Ajredin "Danny" Deari v. Jane Doe

ACCEPTED
05-15-01019-CV
FIFTH COURT OF APPEALS
DALLAS, TEXAS
12/4/2015 12:04:49 PM
LISA MATZ
CLERK
NO. 05-15-01019-CV

IN THE COURT OF APPEALS FILED IN
5th COURT OF APPEALS
FOR THE FIFTH DISTRICT OF TEXAS DALLAS, TEXAS
AT DALLAS 12/4/2015 12:04:49 PM
LISA MATZ
Clerk

AJREDIN “DANNY” DEARI,
Appellants,
v.
JANE DOE,
Appellee.

On Appeal from the 193rd Judicial District Court
of Dallas County, Texas
Cause No. DC-13-04564

SUPPLEMENTAL APPENDIX IN SUPPORT OF CENTURY’S REPLIES TO THE
TRUSTEE’S AND JANE DOE’S RESPONSES TO MOTIONS TO INTERVENE
AND FOR EXTENSION OF TIME TO FILE NOTICE OF APPEAL

Volume 2 of 2 (Bates Nos. 732-1260)

Charles T. Frazier, Jr.
State Bar No. 07403100
cfrazier@adjtlaw.com
Roger D. Townsend
State Bar No. 20167600
Dana Livingston
State Bar No. 12437420
Alexander Dubose Jefferson &
Townsend LLP
4925 Greenville Ave., Ste. 510
Dallas, Texas 75206-4087
(214) 369-2358
(214) 369-2359 Fax
Attorneys for Intervenor
Century Surety Company
 SUPPLEMENTAL APPENDIX IN SUPPORT OF CENTURY’S REPLIES TO THE
TRUSTEE’S AND JANE DOE’S RESPONSES TO MOTIONS TO INTERVENE
AND FOR EXTENSION OF TIME TO FILE NOTICE OF APPEAL

Century Surety Company (“Century”) hereby files this Supplemental

Appendix in Support of Its Replies to the Trustee’s and Jane Doe’s Responses to

Motions to Intervene and for Extension of Time to File Notice of Appeal.

Supp.
Ex. Date Document App.
Page(s)
Dec. 3, 2015 Supplemental Affidavit of James W. 0001
Bowen
1 Nov. 23, 2015 Deposition of Scott Seidel in In re 0005
Pastazios Pizza, Inc., Case No. 14-34324-
hdh11, filed in the Bankruptcy Court for
the Northern District of Texas, including
referenced exhibits
2 Nov. 3, 2015 Transcript of Hearing of [119] Motion for 0732
Leave – Trustee’s Expedited Motion to
Clarify Trust Agreement in In re Pastazios
Pizza, Inc., Case No. 14-34324-hdh11, filed
in the Bankruptcy Court for the Northern
District of Texas
3 Nov. 19, 2015 Order on Trustee’s Motion to Clarify [150] 0855
in In re Pastazios Pizza, Inc., Case No. 14-
34324-hdh11, filed in the Bankruptcy Court
for the Northern District of Texas
4 Aug. 25, 2015 Jane Doe’s Unopposed Motion to Intervene 0859
[50] filed in Century Surety Company v.
Pastazios Pizza, Inc. Creditor Trust et al.,
Case No. 3:13-cv-02553-P, in the Northern
District of Texas, Dallas Division

SUPPLEMENTAL APPENDIX IN SUPPORT OF CENTURY’S REPLIES TO THE TRUSTEE’S AND JANE DOE’S
RESPONSES TO MOTIONS TO INTERVENE AND FOR EXTENSION OF TIME TO FILE NOTICE OF APPEAL Page 1
 5 Oct. 31, 2015 Pastazios Pizza Inc. Creditor Trust’s 0870
Amended Counterclaims [64] filed in
Century Surety Company v. Pastazios
Pizza, Inc. Creditor Trust et al., Case No.
3:13-cv-02553-P, in the Northern District
of Texas, Dallas Division
6 Nov. 11, 2015 ECF Docket for In re Danny Deari, Case 1129
No. 14-34323-hdh13, filed in the
Bankruptcy Court for the Northern District
of Texas
7 Nov. 24, 2015 Transcript of Hearing of [145] Expedited 1141
Motion to Enforce Confirmed Plan in In re
Pastazios Pizza, Inc., Case No. 14-34324-
hdh11, filed in the Bankruptcy Court for
the Northern District of Texas
8 Nov. 2, 2015 Trustee’s Reply in Support of Motion to 1250
Clarify Trust Agreement [133] in In re
Pastazios Pizza, Inc., Case No. 14-34324-
hdh11, filed in the Bankruptcy Court for
the Northern District of Texas
9 Nov. 23, 2015 Order Denying Century Surety Company’s 1258
Motion for Continuance [171] in In re
Pastazios Pizza, Inc., Case No. 14-34324-
hdh11, filed in the Bankruptcy Court for
the Northern District of Texas

SUPPLEMENTAL APPENDIX IN SUPPORT OF CENTURY’S REPLIES TO THE TRUSTEE’S AND JANE DOE’S
RESPONSES TO MOTIONS TO INTERVENE AND FOR EXTENSION OF TIME TO FILE NOTICE OF APPEAL Page 2
Exhibit 2

SUPP APP 0732
 1

1 IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF TEXAS (DALLAS)
2
3
) Case No. 14-34324-HDD-11
4 In re ) Dallas, Texas
)
5 PASTAZIOS PIZZA, INC., )
) November 3, 2015
6 Debtor. ) 9:20 AM
)
7 _______________________________)
8 TRANSCRIPT OF HEARING
OF [119] MOTION FOR LEAVE - TRUSTEE'S
9 EXPEDITED MOTION TO CLARIFY TRUST AGREEMENT
BEFORE THE HONORABLE HARLIN D. HALE,
10 UNITED STATES BANKRUPTCY JUDGE
11

12
13
14
15
16
17

18
19
20 Transcription Services: eScribers
700 West 192nd Street
21 Suite #607
New York, NY 10040
22 (973) 406-2250
23
PROCEEDINGS RECORDED BY ELECTRONIC SOUND RECORDING.
24
TRANSCRIPT PRODUCED BY TRANSCRIPTION SERVICE.
25 APPEARANCES:

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0733
 2

1
For the Debtor: JOYCE W. LINDAUER, ESQ.
2 JOYCE LINDAUER LAW OFFICE
8140 Walnut Hill Lane
3 Suite 301
Dallas, TX 75231
4
For the Trustee: DAVOR RUKAVINA, ESQ.
5 THOMAS BERGHMAN, ESQ.
MUNSCH, HARDT, KOPF & HARR
6 500 North Akard Street
Suite 3800
7 Dallas, TX 75201
8
For Jane Doe: LAURA M. FONTAINE, ESQ.
9 MICHAEL GRUBER, ESQ.
GRUBER HURST ELROD JOHANSEN
10 HAIL SHANK LLP
1445 Ross Avenue
11 Suite 2500
Dallas, TX 75202
12
13 For Century Surety GREGORY HESSE, ESQ.
Company: KEVIN W. BROOKS, ESQ.
14 HUNTON & WILLIAMS LLP
1445 Ross Avenue
15 Suite 3700
Dallas, TX 75202
16
17

18
19
20
21
22
23
24
25

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0734
 Colloquy 3

1 THE COURT: Pastazios Pizza. Mr. Rukavina, are you
2 in favor of debtors keeping yachts?
3 MR. RUKAVINA: I am in favor of renting yachts from
4 debtors so long as they are well stocked with provisions. And
5 you know what kind I mean.
6 Your Honor, good morning. Davor Rukavina and Thomas
7 Berghman here for Scott Seidel. Mr. Seidel is also present.
8 THE COURT: Welcome.
9 MR. HESSE: Good morning, Your Honor. Excuse me,
10 good morning, Your Honor. Greg Hesse and Kevin Brooks on
11 behalf of Century Surety Company.

12 THE COURT: Welcome.
13 MS. FONTAINE: Thank you, Your Honor. Laura Fontaine
14 for creditor Jane Doe. With me today in the courtroom is Mike
15 Gruber of Gruber Hurst Elrod Johansen Hail Shank.
16 THE COURT: Welcome.
17 MS. LINDAUER: Your Honor, Joyce Lindauer, counsel

18 for the debtor in the underlying bankruptcy case.
19 THE COURT: Welcome.
20 I know we have a standing argument, but I'd go ahead
21 and -- let's go ahead and proceed through the evidence subject
22 to that. We're not waiving the --
23 MR. HESSE: Your Honor, before we get started, I'd
24 like to invoke the rule of witness preclusion. The -- I think
25 really the two parties that are here, really, the trustee and

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0735
 Colloquy 4

1 Century Surety Company. The trustee filed a witness list that
2 had Scott Seidel, Joyce Lindauer and Trey Crawford. I'd
3 actually ask that Ms. Lindauer and Mr. Crawford be excluded.
4 THE COURT: Who is Crawford now?
5 MR. CRAWFORD: Me, Your Honor.
6 THE COURT: And whom is he?
7 MR. GRUBER: He's my partner, Your Honor. Mike
8 Gruber. He's my partner in private case with the underlying
9 state court case.
10 THE COURT: Um-hum. All right. That's overruled,
11 these are all parties-in-interest.

12 You may proceed.
13 MR. RUKAVINA: Your Honor, may I approach with a
14 couple of binders?
15 THE COURT: You may.
16 MR. HESSE: Your Honor, may I approach as well?
17 THE COURT: You may.

18 MR. HESSE: With the binders?
19 THE COURT: Yeah, you do the same. Right up here,
20 thank you.
21 MR. RUKAVINA: Your Honor, the last time we were here
22 we didn't really get a chance to give you kind of an update
23 where we are, largely because of Century's oral motion to
24 continue. We do thank you for your hearing today. But I do
25 think it's time to give Your Honor some of the background,

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0736
 Colloquy 5

1 more for context than anything.
2 We do not intend today to try some of these issues
3 that Century raised this Friday in an amended objection to our
4 motion seeking very targeted relief. But because Century has
5 raised those, and because they are of relevance with respect
6 to what's going on before Judge Solis, it merits some
7 discussion at least.
8 So it's been some time I think since the Court has
9 been involved with this case. But if we go back, on April the
10 2nd of this year, the Court confirmed the debtor's plan.
11 The debtor's plan clearly created a creditor trust.

12 The plan had attached to it this trust document which, of
13 course, as Your Honor mentioned last time, had certain blanks
14 in it. Why those blanks were blanks at the time of
15 confirmation, we as the trustee, of course, do not know.
16 What followed were several weeks of the debtor trying
17 to find the 50,000-dollar seed money required by the

18 confirmation order to effectuate the plan. And I don't
19 know -- Mr. Seidel might remember more in detail, I don't
20 remember exactly when that money came in, but it was quite
21 some time later. The debtor had a difficult time finding the
22 50,000 dollars.
23 Consequently, on May 22nd of this year, the debtor
24 signed this trust document which had the blanks in it.
25 THE COURT: They signed it with the blanks still?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0737
 Colloquy 6

1 MR. RUKAVINA: Yes. The debtor then sent -- Ms.
2 Lindauer sent that document to Mr. Seidel. Mr. Seidel signed
3 that document. At that time, both Mr. Seidel and I were
4 discussing with Ms. Lindauer and with Mr. Erler, who
5 represented Ms. Doe respectively, as to these blanks.
6 Ms. Lindauer will explain to Your Honor that it was
7 her understanding that the trustee would fill in those blanks.
8 That was not the trustee's understanding, this was a contract
9 predating the trustee. The trustee did not believe that he
10 could just fill in whatever he wanted to.
11 And with my communications with Mr. Erler, I'd

12 understood that there was a fully -- I'll just call it fully
13 executed, fully filled-in document that was out there, but it
14 was not provided to me.
15 And, finally, really it wasn't until October that Mr.
16 Erler said whoops, this was not signed. In other words, the
17 full filled-in document did exist, but it was never signed.

18 So we have the signed document with blanks, we have
19 an unsigned document, apparently with all the blanks filled
20 in.
21 Let's go back now. So the trustee becomes the
22 trustee on or about May 22nd of this year. The confirmation
23 order and the plan provide for a trustee to retain insurance
24 counsel, that would be Munsch Hardt. There's a blank for how
25 much we're entitled to be paid, another blank that hasn't been

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0738
 Colloquy 7

1 filled in. And the trust document and the plan provide for
2 this trust advisory board, which was subsequently modified
3 pursuant to your confirmation order to have one person on
4 there. But that person, again, is a blank.
5 Well, we have trial in the Jane Doe state court
6 coming up in early July. We have before Judge Solis, once the
7 stay lifted, proceedings to take care of there as well. So
8 what does the trustee do? Well, on June 8th of this year, I
9 personally appeared in front of the state court. Mr. Crawford
10 was there. Ms. Doe, the ninety-nine percent beneficiary, knew
11 that Mr. Seidel had hired Munsch Hardt as the insurance

12 counsel. No problems with that, no objections, no nothing.
13 Everyone wanted insurance counsel
14 On June 12th of this year, we filed -- I filed a
15 motion to substitute in in the federal action before Judge
16 Solis to substitute in for Pastazios Pizza, because the trust
17 now owned these assets. We conferred with Mr. Shults for

18 Century. Mr. Shults said no opposition to the motion to
19 substitute. Judge Solis granted the motion. So by June 12th,
20 if not a few days earlier, Century knew that Munsch Hardt was
21 insurance counsel. No objection, no problem, no issue.
22 Back in state court we announced to the state court
23 that we had hired the law firm of Chen Dotson, the trustee
24 had, to defend the trust against Ms. Doe's tort claims. No
25 objections, no issue, no nothing.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0739
 Colloquy 8

1 Technically, according to the language of the trust
2 document, Mr. Seidel was supposed to confer with this trust
3 advisory board for the retention of Chen Dotson, but, again,
4 there was no advisory board. And our communications to that
5 effect, frankly, were circular. Well, I think Ms. Lindauer
6 has it, I think Mr. Erler has it, we're working on it, but we
7 had to hire counsel because we had trial coming up. Everyone
8 knew it, the beneficiary knew it. No objections, no problems.
9 Trial was held over the course of two or three days,
10 it was a bench trial. And ultimately the state court entered
11 a judgment, and the numbers -- I always get confused with the

12 numbers, because there's a number against Mr. Deari, there's a
13 number against Pastazios, but it's in the neighborhood of
14 twenty million dollars, as against Pastazios.
15 We have multiple weeks of meetings and communications
16 with Century thereafter regarding what to do with this
17 judgment. We sent a Stowers demand beforehand. Ultimately,

18 we agree, at Century's invitation, to a mediation on October
19 8th. We participate with Ms. Doe at this mediation. The
20 mediation does not conclude until October the 20th. Two days
21 later we filed this motion.
22 The reason why that is of some relevance is because
23 we had hoped that all of these things would be cleaned up at a
24 mediation if there was a settlement, which unfortunately was
25 not reached. And I say that to address Century's argument of

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0740
 Colloquy 9

1 delay.
2 The trustee did not delay, certainly not
3 intentionally. And I represent to you that it was only a
4 couple of weeks before we filed this motion that finally it
5 became clear from Mr. Erler that, wait, this document had not
6 been formally signed.
7 Now, underpinning all of this are certain arguments
8 that Century has raised both here and in front of Judge Solis,
9 that we take exceptionally seriously, and that we will do
10 something about in the procedurally appropriate posture.
11 Your Honor may recall that Century filed a notice of

12 appearance in the bankruptcy case. Century was served with
13 the disclosure statement and the plan. Century did not file
14 an objection to the plan. Century's lawyers stood right here
15 before you at the confirmation, and when asked by Your Honor
16 whether Century had any comments he basically said well, I'm
17 not a bankruptcy lawyer, I don't really have any, I'm here to

18 answer questions.
19 There is absolutely zero question of due process, and
20 there is absolutely zero question of 11 U.S.C. 1141 that this
21 plan is binding on Century.
22 Century now, months later, is making arguments that
23 the transfer of the insurance policy to the trust was invalid.
24 Century is now, months later, when the trustee has refused to
25 do its bidding, arguing that somehow the plan is a sham, that

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0741
 Colloquy 10

1 it's an irreconcilable conflict of interest, that Mr. Seidel
2 is somehow colluding with everyone basically as a master trick
3 against Century. Century is collaterally attacking Your
4 Honor's final binding nonappealable order. And, again, I say
5 we will do something about it.
6 But Century's really biggest defense is even more
7 shocking, because Century's biggest defense is the
8 disparagement of two judges.
9 First, they despair Judge Ginsberg by basically
10 saying that he rubberstamped collusive and -- they don't use
11 the word "false," but basically pre-engineered findings of

12 fact and conclusions of law. That somehow the trustee lost
13 the case intentionally, that somehow Judge Ginsberg looked the
14 other way, and somehow there's a miscarriage of justice, where
15 Judge Ginsberg somehow awarded twenty million dollars based on
16 collusion, even though Mr. Deari admitted to having sexual
17 relations with the eighteen-year-old girl, even though he

18 admitted to serving her alcohol, even though he admitted to
19 taking her to a hotel, even though he admitted to after the
20 act going to have a cigar and a nice meal, and even though he
21 admitted then going back to the hotel to claim his underwear,
22 that is Century's version of a collusive state court judge.
23 They also disparage you, because Your Honor entered,
24 apparently, a sham plan, a plan that voids the policy. Again,
25 collusive, somehow all engineered to enrich the trustee. I

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0742
 Colloquy 11

1 wish, again, not to try those issues today. Those issues are
2 not before Your Honor. Judge Solis will decide whether they
3 will go before Your Honor or him. Judge Solis has not granted
4 Century leave to amend their complaint, he has, instead,
5 ordered expedited briefing. And although we have agreed to
6 Century amending its complaint before Judge Solis, we will
7 take these issues up with Judge Solis, because we believe that
8 they're highly contentious, not to mention, utterly with
9 basis -- utterly without basis in fact.
10 Where does that leave us today? It leaves us now
11 that settlement discussions have ended, mediation has ended

12 with, basically, a war, a litigation war, which means that
13 things have to be cleaned up. This trust document exists for
14 the benefit of Ms. Doe and other beneficiaries. Mr. Seidel
15 was not there when this trust document was negotiated. Mr.
16 Seidel finds himself on a situation where he has no really
17 resort other than seeking clarification or guidance from this

18 Court.
19 So Mr. Seidel has phrased the issue one of two ways.
20 Just like with many plans, Judge, please compel the parties to
21 do what they should have done. That means designate who is on
22 the trust advisory board, fill in the blank for Munsch Hardt,
23 fill in the blank for fees, I need to know that if the fees
24 are going to be 10,000 dollars for this, I'm not going to go
25 forward. Or, alternatively, Judge, because this trust

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0743
 Colloquy 12

1 advisory board has not been effectuated for months, the
2 provisions of that have been waived by Ms. Doe, for whose
3 benefit the trust was created.
4 Your Honor will also hear from Mr. Berghman, my
5 associate, that he spoke to the second largest unsecured
6 creditor, Sam Johnson's law firm, 42,000 dollars. Mr. Johnson
7 also wishes that the trust advisory board go away as having
8 been waived.
9 Century is the only one contesting this. And Century
10 is contesting this not because they have a legitimate interest
11 in the governance of the plan or the trust document, but

12 because this is as shot, a free shot, bite of the apple, for
13 somehow gaining leverage in the district court action.
14 I was going to suggest to Your Honor one of three
15 ways of proceeding today.
16 First, I was going to suggest that Your Honor take up
17 the standing issue. It sounds like Your Honor's going to

18 carry that issue, and I'm certainly not going to disagree with
19 Your Honor's decision.
20 The second way is to just take up the facts as they
21 are on the record. They're matters of public record, they're
22 in front of Your Honor. There are blanks. All of the parties
23 assigned that are parties to this trust agreement are here,
24 and they're saying this was a mistake, we don't know why this
25 wasn't filled in, but it's time to clean this up, get rid of

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0744
 Colloquy 13

1 the trust advisory board, designate Munsch Hardt as counsel.
2 What more is there to discuss? Everyone that has an interest
3 in this trust is in agreement that this is what should be
4 done.
5 The third way is if we're going to have an actual
6 evidentiary hearing. Now, if Your Honor is going to take up
7 any of these collateral issues that Century has raised, then I
8 must seek a continuance, because I have a right to depose Mr.
9 Shults, who is here, now objecting to the plan. I have a
10 right to depose Century, asking what is your prejudice, what
11 is your interest in this trust. So I don't think we can have

12 a full and fair evidentiary hearing today. And that's exactly
13 what Century wants.
14 Put Mr. Seidel on the stand on what are otherwise
15 narrow issues, and try to take free testimony for subsequent
16 use before Judge Solis. Really, I have nothing to say or no
17 evidence other than what I've said. There's no smoking gun,

18 there's obviously a mistake, and the Court has to do something
19 about it.
20 Is the Court going to order the U.S. Marshals to
21 bring Ms. Doe down here and sit on a trust advisory board? Is
22 the Court going to conclude that Mr. Seidel can't have a
23 lawyer? Is the Court going to conclude that the whole plan is
24 a sham and convert the case? The Court doesn't have many
25 options I think that are palatable. But the Court's

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0745
 Colloquy 14

1 intervention is not necessarily required if all of the parties
2 that are subject to distrust are in agreement as to what
3 should be done. Thank you.
4 THE COURT: Thank you. Mr. Hesse, before you go let
5 me just see if any of these other parties, so you can address
6 all of them at one time.
7 MS. FONTAINE: Your Honor, Laura Fontaine for
8 creditor Jane Doe.
9 We disagree with a couple of the trustee's recitation
10 of the factual points, but we agree to the relief he seeks.
11 Our position is that at the time of plan confirmation

12 Jane Doe's claim was scheduled as disputed. And the
13 beneficiaries of the trust under the plan were the holders of
14 allowed class 4 claims.
15 Your Honor previously lifted the stay to allow her
16 claim to be tried in state court. The state court trial
17 didn't occur till July. So we were in a bit of a quandary as

18 of the effective date. We'd negotiated this trust, but we
19 haven't been able to resolve our claim either with the debtor,
20 and thereafter we weren't able to resolve our claim with the
21 trustee. The trustee disputed our claim, hired counsel to
22 oppose it.
23 So we weren't a beneficiary of the trust at the time
24 that the trust needed to be executed. We didn't want to run
25 afoul of the other allowed claims in the trust, potentially

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0746
 Colloquy 15

1 prejudice the rights of the other class 4 members. So we
2 decided not to take up our role on the trust advisory board.
3 When our claim was subsequently allowed after we
4 obtained judgment in state court, we decided to intervene in
5 the federal court litigation before Judge Solis directly. At
6 that point, there's no longer a need for us to serve on the
7 trust advisory board, that we could protect our own interests.
8 So there are other members of class 4 that could
9 potentially be appointed to the trust advisory board. We
10 don't want to be at this point. I don't think you're going to
11 have much luck convincing one of the credit card companies, or

12 Sam Johnson, he might have a conflict because he represented
13 the debtor's principal individually at one point. So I don't
14 think there's anybody who wants to be on the board.
15 So we don't disagree that the relief that the trustee
16 seeks, but we think that we got here in a different way. I
17 don't think we waived our right until recently. I don't think

18 we could have been on the trust advisor board. But at this
19 point I think that the trust advisory board no longer has
20 purpose or a willing participant.
21 THE COURT: Thank you.
22 MS. LINDAUER: Your Honor, let me tell you what I
23 recall about confirmation. The plan was confirmed, and then
24 we spent the next couple of months working with Mr. Deari to
25 get the 50,000 dollars.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0747
 Colloquy 16

1 When the plan was confirmed Mr. Deari had made
2 arrangements to borrow 50,000 dollars. He had an agreement
3 with a gentleman to loan him -- him personally the money. And
4 then shortly after confirmation that person said, well, I
5 really want to look at different terms. So we ended up with
6 just a huge mess with finally arranged the 50,000 dollars,
7 finally got the money over to Mr. Seidel. But that was the
8 focus of probably the two months following confirmation was
9 working through those issues.
10 As far as the creditor trust goes, I did talk to Mr.
11 Seidel, I think I talked with his counsel. And Mr. Deari did

12 sign off on the trust agreement, Mr. Seidel signed off on the
13 trust agreement. As far as the blanks are concerned, my
14 understanding was that the trustee would fill in the blanks
15 because the confirmation order actually addressed a number of
16 the blanks and said what needed to be in those blanks. For
17 example, the trustee being Mr. Seidel. Mr. Seidel could

18 choose his own attorney, so we wouldn't have filled that in.
19 We might have been told who it was and could have filled it
20 in. But, in essence, the trust document, the one the Court
21 has, had all the material terms.
22 THE COURT: What about the trust board?
23 MS. LINDAUER: I'm sorry?
24 THE COURT: What did it have for the board in
25 that blank?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0748
 Colloquy 17

1 MS. LINDAUER: Well, if you remember, the
2 confirmation order changed the board to one member. My
3 understanding leaving confirmation was that Ms. Doe would be
4 the member on the advisory board because she held the largest
5 claim. Whether it had been allowed or not wasn't really the
6 issue. We knew she had a significant claim, much larger than
7 any other creditors. And so my thought was was her or her
8 counsel would be the participant on the board. So that was my
9 understanding leaving. None of the other creditors had
10 this -- on confirmation, none of the other creditors had
11 really participated in this case to any extent. So Ms. Doe

12 and her counsel were the primary persons that would benefit
13 from the trust, and also the primary persons that were
14 involved in helping establish the trust in the first instance.
15 So my understanding was that she would be the member
16 of the board, and so that was --
17 THE COURT: Was that the one that Erler -- the one

18 that's filled out, that's what it runs?
19 MS. LINDAUER: I don't know if the one -- I don't
20 know if I've seen the one that was filled out, if that's what
21 it provides or not. The one I saw was the one that we had
22 attached originally to the plan, it had some blanks in it.
23 But --
24 THE COURT: Ms. Fontaine was shaking her head yes, is
25 that right? Or --

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0749
 Colloquy 18

1 MS. LINDAUER: Is that right?
2 THE COURT: No.
3 MS. FONTAINE: We never filled in the trust ad -- we
4 filled in Munsch Hardt, but we never filled in the trust --
5 MS. LINDAUER: Trust advisory board.
6 MS. FONTAINE: -- advisory board.
7 MS. LINDAUER: Yeah.
8 THE COURT: Okay.
9 MS. FONTAINE: That's the uncertainty about the
10 allowance of the claim.
11 THE COURT: Okay.

