mitigate or otherwise act to lessen or reduce the injuries and disabilities alleged in the Complaint. AS FOR THE TWENTY-SEVENTH AFFIRMATIVE DEFENSE To the extent that plaintiff seek punitive damages against this answering defendant, these damages are improper, unwarranted, not authorized by law and are -10-

11 unconstitutional in the context of this litigation. Subjecting the defendant to multiple trials and multiple impositions of punitive damages for the same course of conduct is a violation of both substantive and procedural due process under the United States Constitution and the Constitution of the State of New York. Punitive damages are a violation of due process. The standard for the award of punitive damages is constitutionally void for vagueness. Lack of limitation on possible multiple impositions of punitive damage awards for the same alleged course of conduct is unconstitutional. AS FOR THE TWENTY-EIGHTH AFFIRMATIVE DEFENSE Plaintiff is estopped from asserting the causes of action alleged in the Complaint. AS FOR THE TWENTY-NINTH AFFIRMATIVE DEFENSE Plaintiff has waived the cause of action and recovery alleged in the Complaint. AS FOR THE THIRTIETH AFFIRMATIVE DEFENSE Plaintiff has failed to name and join essential and necessary parties. AS FOR THE THIRTY-FIRST AFFIRMATIVE DEFENSE Plaintiff lacks requisite capacity, standing and authority to bring the within action, as they are not real parties in interest. AS FOR THE THIRTY-SECOND AFFIRMATIVE DEFENSE Defendant incorporates by reference, as if more fully set forth at length herein, all defenses, both affirmative and otherwise, raised, pleaded or asserted by all other answering defendants and third party defendants. AS FOR THE THIRTY-THIRD AFFIRMATIVE DEFENSE The injuries allegedly suffered by plaintiff, if any (which injuries are specifically denied by the answering defendant), were the result of culpable conduct or fault of third persons for whose conduct this answering defendant is not legally responsible, and the damages recovered by plaintiff, if any, should be diminished or reduced in the proportion to which said culpable conduct bears upon the culpable conduct which caused the damages. Any liability on -11-

12 the part of this answering defendant (which liability is vigorously and specifically denied) is fifty percent or less of the liability of all persons who are the cause of the alleged injuries, if any, and the liability of this answering defendant for non-economic loss does not exceed this answering defendant s equitable share determined in accordance with the relative culpability of each person causing or contributing to the total liability for non-economic loss pursuant to CPLR sections 1601 through AS FOR THE THIRTY-FOURTH AFFIRMATIVE DEFENSE To the extent that any injury alleged in the Complaint occurred in the context of any employer-employee relationship, plaintiff s sole and exclusive remedy is under the Workers Compensation Law. AS FOR THE THIRTY-FIFTH AFFIRMATIVE DEFENSE Defendant alleges that at all times relative to matters alleged in the Complaint, all of plaintiff s employers, other than defendant, were sophisticated users of asbestos-containing products and said employers negligence in providing the product to its employees in a negligent, careless and reckless manner was a superseding cause of plaintiff s injuries, if any. AS FOR THE THIRTY-SIXTH AFFIRMATIVE DEFENSE Compensation benefits from defendant as a consequence of the alleged industrial injury referred to in the Complaint, and in the event plaintiff is awarded damages against defendant, defendant claims a credit against this award to the extent that defendant is barred from enforcing his rights to reimbursement for Worker s Compensation benefits that plaintiff has received or may in the future receive. AS FOR THE THIRTY-SEVENTH AFFIRMATIVE DEFENSE If plaintiff has received, or in the future may receive Worker s Compensation benefits from defendant as a consequence of the alleged industrial injury referred to in the Complaint, defendant demands repayment of any such Worker s Compensation benefits in the event that plaintiff recovers tort damages as a result of the industrial injury allegedly involved -12-