12 MS. LINDAUER: My understanding -- well, and
13 honestly, the -- the way the trust was created we provided a
14 form over to Mr. Erler and his firm. They gave us comments.
15 We went back and forth on the form of the trust -- the primary
16 form of the trust really was a collaboration between
17 both forms, but primarily their form. And so my understanding

18 was that when Mr. Seidel got appointed we're kind of done. I
19 mean the trustee would take over, he would run the creditor
20 trust and he would be responsible for hiring counsel. And the
21 debtor went off and is running his pizza business.
22 And if you remember, the way the plan set up, we
23 split the unsecureds into two groups. There were the smaller
24 unsecureds which the debtor was responsible for paying. There
25 were the larger unsecureds that went into the trust.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0750
 Colloquy 19

1 So our focus was making sure that Mr. Deari paid the
2 smaller unsecured creditors. We gave him a pay plan for that.
3 He's been making those payments. And then the larger
4 creditors went into the trust to be paid out of the trust.
5 So, really, once the plan was approved we kind of, maybe right
6 or wrong, kind of viewed the trustee as sort of the one
7 responsible for all this. I didn't know who he was going to
8 retain as counsel at the time of confirmation. I think that
9 was determined very quickly thereafter. So we just didn't
10 have that information.
11 When this all started to blow up over the last few

12 days, and I started reading the papers, I was really surprised
13 that this would be really an issue, because two things.
14 The trust itself says if there's any concerns about
15 the trust, subject to bankruptcy court's jurisdiction, the
16 bankruptcy court shall retain jurisdiction over the creditor
17 trust, the trust estate, the trustee, the members of the trust

18 advisory board. So it just seemed to me like if there were
19 any issues, you could take care of those problems. But I also
20 thought the things they were complaining about, frankly, were
21 more ministerial than material. The actual terms of the trust
22 were very straightforward, which is the trust was established
23 to hold claims for the benefit of a group of creditors. That
24 was the whole concept. And Mr. Seidel was appointed as
25 trustee.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0751
 Colloquy 20

1 And we knew he would be trustee at confirmation
2 because we filled him in in the confirmation order. So as far
3 as what happened with the advisory committee, I really don't
4 know anything about that, other than my understanding was that
5 Mr. Erler's client would be the member of the advisory
6 committee. So that was my understanding of what happened
7 post-confirmation. But like I said, our focus was primarily
8 on trying to get the 50,000 dollars and making sure the other
9 unsecured creditors got paid.
10 THE COURT: Thank you.
11 MS. LINDAUER: So, thanks.

12 THE COURT: Mr. Hesse?
13 MR. HESSE: Good morning, Your Honor. Greg Hesse on
14 behalf of Century Surety.
15 As was mentioned last week, we were brought in kind
16 of late to the game. So I understand that there was no
17 objection made by Century to the confirmation of the plan. I

18 understand that. I understand that they were not scheduled as
19 a creditor. I understand they were not schedule, or they did
20 not file a proof of claim.
21 However, under the terms of the plan, the debtor
22 transferred to this creditor's trust not only claims against
23 Century, but also the Century insurance policy. They assigned
24 that actual policy, itself. As such, that would provide
25 Century with an interest in the plan of reorganization.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0752
 Colloquy 21

1 And, quite frankly, listening to the dialogue that's
2 been going on here, I'm a little bit befuddled, because I,
3 quite candidly, Your Honor, could make the argument now that
4 we have discovered what's going on here, that the trust was
5 never actually formed, because there is a suggest -- there's
6 some very significant concerns as to what the terms of the
7 document are. You can't even have the parties over here agree
8 upon what the terms of the document are.
9 The debtor thought that Jane Doe was going to be the
10 sole member of the trust advisory board. Jane Doe's counsel
11 denies that that was going to be the case. Everybody kind of

12 forgot about it. The document -- they thought there was
13 a -- they fully filled out a document somewhere, and nobody's
14 ever seen it. I'm not really sure that we actually have a
15 trust that has been formed, which raises some fairly
16 significant questions in and of itself.
17 And I actually, quite candidly, believe that the

18 trust was properly formed up until the time that the trustee
19 filed his motion asking for this Court to, quite candidly I
20 believe, modify the terms of the plan.
21 So let's -- the quest -- what people are suggesting
22 that you do here is to just ignore the trust advisory board
23 and hope it goes away. But I think the Court needs to
24 understand what that means. And I think I would like to,
25 first of all, make reference to what the trustee had asked for

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0753
 Colloquy 22

1 in their motion to clarify. They either -- the way I read it
2 was they want the Court to appoint a person, or to appoint a
3 person appointed, or to declare -- and I'm quoting here,
4 "declare all provisions of the plan, the confirmation order,
5 and the trust agreement related to the trust advisory board,
6 or any permission or approval from the same to be void." They
7 want you to declare all provisions of the plan, the
8 confirmation order, and the trust agreement relating to the
9 trust advisory board to be void. What does that mean, Your
10 Honor?
11 I have a -- I have provided a copy of a -- of my

12 exhibit book, so if you -- if you want to follow along, with
13 Exhibit number 2, which is a copy of the plan of
14 reorganization.
15 Section 7.01 provides in the last sentence, "That
16 except as otherwise provided here, set forth herein, the
17 trustee and the creditor trust shall be subject to the

18 oversight by the trust advisory board, as provided in the
19 creditor trust agreement." So a term of -- what is a fairly
20 material term of the plan, which is the governance of the
21 trust, is going to be gutted by the proposal from the trustee,
22 because there's no longer going to be a trust advisory board
23 overseeing the creditor trust and the trustee.
24 From Century's perspective, that was kind of an
25 important term, because that means that there's someone

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0754
 Colloquy 23

1 keeping track of the trustee to make sure that he is doing
2 what he is supposed to be doing.
3 With regards to the actual terms of the trust
4 agreement, I'll go through a few of the terms, once again in
5 Exhibit 2 attached as Exhibit 1 to the plan, or Exhibit A to
6 the plan. I'll get you to the -- actually the document
7 filing, page -- at the top, Your Honor.
8 THE COURT: Okay.
9 MR. HESSE: Page 30. It talks about the
10 administrative powers of the trustee. Section 4.2(b)(iii),
11 "With prior approval of the trust advisory board -- the

12 trustee may exercise the power with the prior approval of the
13 trust advisor board, to enter into, perform and exercise
14 rights under contracts belonging to the creditor trust."
15 Remember, Your Honor, there was the assignment of the
16 insurance policy with Century into the creditor trust, that
17 would provide protection for Century, because it would be

18 dealing with our contract.
19 4.2(b)(v), "With the prior approval of the trust
20 advisory board the trustee can employ attorneys."
21 Moving over to page 31, 4.2(b)(x), I'm going to
22 invert it, "With the prior approval of the trust advisory
23 board, the trustee can compromise, adjust, or settle, or
24 abandon causes of action." Once again, this relates to
25 Century.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0755
 Colloquy 24

1 And, interestingly, Your Honor, it was mentioned in
2 the trustee's response, they didn't file this motion until
3 after there was the mediation with Century. Based upon the
4 document that they now rely upon, they didn't have authority
5 to enter into the mediation and to try to settle the claim
6 with Century. They wasted a significant amount of our time
7 going into this mediation because they did not have authority.
8 (xi) also provides "With the consultation of the
9 advisory board, they will compromise, adjust, settle or
10 abandon any avoidance actions."
11 Over on the next page, page 32, "With prior approval

12 of the trust advisory board, they can sue in connection with
13 matters."
14 (xviii) "With prior approval of the trust advisory
15 board, they can borrow money."
16 (xix) "With prior approval of trust advisory board,
17 they can use net causes of action to pay expenses."

18 So those are all fairly significant provisions that
19 require trust advisory board approval.
20 And I'd also like to direct Your Honor's attention
21 to -- bear with me for just a moment. There is a provision in
22 the trust agreement that provides for the ability to amend the
23 trust agreement. They chose not to amend the trust agreement.
24 And probably one of the reasons that they chose not to amend
25 the trust agreement is over here in Section 10.1 starting with

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0756
 Colloquy 25

1 the fifth line from the top. It says that "The trustee is not
2 entitled to amend or modify Sections 4.2(x) and 4.2(xi)."
3 And, again, going back to (x) that is "The trust advisory
4 board has to be consulted and has to approve any settlement of
5 any claims or causes of action." Once again, relating to
6 Century.
7 So this all has -- Century has an interest in what's
8 going on in the trust advisory board, because its contract was
9 assigned to the trust advisory board. And, secondly, that it
10 was -- these doc -- the way that the governance is done with
11 regards to the claim against trust -- Century, provides that

12 the trust advisor board will be consulted.
13 And then I'll also point out to you one fairly
14 significant, just wholesale gutting of the document, is in
15 page 37 of the -- of the plan as it was filed, page 17 of the
16 trust agreement. Starting with Section 6, "The establishment
17 of the trust advisory board in all related matters."

18 And then there's one final point that I would make,
19 Your Honor, is that dealing with the removal of a trustee in
20 Section 8.8(b), "The trustee may be removed by the order of
21 the bankruptcy court, but only upon motion of the trust
22 advisory board with less than a unanimous vote, or upon
23 unanimous vote of the trust advisory board."
24 So to completely eliminate all references to the
25 trust advisory board, you basically have an -- the trustee not

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0757
 Colloquy 26

1 being able to be under the oversight of anyone, and being able
2 to do as he sees.
3 So this a material change to the trust -- trust
4 agreement, which was incorporated by reference into the plan
5 of reorganization, which plan was sent to creditors and
6 parties-of-interest, which creditors and parties-of-interest
7 relied upon in whatever decisions they ultimately made.
8 So, quite candidly, Your Honor, this is a significant
9 modification to the plan of reorganization. And I cited in
10 our objection a fairly lengthy quote from Judge Sharp in the
11 U.S. Brass case, in which he noted that any -- you can file a

12 motion, and you can set it up as trying to describe it as an
13 interpretation of the plan, or kind of a -- an interpretation
14 of a trust agreement, but if it results in material changes to
15 a confirmed -- a substantially confirmed plan, he didn't
16 have -- you don't have authority to modify those provisions.
17 Which then raises the question has the plan been

18 substantially consummated? I'll note, Your Honor, that the
19 debtor did file an application for -- an application to enter
20 a final decree and close the case in which the debtor
21 represented that the plan has been substantially consummated.
22 If the plan, in fact, has been substantially consummated,
23 there's no authority under Section 1127 to modify it, even
24 indirectly by merely seeking to waive these provisions. That
25 ends up being effectively a material modification.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0758
 Colloquy 27

1 So we would ask that -- I mean, just based upon what
2 they're seeking to do, we'd ask the Court to deny it.
3 This is not a problem that Century caused. We
4 thought that we were dealing with someone who has been
5 properly appointed and has authority to act as they did. The
6 fact that the trustee represented that the trust had been
7 appointed -- the trustee had been appointed, that he had
8 hired -- properly hired counsel in order to try to intervene
9 into the -- litigate the coverage action in federal district
10 court, was based upon the understanding of what was going to
11 happen, and it was consistent with what they were saying. It

12 was only until they filed this motion that real questions
13 arise as to, number one, whether the trustee has, in fact,
14 been formed? Based upon this discussion, I'm not sure that it
15 has. And, secondly, whether the trust -- whether they have
16 authority under Section 1127 to modify these terms anyway.
17 These provisions, in part, provide some protection to

18 Century, it provides -- these protections relate to the
19 ability to settle claims. It provides some form of oversight
20 on the trustee in his actions, that I think that it's
21 important.
22 I think I explained in our response the concerns that
23 have arisen -- as time has gone on as to the inherent --
24 potentially inherent conflict that has arisen as a result of
25 this particular plan and trust agreement. The trustee has

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0759
 Colloquy 28

1 been given the sole right to object to the claim of Jane Doe.
2 His compensation is based upon the percentage of recovery that
3 can be given from the trust assets, which primarily consist of
4 the claim against Century. The value of the claim against
5 Century directly correlates to the value of the claim -- or
6 the amount of claim that Jane Doe has against the trust.
7 It -- clearly, if Jane Doe's claim is twenty million
8 dollars, and that results in twenty million in proceeds to the
9 trust, the trustee gets a million dollars.
10 If Jane Doe's claim is zero, the trust gets zero.
11 The trustee's compensation is zero. It is directly

12 correlated.
13 And so there is -- there is a potential conflict of
14 interest that exists under this plan and this trust agreement
15 that is -- that is ameliorated in part by having the trust
16 advisory board there to make -- overseeing what is going on.
17 I don't know ultimately what happened in the state

18 court, we'll find out. That's a subject of issues in other
19 courts. All I'm saying is under this document there is a
20 concern. Was it raised at the time of confirmation, no. It
21 became -- but it became more apparent as time has gone on.
22 And, especially now it becomes more apparent when the trustee
23 is seeking to -- and the parties-in-interest here, the debtor
24 and Jane Doe, are asking that the Court eliminate the trust
25 advisory board, the one check over the trustee's actions.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0760
 Colloquy 29

1 So in our view, Your Honor, you should deny the
2 motion as a material modification of the plan. This is not a
3 mess that we caused, it's a mess that they caused. And
4 if -- and, quite candidly, if they didn't actually effectuate
5 the formation of the trust, maybe there's a material
6 modification to the plan that raises questions as to whether
7 this case should be dismissed or converted. Thank you, Your
8 Honor.
9 THE COURT: Thank you, Mr. Hesse.
10 MR. RUKAVINA: Your Honor, I think Mr. Gruber wants
11 to address the Court.

12 THE COURT: Okay.
13 MR. GRUBER: Your Honor, I just want to address,
14 especially that last comment, that "not the mess that they
15 made."
16 Your Honor, my client, Ms. Doe, as an eighteen-year-
17 old girl put up with four years of depositions questioning

18 her -- everything about her, three-day very adversarial trial.
19 We can play you depo clips where they go into everything about
20 whether she was really raped, whether she wanted it, whether
21 she wanted the herpes that she still has.
22 They initially, four years ago, indicated that their
23 problem was coverage here. And then once they hired counsel,
24 they pulled that counsel. And my client had four years of
25 this because they wouldn't respond to the first demand for

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0761
 Colloquy 30

1 payment, or the next three they didn't respond to us at all.
2 The bankruptcy is because --
3 MR. HESSE: Your Honor, I'm going to --
4 MR. GRUBER: -- they couldn't pay the attorney's
5 fees.
6 MR. HESSE: Your Honor, I'm going to object to the
7 relevance to this, to the matter at hand.
8 THE COURT: Overruled.
9 MR. GRUBER: Okay. The reason we're here in
10 bankruptcy court is because they quit paying counsel, and that
11 is what led to this bankruptcy. Your Honor, they showed no

12 interest in this case at all, except for showing up, sending a
13 lawyer, never to defend their insured, but they did send a
14 lawyer to the bankruptcy hearing where this plan was approved.
15 But aside from that, Your Honor, they didn't even answer our
16 letters begging them to keep our client from having to go
17 through what she had to go through.

18 I'm a little emotional, because this is a young lady
19 who I was there when they brought her home from the hospital,
20 a friend of our family, played with my kids when she was
21 young. And continually -- they continue to pull things like
22 this. It's the most ridiculous pleading that they've just
23 filed in Judge Solis' court. Judge, for them to say they're
24 not responsible what has happened to my client, and what has
25 happened in this instance, is ridiculous. Thank you.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0762
 Colloquy 31

1 THE COURT: Thank you. Mr. Rukavina, I hear you on
2 your motion for a continuance, but I'm overruling that.
3 Why don't you call your first witness?
4 MR. RUKAVINA: Why don't I get some easy stuff out of
5 the way first, Your Honor. I move to admit Exhibits A through
6 H.
7 MR. HESSE: Your Honor, we will not stipulate to the
8 admissibility of Exhibit 8, Your Honor threw that one out.
9 MR. RUKAVINA: Which one? Exhibit --
10 MR. HESSE: That's the trust agreement. The
11 executed -- the purportedly executed --

12 MR. RUKAVINA: I just didn't hear you, Exhibit A?
13 MR. HESSE: 8.
14 MR. RUKAVINA: 8. I don't have -- I have A through
15 H.
16 MR. HESSE: I'm sorry, I was looking at mine.
17 THE COURT: And yours, you just have A through F, is

18 that right, Mr. Rukavina, because the others --
19 MR. RUKAVINA: I have A through H, Your Honor, in the
20 binder. G and H were not on my witness and exhibit list --
21 THE COURT: Oh, I see.
22 MR. RUKAVINA: -- because they were just filed by
23 Century on Friday evening.
24 THE COURT: Oh, okay, right.
25 MR. HESSE: C, Exhibit C, Your Honor threw that one

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0763
 Colloquy 32

1 out.
2 THE COURT: Do you object to C?
3 MR. HESSE: I -- at this point I'm not going to
4 stipulate to its admissibility.
5 THE COURT: Okay. A, B, and then D through H are
6 admitted.
7 (Trustee's Exhibits A, B, D-H were hereby received into
8 evidence, as of this date.)
9 MR. RUKAVINA: Your Honor, I'd like to briefly
10 proffer the testimony of Thomas Berghman.
11 MR. HESSE: Your Honor, I'm going to object.

12 THE COURT: All right. Mr. Berghman, please come
13 over here.
14 Mr. Berghman, you're an attorney licensed to practice
15 in the State of Texas, is that right?
16 MR. BERGHMAN: I am, Your Honor.
17 THE COURT: You may take the witness stand without

18 the administration of the oath.
19 MR. HESSE: Your Honor, also, Mr. Berghman was not
20 listed on the witness list.
21 MR. RUKAVINA: Your Honor, I was -- shall I get my
22 cell phone?
23 THE COURT: Sure.
24 MR. HESSE: I don't believe --
25 MR. RUKAVINA: Wasn't I listed on it?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0764
 Colloquy 33

1 MR. HESSE: You listed Mr. --
2 MR. RUKAVINA: Your Honor, a lot of this is in
3 response to what they filed Friday -- Friday afternoon.
4 THE COURT: Sustain the objection.
5 MR. RUKAVINA: Your Honor, I'll call Joyce Lindauer.
6 MR. BERGHMAN: She just went to the -- I'll call her,
7 just a second.
8 MR. HESSE: I will object to Ms. Lindauer being
9 called as a witness. She is an attorney that's been acting as
10 an attorney. Under the Texas Disciplinary Rules an attorney
11 cannot act as a witness on material facts. So we would object

12 to Ms. Lindauer being called.
13 THE COURT: Overruled.
14 (Pause)
15 THE COURT: Now we've lost everybody?
16 MR. RUKAVINA: Your Honor, I apologize. It would
17 have been fun to put my associate on the stand though.

18 THE COURT: We're going backwards. I'd like to see
19 Mr. Berghman up there.
20 MR. RUKAVINA: We'll conduct the examination in
21 Flemish.
22 MR. RUKAVINA: You want me to run out and yell at
23 them?
24 THE COURT: We need a witness in.
25 (Pause)

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0765
 Colloquy 34

1 MR. HESSE: Your Honor, I will also reurge my request
2 to invoke the rule.
3 THE COURT: Okay. I'm overruling it.
4 MS. LINDAUER: I'm sorry, Your Honor. I went to go
5 move my car. I didn't get very far, but it's all right.
6 MR. RUKAVINA: I've called you as a witness.
7 MS. LINDAUER: I know, that's what I heard. You want
8 to swear me in or --
9 THE COURT: No, just I'm going to state on the record
10 you're a lawyer licensed to practice in the State of Texas, is
11 that right?

12 MS. LINDAUER: Yes, sir.
13 THE COURT: You may take the witness without the
14 administration of the oath.
15 MS. LINDAUER: Thank you, Your Honor.
16 DIRECT EXAMINATION
17 BY MR. RUKAVINA:

18 Q. Ms. Lindauer, for the record, please state your name and
19 Your role in this bankruptcy case?
20 A. Yeah, my name is Joyce Lindauer. And I was approved as
21 attorney for the debtor Pastazios Pizza, Inc.
22 Q. Are you familiar with the plan that was confirmed in this
23 case, and the accompanying trust agreement?
24 A. I am.
25 Q. How so?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0766
 Joyce Lindauer - Direct 35

1 A. I drafted the plan with the involvement of a number of
2 the creditors in the case, primarily Jane Doe's counsel, Mr.
3 Erler, Ms. Fontaine originally. Early on in the case there
4 was a big move to convert the case to Chapter 7 or appoint a
5 trustee. We were able to work out an agreement with them to
6 do a plan instead that included a creditor trust.
7 Q. And was that creditor trust negotiated by you with
8 anyone?
9 A. Yes.
10 Q. And who was it negotiated by you with?
11 A. It was negotiated with me, with Laura Fontaine and Jeff

12 Erler, primarily. Our prior counsel, Mr. Johnson, I believe,
13 who had been handling the litigation for Pastazios, and also
14 Danny Deari, had a little bit of input also in the case and
15 how things would be handled in the case.
16 Q. What was the purpose during those negotiations of having
17 a trust advisory board?

18 A. A trust advisory board was really not discussed per se.
19 It wasn't really -- I mean, it was a concept, but it wasn't
20 really a material term that was discussed.
21 Q. For whose benefit was the trust agreement negotiated?
22 A. For the benefit of the creditors who would have claims
23 that would have been greater than the claims that were allowed
24 in the -- what we called an administrative convenience class.
25 We had a 5,000-dollar limit on adminis -- on claims. So it

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0767
 Joyce Lindauer - Direct 36

1 was for the creditors who had claims greater than 5,000
2 dollars.
3 MR. RUKAVINA: May I approach the witness, Your
4 Honor?
5 THE COURT: You may.
6 MS. LINDAUER: Thank you.
7 Q. Would you please turn to Exhibit C.
8 A. I've got that.
9 Q. I'll ask you if you recognize that document, and then
10 flip to the signature page please?
11 A. Yeah, this is a copy of the creditor trust agreement that

12 was included as part of the plan that was filed in the
13 Pastazios Pizza case.
14 Q. And did Mr. Deari sign this and then you e-mail to Mr.
15 Seidel?
16 A. I did.
17 Q. Mr. Seidel then signed it and e-mailed it to you?

18 A. Correct.
19 MR. RUKAVINA: Your Honor, I'd move to admit Exhibit
20 C.
21 MR. HESSE: Your Honor, may I take Ms. Lindauer on
22 voir dire?
23 MR. RUKAVINA: What's the point?
24 THE COURT: You may. You may.
25 VOIR DIRE EXAMINATION

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0768
 Joyce Lindauer - Voir Dire 37

1 BY MR. HESSE:
2 Q. Ms. Lindauer, were you present in the room when Mr. Deari
3 signed the agreement?
4 A. Yeah, I believe he signed it at our office. He signed --
5 Q. No, were you in the room with him?
6 A. Yes.
7 Q. You were in the room?
8 A. Yeah.
9 Q. Okay. So you witnessed him actually signing the
10 agreement?
11 A. Yeah, he stopped by our office to sign it.

12 Q. And when you put it in front of -- when he signed this
13 page, what was put in front of him?
14 A. The entire trust agreement.
15 Q. The entire trust agreement. The -- I'll note at
16 the -- I'll note at the top --
17 A. Um-hum.

18 Q. -- above the signature, it says, "Signature page
19 follows"?
20 A. Right.
21 Q. Now, could you please turn to Trustee's Exhibit A, the
22 last page?
23 A. Got it.
24 Q. Can you compare the two pages?
25 A. Yes.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0769
 Joyce Lindauer - Voir Dire 38

1 Q. Now, the page that was attached to the plan does not
2 state at the top of the signature page, "Signature page
3 follows," correct?
4 A. Correct.
5 Q. And also the -- page 29 of Exhibit C --
6 A. Right.
7 Q. -- does not have at the top of it the court's filing
8 stamp, correct?
9 A. Correct.
10 Q. Whereas on page 29 of the trust agreement attached
11 to -- as Exhibit A, there is at the top the court's filing

12 stamp, correct?
13 A. Correct.
14 Q. Okay. And were you in the room when Mr. Seidel signed
15 the document?
16 A. No.
17 Q. And what did you e-mail to Mr. Seidel?

18 A. The signature page.
19 Q. Just the signature page?
20 A. Just the signature page.
21 Q. Okay.
22 MR. HESSE: I have no further questions on voir dire.
23 Thank you, Your Honor.
24 THE COURT: All right.
25 MR. HESSE: We would object to the admissibility at

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0770
 Joyce Lindauer - Voir Dire 39

1 this time.
2 THE COURT: On what basis?
3 MR. HESSE: The -- it does not appear to be an
4 accurate -- it doesn't appear to be -- let me -- let's
5 wait until Mr. Seidel -- I'd object at this point in time, she
6 didn't see Mr. Seidel sign the document. At this point, we'd
7 wait to have an opportunity to talk with Mr. Seidel about what
8 he signed as well. I'd ask for a temporary not be admitted
9 because she did not witness Mr. Seidel signing the document.
10 THE COURT: Well, I'll carry the objection, but the
11 witness will be examined on this document, right.

12 MR. HESSE: Okay, thank you, Your Honor.
13 THE COURT: So you can examine her about the trust
14 document.
15 MR. RUKAVINA: Yes.
16 BY MR. RUKAVINA:
17 Q. Ms. Lindauer, before we look at this document, you were,

18 again, lead debtor's counsel in this case, correct?
19 A. Correct.
20 Q. Did Century participate, appear, and do anything in this
21 bankruptcy case?
22 A. Not that I recall.
23 Q. Was Century ever intended to be a beneficiary of this
24 plan or the trust agreement?
25 A. No.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0771
 Joyce Lindauer - Direct 40

1 Q. Did Century ever try to negotiate anything about this
2 trust agreement or plan with you?
3 A. No.
4 Q. Do you recall whether Century's attorney appeared at the
5 confirmation?
6 A. You mention that they did; I don't recall. They may
7 have. I think they attended. That may be the only hearing
8 they actually attended.
9 Q. But had they attended the hearing and tried to negotiate
10 something with you, or clarify something, would you have
11 remembered that?

12 A. Oh, yeah, absolutely.
13 Q. Okay. Now, if we go over this trust agreement, not to
14 burden the Court's time --
15 A. Sure.
16 Q. -- you'll agree with me that there are certain blanks in
17 this agreement?

18 A. Absolutely.
19 Q. Explain to me, or to the Court, rather, how it is that on
20 May 22nd, 2015 Mr. Deari signed this and it was sent to Mr.
21 Seidel with blanks in it?
22 A. Well, I think what happened with the trust agreement was
23 that shortly following confirmation, the primary focus,
24 because Mr. Seidel and I were on the phone a lot, was trying
25 to get the 50,000 dollars that he needed as sort of the seed

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0772
 Joyce Lindauer - Direct 41

1 money for the plan and then the trust. The trust
2 agreement -- the confirmation order had adjusted some of the
3 terms of the trust agreement. For example, it appointed Mr.
4 Seidel as the trustee.
5 Q. So that --
6 A. Yeah.
7 Q. -- blank was filled in by the judge, basically?
8 A. Yeah, by the confirmation order.
9 Q. Yeah.
10 A. It also addressed that the trustee could hire counsel.
11 It also addressed that the advisory board would be one member

12 as opposed to multiple members. What happened was then I know
13 Mr. Seidel called me at some point and said we don't have a
14 signed trust agreement, we need the trust agreement signed.
15 And I said okay, let me get a hold of Mr. Deari. The reason
16 that Mr. Hesse, I think is having problems with the
17 pagination, Your Honor, is I'm pretty certain what we did was

18 just printed out -- because we had it in Word, printed out a
19 copy of the trust agreement. Mr. Deari came by, signed the
20 trust agreement, and then we faxed or e-mail over the
21 signature page to Mr. Seidel. Or, and I'm not remembering
22 exactly, we may have already had Mr. Seidel's signature, but
23 that --
24 Q. In any event, go back to, please --
25 A. Sure.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0773
 Joyce Lindauer - Direct 42

1 Q. -- why there are still blanks in this document?
2 A. Okay. So there's still blanks in the document because,
3 honestly, after the agreement was signed by Mr. Deari and Mr.
4 Seidel, I just assumed that Mr. Seidel, as the trustee of the
5 trust, would fill in the missing blanks, because at that point
6 I viewed him as the responsible person, because he was the
7 trustee of the trust. And the way I understand trusts work,
8 the trustee is the responsible person. And so I just assumed
9 the blanks would all be filled in. I'm not even sure I knew
10 who his insurance counsel was until I think you may have
11 contacted me at some point.

12 Q. Did Mr. Seidel ever represent to you, or tell you that he
13 would fill in those blanks?
14 A. No. I don't think we ever talked about.
15 Q. Thank you.
16 MR. RUKAVINA: I'll pass the witness, Your Honor.
17 THE COURT: Mr. Hesse?

18 CROSS-EXAMINATION
19 BY MR. HESSE:
20 Q. A couple of follow-up questions, Ms. Lindauer.
21 A. Sure.
22 Q. Let me make sure that I understand. What happened when
23 you and -- with Mr. Deari is that you printed out the -- a
24 Word document for him to sign?
25 A. Correct.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0774
 Joyce Lindauer - Cross 43

1 Q. Is that document -- do you know where that document is?
2 A. I'm sure it's still on my computer.
3 Q. Well, no, I mean, the executed agreement?
4 A. Oh, it's probably in our file, I would think.
5 Q. Okay. Now -- so the agreement that Mr. Deari signed did
6 not have at the top of it the court's filing stamp?
7 A. No, because I didn't go and pull the one that was
8 attached to the plan. We would have just printed one off of
9 the computer.
10 Q. So what is presented as Exhibit C is not a true and
11 correct copy of the document that Mr. Deari signed?

12 A. I have no reason to believe that it isn't.
13 Q. But it doesn't -- but this document that's being
14 presented as Exhibit 6 -- or C, I'm sorry, has the court's
15 filing stamp, whereas you said that he signed a document that
16 did not have the Court's filing stamp?
17 A. Apparently, that's true, yes.

18 Q. Okay. So this is -- the document that is presented is
19 not the document he signed? It's not a copy of the document
20 he signed?
21 A. If the document that he signed did not have this little
22 header writing across the top, then you would be correct. But
23 I have no reason to believe the one with the header is any
24 different than the one that he would have signed.
25 Q. But you don't know for sure, do you?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0775
 Joyce Lindauer - Cross 44

1 A. No, because I didn't sit and compare them.
2 Q. Okay, thank you. And you sent to Mr. Seidel solely the
3 signature page, correct?
4 A. That's what I recall.
5 Q. Okay.
6 A. Now, he may have a different recollection. That's what I
7 recall.
8 Q. Okay. And it was your understanding that -- and the
9 document --
10 MR. HESSE: Let me rephrase the question, Your Honor.
11 Q. And the document that Mr. Deari signed had the blanks in

12 it, correct?
13 A. I believe so.
14 Q. And it was your understanding that the rest of the
15 agreement would be filled in by Mr. Seidel?
16 A. Correct.
17 Q. So Mr. Deari didn't sign a completed document, correct?

18 A. He signed a document with blanks in it, we did not fill
19 in those blanks.
20 Q. Okay. All right. So he did not sign the completed
21 document?
22 A. He -- well, that's -- he signed what you have right here
23 as the creditor trust agreement.
24 Q. Which was not -- which it was your understanding was not
25 to be the final agreement?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0776
 Joyce Lindauer - Cross 45

1 A. No, that was the final agreement.
2 Q. But there were -- but the trustee was going to complete
3 the agreement, correct?
4 A. Right. Just fill in the blanks. Those were ministerial,
5 those were just fill in names of his counsel, fill in -- I
6 think there's a notice provision that needed to be filled in,
7 those types of things. But the material terms were all here.
8 Q. Okay. And it was Mr. Deari's understanding that there
9 would be a trust committee, a trust advisory board?
10 A. You know, I don't know, Mr. Deari's a pretty simple guy,
11 I'm not sure he had any understanding of how that would work.

12 Yeah.
13 Q. Let me rephrase the question.
14 A. Sure.
15 Q. It was your understanding that there would be a trust
16 advisory board appointed, correct?
17 A. Right. But it was my understanding that it would be a

18 one-member board. And I believe Ms. Doe was going to be the
19 member.
20 Q. No, I understand.
21 A. Okay.
22 Q. So -- no, I understand --
23 A. Right.
24 Q. -- that under the confirmation order it was modified.
25 A. Right.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0777
 Joyce Lindauer - Cross 46

1 Q. And I'm not trying to change anything --
2 A. Sure.
3 Q. -- from the confirmation order.
4 A. Sure.
5 Q. But you had no reason to believe that the trust advisory
6 board would not occur --
7 A. No.
8 Q. -- or be appointed?
9 A. No.
10 Q. Okay. Gainfully, the debtor doesn't have a dog in that
11 particular fight, does it?

12 A. The debtor has no dog in any of this fight. Mr. Deari
13 was able to keep his pizza restaurant. These were claims that
14 belonged to the creditors. Whether there's a trust or not,
15 somebody's got to pursue the claims for the benefit of those
16 creditors, that was the concept.
17 Q. Sure.

18 A. Okay.
19 Q. And was the primary claim -- the primary asset of the
20 trust was the claim that was being asserted against Century
21 and Century insurance policy, correct?
22 A. Correct.
23 Q. And the three creditors are primarily Ms. Doe, and then
24 two trade vendors?
25 A. It's either two or three trade vendors --

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0778
 Joyce Lindauer - Cross 47

1 Q. Okay.
2 A. -- I'm not sure. But, yeah, that's correct.
3 Q. But those are fairly small?
4 A. Correct.
5 MR. HESSE: I have no further questions, Your Honor.
6 THE COURT: Thank you. Mr. Rukavina?
7 MR. RUKAVINA: Just one follow-up, Ms. Lindauer.
8 THE WITNESS: Sure.
9 REDIRECT EXAMINATION
10 BY MR. RUKAVINA:
11 Q. Just so I understand, so you agreed to the trust advisory

12 board in your own mind being Ms. Doe because that would
13 benefit Ms. Doe?
14 A. Right. And the other --
15 Q. And that Ms. --
16 A. -- other creditors too, honestly.
17 Q. And if Ms. Doe waives that benefit do you see any

18 resulting prejudice to the debtor or anyone else?
19 A. No, not really. I think Mr. Seidel's an excellent
20 trustee. I don't think he needs -- I think he can do this job
21 without an advisory board, frankly.
22 Q. Thank you.
23 MR. RUKAVINA: Thank you, Your Honor.
24 THE COURT: Any other questions of Ms. Lindauer?
25 You may step down, Ms. Lindauer.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0779
 Joyce Lindauer - Redirect 48

1 MS. LINDAUER: Thank you, Your Honor.
2 THE COURT: How you like that witness box?
3 MS. LINDAUER: I hate it. I hate being a witness.
4 MR. RUKAVINA: I was down there not too long ago, if
5 I recall.
6 THE COURT: I think I made a finding you were
7 credible too.
8 MR. RUKAVINA: You made a finding I was credible,
9 thank you.
10 I'll call Trey Crawford please.
11 I would have rather had a finding of good-looking,

12 but I'll take credible.
13 THE COURT: Mr. Crawford, for the record, you're a
14 lawyer licensed to practice in the State of Texas, is that
15 correct?
16 MR. CRAWFORD: Yes, Your Honor. And just for the
17 record, my legal name is Tom Crawford III.

18 THE COURT: Okay. You may be seated.
19 MR. RUKAVINA: But I'm going to call you Trey, just
20 because that's how I know you, is that okay?
21 MR. CRAWFORD: My entire life I've been called Trey,
22 so yes, sir.
23 DIRECT EXAMINATION
24 BY MR. RUKAVINA:
25 Q. And just, quickly, you're a lawyer and you represented

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0780
 Tom Crawford III - Direct 49

1 Ms. Doe in the state court lawsuit?
2 A. Yes, sir.
3 Q. Okay. And when did you start representing Ms. Doe?
4 A. I believe in early 2013.
5 Q. And did the case get tried?
6 A. It did get tried to a verdict.
7 Q. Were you there personally?
8 A. Yes, I was lead trial counsel.
9 Q. On or about June 8th, 2015, did I appear in the state
10 court on a scheduling matter with you?
11 A. You did.

12 Q. Okay. Was Mr. Seidel there?
13 A. I believe he was there.
14 Q. Okay. Did you have an understanding that I had been
15 retained by Mr. Seidel together with my firm as insurance
16 counsel?
17 A. Yes.

18 Q. Did you or Ms. Doe have any objection to that?
19 A. No.
20 Q. Have you ever voiced any objection to Mr. Seidel
21 retaining my firm as insurance counsel?
22 A. No.
23 Q. At that hearing did I inform the state court that Mr.
24 Seidel had retained replacement trial counsel?
25 A. Yes, you did.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0781
 Tom Crawford III - Direct 50

1 Q. And who was their trial counsel, do you recall?
2 A. Chen Dotson.
3 Q. Did Ms. Doe know that Chen Dotson would be, and was and
4 did try the lawsuit on behalf of the trust?
5 A. We knew as soon as they were appointed and moved to make
6 an appearance in the state court case.
7 Q. Did you or Ms. Doe have -- voice any objection to the
8 trustee retaining Chen Dotson?
9 A. Not at all.
10 Q. Okay. What was the result of trial?
11 A. We got a twenty million-dollar verdict jointly and

12 severably against PPI and Deari. And the state court judge
13 actually said it's most egregious set of facts he's seen since
14 he's been a judge.
15 Q. The brief facts I gave to the judge during my opening,
16 you were here for those, did I generally tell the judge the
17 truth about the evidence that was adduced?

18 A. Absolutely.
19 Q. Okay. Did Ms. Doe offer to settle her claims before
20 trial?
21 MR. HESSE: Your Honor --
22 A. We tri --
23 MR. HESSE: -- objection for 40(h) settlement
24 negotiations.
25 MR. RUKAVINA: It's not 40(h) if it's the basis of a

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0782
 Tom Crawford III - Direct 51

1 cause of action, which in this case is Stowers. We're not
2 going to go into what was necessarily discussed, and it's not
3 being used --
4 MR. HESSE: But it's not relevant to this trial.
5 THE COURT: Overruled on that question. Don't go
6 into settlement discussions.
7 MR. RUKAVINA: Thank you.
8 Q. Did Ms. Doe offer to settle before trial?
9 A. We begged to settle before trial so she wouldn't have to
10 go through the two and a half years that she went through.
11 Q. And I think we all know as the attorneys what the Stowers

12 doctrine is. Was it pursuant to the Stowers doctrine that Ms.
13 Doe made her offer?
14 A. Absolutely.
15 MR. HESSE: Your Honor, objection, that's a legal
16 issue. And it's a matter subject to -- it's not a matter
17 that's relevant to this case.

18 MR. RUKAVINA: I'll ask it this way, Your Honor.
19 THE COURT: Sustained to relevance.
20 Q. Did Ms. Doe offer to settle within policy limits?
21 A. Absolutely.
22 Q. And was that offer accepted?
23 A. It was not even responded to.
24 Q. Okay. Now, you understand that Ms. Doe -- or do you
25 understand that Ms. Doe was intended at the time of

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0783
 Tom Crawford III - Direct 52

1 confirmation in this bankruptcy case, to sit on this trust
2 advisory board?
3 A. Can you repeat the question?
4 Q. Pardon me. Do you understand that at the time of
5 confirmation, or do you have any understanding that at the
6 time of confirmation here in this bankruptcy case, Ms. Doe was
7 apparently intended to sit on the trust advisory board?
8 A. I honestly don't know that. Mr. Erler and Ms. Fontaine
9 probably would know better than I would.
10 Q. Okay. Does Ms. Doe today want to sit on the trust
11 advisory board?

12 A. Frankly, I don't think it's necessary. I mean, the
13 trustee's got fiduciary duties. As long as they're following
14 the fiduciary duties, I don't -- I really don't see a point in
15 doing that.
16 Q. Okay. Without going into discussions you've had with
17 your client, I take it that you have -- that Ms. Doe has made

18 an informed decision on that point?
19 A. Absolutely.
20 Q. Do you believe that Ms. Doe has been prejudiced by the
21 trustee retaining insurance counsel, retaining Chen Dotson and
22 not seeking approval from a trust advisory board?
23 A. Not a bit.
24 Q. Okay.
25 MR. RUKAVINA: Your Honor, I pass the witness. Thank

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0784
 Tom Crawford III - Direct 53

1 you.
2 THE COURT: Mr. Hesse? Oh, Ms. Fontaine, first.
3 MR. HESSE: Your Honor, I'm going to raise the same
4 objection. They're members of the same firm that there's an
5 ethical issue with a lawyer acting as a witness, and -- on a
6 relevant matter, and having -- acting as counsel in the same
7 matter.
8 THE COURT: Overruled.
9 MS. FONTAINE: I'll be real quick, Your Honor.
10 CROSS-EXAMINATION
11 BY MS. FONTAINE:

12 Q. Mr. Crawford, who has been primarily responsible as
13 counsel for communications with Century Insurance Company?
14 A. At which firm?
15 Q. At our firm.
16 A. Most likely me.
17 Q. Have you ever had any communications with Century

18 Insurance Company about the membership of the trust advisory
19 board?
20 A. No. I don't --
21 Q. Did --
22 A. I've never talked to them about that.
23 Q. Did it come up at state court trial who was a member of
24 the trust advisory board?
25 A. Not that I recall.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0785
 Tom Crawford III - Cross 54

1 Q. Have you had multiple communications with -- related to
2 settlement of this lawsuit?
3 A. Yeah, their lawyer called me saying that you have the
4 attention from the highest people in the company, we really
5 want to sit down and mediate --
6 MR. HESSE: Objection, Your Honor, we're getting into
7 settlement discussions.
8 THE COURT: Sustained.
9 Q. At any point in time have they informed you that they
10 relied upon the trust agreement?
11 A. No. In fact, I read the transcript where they asserted

12 no objection to the trust agreement.
13 MR. HESSE: Objection, Your Honor, hearsay.
14 A. It's --
15 THE COURT: Overruled.
16 MS. FONTAINE: Thank you, Your Honor. No further
17 questions.

18 THE COURT: Mr. Hesse?
19 CROSS-EXAMINATION
20 BY MR. HESSE:
21 Q. Mr. Crawford, isn't it true that Century is disputing
22 that is -- it has coverage of the claim that is asserted by
23 Ms. Doe against Pastazios?
24 A. I really can't figure out what Century's position is, it
25 changed.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0786
 Tom Crawford III - Cross 55

1 Q. Well, Mr. Crawford, isn't that one of the things that's
2 in the state court -- excuse me, Federal District Court
3 complaint?
4 A. Which complaint are you referring to?
5 Q. Any one, pick a complaint?
6 A. Can you repeat the question of what you're asking?
7 Q. Isn't Century disputing coverage?
8 A. They are now, yes.
9 Q. They are disputing coverage. And that they don't owe a
10 liability for this -- for this particular cause of action that
11 your client is asserting?

12 A. I wholeheartedly disagree with that.
13 Q. You may disagree, but aren't they -- but Century's
14 disputing that it has coverage?
15 A. It is now.
16 MR. HESSE: I have no further comments, Your Honor.
17 THE COURT: Mr. Rukavina?

18 REDIRECT EXAMINATION
19 BY MR. RUKAVINA:
20 Q. Just so that it's in the record, Mr. Crawford, are you on
21 ECF in the Federal District Court action for Judge Solis?
22 A. I am.
23 Q. You get the pleadings in there?
24 A. Yes.
25 Q. On or about June 12th of this year, did I file a motion

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0787
 Tom Crawford III - Redirect 56

1 to substitute in?
2 A. You did.
3 Q. And would, pursuant to ECF, Century have received a copy?
4 A. They would.
5 Q. So as of June 12th you have reason to believe that
6 Century knew that the trustee had hired Munsch Hardt?
7 A. There'd be no question. I remember getting the ECF.
8 Q. Also, by the way, and without going into details, were
9 you party to any communications this summer after trial --
10 MR. HESSE: Your Honor, this is going beyond the
11 scope of cross.

12 MR. RUKAVINA: It's okay. I'll withdraw the
13 question. Thank you.
14 THE COURT: You may step down, Mr. Crawford.
15 THE WITNESS: Thank you, Judge.
16 THE COURT: You may call your next witness.
17 MR. RUKAVINA: Your Honor, I'll call the trustee.

18 THE COURT: Mr. Seidel? Mr. Seidel, since you're
19 testifying as capacity of trustee, I'm going to swear you in.
20 No offense though, okay?
21 MR. SEIDEL: None taken.
22 (Witness sworn)
23 THE COURT: You may be seated.
24 DIRECT EXAMINATION
25 BY MR. RUKAVINA:

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0788
 Scott Seidel - Direct 57

1 Q. And for the record, sir, you are the trustee in this
2 post-confirmation trust?
3 A. Yes.
4 Q. Would you please turn to Exhibit C? There's two binders.
5 Now, do you recognize this document?
6 A. Yes, sir.
7 Q. And if you'll turn to the last page, the signature page?
8 Did you -- is that your signature, did you sign this document?
9 A. Yes, sir.
10 Q. And you signed it -- did you sign it after Mr. Deari had
11 signed it?

12 A. Yes, sir.
13 Q. So the issues with the pagination or whatever, is that
14 how the document came to you?
15 A. Yes, sir.
16 Q. And did the whole document come to you, or just the
17 signature page?

18 A. It came to me in two parts from what I recall.
19 Q. Okay. What two parts, sir?
20 A. First part was the creditor trust agreement that has the
21 stamp of the court on top. And the second e-mail had the
22 signature line for Mr. -- the signature page of Mr. Deari.
23 Q. And who sent you this, where did it come from?
24 A. Ms. Lindauer.
25 Q. How long have you been a lawyer, sir?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0789
 Scott Seidel - Direct 58

1 A. Longer than I'd like to admit, twenty-five, thirty years.
2 Q. How long have you been a trustee?
3 A. Same amount of time, basically.
4 Q. And how many sales contracts, 9019s would you, ballpark,
5 you've signed in your twenty-five --
6 A. Thousands.
7 Q. Is there anything unusual about a signature page being
8 separate from the contract?
9 A. No.
10 Q. Is that what's done frequently?
11 A. Yes.

12 Q. Okay. Now when you got this document explain to the
13 Judge what the state of the trust was? In other words, plan
14 is confirmed on April 2nd --
15 A. Right.
16 Q. -- you get this document May 22nd?
17 A. Right.