13 here. Although defendant denies the validity of plaintiff s claims, in the event those claims are held valid and not barred by the statute of limitations or otherwise, defendant asserts that crossdemands for money have existed between plaintiff and defendant and the demands are compensated, so far as they equal each other. AS FOR THE THIRTY-EIGHTH AFFIRMATIVE DEFENSE Defendant denies any and all liability to the extent that plaintiff assert Defendant s alleged liability as a successor, successor in business, successor in product line or a portion thereof, assign, predecessor, predecessor in business, predecessor in product line or a portion thereof, parent, alter ego, subsidiary, wholly or partially owned by, or the whole or partial owner of or member in an entity researching, studying, manufacturing, fabricating, designing, labeling, assembling, distributing, leasing, buying, offering for sale, selling, inspecting, servicing, installing, contracting for installation, repairing, marketing, warranting, rebranding, manufacturing for others, packaging and advertising a certain substance, the generic name of which is asbestos. AS FOR THE THIRTY-NINTH AFFIRMATIVE DEFENSE Neither the Complaint nor any purported cause of action alleged therein states facts sufficient to entitle plaintiff to an award of punitive damages against defendant. AS FOR THE FORTIETH AFFIRMATIVE DEFENSE Defendant alleges that, on information and belief, plaintiff named defendant in this litigation without reasonable product identification and without a reasonable investigation; accordingly, defendant requests reasonable expenses, including attorneys fees, incurred by this defendant as a result of the maintenance by plaintiffs of this bad faith action. AS FOR THE FORTY-FIRST AFFIRMATIVE DEFENSE To the extent the Complaint asserts defendant s alleged market share liability, or enterprise liability, the Complaint fails to state facts sufficient to constitute a cause of action against defendant. -13-

14 WHEREFORE, the defendant Cambium Learning Group, Inc. demands judgment against plaintiff Richard R. LeFrak dismissing the Complaint, together with the costs and disbursements of the action, and the expenses incurred in the defense thereof and for such other and further relief that this Court deems proper and just. CROSS-CLAIMS FOR CONTRIBUTION AND INDEMNIFICATION AGAINST ALL OTHER DEFENDANTS Upon information and belief, that if and in the event the plaintiffs sustained any damages as alleged in the Complaint, all of which is denied by Defendant, said damages were caused by the negligence, culpable conduct, intentional and/or wrongful acts of defendants Aerco International, Inc., Altman Rentals, Inc., Altman Stage Lighting Co., Inc., Amchem Products, Inc. n/k/a Rhone Poulenc AG Company, n/k/a Bayer Cropscience Inc., American Biltrite Inc., American Insulated Wire Corporation, Anixter International, Inc. a/k/a Anixter Inc., Azrock Industries, a division of Domco, Inc., Ballantyne of Omaha, Inc., individually and as successor to Strong Electric Corp. and Strong International, Barbizon Electric Co., Inc., Belden, Inc., BICC Cables Corporation, individually and as successor in interest to Brintec Systems Corporation, Continental Wire & Cable Co., Brand-Rex Company, Cablec Corporation, Cablec Industrial Cable Company and Cablec Utility Cable Co., BMCE Inc., f/k/a United Centrifugal Pump, Cablec Power Cable Co., Inc., CBS Corporation, f/k/a Viacom Inc., successor by merger to CBS Corporation, f/k/a Westinghouse Electric Corporation, Certainteed Corporation, Conwed Corporation, Ericsson, Inc., individually, and as successor in interest to Anaconda Wire & Cable Co., General Cable Corporation, General Electric Company, Georgia Pacific LLC, Kaiser Gypsum Company, Inc., Leviton Manufacturing Co., Inc., Miller Electric Cable Corporation, Mole Richardson Co., Owens-Illinois, Inc., Pfizer, Inc. (Pfizer), Philips Electronics North America Corp., individually and as successor to Strand Lighting, Inc. and Strand Century, Inc., Standard Wire & Cable Company, Strand Lighting, Inc., U.S. Rubber Company (Uniroyal), Union Carbide Corporation, Universal Electric Stage Lighting Company, and not through any acts of negligence, culpable or wrongful conduct on the part of Defendant. -14-