18 Q. What was going on with respect to you being the trustee
19 of the trust?
20 A. Well, there was some discussion about me being the
21 trustee of the trust. And then there was supposed to be
22 50,000-dollar seed money to hire lawyers to defend the cause
23 of action. And the 50,000 dollars wasn't there. And so we
24 fought, and we fought, and we had phone calls, and we had more
25 phone calls, and we had more correspondence. And the 50,000

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0790
 Scott Seidel - Direct 59

1 dollars wasn't there. And so we continued to fight. And we
2 had state litigation proceeding. We had lawyers involved.
3 Q. Let me stop you just there. When was the state court
4 going to go to trial? Early July?
5 A. Early July is my recollection.
6 Q. Were you there with me on July 8th -- I'm sorry, on June
7 8th, 2015 before Judge Ginsberg?
8 A. Yes, I was.
9 Q. Did we inform the judge that we might have to seek a
10 continuance?
11 A. I did.

12 Q. What did he say?
13 A. He was not to receptive to any type of continuance.
14 Q. Do you recall who Sam Johnson was?
15 A. Yes, he was the prior lawyer in the case.
16 Q. And without going into anything that's privileged, did
17 you have multiple communications with Mr. Johnson about him

18 representing the trust?
19 A. I did.
20 Q. Was an agreement reached?
21 A. No.
22 Q. Was it a financial reason?
23 A. It was a financial reason, basically.
24 Q. So at that time with trial coming up, and the judge
25 saying there's not going to be a continuance, what were you

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0791
 Scott Seidel - Direct 60

1 doing with respect to that state court trial and getting
2 counsel?
3 A. I was busily trying to get the state court counsel on
4 board, and also trying to get the 50,000 dollars, so that we
5 have some money.
6 Q. But that was my point, you couldn't get counsel without
7 that 50,000?
8 A. No. No one was volunteering to go step into this.
9 Q. Did you in any way hide from Ms. Doe, or Mr. Deari, or
10 anyone that you were getting trial counsel to defend the
11 trust?

12 A. Absolutely not.
13 Q. Without the 50,000 dollars would this plan have been
14 effectuated?
15 A. No.
16 Q. In other words that was the more pressing issue?
17 A. That was the issue.

18 Q. Okay. At some point you retained the state court trial
19 counsel that Mr. Crawford testified was Chen Dotson, is that
20 correct?
21 A. Yes.
22 Q. Okay. And they did defend the trust at the --
23 A. They did.
24 Q. And they lost?
25 A. They lost.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0792
 Scott Seidel - Direct 61

1 Q. We lost?
2 A. We lost.
3 Q. What would have happened if you had not retained anyone
4 to defend the trust because there's no trust advisory board
5 for you to call -- well, first of all, was there a trust
6 advisory board for you to call to say hey, I want to hire Chen
7 Dotson?
8 A. Never.
9 Q. What would have happened if you had just raised your hand
10 and said well, I ain't going to hire no one?
11 A. We'd have had a catastrophe. That was a -- they were

12 steamrolling towards proceeding. There wasn't going to be a
13 continuance; we had to get someone in. If there was no one
14 in, we would have been defaulted.
15 Q. Okay. Now, as far as the retention of Munsch Hardt, you
16 have retained Munsch Hardt as your "insurance counsel," is
17 that correct?

18 A. Correct.
19 Q. Was this ever hidden from anyone?
20 A. Never. It was told to everyone, anybody who was involved
21 or asked questions about this case.
22 Q. Okay. Now, the summer's progressing, was there a time
23 when we mediated with Century?
24 A. Yes.
25 Q. And was that about October 8?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0793
 Scott Seidel - Direct 62

1 A. Yes.
2 Q. And did the mediation last some time thereafter, without
3 going into any details?
4 A. Yes.
5 Q. And was it about October 20th that the mediation
6 basically failed?
7 A. My recollection.
8 Q. Now, in that time, so after you hired Chen Dotson, after
9 you hired me, are you having communications with anyone
10 regarding the blanks in the trustee agreement?
11 A. I think maybe with you, that would be it.

12 Q. Without going into details, did you ask me to
13 investigate?
14 A. Yes.
15 Q. And did I report back to you without telling the Court
16 what I said?
17 A. Yes.

18 Q. Okay. And after all that is when we filed this motion?
19 A. Yes.
20 Q. I guess the question is going to be why did we not file
21 this motion much sooner?
22 A. Well, we were trying to see what -- how the mediation
23 went which would obviate all of this.
24 Q. Did you have an understanding that there was a fully
25 executed agreement that just hadn't been provided to you yet?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0794
 Scott Seidel - Direct 63

1 A. That was my understanding that there was one with the
2 firm, your firm filled in.
3 Q. Has the trust in your mind been properly effectuated?
4 A. Yeah.
5 Q. The issues we're here on don't concern the existence of
6 the trust, they concern the existence of what you can do
7 without or with approval, isn't that correct?
8 A. Correct.
9 Q. Okay. Is the -- is Century in any way, shape or form a
10 beneficiary of this trust to your belief or knowledge?
11 A. Not to my knowledge.

12 Q. Has -- since you've been involved in this case, has
13 Century always been an adversary to us?
14 A. Yes.
15 Q. Have we been engaged in active litigation with Century?
16 A. Yes.
17 Q. Can you think of any reason, being a trustee for twenty-

18 five years, having had thousands of cases, why your litigation
19 adversary would in any way, shape or form have any say on the
20 internal governance of your trust?
21 A. No.
22 MR. RUKAVINA: Thank you, Your Honor. I'll pass the
23 witness.
24 THE COURT: Ms. Fontaine?
25 CROSS-EXAMINATION

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0795
 Scott Seidel - Cross 64

1 BY MS. FONTAINE:
2 Q. Mr. Seidel, when you were appointed trustee in the
3 confirmation order, what was your understanding as to the
4 status of Jane Doe's claim?
5 A. That it's being litigated.
6 Q. As trustee you're responsible for objecting to proofs of
7 claims, are you not?
8 A. Yes.
9 Q. Prior to the state court trial did Ms. Doe offer to
10 compromise and allow her claim?
11 A. I'm trying to remember. I stand to be refreshed on that.

12 Q. Did she ever send you a demand letter prior to trial of
13 the state court litigation?
14 A. I'm sure she did.
15 Q. Did you decide to compromise and allow her claim prior to
16 trial?
17 A. No, we litigated that claim down in trial.

18 Q. Did you ever represent to anybody that Jane Doe was on
19 the trust advisory board?
20 A. I don't believe so, no.
21 Q. Did you ever tell Century, in particular, that Jane Doe
22 was on the trust advisor board?
23 A. I never talked to Century.
24 Q. Have you ever represented to anyone that anybody's on the
25 trust advisory board?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0796
 Scott Seidel - Cross 65

1 A. No.
2 MS. FONTAINE: No further questions, Your Honor.
3 THE COURT: Thank you. Mr. Hesse?
4 CROSS-EXAMINATION
5 BY MR. HESSE:
6 Q. Mr. Seidel --
7 A. Yes, sir.
8 Q. -- when were you first contacted to become the trustee?
9 A. My memory is not what it was, but I'm going to say April,
10 I believe. Maybe March, April, does that make sense?
11 Q. Let me -- bear with me for just one moment.

12 MR. HESSE: I'll ask the Court to take judicial
13 notice of Century's Exhibit 4, which is a copy of the order
14 confirming the plan.
15 THE WITNESS: Yes, sir.
16 MR. HESSE: It's that one. And it says that it --
17 Q. I was going to ask if this might help reflect your --

18 A. Sure.
19 Q. -- or refresh your recollection. It's Exhibit 4.
20 A. 4. Okay.
21 Q. And does the fact that it was signed on April 2 refresh
22 your recollection as to when you were first contacted?
23 A. Yes, sir, it would have been around that time frame.
24 Q. Okay. Maybe March -- maybe late March? Obviously
25 sometime before April 2?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0797
 Scott Seidel - Cross 66

1 A. That's my recollection.
2 Q. Okay. And prior to agreeing to become the liquidating
3 trustee or -- excuse me, the creditor trustee, did you review
4 the debtor's plan of reorganization?
5 A. Took a look at it.
6 Q. So you did review it?
7 A. I took a look.
8 Q. Did you review the trust agreement?
9 A. I took a look at it.
10 Q. Okay. And when you say you took a look at it, what does
11 that mean?

12 A. I didn't full out read the doc -- I saw the document.
13 Q. And was there anything about the plan or trust agreement
14 that seemed unusual to you?
15 A. I don't swim in that water a whole lot, so it's all a
16 little unusual to me. I'm not an 11 guy.
17 Q. Fair enough. And then if we can -- I was going to ask

18 you if you paid particular attention, I will ask you to look
19 at the Trustee's Exhibit A, which is the other book, since
20 it's already been admitted. Paragraph Section 7.01.
21 THE COURT: In A?
22 MR. HESSE: Yes, Trustee's Exhibit A.
23 THE COURT: All right.
24 A. 7.01, creation of creditor trust and appointment of the
25 trustee.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0798
 Scott Seidel - Cross 67

1 Q. Yes. And the last sentence there specifically states
2 that the trustee and the creditor trust will be subject to the
3 oversight of a trust advisory board, is that -- do you have a
4 recollection of seeing that at the time?
5 A. I see it.
6 Q. Actually, at the time of -- let's say in early -- late
7 March, early April, when you looked at the trust -- the plan
8 and the trust agreement?
9 A. Yes, it's there.
10 Q. Okay. Does that seem like an unusual provision?
11 A. Like I said, I'm not -- I don't come into the Chapter 11

12 post-confirmation world that often --
13 Q. Okay.
14 A. -- so I'm not sure. I apologize, I'm just not.
15 Q. Now you said that you reviewed -- let me go back. So you
16 reviewed it to that point in time, just looked at it. Did
17 you -- when did you -- when was the next time you have a

18 recollection of looking at the trust agreement?
19 A. It would have been April, May, I would guess.
20 Q. Okay. And if you could turn to paragraph -- or excuse
21 me, Exhibit C in the trustee's book. And this is the
22 creditor's trust agreement, and if you could turn it over to
23 the last page.
24 A. Yes, sir.
25 Q. Is that your sig -- you said that was your signature,

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0799
 Scott Seidel - Cross 68

1 correct?
2 A. Yes, sir.
3 Q. And when did you sign that document?
4 A. It would have been when I received the e-mail from Ms.
5 Lindauer, I would have thought right when it's dated, May
6 22nd.
7 Q. Is that your handwriting that dates it?
8 A. No, sir, that's not my handwriting.
9 Q. Okay. But it sounds about right that you would have
10 signed it on May 22?
11 A. That sounds about right, yes, sir.

12 Q. Okay. And prior to -- and you said that you got the
13 document -- that you got two documents with that e-mail, is
14 that -- is my understanding correct?
15 A. You know, sir, it's been a while since I've looked at
16 this, but my recollection is that I got two e-mails from Ms.
17 Lindauer.

18 Q. Okay.
19 A. One was, as I indicated before, the trust agreement. And
20 then the second was the signature page.
21 Q. And did you review the trust agreement before signing it?
22 A. Yes, sir, I looked at it.
23 Q. Okay. So when you signed the trust agreement you knew
24 that there were the blanks that were in the trust agreement,
25 correct?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0800
 Scott Seidel - Cross 69

1 A. Yes.
2 Q. And you also were aware at that time that there were
3 several provisions in the trust agreement that required
4 approval of a trust advisory board, correct?
5 A. I see that, yes.
6 Q. And do you remember the -- and so, for example, in
7 Section 4.2 of the trust advisory -- excuse me, the trust
8 agreement, 4.2(b) --
9 A. Hold on one second, 4.2(b).
10 Q. There are the provisions that deal with -- that with
11 prior approval of the trust advisory board you can enter into

12 -- under contracts, that's (iii)?
13 A. Would you mind pointing me to where you're talking about?
14 MR. RUKAVINA: I don't see a 4.2.
15 Q. 4.2 --
16 A. Yes, sir.
17 Q. -- (b) --

18 A. Yes, sir.
19 Q. -- (iii).
20 A. Okay. I see that now. It says with the prior approval
21 of the trust advisory board.
22 Q. Let's go to trust advisory board 4.
23 MR. RUKAVINA: I might have coffee (ph.) in their
24 material.
25 MR. HESSE: Well, yeah, you are missing a page.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0801
 Scott Seidel - Cross 70

1 MR. RUKAVINA: Okay.
2 Q. It's 4.2(b)(iii), that's one of the sections that
3 requires prior approval of the trust advisory board, correct?
4 A. That's what it says, yes, sir.
5 Q. And there's (v) below that that provides that with prior
6 approval of the trust advisory board, that you can employ
7 attorneys, accountants, et cetera?
8 A. That's what it says, yes, sir.
9 Q. And turning over to the next page, (x), that you may
10 compromise, adjust, settle, or abandon any causes of action
11 with the prior approval of the advisory board, correct?

12 A. That's what it says, yes sir.
13 Q. And those causes of actions would have included the
14 claims against Century, correct?
15 A. Yes.
16 Q. And then under (xi), slightly different language, but
17 dealing with avoidance actions, you can compromise, adjust or

18 settle but with consultation of the advisory board, correct?
19 A. That's what it says, yes, sir.
20 Q. So there were sev -- so you knew that all those
21 provisions existed at the time that you signed this document,
22 correct?
23 A. I'm --
24 Q. Pardon me?
25 A. They were there, they were there.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0802
 Scott Seidel - Cross 71

1 Q. Okay. And then I'm going to ask you to turn over to
2 Section 10.1
3 A. Yep. Is there a page number?
4 Q. It's page 24 of the trust agreement, or if you're look --
5 A. Okay.
6 Q. And I'll point you to the -- and this provides that --
7 A. 10.1, I see it.
8 Q. 10.1, this provides a mechanism for the trustee to be
9 able to amend and -- amend the trust agreement, correct?
10 A. Yes, apparently.
11 Q. You want to take a look at it and read it?

12 A. I'm catching up to you, go ahead.
13 Q. On the fifth line from the bottom it states "Provided
14 further that the trustee shall not be entitled to amend or
15 modify certain sections, including 4.2(x) and 4.2(xi),"
16 correct?
17 A. I believe you've read it correctly, yes.

18 Q. And if we go back to 4.2(x) and (xi), page 11 --
19 A. Yes, sir.
20 Q. -- those two sections specifically incorporate oversight
21 by a trust advisory board, correct?
22 A. It says what it says, yes, sir.
23 Q. And so those are two sections that cannot be amended,
24 correct?
25 A. That may be.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0803
 Scott Seidel - Cross 72

1 Q. Now, with regard to your motion today, you're asking the
2 Court to basically read out all sections of the trust
3 agreement that relate to the trust advisory board, correct?
4 A. That's one alternative, yes.
5 Q. Okay. Wouldn't you consider that to be a material
6 modification of this agreement?
7 A. No.
8 MR. RUKAVINA: Your Honor, object, it's a legal
9 conclusion.
10 THE COURT: Overruled.
11 Q. You don't think that would be a material modification?

12 A. No, sir.
13 Q. Now, with regards to -- excuse me, Section 4.2(x) --
14 A. I'm sorry, could you give me the page again?
15 Q. It's 11, page 11 of the --
16 A. Yes, sir.
17 Q. That -- now you knew that you would need to have trust

18 advisory board authority before you could settle with Century,
19 correct?
20 MR. RUKAVINA: Your Honor, I will object to that to
21 the extent that it would have to be answered by invading the
22 attorney-client privilege and our work product. He is
23 my -- although he's a lawyer, he's my client in this instance.
24 THE COURT: Don't go into conversations with your
25 lawyer, but answer the question if you can.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0804
 Scott Seidel - Cross 73

1 THE WITNESS: Okay.
2 A. Do you mind repeating the question?
3 Q. Pursuant to the terms of Section 4.2 -- excuse me,
4 4.2(b)(x), you understood -- you know that you need to have
5 trust advisory board approval to enter into any settlement
6 with Century?
7 MR. RUKAVINA: I would just, again, Your Honor,
8 advise the witness to answer like you said, only to the extent
9 he can without invading our privilege.
10 A. Yeah, I visited with counsel about that, and we came to a
11 conclusion.

12 Q. Well, what conclusion did you and counsel come to?
13 MR. RUKAVINA: And, Your Honor, that is the core of
14 my work product and attorney-client privilege.
15 MR. HESSE: He opened the door, Your Honor.
16 THE COURT: If you could answer the question without
17 invading your attorney-client privilege, which I take it to

18 note that you know what that is, you may answer the question.
19 THE WITNESS: I don't believe I can, Your Honor.
20 THE COURT: Sustained. It's sustained, the attorney-
21 client privilege objection.
22 Q. So you went into mediation with Century knowing full well
23 that you did not have authority to settle the cause of action?
24 MR. RUKAVINA: Objection, Your Honor, that misstates
25 the prior answer. And, again, he cannot answer that question

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0805
 Scott Seidel - Cross 74

1 without invading the privilege.
2 THE COURT: I think you can get that information if
3 you restate the question.
4 Q. Is it your understanding, Mr. Seidel, that you cannot
5 settle with Century without approval of the trust advisory
6 board?
7 MR. RUKAVINA: Same question as before, Your Honor.
8 THE COURT: Overruled on that one.
9 A. We believed if we could have gotten to a settlement
10 mediation, that could have been done, a settlement could have
11 gotten done.

12 Q. Who is "we"?
13 A. My counsel and I. Wholeheartedly.
14 Q. How did you think -- in light of the language in the
15 trust agreement how could you have gotten that done?
16 A. That's with discussion with my lawyer.
17 Q. So based upon the terms of the trust agreement though,

18 you would have to have Cent -- you'd have to have trust
19 advisory board approval to settle with Century?
20 MR. RUKAVINA: Your Honor, that's a legal conclusion
21 THE COURT: Overruled. Overruled. He may testify as
22 to his understanding of the trust document.
23 A. I'm sorry, could you repeat your question?
24 Q. Based on your understanding of the trust agreement, you
25 could not settle with Century without trust advisory board

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0806
 Scott Seidel - Cross 75

1 approval?
2 A. My understanding was we could have got a settlement done.
3 Q. Under the terms of the agreement?
4 A. My understanding is we could have gotten it done, yes.
5 Q. Under the terms of the agreement?
6 A. My understanding.
7 Q. Okay. You were here when Ms. Lindauer testified that it
8 was her understanding that Jane Doe was going to be the member
9 of the trust advisory board, is that correct?
10 A. Yes.
11 Q. And was it your understanding that Jane Doe was going to

12 be the member of the trust advisory board?
13 A. It would make sense to me.
14 Q. Who did you understand to be the -- that was going to be
15 the member of the trust advisory board?
16 A. I would have thought it would have been Ms. Doe, but I
17 don't know.

18 Q. Did Ms. Doe ever act like she was the member of the trust
19 advisory board?
20 A. I don't know what act like member of the trust advisory
21 board would be, but, no, not that I recall.
22 Q. Did her counsel ever act in a manner that would be
23 consistent with being on the trust -- a member of the trust
24 advisory board?
25 A. I don't know.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0807
 Scott Seidel - Cross 76

1 Q. Have you ever taken direction from Ms. Doe or her
2 counsel?
3 A. I have not taken direction from them.
4 Q. Now, Mr. --
5 A. I've sought their input, just as I've sought your
6 client's input.
7 Q. What kind of input did you seek?
8 MR. RUKAVINA: Your Honor, that goes far beyond the
9 relevance of this motion.
10 THE COURT: Overruled.
11 A. I'm sorry?

12 Q. What input did you seek?
13 A. When we were at the mediation all day, we listened to
14 what everybody had to say.
15 Q. Okay. And what was her input?
16 MR. RUKAVINA: Your Honor, that's a mediation
17 privilege now. He just said it was at a mediation, and we

18 know that there are strict rules in Texas on mediation.
19 MR. HESSE: Withdraw the question, Your Honor.
20 THE COURT: Okay.
21 Q. Now, Mr. Seidel, isn't it true that you'll receive five
22 percent of any recovery that the trust obtains from causes of
23 action?
24 A. I think -- I think that term is net, after attorney's
25 fees are paid. But, yes, I would receive a percentage of the

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0808
 Scott Seidel - Cross 77

1 recovery.
2 Q. And that would include a percentage of the -- I'll try to
3 use the proper term, net recoveries from Century, correct?
4 A. I think that's correct, yes, sir.
5 Q. So if the net proceeds that the trust collects from
6 Century is twenty million dollars, your piece would be a
7 million dollars, correct?
8 A. In the way it's written, yes.
9 Q. And, on the other hand, if the trust receives zero
10 dollars from Century, your compensation would be zero dollars,
11 correct?

12 A. Yes, sir.
13 Q. Now, isn't it true that the size of the claim the trust
14 is asserting against Century depends upon the amount of the
15 claim that Jane Doe has against the trust?
16 A. Okay, you have to repeat that one, you went really fast
17 for me.

18 Q. Isn't it true that the size of the claim, or the amount
19 that is being asserted against Century by the trust depends
20 upon the amount of the claim that Jane Doe has against the
21 trust?
22 A. Yeah, that would make sense.
23 Q. Once again, if Jane Doe has a claim of twenty million
24 dollars against the trust, and the trust receives -- or let me
25 rephrase that. If Jane Doe has a claim in excess of twenty

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0809
 Scott Seidel - Cross 78

1 million dollars --
2 A. Okay.
3 Q. -- and the trust will assert a claim of in excess of
4 twenty million dollars against Century, correct?
5 A. Yes, sir.
6 Q. On the other hand, if the claim of Jane doe is zero
7 against the trust, the trust will not have a claim against
8 Century, correct?
9 MR. RUKAVINA: Your Honor, I just want to make sure
10 he does -- I'm going to object to a legal conclusion. I mean,
11 again, he's not a lawyer, and what the legal ramifications of

12 Jane Doe having zero claim against Century may be, he's not
13 ready to answer. For example, there is the duty to defend.
14 It is different from the duty to indemnify. So, again, I
15 would just lodge an objection to the legal conclusion nature
16 of these questions.
17 THE COURT: Witness may give his understanding if he

18 has one.
19 A. Okay, I'm sorry, can you repeat again?
20 Q. So if Jane Doe has a claim of zero dollars against the
21 trust, the trust will not have a claim against Century, is
22 that correct?
23 A. I'm not sure. I -- I just don't know. It seems like
24 they would not, but there may be other things.
25 Q. Okay. So --

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0810
 Scott Seidel - Cross 79

1 A. Attorney's fees, et cetera, I don't know.
2 Q. And this is the way that the plan and the trust agreement
3 is written, that's how the economics work?
4 A. Like a Chapter 7 case, in my mind.
5 Q. Okay. Now, you as the trustee, is the sole party with
6 the authority to object to Jane Doe's claim, correct?
7 A. I think that's right.
8 Q. Okay. So Century couldn't object to her claim?
9 A. I don't know what Century can do.
10 Q. Well, let's --
11 A. I don't know.

12 Q. If you were the sole -- do you have -- are you the sole
13 person that could --
14 A. I'm the only one that can object to claims.
15 Q. You're the only -- so you're the only person that can
16 object to claims. And I think you testified before that upon
17 confirmation of the plan -- well, let me -- let me step back.

18 Upon -- when did you actually become -- do you understand that
19 your role as trustee began?
20 A. I would -- I would say April, May 2015.
21 Q. Would it have been the day that the plan had been
22 confirmed, or the day that the trust agreement was signed?
23 A. And your question was when I became --
24 Q. When did you assume the role as trustee?
25 A. One of those two days, probably the -- probably the

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0811
 Scott Seidel - Cross 80

1 latter, but I'm not positive.
2 Q. Okay. So you would have assumed the responsibility as
3 trustee on May 22? And at that time did you take control of
4 the litigation asserted by Jane Doe against the trust?
5 A. Yeah. I mean, we tried to defend that litigation.
6 Q. And you hired counsel to defend?
7 A. Yes, sir.
8 Q. Now you were also present at the trial, correct?
9 A. Not for every minute of it. It went on for three days,
10 but I was there.
11 Q. You were there at various times?

12 A. Yes, sir.
13 Q. Did you direct the defense of Jane Doe's claims?
14 MR. RUKAVINA: Your Honor, I object on the grounds of
15 relevance. This has nothing to do with the relief we're
16 seeking. And, moreover, this is an attempt to collaterally
17 obtain discovery in a hot moving piece of litigation in front

18 of Judge Solis. This is an attempt by counsel to get free
19 discovery.
20 THE COURT: Relevance, Mr. Hesse?
21 MR. HESSE: I'll withdraw the question, Your Honor.
22 THE COURT: Okay.
23 Q. Now, isn't it true that at the conclusion of the state
24 court hearing your lawyer advised Century of valid appeal
25 points?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0812
 Scott Seidel - Cross 81

1 MR. RUKAVINA: Objection, Your Honor. Again, that is
2 outside of anything to do with relevance here. It's subject
3 to litigation. It is also the best evidence rule.
4 THE COURT: Sustained on relevance.
5 MR. HESSE: I beg your pardon, Your Honor?
6 THE COURT: Sustained on relevance.
7 MR. HESSE: Okay.
8 Q. I'll just ask though, you made the decision not to appeal
9 the Jane Doe --
10 MR. RUKAVINA: Your Honor, objection to relevance.
11 Again, this is something that is not present here, but is in

12 front of Judge Solis.
13 THE COURT: You may answer that question, everybody
14 knows the answer to that question. You may answer the
15 question.
16 A. Correct. On visiting with counsel, we came up with a
17 decision on that.

18 Q. After visiting with counsel?
19 A. Yes, sir.
20 Q. Okay. Now, if you -- as I understand from your response,
21 the preferred relief that you're seeking is to eliminate the
22 provisions relating to a trust advisory board, is that
23 correct?
24 A. That is an option, yes, sir.
25 Q. Well, is that the prim --

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0813
 Scott Seidel - Cross 82

1 A. It would be great.
2 Q. -- preferred relief?
3 A. Sure.
4 Q. That would be the preferred relief. And so that would
5 eliminate the trust advisory board's oversight of your actions
6 as trustee, correct?
7 A. Yes.
8 Q. And that would amend Section 7.01 of the plan, correct?
9 A. I -- if you say so, I don't have the plan number in front
10 of me, I believe you.
11 Q. We'll look at Exhibit A --

12 A. Yep.
13 Q. -- page 13, Section 7.01, last sentence.
14 A. It would change that sentence, yes.
15 Q. And it would also eliminate the process under which you
16 would be removed as trustee, correct?
17 A. I assume so. But if anybody wants to remove me, they

18 could file papers and have at it.
19 Q. Well, let's look at Section 8.8 of the trust agreement?
20 A. Okay.
21 Q. It's Exhibit A, it's the docketed page 42?
22 A. 8.8(a), I have it, resignation.
23 Q. Well, 8.8(b).
24 A. (b), removal.
25 Q. And it provides that the trustee may be removed (1)

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0814
 Scott Seidel - Cross 83

1 either by order of the bankruptcy court upon motion of the
2 trust advisory board with less than unanimous vote, or upon
3 unanimous vote of the trust advisory board?
4 A. Yes, sir.
5 Q. So if there's an elimination of the trust advisory board,
6 there is no mechanism to remove you as trustee, correct?
7 A. No, I don't agree with that. I think anybody can file
8 papers to remove me anytime they want.
9 Q. Okay. One of the blanks that's in the
10 trust advisory -- or excuse me, the trust agreement, is the
11 compensation to Munsch Hardt?

12 A. Yes.
13 Q. Has there ever been an agreement reached as to Munsch
14 Hardt's compensation for being insurance counsel?
15 A. They're just billing hourly.
16 Q. So they're just billing hourly. Is that authorized by
17 the trust agreement?

18 A. I'm trying to remember how they're billing, to be quite
19 honest, counsel.
20 (Pause)
21 Q. Section 9.2.
22 A. Yes, sir.
23 Q. So that -- you don't know what that blank is, filled in
24 is?
25 A. No.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0815
 Scott Seidel - Cross 84

1 Q. And just to be clear, going back to page 23, Section
2 9.1(a), the blank relating to Munsch -- or relating to
3 insurance litigation counsel, that's never been filled in
4 either, has it?
5 A. It's not filled in. Always been Munsch Hardt since day
6 one.
7 Q. I beg your pardon?
8 A. I said Munsch Hardt has been involved since day one,
9 that's not -- that's not filled in.
10 MR. HESSE: I have no further questions, Your Honor.
11 THE COURT: Thank you. Mr. Rukavina?

12 MR. RUKAVINA: Your Honor, I was a little bit
13 confused by your ruling before on my Exhibit C. To the extent
14 it has not been admitted, I would ask that it be admitted.
15 THE COURT: Response?
16 MR. HESSE: I believe they've authenticated it, Your
17 Honor.

18 THE COURT: C's admitted. I just carried his
19 objection so Mr. --
20 (Trust agreement was hereby received into evidence as
21 Trustee's Exhibit C, as of this date.)
22 MR. HESSE: Thank you, Your Honor.
23 THE COURT: -- Seidel could testify that he had
24 signed it.
25 MR. RUKAVINA: Thank you, Your Honor.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0816
 Scott Seidel - Redirect 85

1 REDIRECT EXAMINATION
2 BY MR. RUKAVINA:
3 Q. Mr. Seidel, and we have to be careful, because it
4 concerns mediation so let's not going into details. Was Ms.
5 Doe present?
6 A. Absolutely.
7 Q. Was her counsel present?
8 A. Absolutely.
9 Q. Did we meet with her and her counsel?
10 A. Sure.
11 Q. And you said that at least other people thought that Ms.

12 Doe should have been on this trust advisory board, right?
13 A. Yes.
14 Q. So logically did you believe in good faith that if there
15 was an agreement reached, all the necessary parties were
16 there, and it could have been taken care of right then and
17 there?

18 A. Yes, sir.
19 Q. In fact, without -- now, be careful, without saying
20 anything about what was said, in fact, did Ms. Doe and you
21 have the same answer to the mediator on his mediator proposal?
22 A. Yes.
23 Q. Okay. So to the extent that any kind of conferring with
24 Ms. Doe would have been necessary, do you believe in good
25 faith that you satisfied that?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0817
 Scott Seidel - Redirect 86

1 A. Yes.
2 Q. I want you to go, like Mr. Hess did, to page 10 of the
3 creditor trust agreement, that's Exhibit C. I want you to go
4 to Section 4.2, please. 4.2(b), you'll recall Mr. Hesse took
5 you through this?
6 A. Yes, sir.
7 Q. I'm going to try to burn through this and not to try the
8 Court's patience.
9 A. Yes, sir.
10 Q. (b)(1) doesn't speak about a trust advisory board?
11 A. Correct.

12 Q. (b)(2) doesn't speak about a trust advisory board?
13 A. Correct.
14 Q. (3) does "With the prior approval of the trust advisory
15 board to enter into, perform and exercise rights under
16 contracts binding upon the creditor trust." Have you, sir,
17 entered into, performed, or exercised rights under any

18 contract binding upon the creditor trust?
19 A. Not to my knowledge.
20 Q. Okay. (4) doesn't speak about the advisory board, does
21 it?
22 A. No, sir.
23 Q. (5), it does speak about the advisory board. It says
24 "With the prior approval of the trust advisory board" and then
25 we read "except insofar as such duties and powers arise from,

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0818
 Scott Seidel - Redirect 87

1 relate to, or are in connection with the causes of action to
2 employ attorneys," et cetera, et cetera. You employed Chen
3 Dotson, correct?
4 A. Correct.
5 Q. And do you believe that that arose from, related to, or
6 was in connection with the causes of action?
7 A. I do.
8 Q. Do you believe that you needed approval from the trust
9 advisory board to retain Chen Dotson?
10 A. No.
11 Q. Was there a trust advisory board to seek the approval

12 from for anything?
13 A. There was never one.
14 Q. Are you responsible for that?
15 A. No, I'm not responsible for that.
16 Q. Let's go on. (6), nothing about trust advisory board?
17 A. Correct.

18 Q. (7), nothing about trust advisory board.
19 A. Right.
20 Q. (8), nothing.
21 A. Correct.
22 Q. (9). (10), "To compromise, adjust, settle or abandon any
23 cause of action," blah, blah, blah, "with the prior approval
24 of the trust advisory board." Have you compromised, adjusted,
25 settled, or abandoned any cause of action?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0819
 Scott Seidel - Redirect 88

1 A. No.
2 Q. (11), "To compromise, adjust, settle, or abandon any
3 avoidance action in consultation with the trust advisory
4 board." Have you compromised, adjusted, settled or abandoned
5 any avoidance action?
6 A. I have not, sir.
7 Q. Were there any avoidance actions in this case?
8 A. No, sir.
9 Q. the judge could read it for himself, but (12), (13) and
10 (14) don't speak to trust advisory board. (15), "With the
11 prior approval of the trust advisory board, to sue in

12 connection with any matter arising from or related to the plan
13 or disagreement," blah, blah, blah. Have you sued in
14 connection with any matter arising from or related to the plan
15 or this agreement?
16 A. No.
17 Q. Okay. Let's look at (16), that's an interesting one.

18 "To represent the interests of the beneficiaries with respect
19 to any matters relating to the plan, disagreement, or creditor
20 trust, affecting the rights of such beneficiaries." You see
21 that, sir?
22 A. I see that.
23 Q. Is that what you're doing today?
24 A. That is what we've been doing, yes.
25 Q. Have you been doing that since you got into this case?

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0820
 Scott Seidel - Redirect 89

1 A. That's what we've been doing since I got in this case.
2 Q. (17), no trust advisory board. (18), "With the prior
3 approval of a trust advisory board to borrow money." Have you
4 borrowed money?
5 A. I have not borrowed money
6 Q. (19), "With the prior approval of a trust advisory board
7 to use that cause of action." Have you used that cause of
8 action?
9 A. No.
10 Q. And (20) is also interesting. "To do and perform all
11 such acts, execute and deliver all such deeds, bills of sale,"

12 et cetera, et cetera, "as it may deem reasonably necessary or
13 advisable to carry out the purposes of the creditor trust."
14 What's your answer on that one, sir, have you been doing that?
15 A. I've been doing that.
16 Q. And to the best of your recollection, when was the 50,000
17 dollars from Mr. Deari obtained?

18 A. You know, I can tell you the exact date if you'd asked me
19 it last night, I could look at the bank account. I don't
20 know. It was -- it took a lot of doing. And I can find out
21 the answer.
22 Q. Would you say late May or early June?
23 A. That makes sense.
24 Q. Okay. So it was before we hired Chen Dotson?
25 A. Yes.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0821
 Scott Seidel - Recross 90

1 Q. Thank you.
2 MR. RUKAVINA: I'll pass the witness, Your Honor.
3 THE COURT: Anything further, Mr. Hesse? No. Ms.
4 Fontaine, sorry? Mr. Rukavina's so tall I can't see you.
5 MS. FONTAINE: I cower behind him when necessary.
6 RECROSS-EXAMINATION
7 BY MS. FONTAINE:
8 Q. Mr. Seidel --
9 A. Yes, ma'am.
10 Q. -- briefly for the record. What's your primary
11 occupation?

12 A. I'm an attorney and bankruptcy trustee.
13 Q. Generally most days are you a fiduciary to somebody?
14 A. Yes, every day.
15 Q. Are you capable of exercising your fiduciary duties?
16 A. I am.
17 Q. If the Court eliminates the trust advisory board, will

18 you continue to exercise your fiduciary duties to the trust?
19 A. Absolutely.
20 Q. If you have some question over how you could best
21 exercise your fiduciary duties, will you seek clarification
22 from the bankruptcy court?
23 A. Yes, with notice to everyone.
24 Q. Is that something that you typically do?
25 A. That's what I always do, try to do.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0822
 Scott Seidel - Recross 91

1 MS. FONTAINE: Thank you, Your Honor.
2 THE COURT: Thank you. Mr. Hesse, any other
3 questions to the trustee?
4 MR. HESSE: No, I think he's had enough.
5 THE COURT: You may step down, Mr. Seidel, thank you.
6 THE WITNESS: Thank you, Your Honor.
7 MR. RUKAVINA: Your Honor, we have no further
8 evidence.
9 THE COURT: All right. Mr. Hesse, you have anything?
10 MR. HESSE: No, we have no further evidence.
11 THE COURT: Okay. Why don't we take a five-minute

12 break. How about ten minutes per side for closing.
13 MR. HESSE: That'd be -- everybody on that side of
14 the room ten minutes?
15 THE COURT: You get equal to whatever the other side,
16 so yeah.
17 MR. HESSE: Whatever they get, fair enough.

18 THE COURT: Okay. Ten -- would ten be enough, Mr.
19 Rukavina?
20 MR. RUKAVINA: Oh, much less than that for me. I'm
21 not going to be long winded today.
22 THE COURT: Say then ten.
23 MR. HESSE: Okay.
24 THE COURT: If they take twelve, you get twelve,
25 though, Mr. Hesse.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0823
 Scott Seidel - Recross 92

1 All right. We'll be in recess for about five
2 minutes.
3 THE CLERK: All rise.
4 (Recess from 11:04 a.m. until 11:15 p.m.)
5 THE CLERK: All rise.
6 THE COURT: Good morning again. Please be seated.
7 Thank you.
8 Please be seated, thank you.
9 Mr. Rukavina you get to go first and last. And try
10 to keep it around ten if you would.
11 MR. RUKAVINA: I will, Your Honor, thank you.

12 Let me just point out that I hope that the irony of
13 this hearing and of Century's position is not lost on the
14 Court.
15 The irony is as follows:
16 If Century is to be believed, they relied on the
17 plan, they relied on the trust agreement, they relied on a

18 trust advisory board.
19 If Century is to be believed, the person that should
20 have been on that trust advisory board was Ms. Doe.
21 If Century is to be believed, Ms. Doe would have
22 basically had a serious input on how this litigation would
23 have gone forward.
24 If Century is to be believed, Ms. Doe, their
25 adversary, would have been somehow acting for their benefit.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0824
 Colloquy 93

1 That's ludicrous.
2 It is ludicrous for them to argue any kind of
3 reliance, any kind of prejudice, any kind of standing, any
4 kind of interest in how the trust is internally governed or
5 administered. And I dare say, and I will say it, that the
6 reason why they want Ms. Doe to be on this board today is
7 exactly so they could go to Judge Solis and say collusion,
8 collusion.
9 It's actually quite ironic that for reasons that no
10 one really intended or knows why, Ms. Doe never sat on this
11 board. Ms. Doe never guided, commanded in any way, shape or

12 form, the trustee's decision making. But now they want to
13 force Ms. Doe under threat of your writ to sit on this board,
14 to make decisions maybe, so they can go to Judge Solis and say
15 hah, hah, hah, look at that collusion that Judge Hale approved
16 of and then commanded her to take a part of.
17 Your Honor, this is fundamentally in my humble

18 opinion a matter of equity. Both the rule of law and the rule
19 of equity knows a situation where there is an impossibility of
20 contractual performance. Part of the reason why equity
21 developed is because parties have contracted to do things that
22 became impossible. The coronation of the king, I forget which
23 one, suddenly he dies, there's no coronation, why did I rent
24 the house right on the parade path.
25 Equity comes to help people when they are in an

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0825
 Colloquy 94

1 impossible position like the trustee is here. Who is the
2 trustee to seek input from when there's no one on this board,
3 and no one wants to sit on this board? Who is the trustee to
4 go to to hire Chen Dotson if you need her to when the state
5 court judge says "we're going to trial"? Is the trustee not
6 to hire Munsch Hardt when everyone knows that he needs counsel
7 to prosecute this claim for everyone's benefit?
8 Because the matter is rooted in equity I suggest,
9 Your Honor, that the Court look at it according to the rules
10 of equity.
11 One, is there fault? I'm not saying that there's

12 fault. Mr. Deari had many more important things to think
13 about than some blanks in the document. Ms. Doe had many more
14 important things to think about than some blanks in the
15 document. They're going to proceeding on the trial of their
16 lives, one that would make or break probably both of their
17 lives in one way or another. So I don't think there's fault.

18 But if there is fault it's certainly not the
19 trustee's. The trustee signed the agreement with the
20 understanding that the blanks were being filled in, or that it
21 had been done. The trustee took action to protect the assets
22 of this estate. His first and foremost duty.
23 Because the action is rooted in equity he also looked
24 at prejudice, is there prejudice? Has Century been in any
25 way, shape or form prejudiced by Munsch Hardt being retained,

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0826
 Colloquy 95

1 by Chen Dotson being retained, by there not being a member on
2 the trust advisory board? And the prejudice is intimate with
3 the standing as well. They have no standing, they have no
4 prejudice. How will they possibly be prejudiced if Your Honor
5 grants us relief today? There is no prejudice to them. Where
6 is the prejudice? The prejudice is on the trustee. Is the
7 trustee going to go forward when the name of his counsel is
8 blank, when how much is counsel can be paid is a blank, when
9 his decisions before are questioned as to having been done
10 appropriately? Where is the prejudice here? The prejudice is
11 against the same people for whose benefit this plan is

12 designed.
13 So if you look at the maxims of equity, Your Honor,
14 and you look at the principles of impossibility of
15 performance, or frustration of purpose, or just waiver, the
16 people that matter here have said and are saying we don't need
17 no trust advisory board, we didn't need none, we want it gone.

18 And the only reason why we've come to you is because this is a
19 plan, and because Mr. Seidel is not about to fill in blanks on
20 his own in the sneak of night, or to sit down with other
21 people and post-date or pre-date documents, and fill them in,
22 which maybe he could have and maybe he should have. Not
23 expecting that Century, a stranger to this, would be forced to
24 confess at an evidentiary hearing on something that clearly
25 needs fixing.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0827
 Colloquy 96

1 And this is not a plan modification. Many times it
2 happens that a plan says there's going to be a rights
3 offering, or the debtor will deliver a financial document, or
4 the debtor will raise funding through some issuance of debt,
5 and it does not happen. And the question then is what to do
6 about it? Is it a material term? Has it been waived? Are
7 the beneficiaries of the plan agreeable to its waiving, or are
8 they going to move to convert the case for post-confirmation
9 default? Which no creditor here is doing. This is, Your
10 Honor, not a plan modification, it is merely the enforcement
11 of a plan by requiring the parties that told you they would do

12 this, to do it. Or, far more equitably, listening to them now
13 and saying this was never needed and it's not needed now.
14 THE COURT: Let me ask you a question, and don't
15 infer from the question you're winning or losing. But in the
16 compensation blank what goes there?
17 MR. RUKAVINA: Your Honor, I do not know. But if I

18 look back at your confirmation order, which is my Exhibit B --
19 THE COURT: Yeah, I looked at that.
20 MR. RUKAVINA: -- it says, "The trustee shall
21 identify and retain counsel." What goes there,
22 frankly -- okay, let me give you a human answer, Judge.
23 THE COURT: Okay.
24 MR. RUKAVINA: We now have a nineteen point-something
25 million-dollar creditor, we've got a 40,000 dollar creditor,

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0828
 Colloquy 97

1 and we got two tiny creditors. What goes in there is what Ms.
2 Doe is comfortable providing for. And then I will make the
3 decision for my firm whether we're comfortable proceeding on
4 that. So if Ms. Doe, who is my 99.9 percent beneficiary says
5 Davor, do it hourly, I'll say okay. If Ms. Doe says you can
6 get 25,000 dollars and that's it, well, then I'll say good
7 day, ma'am, go somewhere else. So, frankly, what goes there
8 is whatever the parties want to put in there. It's not a 327,
9 or a 330 matter.
10 THE COURT: Okay, thank you. Let's hear from anyone
11 else. Mr. Hesse, this goes -- this ups your time. All right.

12 MS. FONTAINE: Thank you, Your Honor. This has been
13 a really grueling four years for my client. She had her
14 deposition taken twice. She's now fought in three different
15 courts the bankruptcy cases, because as Your Honor's aware
16 there's a Chapter 13 still being fought. We're hotly
17 contested. We came to a consensual plan, but she still

18 couldn't get her claim approved. That leaves her in a
19 delicate personal position as of the effective date of this
20 plan.
21 She didn't take up the seat on the trust advisory
22 board, because she didn't have an allowed claim, and she
23 wasn't a beneficiary of the trust. She didn't want to do
24 anything in connection with the trust that might prejudice
25 some other beneficiary's rights, that they might come after

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0829
 Colloquy 98

1 her. She didn't want to do anything that was going to
2 prejudice Century's rights, so she just stayed out of it.
3 At this point, Your Honor, I think that you could
4 appoint -- order her appointed, I think you could order
5 somebody else appointed. You could order -- you could find
6 that Scott Seidel, a Chapter 7 trustee that you're very
7 familiar with, would probably exercise his fiduciary duties
8 okay, without oversight by Jane Doe, the rape victim. Because
9 that's what Century's really demanding.
10 They're saying no, no, no, we demand that you put the
11 rape victim in charge of the trust, so that we will be better

12 off somehow. I suppose that they think that they would be
13 better off because it would be easier for them to make a
14 collusion argument in Judge Solis' court. I don't think it's
15 appropriate for Your Honor to order her to collude with the
16 trustee, I think that ship may have sailed.
17 THE COURT: I don't think I'll order her to collude

18 with the trustee.
19 MS. FONTAINE: Yeah. But I think that we -- the
20 point of Your Honor's order should be to allow everybody to
21 proceed as they have thus far, with nobody up till now asking
22 who's on the TAB, who's supervising Scott Seidel, who is Scott
23 Seidel going to take orders from. Scott Seidel knows how to
24 be a fiduciary and I think we should trust him to go ahead and
25 do that from here on out as he's been doing thus far.