15 By reason of the foregoing, Defendant is entitled to contribution and indemnification from defendants Aerco International, Inc., Altman Rentals, Inc., Altman Stage Lighting Co., Inc., Amchem Products, Inc. n/k/a Rhone Poulenc AG Company, n/k/a Bayer Cropscience Inc., American Biltrite Inc., American Insulated Wire Corporation, Anixter International, Inc. a/k/a Anixter Inc., Azrock Industries, a division of Domco, Inc., Ballantyne of Omaha, Inc., individually and as successor to Strong Electric Corp. and Strong International, Barbizon Electric Co., Inc., Belden, Inc., BICC Cables Corporation, individually and as successor in interest to Brintec Systems Corporation, Continental Wire & Cable Co., Brand-Rex Company, Cablec Corporation, Cablec Industrial Cable Company and Cablec Utility Cable Co., BMCE Inc., f/k/a United Centrifugal Pump, Cablec Power Cable Co., Inc., CBS Corporation, f/k/a Viacom Inc., successor by merger to CBS Corporation, f/k/a Westinghouse Electric Corporation, Certainteed Corporation, Conwed Corporation, Ericsson, Inc., individually, and as successor in interest to Anaconda Wire & Cable Co., General Cable Corporation, General Electric Company, Georgia Pacific LLC, Kaiser Gypsum Company, Inc., Leviton Manufacturing Co., Inc., Miller Electric Cable Corporation, Mole Richardson Co., Owens-Illinois, Inc., Pfizer, Inc. (Pfizer), Philips Electronics North America Corp., individually and as successor to Strand Lighting, Inc. and Strand Century, Inc., Standard Wire & Cable Company, Strand Lighting, Inc., U.S. Rubber Company (Uniroyal), Union Carbide Corporation, Universal Electric Stage Lighting Company, pursuant to all applicable contractual, statutory and common law. WHEREFORE, Defendant Cambium Learning Group, Inc. demands judgment against defendants Aerco International, Inc., Altman Rentals, Inc., Altman Stage Lighting Co., Inc., Amchem Products, Inc. n/k/a Rhone Poulenc AG Company, n/k/a Bayer Cropscience Inc., American Biltrite Inc., American Insulated Wire Corporation, Anixter International, Inc. a/k/a Anixter Inc., Azrock Industries, a division of Domco, Inc., Ballantyne of Omaha, Inc., individually and as successor to Strong Electric Corp. and Strong International, Barbizon Electric Co., Inc., Belden, Inc., BICC Cables Corporation, individually and as successor in interest to Brintec Systems Corporation, Continental Wire & Cable Co., Brand-Rex Company, Cablec -15-

16 Corporation, Cablec Industrial Cable Company and Cablec Utility Cable Co., BMCE Inc., f/k/a United Centrifugal Pump, Cablec Power Cable Co., Inc., CBS Corporation, f/k/a Viacom Inc., successor by merger to CBS Corporation, f/k/a Westinghouse Electric Corporation, Certainteed Corporation, Conwed Corporation, Ericsson, Inc., individually, and as successor in interest to Anaconda Wire & Cable Co., General Cable Corporation, General Electric Company, Georgia Pacific LLC, Kaiser Gypsum Company, Inc., Leviton Manufacturing Co., Inc., Miller Electric Cable Corporation, Mole Richardson Co., Owens-Illinois, Inc., Pfizer, Inc. (Pfizer), Philips Electronics North America Corp., individually and as successor to Strand Lighting, Inc. and Strand Century, Inc., Standard Wire & Cable Company, Strand Lighting, Inc., U.S. Rubber Company (Uniroyal), Union Carbide Corporation, Universal Electric Stage Lighting Company for compensatory damages, interest, attorneys fees and further relief that this Court deems proper and just. LOWENSTEIN SANDLER LLP Dated: April 1, 2014 By: s/michael A. Kaplan Michael A. Kaplan Attorneys for Defendant Cambium Learning Group, Inc Avenue of the Americas 18th Floor New York, New York and 65 Livingston Avenue Roseland, New Jersey TO: Weitz & Luxenberg, P.C. 700 Broadway New York, New York

17 ATTORNEY VERIFICATION I, MICHAEL A. KAPLAN, am an attorney admitted to practice law in the Courts of New York, and an associate of the firm Lowenstein Sandler LLP, attorney for Defendant Cambium Learning Group, Inc. I have read the annexed Verified Answer and Cross-Claim by Defendant Cambium Learning Group, Inc., know the contents thereof, and that the same is true to my own knowledge, except as to matters therein stated to be alleged on information and belief, and that as to those matters, I believe them to be true. The grounds for my belief are public records, file records, and phone conversations with agents of Defendant. This verification is made by me pursuant to N.Y. CPLR 3020(d)(3). I hereby affirm that the foregoing statements are true. I understand that if any of the foregoing statements are willfully false, I am subject to punishment. Dated: April 1, 2014 s/michael A. Kaplan Michael A. Kaplan -17-