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0830
 Colloquy 99

1 THE COURT: Thank you, Ms. Fontaine.
2 MS. FONTAINE: Thank you, Your Honor.
3 THE COURT: Mr. Hesse?
4 MR. HESSE: Good afternoon, Your Honor. Well, it's
5 still good morning, I'm sorry.
6 THE COURT: This was a twenty- or thirty-minute
7 hearing, as I recall.
8 MR. HESSE: Indeed. First of all, I want to make one
9 point; I want to clarify one thing. Century has never
10 suggested anyone should be on the trust advisory board.
11 Notwithstanding what the two previous speakers had indicated,

12 Century has never said that they pick -- Ms. Doe should be on
13 the board -- the trust advisory board, that anyone in
14 particular should be on the trust advisory board. I just want
15 to make it clear we never said that.
16 Century thought, like many other people apparently,
17 that there was a wholly formed trust advisory board pursuant

18 to the terms of a confirmed plan with a -- which incorporated
19 by reference the trust agreement. It was only when the
20 trustee filed his motion, which incidentally was after the
21 mediation that he didn't have authority to participate in,
22 only after he filed his motion asking you to amend the plan
23 and the trust agreement to eliminate the trust advisory board,
24 that we became aware that it wasn't appointed.
25 And I think that one of the opening statement -- one

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0831
 Colloquy 100

1 of the comments that was made in opening statement really kind
2 of highlights really what's going on here. There is
3 litigation going on in the federal district court, but it was
4 noted that means the trustee has to clean things up now since
5 he's going to be in federal district court, because there's a
6 problem here. This is a problem that was of the making of, I
7 don't know whom, but it wasn't -- the particular problems with
8 the trust and the trust advisory board wasn't Century.
9 Was it the trustee, who signed the trust agreement
10 without having the material terms in it, and after he should
11 have read it and realized he had to have authority from the

12 trust advisory board to do certain things? Maybe he should
13 have dealt with it earlier. Was it the responsibility of the
14 debtor under their proposed plan to make sure that the holes
15 were filled in the trust? Probably should have done it.
16 I guess we found out today the negotiations were done
17 by Ms. Doe's counsel in the context of that plan. Maybe they

18 should have made sure that all -- that everything was done.
19 But it only became apparent to us in the last week or two that
20 there's a problem here.
21 Now, I'll also reemphasize, like I did on opening,
22 the evidence that has been presented here raises an
23 interesting question as to whether there was a meeting of the
24 minds, and we actually do have a trust agreement.
25 Ms. Lindauer had her client sign a document with

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0832
 Colloquy 101

1 blanks in it, figuring that Scott Seidel would fill in the
2 blanks, identify I guess the trust advisory board, identify
3 his law firm, because she didn't know who the law firm was.
4 Fill in the blank with the amount that would be paid to the
5 trustee's law firm, because she didn't do it, because she
6 thought it was his responsibility. Mr. Seidel didn't fill in
7 the blanks because he didn't think it was his responsibility.
8 And they're the two signatories to it. I think there's a
9 question as to whether there's a meeting of minds. And going
10 one step further, Mr. Seidel has testified, or it's been
11 represented by Mr. Seidel, he thought there was a fully -- a

12 fully completed document somewhere, that he just didn't have.
13 I don't know if there's a meeting of minds. It's a real, real
14 question, and a real, real concern that maybe they don't
15 have -- that they have not properly formed the trust.
16 Now, as we've indicated in our objection, confirmed
17 plans of reorganization are binding agreements on the parties,

18 they're binding on the trustee too. They're binding on the
19 debtor. They're not just binding on us. And we're not the
20 ones here asking you to modify the plan to accommodate what
21 should have been done. But it's also binding on the debtor
22 and the trustee.
23 And as Judge Sharp indicated in the U.S. Brass case,
24 that once you have a substantially consummated plan, which the
25 debtor represents has occurred, you can't modify, you can't

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0833
 Colloquy 102

1 amend a plan, 1127 does not allow for it. And the reason you
2 don't amend the plan, as Judge Sharp noted, and I think it's a
3 pretty good point, is that there's an intent to have finality,
4 because the debtor creates a disclosure statement, he
5 circulates a -- they circulate the plan, they attach
6 documents. And parties rely upon those, they vote for it,
7 they rely on it to object to it, they rely on it not to object
8 to it if they choose. And so to now come out seven months
9 later, and to completely change the terms of the plan, is not
10 allowed under the Bankruptcy Code, nor applicable case law.
11 Now, admittedly, Century's not a creditor, and we're

12 not a beneficiary under the trust, but there are provisions of
13 that trust agreement that affect Century. The trustee went
14 into mediation without settlement, without authority to settle
15 the agreement -- settle the causes of action, based upon the
16 plain language of the agreement. Had we known that, we may
17 not have wasted our time going to a mediation. I don't know,

18 I wasn't involved at that point in time. But that's something
19 that Century should be able to rely upon, is his authority.
20 And so this is not the time to change the governance
21 of the agreement. This is not the time to change it. We're
22 well past the ability to do it. I mean, even if there was
23 fraud, you can only revoke confirmations 180 days after the
24 order is confirmed. I mean, we're well past the applicable
25 deadlines. But for them to come in and try to change it so

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0834
 Colloquy 103

1 that they can have things cleaned up for the federal district
2 court litigation, smacks us as a tad bit unfair.
3 What happened to Ms. Doe was horrific. I don't think
4 anybody denies that. But just because it was horrific,
5 doesn't mean it's covered by the insurance policy we have with
6 Pastazios. Pastazios has denied coverage, and that's the
7 question. Is it covered?
8 But to change the rules and to change the governance
9 of this thing at this point in time so that they can clean
10 things up going into trial smacks of gamesmanship. And,
11 consequently, just based upon clear reading of 1127, the

12 courts that have interpreted changes to plan documents as
13 effectively being a change -- a modification of a plan, whole
14 host of case law, we'd ask the Court to deny the motion
15 to -- that has been filed by the trustee.
16 THE COURT: Thank you, Mr. Hesse. Mr. Rukavina, you
17 get to go last.

18 MR. RUKAVINA: Your Honor, three brief points.
19 One, I cannot wait for discovery because what
20 happened is that Mr. Shults for Century called Mr. Crawford
21 for Jane Doe and they arranged the mediation. We were brought
22 in later, after the fact kicking and screaming. So for
23 Century to suggest that they relied on anything is just flat
24 false.
25 Point two, you heard that there was no meeting of the

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0835
 Colloquy 104

1 minds. And you heard that these are material blanks. I'm not
2 suggesting that Your Honor is perfect, or anyone is perfect.
3 But you've been a judge for a long time, you're a good judge,
4 you were a good lawyer, I don't think you would have confirmed
5 the plan if you thought that there were material omissions or
6 a failure of the meeting of the minds. I think it's like
7 other -- many other plans, where there are things left that
8 are going to be filled in later that are not material, that
9 are ministerial.
10 And point three, just so that we're very clear here,
11 Mr. Seidel has not violated any provision of this trust

12 agreement. I went through step-by-step, he never borrowed
13 money, never entered into contracts.
14 The only thing he did was he hired Chen Dotson, which
15 you saw there was a bracket that said except you can hire
16 lawyers like that without trust approval. What the blank on
17 Munsch Hardt and the blank on Munsch Hardt's fees, the trustee

18 didn't violate anything, he did not violate anything, he did
19 not breach anything. If anyone loses here it's me, I go back
20 to the firm and say whoops. And that's it.
21 THE COURT: Thank you.
22 This is rather messy, and I know you're in litigation
23 upstairs, or downstairs, I'm not sure where Judge Solis is,
24 we'll try to get you a ruling in the next few days. I'll
25 probably just set up a CourtCall, and ask Mr. Rukavina to give

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0836
 Colloquy 105

1 notice to everyone so you can participate by CourtCall.
2 Thank you.
3 MR. RUKAVINA: Thank you, Your Honor.
4 THE COURT: We'll be in recess.
5 MR. HESSE: Thank you, Your Honor.
6 THE CLERK: All rise.
7 (Whereupon these proceedings were concluded at 11:34 AM)
8
9
10
11

12
13
14
15
16
17

18
19
20
21
22
23
24
25

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0837
 106

1
2 I N D E X
3
VOIR
4 WITNESSES: DIRECT CROSS REDIRECT RECROSS DIRE
5 Joyce Lindauer 34 42 47 36
6 Tom Crawford III 48 53 55
7 Scott Seidel 56 63 84 89
8
9
10 EXHIBITS: DESCRIPTION I.D. EVID
11 Trustee:

12 A, B, D-H 32
13 C Trust agreement 84
14
15
16 RULINGS: PAGE LINE
17 Motion by trustee for continuance denied 30 17

18
19
20
21
22
23
24
25

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0838
 107

1
2 C E R T I F I C A T I O N
3
4 I, Esther Accardi, the court approved transcriber, do
5 hereby certify the foregoing is a true and correct transcript
6 from the official electronic sound recording of the
7 proceedings in the above-entitled matter.
8
9
10 November 9, 2015

11 ______________________________ _________________

12 ESTHER ACCARDI DATE
13 AAERT Certified Electronic Transcriber CET**D 485
14
15
16
17

18
19
20
21
22
23
24
25

eScribers, LLC | (973) 406-2250
operations@escribers.net | www.escribers.net

SUPP APP 0839
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

23 (1) 35:25 9:19,20;40:12,18; 32:18;34:14
1 84:1 50,000 (12) 50:18;51:14,21;52:19; administrative (2)
24 (1) 5:22;15:25;16:2,6; 60:12;85:6,8;90:19 23:10;35:24
1 (2) 71:4 20:8;40:25;58:23,25; accepted (1) admissibility (3)
23:5;82:25 25,000 (1) 60:4,7,13;89:16 51:22 31:8;32:4;38:25
10 (2) 97:6 50,000-dollar (2) accommodate (1) admit (3)
86:2;87:22 29 (2) 5:17;58:22 101:20 31:5;36:19;58:1
10,000 (1) 38:5,10 accompanying (1) admitted (11)
11:24 2nd (2) 6 34:23 10:16,18,18,19,21;
10.1 (4) 5:10;58:14 according (2) 32:6;39:8;66:20;84:14,
24:25;71:2,7,8 6 (3) 8:1;94:9 14,18
11 (7) 3 25:16;43:14;87:16 account (1) admittedly (1)
9:20;66:16;67:11; 89:19 102:11
71:18;72:15,15;88:2 3 (1) 7 accountants (1) adversarial (1)
11:04 (1) 86:14 70:7 29:18
92:4 30 (1) 7 (4) accurate (1) adversary (3)
11:15 (1) 23:9 35:4;79:4;87:18;98:6 39:4 63:13,19;92:25
92:4 31 (1) 7.01 (5) across (1) advisable (1)
11:34 (1) 23:21 22:15;66:20,24;82:8, 43:22 89:13
105:7 32 (1) 13 act (6) advise (1)
1127 (4) 24:11 10:20;27:5;33:11; 73:8
26:23;27:16;102:1; 327 (1) 8 75:18,20,22 advised (1)
103:11 97:8 acting (4) 80:24
1141 (1) 330 (1) 8 (5) 33:9;53:5,6;92:25 advisor (4)
9:20 97:9 31:8,13,14;61:25; action (24) 15:18;23:13;25:12;
12 (1) 37 (1) 87:20 7:15;12:13;23:24; 64:22
88:9 25:15 8.8 (1) 24:17;25:5;27:9;51:1; advisory (120)
12th (4) 82:19 55:10,21;58:23;70:10; 7:2;8:3,4;11:22;12:1,
7:14,19;55:25;56:5 4 8.8a (1) 73:23;76:23;87:1,6,23, 7;13:1,21;15:2,7,9,19;
13 (3) 82:22 25;88:3,5;89:7,8;94:21, 17:4;18:5,6;19:18;20:3,
82:13;88:9;97:16 4 (8) 8.8b (2) 23;102:15 5;21:10,22;22:5,9,18,22;
14 (1) 14:14;15:1,8;65:13, 25:20;82:23 actions (7) 23:11,20,22;24:9,12,14,
88:10 19,20;69:22;86:20 8th (5) 24:10;27:20;28:25; 16,19;25:3,8,9,17,22,23,
15 (1) 4.2 (5) 7:8;8:19;49:9;59:6,7 70:13,17;82:5;88:7 25;28:16,25;35:17,18;
88:10 69:7,14,15;73:3;86:4 active (1) 41:11;45:9,16;46:5;
16 (1) 4.2b (3) 9 63:15 47:11,21;52:2,7,11,22;
88:17 69:8,9;86:4 acts (1) 53:18,24;61:4,6;64:19,
17 (2) 4.2biii (2) 9 (1) 89:11 25;67:3;69:4,7,11,21,22;
25:15;89:2 23:10;70:2 87:22 actual (4) 70:3,6,11,18;71:21;72:3,
18 (1) 4.2bv (1) 9.1a (1) 13:5;19:21;20:24;23:3 18;73:5;74:5,19,25;75:9,
89:2 23:19 84:2 actually (14) 12,15,19,20,24;81:22;
180 (1) 4.2bx (2) 9.2 (1) 4:3;16:15;21:5,14,17; 82:5;83:2,3,5,10;85:12;
102:23 23:21;73:4 83:21 23:6;29:4;37:9;40:8; 86:10,12,14,20,23,24;
19 (1) 4.2x (4) 9019s (1) 50:13;67:6;79:18;93:9; 87:9,11,16,18,24;88:3,
89:6 25:2;71:15,18;72:13 58:4 100:24 10,11;89:2,3,6;90:17;
4.2xi (2) 99.9 (1) ad (1) 92:18,20;95:2,17;97:21;
2 25:2;71:15 97:4 18:3 99:10,13,14,17,23;
40,000 (1) address (4) 100:8,12;101:2
2 (4) 96:25 A 8:25;14:5;29:11,13 affect (1)
22:13;23:5;65:21,25 40h (2) addressed (3) 102:13
20 (1) 50:23,25 abandon (5) 16:15;41:10,11 affecting (1)
89:10 42 (1) 23:24;24:10;70:10; adduced (1) 88:20
2013 (1) 82:21 87:22;88:2 50:17 afoul (1)
49:4 42,000 (1) abandoned (2) adjust (6) 14:25
2015 (4) 12:6 87:25;88:4 23:23;24:9;70:10,17; afternoon (2)
40:20;49:9;59:7;79:20 ability (3) 87:22;88:2 33:3;99:4
20th (2) 5 24:22;27:19;102:22 adjusted (3) again (20)
8:20;62:5 able (8) 41:2;87:24;88:4 7:4;8:3;10:4,24;11:1;
22 (2) 5 (1) 14:19,20;26:1,1;35:5; adminis (1) 23:4,24;25:3,5;39:18;
68:10;80:3 86:23 46:13;71:9;102:19 35:25 72:14;73:7,25;77:23;
22nd (5) 5,000 (1) above (1) administered (1) 78:11,14,19;81:1,11;
5:23;6:22;40:20; 36:1 37:18 93:5 92:6
58:16;68:6 5,000-dollar (1) absolutely (12) administration (2) against (27)

Min-U-Script® eScribers, LLC | (973) 406-2250 (1) 1 - against
operations@escribers.net | www.escribers.net
SUPP APP 0840
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

7:24;8:12,13,14;10:3; ameliorated (1) 19:5;30:14;34:20; attorney (8) bear (2)
20:22;25:11;28:4,4,6; 28:15 93:15;97:18 16:18;32:14;33:9,10, 24:21;65:11
46:20;50:12;54:23; amend (12) April (9) 10;34:21;40:4;90:12 became (7)
70:14;77:14,15,19,20, 11:4;24:22,23,24; 5:9;58:14;65:9,10,21, attorney- (1) 9:5;28:21,21;79:23;
24;78:4,7,7,12,20,21; 25:2;71:9,9,14;82:8; 25;67:7,19;79:20 73:20 93:22;99:24;100:19
80:4;95:11 99:22;102:1,2 argue (1) attorney-client (3) become (3)
ago (2) amended (2) 93:2 72:22;73:14,17 65:8;66:2;79:18
29:22;48:4 5:3;71:23 arguing (1) attorneys (4) becomes (2)
agree (5) amending (1) 9:25 23:20;51:11;70:7;87:2 6:21;28:22
8:18;14:10;21:7; 11:6 argument (4) attorney's (3) beforehand (1)
40:16;83:7 amount (7) 3:20;8:25;21:3;98:14 30:4;76:24;79:1 8:17
agreeable (1) 24:6;28:6;58:3;77:14, arguments (2) authenticated (1) befuddled (1)
96:7 18,20;101:4 9:7,22 84:16 21:2
agreed (2) announced (1) arise (2) authority (13) beg (2)
11:5;47:11 7:22 27:13;86:25 24:4,7;26:16,23;27:5, 81:5;84:7
agreeing (1) answered (1) arisen (2) 16;72:18;73:23;79:6; began (1)
66:2 72:21 27:23,24 99:21;100:11;102:14,19 79:19
agreement (95) apologize (2) arising (2) authorized (1) begged (1)
12:23;13:3;14:2;16:2, 33:16;67:14 88:12,14 83:16 51:9
12,13;22:5,8,19;23:4; apparent (3) arose (1) avoidance (5) begging (1)
24:22,23,23,25;25:16; 28:21,22;100:19 87:5 24:10;70:17;88:3,5,7 30:16
26:4,14;27:25;28:14; apparently (6) around (2) awarded (1) behalf (3)
31:10;34:23;35:5,21; 6:19;10:24;43:17; 65:23;92:10 10:15 3:11;20:14;50:4
36:11;37:3,10,14,15; 52:7;71:10;99:16 arranged (2) aware (3) behind (1)
38:10;39:24;40:2,13,17, appeal (2) 16:6;103:21 69:2;97:15;99:24 90:5
22;41:2,3,14,14,19,20; 80:24;81:8 arrangements (1) away (2) belief (1)
42:3;43:3,5;44:15,23,25; appear (4) 16:2 12:7;21:23 63:10
45:1,3;54:10,12;57:20; 39:3,4,20;49:9 aside (1) belonged (1)
59:20;62:10,25;66:8,13; appearance (2) 30:15 B 46:14
67:8,18,22;68:19,21,23, 9:12;50:6 assert (1) belonging (1)
24;69:3,8;71:4,9;72:3,6; appeared (2) 78:3 b1 (1) 23:14
74:15,17,24;75:3,5;79:2, 7:9;40:4 asserted (5) 86:10 below (1)
22;82:19;83:10,13,17; apple (1) 46:20;54:11,22;77:19; b2 (1) 70:5
84:20;85:15;86:3;88:15; 12:12 80:4 86:12 bench (1)
92:17;94:19;99:19,23; applicable (2) asserting (2) back (14) 8:10
100:9,24;102:13,15,16, 102:10,24 55:11;77:14 5:9;6:21;7:22;10:21; beneficiaries (5)
21;104:12 application (2) asset (1) 18:15;25:3;41:24;62:15; 11:14;14:13;88:18,20;
agreements (1) 26:19,19 46:19 67:15;71:18;79:17;84:1; 96:7
101:17 appoint (4) assets (3) 96:18;104:19 beneficiary (8)
ahead (4) 22:2,2;35:4;98:4 7:17;28:3;94:21 background (1) 7:10;8:8;14:23;39:23;
3:20,21;71:12;98:24 appointed (15) assigned (3) 4:25 63:10;97:4,23;102:12
ain't (1) 15:9;18:18;19:24; 12:23;20:23;25:9 backwards (1) beneficiary's (1)
61:10 22:3;27:5,7,7;41:3; assignment (1) 33:18 97:25
alcohol (1) 45:16;46:8;50:5;64:2; 23:15 ballpark (1) benefit (12)
10:18 98:4,5;99:24 associate (2) 58:4 11:14;12:3;17:12;
allow (5) appointment (1) 12:5;33:17 bank (1) 19:23;35:21,22;46:15;
14:15;64:10,15;98:20; 66:24 assume (2) 89:19 47:13,17;92:25;94:7;
102:1 approach (3) 79:24;82:17 bankruptcy (19) 95:11
allowance (1) 4:13,16;36:3 assumed (3) 3:18;9:12,17;19:15, Berghman (9)
18:10 appropriate (2) 42:4,8;80:2 16;25:21;30:2,10,11,14; 3:7;12:4;32:10,12,14,
allowed (7) 9:10;98:15 attach (1) 34:19;39:21;52:1,6; 16,19;33:6,19
14:14,25;15:3;17:5; appropriately (1) 102:5 83:1;90:12,22;97:15; best (3)
35:23;97:22;102:10 95:10 attached (6) 102:10 81:3;89:16;90:20
along (1) approval (30) 5:12;17:22;23:5;38:1, based (10) better (3)
22:12 22:6;23:11,12,19,22; 10;43:8 10:15;24:3;27:1,10, 52:9;98:11,13
alternative (1) 24:11,14,16,19;52:22; attacking (1) 14;28:2;74:17,24; beyond (2)
72:4 63:7;69:4,11,20;70:3,6, 10:3 102:15;103:11 56:10;76:8
alternatively (1) 11;73:5;74:5,19;75:1; attempt (2) basically (12) bidding (1)
11:25 86:14,24;87:8,11,23; 80:16,18 9:16;10:2,9,11;11:12; 9:25
although (2) 88:11;89:3,6;104:16 attended (3) 25:25;41:7;58:3;59:23; big (1)
11:5;72:23 approve (1) 40:7,8,9 62:6;72:2;92:22 35:4
always (4) 25:4 attention (3) basis (4) biggest (2)
8:11;63:13;84:5;90:25 approved (5) 24:20;54:4;66:18 11:9,9;39:2;50:25 10:6,7

Min-U-Script® eScribers, LLC | (973) 406-2250 (2) ago - biggest
operations@escribers.net | www.escribers.net
SUPP APP 0841
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

billing (3) 16:2;24:15;89:3 97:5;102:23;103:1,9; 79:8,9;80:24;92:16,19, 7:24;14:14,25;19:23;
83:15,16,18 borrowed (3) 104:15;105:1 21,24;94:24;95:23;99:9, 20:22;25:5;27:19;35:22,
bills (1) 89:4,5;104:12 candidly (5) 12,16;100:8;102:13,19; 23,25;36:1;46:13,15;
89:11 both (5) 21:3,17,19;26:8;29:4 103:20,23 50:19;64:7;70:14;79:14,
binder (1) 6:3;9:8;18:17;93:18; capable (1) Century's (16) 16;80:13
31:20 94:16 90:15 4:23;8:18,25;9:14; clarification (2)
binders (3) bottom (1) capacity (1) 10:6,7,22;22:24;40:4; 11:17;90:21
4:14,18;57:4 71:13 56:19 54:24;55:13;65:13; clarify (3)
binding (9) box (1) car (1) 92:13;98:2,9;102:11 22:1;40:10;99:9
9:21;10:4;86:16,18; 48:2 34:5 certain (6) class (4)
101:17,18,18,19,21 bracket (1) card (1) 5:13;9:7;40:16;41:17; 14:14;15:1,8;35:24
bit (6) 104:15 15:11 71:15;100:12 clean (3)
14:17;21:2;35:14; Brass (2) care (3) certainly (3) 12:25;100:4;103:9
52:23;84:12;103:2 26:11;101:23 7:7;19:19;85:16 9:2;12:18;94:18 cleaned (3)
bite (1) breach (1) careful (2) cetera (6) 8:23;11:13;103:1
12:12 104:19 85:3,19 70:7;79:1;87:2,2; clear (5)
blah (6) break (2) carried (1) 89:12,12 9:5;84:1;99:15;
87:23,23,23;88:13,13, 91:12;94:16 84:18 chance (1) 103:11;104:10
13 brief (2) carry (3) 4:22 clearly (3)
blank (15) 50:15;103:18 12:18;39:10;89:13 change (10) 5:11;28:7;95:24
6:24,25;7:4;11:22,23; briefing (1) case (40) 26:3;46:1;82:14; CLERK (3)
16:25;41:7;83:23;84:2; 11:5 3:18;4:8,9;5:9;9:12; 102:9,20,21,25;103:8,8, 92:3,5;105:6
95:8,8;96:16;101:4; briefly (2) 10:13;13:24;17:11; 13 client (11)
104:16,17 32:9;90:10 21:11;26:11,20;29:7; changed (2) 20:5;29:16,24;30:16,
blanks (37) bring (1) 30:12;34:19,23;35:2,3,4, 17:2;54:25 24;52:17;55:11;72:23;
5:13,14,14,24,25;6:5, 13:21 14,15;36:13;39:18,21; changes (2) 73:21;97:13;100:25
7,18,19;12:22;16:13,14, Brooks (1) 49:5;50:6;51:1,17;52:1, 26:14;103:12 client's (1)
16,16;17:22;40:16,21; 3:10 6;59:15;61:21;63:12; Chapter (5) 76:6
42:1,2,5,9,13;44:11,18, brought (3) 79:4;88:7,25;89:1;96:8; 35:4;67:11;79:4; clips (1)
19;45:4;62:10;68:24; 20:15;30:19;103:21 101:23;102:10;103:14 97:16;98:6 29:19
83:9;94:13,14,20;95:19; burden (1) cases (2) charge (1) close (1)
101:1,2,7;104:1 40:14 63:18;97:15 98:11 26:20
blow (1) burn (1) catastrophe (1) check (1) closing (1)
19:11 86:7 61:11 28:25 91:12
board (133) busily (1) catching (1) Chen (15) Code (1)
7:2;8:3,4;11:22;12:1, 60:3 71:12 7:23;8:3;50:2,3,8; 102:10
7;13:1,21;15:2,7,9,14, business (1) cause (8) 52:21;60:19;61:6;62:8; coffee (1)
18,19;16:22,24;17:2,4,8, 18:21 51:1;55:10;58:22; 87:2,9;89:24;94:4;95:1; 69:23
16;18:5,6;19:18;21:10, 73:23;87:23,25;89:7,7 104:14 collaboration (1)
22;22:5,9,18,22;23:11, C caused (3) choose (2) 18:16
13,20,23;24:9,12,15,16, 27:3;29:3,3 16:18;102:8 collateral (1)
19;25:4,8,9,12,17,22,23, call (10) causes (9) chose (2) 13:7
25;28:16,25;35:17,18; 6:12;31:3;33:5,6; 23:24;24:17;25:5; 24:23,24 collaterally (2)
41:11;45:9,16,18;46:6; 48:10,19;56:16,17;61:5, 70:10,13;76:22;87:1,6; cigar (1) 10:3;80:16
47:12,21;52:2,7,11,22; 6 102:15 10:20 collects (1)
53:19,24;60:4;61:4,6; called (8) cell (1) circular (1) 77:5
64:19,22,25;67:3;69:4, 33:9,12;34:6;35:24; 32:22 8:5 collude (2)
11,21,22;70:3,6,11,18; 41:13;48:21;54:3; Cent (1) circulate (1) 98:15,17
71:21;72:3,18;73:5; 103:20 74:18 102:5 colluding (1)
74:6,19,25;75:9,12,15, calls (2) Century (92) circulates (1) 10:2
19,21,24;81:22;83:2,3,5; 58:24,25 3:11;4:1;5:3,4;7:18, 102:5 collusion (5)
85:12;86:10,12,15,20, came (7) 20;8:16;9:8,11,12,13,16, cited (1) 10:16;93:7,8,15;98:14
23,24;87:9,11,16,18,24; 5:20;41:19;57:14,18; 21,22,24;10:3,3;11:4,6; 26:9 collusive (3)
88:4,10,11;89:2,3,6; 73:10;81:16;97:17 12:9,9;13:7,10,13;20:14, claim (44) 10:10,22,25
90:17;92:18,20;93:6,11, can (41) 17,23,23,25;23:16,17, 10:21;14:12,16,19,20, comfortable (2)
13;94:2,3;95:2,17; 13:11;14:5;23:20,23; 25;24:3,6;25:6,7,11; 21;15:3;17:5,6;18:10; 97:2,3
97:22;99:10,13,13,14, 24:12,15,17;26:11,12; 27:3,18;28:4,5;31:23; 20:20;24:5;25:11;28:1, coming (3)
17,23;100:8,12;101:2 28:3;29:19;37:24;39:13; 39:20,23;40:1;46:20,21; 4,4,5,6,7,10;46:19,20; 7:6;8:7;59:24
board's (1) 47:20;52:3;55:6;63:6, 53:13,17;54:21;55:7; 54:22;64:4,10,15,17; commanded (2)
82:5 17;66:17;69:11;70:6,17; 56:3,6;61:23;63:9,13,15; 77:13,15,18,20,23,25; 93:11,16
book (3) 72:25;73:9,19;74:2; 64:21,23;70:14;72:18; 78:3,6,7,12,20,21;79:6, comment (1)
22:12;66:19;67:21 78:19;79:9,14,15;83:7; 73:6,22;74:5,19,25;77:3, 8;94:7;97:18,22 29:14
borrow (3) 89:18,20;93:14;95:8; 6,10,14,19;78:4,8,12,21; claims (19) comments (4)

Min-U-Script® eScribers, LLC | (973) 406-2250 (3) billing - comments
operations@escribers.net | www.escribers.net
SUPP APP 0842
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

9:16;18:14;55:16; confirmation (32) contracted (1) 27:2,10;28:18,24;29:9, 17:7,9,10;19:2,4,23;
100:1 5:15,18;6:22;7:3;9:15; 93:21 11,12;30:8,10,23;31:1, 20:9;26:5,6;35:2,22;
committee (3) 14:11;15:23;16:4,8,15; contracts (5) 17,21,24;32:2,5,12,17, 36:1;46:14,16,23;47:16;
20:3,6;45:9 17:2,3,10;19:8;20:1,2, 23:14;58:4;69:12; 23;33:4,13,15,18,24; 97:1
communications (9) 17;22:4,8;28:20;40:5, 86:16;104:13 34:3,9,13;36:5,24;38:24; creditor's (2)
6:11;8:4,15;53:13,17; 23;41:2,8;45:24;46:3; contractual (1) 39:2,10,13;40:19;42:17; 20:22;67:22
54:1;56:9;59:17;62:9 52:1,5,6;64:3;79:17; 93:20 47:6,24;48:2,6,13,18; cross (1)
companies (1) 96:18 control (1) 49:1,10,23;50:6,12;51:5, 56:11
15:11 confirmations (1) 80:3 19;53:2,8,23;54:8,15,18; CROSS-EXAMINATION (5)
Company (5) 102:23 convenience (1) 55:2,2,17,21;56:14,16, 42:18;53:10;54:19;
3:11;4:1;53:13,18; confirmed (12) 35:24 18,23;57:21;59:3;60:1,3, 63:25;65:4
54:4 5:10;15:23;16:1; conversations (1) 18;62:15;63:24;64:9,13; C's (1)
compare (2) 26:15,15;34:22;58:14; 72:24 65:3,12;66:21,23;72:2, 84:18
37:24;44:1 79:22;99:18;101:16; convert (3) 10,24;73:16,20;74:2,8,
compel (1) 102:24;104:4 13:24;35:4;96:8 21;76:10,20;78:17; D
11:20 confirming (1) converted (1) 80:20,22,24;81:4,6,13;
compensation (6) 65:14 29:7 83:1;84:11,15,18,23; Danny (1)
28:2,11;77:10;83:11, conflict (4) convincing (1) 90:3,17,22;91:2,5,9,11, 35:14
14;96:16 10:1;15:12;27:24; 15:11 15,18,22,24;92:6,14; dare (1)
complaining (1) 28:13 copy (8) 94:5,9;96:14,19,23; 93:5
19:20 confused (2) 22:11,13;36:11;41:19; 97:10;98:14,17;99:1,3,6; date (5)
complaint (5) 8:11;84:13 43:11,19;56:3;65:13 100:3,5;103:2,14,16; 14:18;32:8;84:21;
11:4,6;55:3,4,5 connection (6) core (1) 104:21;105:4 89:18;97:19
complete (1) 24:12;87:1,6;88:12, 73:13 CourtCall (2) dated (1)
45:2 14;97:24 coronation (2) 104:25;105:1 68:5
completed (3) consensual (1) 93:22,23 courtroom (1) dates (1)
44:17,20;101:12 97:17 correctly (1) 3:14 68:7
completely (2) Consequently (2) 71:17 courts (3) Davor (2)
25:24;102:9 5:23;103:11 correlated (1) 28:19;97:15;103:12 3:6;97:5
compromise (8) consider (1) 28:12 Court's (9) day (7)
23:23;24:9;64:10,15; 72:5 correlates (1) 13:25;19:15;38:7,11; 76:13;79:21,22;84:5,
70:10,17;87:22;88:2 consist (1) 28:5 40:14;43:6,14,16;86:8 8;90:14;97:7
compromised (2) 28:3 correspondence (1) coverage (7) days (9)
87:24;88:4 consistent (2) 58:25 27:9;29:23;54:22; 7:20;8:9,20;19:12;
computer (2) 27:11;75:23 counsel (57) 55:7,9,14;103:6 79:25;80:9;90:13;
43:2,9 consultation (3) 3:17;6:24;7:12,13,21; covered (2) 102:23;104:24
concept (3) 24:8;70:18;88:3 8:7;13:1;14:21;16:11; 103:5,7 deadlines (1)
19:24;35:19;46:16 consulted (2) 17:8,12;18:20;19:8; cower (1) 102:25
concern (4) 25:4,12 21:10;27:8;29:23,24; 90:5 deal (1)
28:20;63:5,6;101:14 consummated (4) 30:10;35:2,12;39:18; Crawford (17) 69:10
concerned (1) 26:18,21,22;101:24 41:10;42:10;45:5;49:8, 4:2,3,4,5;7:9;48:10,13, dealing (4)
16:13 contacted (3) 16,21,24;50:1;52:21; 16,17,21;53:12;54:21; 23:18;25:19;27:4;
concerns (4) 42:11;65:8,22 53:6,13;60:2,3,6,10,19; 55:1,20;56:14;60:19; 70:17
19:14;21:6;27:22;85:4 contentious (1) 61:16;73:10,12;74:13; 103:20 dealt (1)
conclude (3) 11:8 75:22;76:2;80:6,18; created (3) 100:13
8:20;13:22,23 contested (1) 81:16,18;83:14,19;84:3; 5:11;12:3;18:13 Deari (25)
concluded (1) 97:17 85:7,9;94:6;95:7,8; creates (1) 8:12;10:16;15:24;
105:7 contesting (2) 96:21;100:17 102:4 16:1,11;19:1;35:14;
conclusion (7) 12:9,10 couple (5) creation (1) 36:14;37:2;40:20;41:15,
72:9;73:11,12;74:20; context (2) 4:14;9:4;14:9;15:24; 66:24 19;42:3,23;43:5,11;
78:10,15;80:23 5:1;100:17 42:20 credible (3) 44:11,17;46:12;50:12;
conclusions (1) continually (1) course (3) 48:7,8,12 57:10,22;60:9;89:17;
10:12 30:21 5:13,15;8:9 credit (1) 94:12
conduct (1) continuance (6) COURT (178) 15:11 Deari's (2)
33:20 13:8;31:2;59:10,13, 3:1,8,12,16,19;4:4,6,9, creditor (30) 45:8,10
confer (1) 25;61:13 10,15,17,19;5:8,10,25; 3:14;5:11;12:6;14:8; debt (1)
8:2 continue (3) 7:5,9,22,22;8:10;10:22; 16:10;18:19;19:16; 96:4
conferred (1) 4:24;30:21;90:18 11:18;12:13;13:18,20, 20:19;22:17,19,23; debtor (24)
7:17 continued (1) 22,23,24;14:4,16,16; 23:14,16;35:6,7;36:11; 3:18;5:16,21,23;6:1;
conferring (1) 59:1 15:4,5,21;16:20,22,24; 44:23;57:20;66:3,24; 14:19;18:21,24;20:21;
85:23 contract (5) 17:17,24;18:2,8,11; 67:2;86:3,16,18;88:19; 21:9;26:19,20;28:23;
confess (1) 6:8;23:18;25:8;58:8; 19:16;20:10,12;21:19, 89:13;96:9,25,25;102:11 34:21;46:10,12;47:18;
95:24 86:18 23;22:2;23:8;25:21; creditors (17) 96:3,4;100:14;101:19,

Min-U-Script® eScribers, LLC | (973) 406-2250 (4) committee - debtor
operations@escribers.net | www.escribers.net
SUPP APP 0843
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

21,25;102:4 11:21;13:1 14:12,21 74:10,11,15;75:2,4; 25:24;28:24;81:21;
debtors (2) designed (1) disputing (4) 94:21;95:9;100:15,16, 82:5,15;99:23
3:2,4 95:12 54:21;55:7,9,14 18;101:21 eliminates (1)
debtor's (5) despair (1) district (7) door (1) 90:17
5:10,11;15:13;39:18; 10:9 12:13;27:9;55:2,21; 73:15 elimination (1)
66:4 detail (1) 100:3,5;103:1 Dotson (15) 83:5
decide (2) 5:19 distrust (1) 7:23;8:3;50:2,3,8; Elrod (1)
11:2;64:15 details (4) 14:2 52:21;60:19;61:7;62:8; 3:15
decided (2) 56:8;62:3,12;85:4 doc (2) 87:3,9;89:24;94:4;95:1; else (4)
15:2,4 determined (1) 25:10;66:12 104:14 47:18;97:7,11;98:5
decision (6) 19:9 docketed (1) down (8) e-mail (6)
12:19;52:18;81:8,17; developed (1) 82:21 13:21;47:25;48:4; 36:14;38:17;41:20;
93:12;97:3 93:21 doctrine (2) 54:5;56:14;64:17;91:5; 57:21;68:4,13
decisions (3) D-H (1) 51:12,12 95:20 e-mailed (1)
26:7;93:14;95:9 32:7 document (63) downstairs (1) 36:17
declare (3) dialogue (1) 5:12,24;6:2,3,13,17, 104:23 e-mails (1)
22:3,4,7 21:1 18,19;7:1;8:2;9:5;11:13, drafted (1) 68:16
decree (1) dies (1) 15;12:11;16:20;21:7,8, 35:1 emotional (1)
26:20 93:23 12,13;23:6;24:4;25:14; due (1) 30:18
deeds (1) different (7) 28:19;36:9;38:15;39:6, 9:19 employ (3)
89:11 15:16;16:5;43:24; 9,11,14,17;42:1,2,24; during (2) 23:20;70:6;87:2
deem (1) 44:6;70:16;78:14;97:14 43:1,1,11,13,15,18,19, 35:16;50:15 employed (1)
89:12 difficult (1) 19,21;44:9,11,17,18,21; duties (7) 87:2
default (1) 5:21 57:5,8,14,16;58:12,16; 52:13,14;86:25;90:15, ended (3)
96:9 dire (3) 66:12;68:3,13;70:21; 18,21;98:7 11:11,11;16:5
defaulted (1) 36:22,25;38:22 74:22;94:13,15;96:3; duty (3) ends (1)
61:14 direct (5) 100:25;101:12 78:13,14;94:22 26:25
defend (9) 24:20;34:16;48:23; documents (4) enforcement (1)
7:24;30:13;58:22; 56:24;80:13 68:13;95:21;102:6; E 96:10
60:10,22;61:4;78:13; direction (2) 103:12 engaged (1)
80:5,6 76:1,3 Doe (74) earlier (2) 63:15
defense (3) directly (3) 3:14;6:5;7:5,10;8:19; 7:20;100:13 engineered (1)
10:6,7;80:13 15:5;28:5,11 11:14;12:2;13:21;14:8; early (8) 10:25
delay (2) disagree (5) 17:3,11;21:9;28:1,6,24; 7:6;35:3;49:4;59:4,5; enough (4)
9:1,2 12:18;14:9;15:15; 29:16;45:18;46:23; 67:6,7;89:22 66:17;91:4,17,18
delicate (1) 55:12,13 47:12,13,17;49:1,3,18; easier (1) enrich (1)
97:19 disagreement (2) 50:3,7,19;51:8,13,20,24, 98:13 10:25
deliver (2) 88:13,19 25;52:6,10,17,20;54:23; easy (1) enter (6)
89:11;96:3 Disciplinary (1) 60:9;64:9,18,21;75:8,11, 31:4 23:13;24:5;26:19;
demand (4) 33:10 16,18;76:1;77:15,20,23, ECF (3) 69:11;73:5;86:15
8:17;29:25;64:12; disclosure (2) 25;78:6,12,20;80:4; 55:21;56:3,7 entered (4)
98:10 9:13;102:4 81:9;85:5,12,20,24; economics (1) 8:10;10:23;86:17;
demanding (1) discovered (1) 92:20,21,24;93:6,10,11, 79:3 104:13
98:9 21:4 13;94:13;97:2,4,5;98:8; effect (1) entire (3)
denied (1) discovery (3) 99:12;103:3,21 8:5 37:14,15;48:21
103:6 80:17,19;103:19 Doe's (10) effective (2) entitled (3)
denies (2) discuss (1) 7:24;14:12;21:10; 14:18;97:19 6:25;25:2;71:14
21:11;103:4 13:2 28:7,10;35:2;64:4;79:6; effectively (2) equal (1)
deny (3) discussed (3) 80:13;100:17 26:25;103:13 91:15
27:2;29:1;103:14 35:18,20;51:2 dog (2) effectuate (2) equitably (1)
depends (2) discussing (1) 46:10,12 5:18;29:4 96:12
77:14,19 6:4 dollar (1) effectuated (3) equity (8)
depo (1) discussion (4) 96:25 12:1;60:14;63:3 93:18,19,20,25;94:8,
29:19 5:7;27:14;58:20;74:16 dollars (27) egregious (1) 10,23;95:13
depose (2) discussions (4) 5:22;8:14;10:15; 50:13 Erler (10)
13:8,10 11:11;51:6;52:16;54:7 11:24;12:6;15:25;16:2, eighteen-year- (1) 6:4,11,16;8:6;9:5;
deposition (1) dismissed (1) 6;20:8;28:8,9;36:2; 29:16 17:17;18:14;35:3,12;
97:14 29:7 40:25;58:23;59:1;60:4, eighteen-year-old (1) 52:8
depositions (1) disparage (1) 13;77:6,7,10,10,24;78:1, 10:17 Erler's (1)
29:17 10:23 4,20;89:17;97:6 either (5) 20:5
describe (1) disparagement (1) done (17) 14:19;22:1;46:25; especially (2)
26:12 10:8 11:21;13:4;14:3; 83:1;84:4 28:22;29:14
designate (2) disputed (2) 18:18;25:10;58:10; eliminate (6) essence (1)

Min-U-Script® eScribers, LLC | (973) 406-2250 (5) debtors - essence
operations@escribers.net | www.escribers.net
SUPP APP 0844
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

16:20 69:7;72:13;73:3;83:10 faith (2) 104:8 95:23
establish (1) execute (1) 85:14,25 filled-in (2) foremost (1)
17:14 89:11 false (2) 6:13,17 94:22
established (1) executed (6) 10:11;103:24 final (5) forget (1)
19:22 6:13;14:24;31:11,11; familiar (2) 10:4;25:18;26:20; 93:22
establishment (1) 43:3;62:25 34:22;98:7 44:25;45:1 forgot (1)
25:16 exercise (6) family (1) finality (1) 21:12
estate (2) 23:12,13;86:15;90:18, 30:20 102:3 form (9)
19:17;94:22 21;98:7 far (9) finally (4) 18:14,15,16,17;27:19;
et (6) exercised (1) 16:10,13;20:2;34:5; 6:15;9:4;16:6,7 63:9,19;93:12;94:25
70:7;79:1;87:2,2; 86:17 61:15;76:8;96:12;98:21, financial (3) formally (1)
89:12,12 exercising (1) 25 59:22,23;96:3 9:6
ethical (1) 90:15 fast (1) find (4) formation (1)
53:5 exhibit (29) 77:16 5:17;28:18;89:20;98:5 29:5
even (12) 22:12,13;23:5,5,5; fault (4) finding (4) formed (6)
10:6,16,17,18,19,20; 31:8,9,12,20,25;36:7,19; 94:11,12,17,18 5:21;48:6,8,11 21:5,15,18;27:14;
21:7;26:23;30:15;42:9; 37:21;38:5,11;43:10,14; favor (2) findings (1) 99:17;101:15
51:23;102:22 57:4;65:13,19;66:19,22; 3:2,3 10:11 forms (1)
evening (1) 67:21;82:11,21;84:13, faxed (1) finds (1) 18:17
31:23 21;86:3;96:18 41:20 11:16 forth (2)
event (1) Exhibits (2) federal (8) firm (15) 18:15;22:16
41:24 31:5;32:7 7:15;15:5;27:9;55:2, 7:23;12:6;18:14; forward (3)
Everybody (6) exist (1) 21;100:3,5;103:1 49:15,21;53:4,14,15; 11:25;92:23;95:7
21:11;33:15;76:14; 6:17 fees (6) 63:2,2;97:3;101:3,3,5; fought (4)
81:13;91:13;98:20 existed (1) 11:23,23;30:5;76:25; 104:20 58:24,24;97:14,16
Everyone (8) 70:21 79:1;104:17 First (15) found (1)
7:13;8:7;10:2;13:2; existence (2) few (4) 10:9;12:16;17:14; 100:16
61:20;90:23;94:6;105:1 63:5,6 7:20;19:11;23:4; 21:25;29:25;31:3,5; four (4)
everyone's (1) exists (2) 104:24 53:2;57:20;61:5;65:8, 29:17,22,24;97:13
94:7 11:13;28:14 fiduciary (8) 22;92:9;94:22;99:8 frame (1)
evidence (9) expecting (1) 52:13,14;90:13,15,18, five (3) 65:23
3:21;13:17;32:8; 95:23 21;98:7,24 63:18;76:21;92:1 frankly (7)
50:17;81:3;84:20;91:8, expedited (1) fifth (2) five-minute (1) 8:5;19:20;21:1;47:21;
10;100:22 11:5 25:1;71:13 91:11 52:12;96:22;97:7
evidentiary (3) expenses (1) fight (3) fixing (1) fraud (1)
13:6,12;95:24 24:17 46:11,12;59:1 95:25 102:23
exact (1) explain (3) figure (1) flat (1) free (3)
89:18 6:6;40:19;58:12 54:24 103:23 12:12;13:15;80:18
exactly (4) explained (1) figuring (1) Flemish (1) frequently (1)
5:20;13:12;41:22;93:7 27:22 101:1 33:21 58:10
examination (8) extent (5) file (10) flip (1) Friday (4)
33:20;34:16;36:25; 17:11;72:21;73:8; 9:13;20:20;24:2; 36:10 5:3;31:23;33:3,3
47:9;48:23;55:18;56:24; 84:13;85:23 26:11,19;43:4;55:25; focus (4) friend (1)
85:1 62:20;82:18;83:7 16:8;19:1;20:7;40:23 30:20
examine (1) F filed (17) follow (1) front (8)
39:13 4:1;7:14,14;8:21;9:4, 22:12 7:9;9:8;12:22;37:12,
examined (1) fact (10) 11;21:19;25:15;27:12; followed (1) 13;80:17;81:12;82:9
39:11 10:12;11:9;26:22; 30:23;31:22;33:3;36:12; 5:16 frustration (1)
example (4) 27:6,13;54:11;65:21; 62:18;99:20,22;103:15 following (3) 95:15
16:17;41:3;69:6;78:13 85:19,20;103:22 filing (6) 16:8;40:23;52:13 full (4)
excellent (1) facts (4) 23:7;38:7,11;43:6,15, follows (3) 6:17;13:12;66:12;
47:19 12:20;33:11;50:13,15 16 37:19;38:3;92:15 73:22
except (4) factual (1) fill (16) follow-up (2) fully (7)
22:16;30:12;86:25; 14:10 6:7,10;11:22,23; 42:20;47:7 6:12,12,13;21:13;
104:15 failed (1) 16:14;42:5,13;44:18; Fontaine (26) 62:24;101:11,12
exceptionally (1) 62:6 45:4,5,5;95:19,21;101:1, 3:13,13;14:7,7;17:24; fun (1)
9:9 failure (1) 4,6 18:3,6,9;35:3,11;52:8; 33:17
excess (2) 104:6 filled (24) 53:2,9,11;54:16;63:24; fundamentally (1)
77:25;78:3 fair (3) 6:19;7:1;12:25;16:18, 64:1;65:2;90:4,5,7;91:1; 93:17
excluded (1) 13:12;66:17;91:17 19;17:18,20;18:3,4,4; 97:12;98:19;99:1,2 funding (1)
4:3 fairly (6) 20:2;21:13;41:7;42:9; force (1) 96:4
Excuse (8) 21:15;22:19;24:18; 44:15;45:6;63:2;83:23; 93:13 further (11)
3:9;55:2;66:3;67:20; 25:13;26:10;47:3 84:3,5,9;94:20;100:15; forced (1) 38:22;47:5;54:16;

Min-U-Script® eScribers, LLC | (973) 406-2250 (6) establish - further
operations@escribers.net | www.escribers.net
SUPP APP 0845
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

55:16;65:2;71:14;84:10; 62:20;67:19;100:16; 54:13 honest (1) identify (3)
90:3;91:7,10;101:10 101:2 held (2) 83:19 96:21;101:2,2
guidance (1) 8:9;17:4 honestly (4) ignore (1)
G 11:17 help (2) 18:13;42:3;47:16;52:8 21:22
guided (1) 65:17;93:25 Honor (130) III (3)
Gainfully (1) 93:11 helping (1) 3:6,9,10,13,17,23;4:5, 48:17;69:12,19
46:10 gun (1) 17:14 7,13,16,21,25;5:13;6:6; important (4)
gaining (1) 13:17 hereby (2) 9:11,15;10:23;11:2,3; 22:25;27:21;94:12,14
12:13 gutted (1) 32:7;84:20 12:4,14,16,22;13:6;14:7, impossibility (2)
game (1) 22:21 herein (1) 15;15:22;20:13;21:3; 93:19;95:14
20:16 gutting (1) 22:16 22:10;23:7,15;24:1; impossible (2)
gamesmanship (1) 25:14 herpes (1) 25:19;26:8,18;29:1,8,10, 93:22;94:1
103:10 guy (2) 29:21 13,16;30:3,6,11,15;31:5, Inc (1)
gave (3) 45:10;66:16 Hess (1) 7,8,19,25;32:9,11,16,19, 34:21
18:14;19:2;50:15 86:2 21;33:2,5,16;34:1,4,15; incidentally (1)
generally (2) H HESSE (79) 36:4,19,21;38:23;39:12; 99:20
50:16;90:13 3:9,10,23;4:16,18; 41:17;42:16;44:10;47:5, include (1)
gentleman (1) hah (3) 14:4;20:12,13,13;23:9; 23;48:1,16;50:21;51:15, 77:2
16:3 93:15,15,15 29:9;30:3,6;31:7,10,13, 18;52:25;53:3,9;54:6,13, included (3)
gets (2) Hail (1) 16,25;32:3,11,19,24; 16;55:16;56:10,17; 35:6;36:12;70:13
28:9,10 3:15 33:1,8;34:1;36:21;37:1; 63:22;65:2;72:8,20; including (1)
Ginsberg (4) Hale (1) 38:22,25;39:3,12;41:16; 73:7,13,15,19,24;74:7, 71:15
10:9,13,15;59:7 93:15 42:17,19;44:10;47:5; 20;76:8,16,19;78:9; incorporate (1)
girl (2) half (1) 50:21,23;51:4,15;53:2,3; 80:14,21;81:1,5,10; 71:20
10:17;29:17 51:10 54:6,13,18,20;55:16; 84:10,12,17,22,25;90:2; incorporated (2)
given (2) hand (4) 56:10;65:3,5,12,16; 91:1,6,7;92:11;93:17; 26:4;99:18
28:1,3 30:7;61:9;77:9;78:6 66:22;69:25;73:15; 94:9;95:4,13;96:10,17; Indeed (1)
goes (8) handled (1) 76:19;80:20,21;81:5,7; 97:12;98:3,15;99:2,4; 99:8
16:10;21:23;76:8; 35:15 84:10,16,22;86:4;90:3; 103:18;104:2;105:3,5 indemnify (1)
96:16,21;97:1,7,11 handling (1) 91:2,4,9,10,13,17,23,25; Honor's (6) 78:14
good (13) 35:13 97:11;99:3,4,8;103:16; 10:4;12:17,19;24:20; indicated (5)
3:6,9,10;20:13;85:14, handwriting (2) 105:5 97:15;98:20 29:22;68:19;99:11;
24;92:6;97:6;99:4,5; 68:7,8 hey (1) hope (2) 101:16,23
102:3;104:3,4 happen (2) 61:6 21:23;92:12 indirectly (1)
good-looking (1) 27:11;96:5 hidden (1) hoped (1) 26:24
48:11 happened (12) 61:19 8:23 individually (1)
governance (6) 20:3,6;28:17;30:24, hide (1) horrific (2) 15:13
12:11;22:20;25:10; 25;40:22;41:12;42:22; 60:9 103:3,4 infer (1)
63:20;102:20;103:8 61:3,9;103:3,20 highest (1) hospital (1) 96:15
governed (1) happens (1) 54:4 30:19 inform (2)
93:4 96:2 highlights (1) host (1) 49:23;59:9
granted (2) Hardt (15) 100:2 103:14 information (2)
7:19;11:3 6:24;7:11,20;11:22; highly (1) hot (1) 19:10;74:2
grants (1) 13:1;18:4;56:6;61:15, 11:8 80:17 informed (2)
95:5 16;83:11;84:5,8;94:6, himself (2) hotel (2) 52:18;54:9
great (1) 25;104:17 11:16;88:9 10:19,21 inherent (2)
82:1 Hardt's (2) hire (8) hotly (1) 27:23,24
greater (2) 83:14;104:17 8:7;41:10;58:22;61:6, 97:16 initially (1)
35:23;36:1 hate (2) 10;94:4,6;104:15 hourly (3) 29:22
Greg (2) 48:3,3 hired (12) 83:15,16;97:5 input (8)
3:10;20:13 head (1) 7:11,23;14:21;27:8,8; house (1) 35:14;76:5,6,7,12,15;
grounds (1) 17:24 29:23;56:6;62:8,9;80:6; 93:24 92:22;94:2
80:14 header (2) 89:24;104:14 huge (1) insofar (1)
group (1) 43:22,23 hiring (1) 16:6 86:25
19:23 hear (4) 18:20 human (1) instance (3)
groups (1) 12:4;31:1,12;97:10 hold (3) 96:22 17:14;30:25;72:23
18:23 heard (3) 19:23;41:15;69:9 humble (1) instead (2)
Gruber (8) 34:7;103:25;104:1 holders (1) 93:17 11:4;35:6
3:15,15;4:7,8;29:10, hearing (11) 14:13 Hurst (1) insurance (18)
13;30:4,9 4:24;13:6,12;30:14; holes (1) 3:15 6:23;7:11,13,21;9:23;
grueling (1) 40:7,9;49:23;80:24; 100:14 20:23;23:16;42:10;
97:13 92:13;95:24;99:7 home (1) I 46:21;49:15,21;52:21;
guess (4) hearsay (1) 30:19 53:13,18;61:16;83:14;

Min-U-Script® eScribers, LLC | (973) 406-2250 (7) Gainfully - insurance
operations@escribers.net | www.escribers.net
SUPP APP 0846
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

84:3;103:5 ironic (1) 19:15,16 80:1 Lindauer (41)
insured (1) 93:9 justice (1) Laura (3) 3:17,17;4:2,3;6:2,4,6;
30:13 irony (2) 10:14 3:13;14:7;35:11 8:5;15:22;16:23;17:1,
intend (1) 92:12,15 law (9) 19;18:1,5,7,12;20:11;
5:2 irreconcilable (1) K 7:23;10:12;12:6; 33:5,8,12;34:4,7,12,15,
intended (4) 10:1 93:18;101:3,3,5;102:10; 18,20;36:6,21;37:2;
39:23;51:25;52:7; issuance (1) keep (3) 103:14 39:17;42:20;47:7,24,25;
93:10 96:4 30:16;46:13;92:10 lawsuit (3) 48:1,3;57:24;68:5,17;
intent (1) issue (11) keeping (2) 49:1;50:4;54:2 75:7;100:25
102:3 7:21,25;11:19;12:17, 3:2;23:1 lawyer (17) line (3)
intentionally (2) 18;17:6;19:13;51:16; Kevin (1) 9:17;13:23;30:13,14; 25:1;57:22;71:13
9:3;10:13 53:5;60:16,17 3:10 34:10;48:14,25;53:5; liquidating (1)
interest (9) issues (11) kicking (1) 54:3;57:25;59:15;72:23, 66:2
10:1;12:10;13:2,11; 5:2;11:1,1,7;13:7,15; 103:22 25;74:16;78:11;80:24; list (3)
20:25;25:7;28:14;30:12; 16:9;19:19;28:18;57:13; kids (1) 104:4 4:1;31:20;32:20
93:4 63:5 30:20 lawyers (4) listed (3)
interesting (3) kind (16) 9:14;58:22;59:2; 32:20,25;33:1
88:17;89:10;100:23 J 3:5;4:22;18:18;19:5,6; 104:16 listened (1)
interestingly (1) 20:15;21:11;22:24; lead (2) 76:13
24:1 Jane (30) 26:13;76:7;85:23;93:2, 39:18;49:8 listening (2)
interests (2) 3:14;7:5;14:8,12;21:9, 3,3,4;100:1 least (2) 21:1;96:12
15:7;88:18 10;28:1,6,7,10,24;35:2; king (1) 5:7;85:11 litigate (1)
internal (1) 64:4,18,21;75:8,11; 93:22 leave (2) 27:9
63:20 77:15,20,23,25;78:6,12, knew (12) 11:4,10 litigated (2)
internally (1) 20;79:6;80:4,13;81:9; 7:10,20;8:8,8;17:6; leaves (2) 64:5,17
93:4 98:8;103:21 20:1;42:9;50:5;56:6; 11:10;97:18 litigation (16)
interpretation (2) Jeff (1) 68:23;70:20;72:17 leaving (2) 11:12;15:5;35:13;
26:13,13 35:11 knowing (1) 17:3,9 59:2;63:15,18;64:13;
interpreted (1) job (1) 73:22 led (1) 80:4,5,17;81:3;84:3;
103:12 47:20 knowledge (3) 30:11 92:22;100:3;103:2;
intervene (2) Johansen (1) 63:10,11;86:19 left (1) 104:22
15:4;27:8 3:15 known (1) 104:7 little (6)
intervention (1) Johnson (5) 102:16 legal (7) 21:2;30:18;35:14;
14:1 12:6;15:12;35:12; knows (5) 48:17;51:15;72:8; 43:21;66:16;84:12
intimate (1) 59:14,17 81:14;93:10,19;94:6; 74:20;78:10,11,15 lives (2)
95:2 Johnson's (1) 98:23 legitimate (1) 94:16,17
into (33) 12:6 12:10 loan (1)
18:23,25;19:4;23:13, jointly (1) L lengthy (1) 16:3
16;24:5,7;26:4;27:9; 50:11 26:10 lodge (1)
29:19;32:7;51:2,6; Joyce (4) lady (1) less (3) 78:15
52:16;54:6;56:8;59:16; 3:17;4:2;33:5;34:20 30:18 25:22;83:2;91:20 logically (1)
60:8;62:3,12;67:11; Judge (45) language (4) letter (1) 85:14
69:11;72:24;73:5,22; 5:6;7:6,15,19;9:8; 8:1;70:16;74:14; 64:12 long (7)
84:20;85:4;86:15,17; 10:9,13,15,22;11:2,3,6,7, 102:16 letters (1) 3:4;48:4;52:13;57:25;
88:25;102:14;103:10; 20,25;13:16;15:5;26:10; largely (1) 30:16 58:2;91:21;104:3
104:13 30:23,23;41:7;50:12,14, 4:23 leverage (1) longer (4)
invading (4) 15,16;55:21;56:15; larger (3) 12:13 15:6,19;22:22;58:1
72:21;73:9,17;74:1 58:13;59:7,9,24;80:18; 17:6;18:25;19:3 liability (1) look (18)
invalid (1) 81:12;88:9;93:7,14,15; largest (2) 55:10 16:5;39:17;66:5,7,9,
9:23 94:5;96:22;98:14; 12:5;17:4 licensed (3) 10,18;71:4,11;82:11,19;
invert (1) 101:23;102:2;104:3,3,23 last (16) 32:14;34:10;48:14 88:17;89:19;93:15;94:9;
23:22 judges (1) 4:21;5:13;19:11; life (1) 95:13,14;96:18
investigate (1) 10:8 20:15;22:15;29:14; 48:21 looked (7)
62:13 judgment (3) 37:22;57:7;62:2;67:1, lifted (2) 10:13;67:7,16;68:15,
invitation (1) 8:11,17;15:4 23;82:13;89:19;92:9; 7:7;14:15 22;94:23;96:19
8:18 judicial (1) 100:19;103:17 light (1) looking (2)
invoke (2) 65:12 late (4) 74:14 31:16;67:18
3:24;34:2 July (5) 20:16;65:24;67:6; likely (1) loses (1)
involved (7) 7:6;14:17;59:4,5,6 89:22 53:16 104:19
5:9;17:14;59:2;61:20; June (8) later (7) limit (1) losing (1)
63:12;84:8;102:18 7:8,14,19;49:9;55:25; 5:21;8:21;9:22,24; 35:25 96:15
involvement (1) 56:5;59:6;89:22 102:9;103:22;104:8 limits (1) lost (7)
35:1 jurisdiction (2) latter (1) 51:20 10:12;33:15;60:24,25;

Min-U-Script® eScribers, LLC | (973) 406-2250 (8) insured - lost
operations@escribers.net | www.escribers.net
SUPP APP 0847
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

61:1,2;92:13 10:20 50:11;96:25 moved (1) ninety-nine (1)
lot (4) mean (13) mind (5) 50:5 7:10
33:2;40:24;66:15; 3:5;18:19;22:9;27:1; 47:12;63:3;69:13; Moving (2) nobody (1)
89:20 35:19;43:3;52:12;66:11; 73:2;79:4 23:21;80:17 98:21
luck (1) 78:10;80:5;102:22,24; minds (5) much (6) nobody's (1)
15:11 103:5 100:24;101:9,13; 6:25;15:11;17:6; 21:13
ludicrous (2) means (5) 104:1,6 62:21;91:20;95:8 nonappealable (1)
93:1,2 11:12,21;21:24;22:25; mine (1) multiple (4) 10:4
100:4 31:16 8:15;41:12;54:1;59:17 None (4)
M mechanism (2) ministerial (3) Munsch (18) 17:9,10;56:21;95:17
71:8;83:6 19:21;45:4;104:9 6:24;7:11,20;11:22; nor (1)
ma'am (2) mediate (1) minute (1) 13:1;18:4;56:6;61:15, 102:10
90:9;97:7 54:5 80:9 16;83:11,13;84:2,5,8; note (4)
makes (1) mediated (1) minutes (3) 94:6,25;104:17,17 26:18;37:15,16;73:18
89:23 61:23 91:12,14;92:2 must (1) noted (3)
making (6) mediation (22) miscarriage (1) 13:8 26:11;100:4;102:2
9:22;19:1,3;20:8; 8:18,19,20,24;11:11; 10:14 notice (5)
93:12;100:6 24:3,5,7;62:2,5,22; missing (2) N 9:11;45:6;65:13;
manner (1) 73:22;74:10;76:13,16, 42:5;69:25 90:23;105:1
75:22 17,18;85:4;99:21; misstates (1) name (4) Notwithstanding (1)
many (8) 102:14,17;103:21 73:24 34:18,20;48:17;95:7 99:11
11:20;13:24;58:4; mediator (2) mistake (2) names (1) number (8)
94:12,13;96:1;99:16; 85:21,21 12:24;13:18 45:5 8:12,13;16:15;22:13;
104:7 meet (1) modification (9) narrow (1) 27:13;35:1;71:3;82:9
March (4) 85:9 26:9,25;29:2,6;72:6, 13:15 numbers (2)
65:10,24,24;67:7 meeting (5) 11;96:1,10;103:13 nature (1) 8:11,12
Marshals (1) 100:23;101:9,13; modified (2) 78:15
13:20 103:25;104:6 7:2;45:24 necessarily (2) O
master (1) meetings (1) modify (8) 14:1;51:2
10:2 8:15 21:20;25:2;26:16,23; necessary (5) oath (2)
material (19) member (15) 27:16;71:15;101:20,25 52:12;85:15,24;89:12; 32:18;34:14
16:21;19:21;22:20; 17:2,4,15;20:5;21:10; moment (2) 90:5 object (18)
26:3,14,25;29:2,5;33:11; 41:11;45:19;53:23;75:8, 24:21;65:11 need (9) 28:1;30:6;32:2,11;
35:20;45:7;69:24;72:5, 12,15,18,20,23;95:1 money (12) 11:23;15:6;33:24; 33:8,11;38:25;39:5;
11;96:6;100:10;104:1,5, members (5) 5:17,20;16:3,7;24:15; 41:14;72:17;73:4;94:4; 72:8,20;78:10;79:6,8,14,
8 15:1,8;19:17;41:12; 41:1;58:22;60:5;89:3,4, 95:16,17 16;80:14;102:7,7
matter (12) 53:4 5;104:13 needed (7) objecting (2)
30:7;49:10;51:16,16; membership (1) months (6) 14:24;16:16;40:25; 13:9;64:6
53:6,7;88:12,14;93:18; 53:18 9:22,24;12:1;15:24; 45:6;87:8;96:13,13 objection (23)
94:8;95:16;97:9 memory (1) 16:8;102:8 needs (4) 5:3;7:21;9:14;20:17;
matters (4) 65:9 more (13) 21:23;47:20;94:6; 26:10;33:4;39:10;49:18,
12:21;24:13;25:17; mention (2) 5:1,19;10:6;13:2; 95:25 20;50:7,23;51:15;53:4;
88:19 11:8;40:6 19:21;28:21,22;58:24, negotiate (2) 54:6,12,13;73:21,24;
maxims (1) mentioned (3) 25;60:16;94:12,13; 40:1,9 78:15;81:1,10;84:19;
95:13 5:13;20:15;24:1 96:12 negotiated (6) 101:16
may (50) merely (2) moreover (1) 11:15;14:18;35:7,10, objections (3)
4:12,13,15,16,17;5:23; 26:24;96:10 80:16 11,21 7:12,25;8:8
6:22;9:11;23:12;25:20; merits (1) morning (6) negotiations (3) obtain (1)
32:17;34:13;36:3,5,21, 5:6 3:6,9,10;20:13;92:6; 35:16;50:24;100:16 80:17
24,24;40:6,7,20;41:22; mess (4) 99:5 neighborhood (1) obtained (2)
42:10;44:6;47:25;48:18; 16:6;29:3,3,14 most (4) 8:13 15:4;89:17
55:13;56:14,16,23; messy (1) 30:22;50:13;53:16; net (4) obtains (1)
58:16;67:19;68:5,10; 104:22 90:13 24:17;76:24;77:3,5 76:22
70:9;71:25;73:18;74:21; might (8) motion (24) next (7) obviate (1)
78:12,17,24;79:20;80:3; 5:19;15:12;16:19; 4:23;5:4;7:15,18,19; 15:24;24:11;30:1; 62:23
81:13,14;82:25;89:12, 59:9;65:17;69:23;97:24, 8:21;9:4;21:19;22:1; 56:16;67:17;70:9; obviously (2)
22;91:5;98:16;102:16 25 24:2;25:21;26:12;27:12; 104:24 13:18;65:24
maybe (12) Mike (2) 29:2;31:2;55:25;62:18, nice (1) occupation (1)
19:5;29:5;62:11; 3:14;4:7 21;72:1;76:9;83:1; 10:20 90:11
65:10,24,24;93:14; million (10) 99:20,22;103:14 night (2) occur (2)
95:22,22;100:12,17; 8:14;10:15;28:7,8,9; move (5) 89:19;95:20 14:17;46:6
101:14 77:6,7,23;78:1,4 31:5;34:5;35:4;36:19; nineteen (1) occurred (1)
meal (1) million-dollar (2) 96:8 96:24 101:25

Min-U-Script® eScribers, LLC | (973) 406-2250 (9) lot - occurred
operations@escribers.net | www.escribers.net
SUPP APP 0848
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

October (5) 81:24 19,20;41:21;44:3;57:7,7, 86:8 23:5,6;25:15;26:4,5,9,
6:15;8:18,20;61:25; options (1) 17,22;58:7;67:23;68:20; Pause (3) 13,15,17,21,22;27:25;
62:5 13:25 69:25;70:9;71:3,4,18; 33:14,25;83:20 28:14;29:2,6;30:14;
off (6) oral (1) 72:14,15;82:13,21;84:1;pay (3) 34:22;35:1,6;36:12;
16:12,12;18:21;43:8; 4:23 86:2 19:2;24:17;30:4 38:1;39:24;40:2;41:1;
98:12,13 order (27) pages (1) paying (2) 43:8;58:13;60:13;65:14;
offense (1) 5:18;6:23;7:3;10:4; 37:24 18:24;30:10 66:4,13;67:7;79:2,17,21;
56:20 13:20;16:15;17:2;20:2; pagination (2) payment (1) 82:8,9;88:12,14,19;
offer (6) 22:4,8;25:20;27:8;41:2, 41:17;57:13 30:1 92:17;95:11,19;96:1,2,7,
50:19;51:8,13,20,22; 8;45:24;46:3;64:3; paid (8) payments (1) 10,11;97:17,20;99:18,
64:9 65:13;83:1;96:18;98:4, 6:25;19:1,4;20:9; 19:3 22;100:14,17;101:20,24;
offering (1) 4,5,15,17,20;102:24 66:18;76:25;95:8;101:4 people (8) 102:1,2,5,9;103:12,13;
96:3 ordered (1) palatable (1) 21:21;54:4;85:11; 104:5
office (2) 11:5 13:25 93:25;95:11,16,21;99:16 plans (3)
37:4,11 orders (1) papers (3) per (2) 11:20;101:17;104:7
often (1) 98:23 19:12;82:18;83:8 35:18;91:12 play (1)
67:12 originally (2) parade (1) percent (3) 29:19
old (1) 17:22;35:3 93:24 7:10;76:22;97:4 played (1)
29:17 others (1) Paragraph (2) percentage (3) 30:20
omissions (1) 31:18 66:20;67:20 28:2;76:25;77:2 pleading (1)
104:5 otherwise (2) Pardon (4) perfect (2) 30:22
once (8) 13:14;22:16 52:4;70:24;81:5;84:7 104:2,2 pleadings (1)
7:6;19:5;23:4,24;25:5; out (25) part (6) perform (3) 55:23
29:23;77:23;101:24 6:13;17:18,20;19:4; 27:17;28:15;36:12; 23:13;86:15;89:10 please (12)
one (66) 21:13;25:13;28:18;31:4, 57:20;93:16,20 performance (2) 11:20;32:12;34:18;
7:3;11:19;12:9,14; 8;32:1;33:22;35:5; participant (2) 93:20;95:15 36:7,10;37:21;41:24;
14:6;15:11,13;16:20; 41:18,18;42:23;54:24; 15:20;17:8 performed (1) 48:10;57:4;86:4;92:6,8
17:2,17,17,19,20,21,21; 66:12;72:2;89:13,20; participate (4) 86:17 pm (1)
19:6;24:24;25:13,18; 92:12;98:2,25;100:16; 8:19;39:20;99:21; permission (1) 92:4
27:13;28:25;31:8,9,25; 102:8 105:1 22:6 point (29)
41:11;43:7,8,23,24;47:7; outside (1) participated (1) person (10) 15:6,10,13,19;25:13,
55:1,5;60:8;61:10,13; 81:2 17:11 7:3,4;16:4;22:2,3; 18;32:3;36:23;39:5,6;
63:1;65:11,16;68:19; over (18) particular (7) 42:6,8;79:13,15;92:19 41:13;42:5,11;52:14,18;
69:9;70:2;72:4;74:8; 8:9;16:7;18:14,19; 27:25;46:11;55:10; personal (1) 54:9;60:6,18;67:16;
77:16;78:18;79:14,25; 19:11,16;21:7;23:21; 64:21;66:18;99:14; 97:19 71:6;92:12;98:3,20;
83:9;84:6,8;87:13; 24:11,25;28:25;32:13; 100:7 personally (3) 99:9;102:3,18;103:9,25;
88:17;89:14;93:10,23; 40:13;41:20;67:22;70:9; parties (13) 7:9;16:3;49:7 104:10
94:2,3,11,16,17;99:8,9, 71:1;90:20 3:25;11:20;12:22,23; persons (2) pointing (1)
25,25;101:10;103:19 overruled (11) 14:1,5;21:7;85:15; 17:12,13 69:13
one-member (1) 4:10;30:8;33:13;51:5; 93:21;96:11;97:8; perspective (1) points (3)
45:18 53:8;54:15;72:10;74:8, 101:17;102:6 22:24 14:10;80:25;103:18
ones (1) 21,21;76:10 parties-in-interest (2) ph (1) point-something (1)
101:20 overruling (2) 4:11;28:23 69:23 96:24
only (16) 31:2;34:3 parties-of-interest (2) phone (4) policy (8)
9:3;12:9;20:22;25:21; overseeing (2) 26:6,6 32:22;40:24;58:24,25 9:23;10:24;20:23,24;
27:12;40:7;73:8;79:14, 22:23;28:16 partner (2) phrased (1) 23:16;46:21;51:20;
15,15;95:18;99:19,22; oversight (7) 4:7,8 11:19 103:5
100:19;102:23;104:14 22:18;26:1;27:19; parts (2) pick (2) position (5)
opened (1) 67:3;71:20;82:5;98:8 57:18,19 55:5;99:12 14:11;54:24;92:13;
73:15 owe (1) party (2) piece (2) 94:1;97:19
opening (4) 55:9 56:9;79:5 77:6;80:17 positive (1)
50:15;99:25;100:1,21 own (4) pass (4) Pizza (6) 80:1
opinion (1) 15:7;16:18;47:12; 42:16;52:25;63:22; 3:1;7:16;18:21;34:21; possibly (1)
93:18 95:20 90:2 36:13;46:13 95:4
opportunity (1) owned (1) past (2) plain (1) post-confirmation (4)
39:7 7:17 102:22,24 102:16 20:7;57:2;67:12;96:8
oppose (1) Pastazios (10) plan (93) post-date (1)
14:22 P 3:1;7:16;8:13,14; 5:10,11,12,18;6:23; 95:21
opposed (1) 34:21;35:13;36:13; 7:1;9:13,14,21,25;10:24, posture (1)
41:12 page (39) 54:23;103:6,6 24;12:11;13:9,23;14:11, 9:10
opposition (1) 23:7,9,21;24:11,11; path (1) 13;15:23;16:1;17:22; potential (1)
7:18 25:15,15;36:10;37:13, 93:24 18:22;19:2,5;20:17,21, 28:13
option (1) 18,22;38:1,2,2,5,10,18, patience (1) 25;21:20;22:4,7,13,20; potentially (3)

Min-U-Script® eScribers, LLC | (973) 406-2250 (10) October - potentially
operations@escribers.net | www.escribers.net
SUPP APP 0849
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

14:25;15:9;27:24 74:1;76:17 providing (1) 98:8,11 89:16
power (1) privileged (1) 97:2 raped (1) record (9)
23:12 59:16 provision (4) 29:20 12:21,21;34:9,18;
powers (2) probably (10) 24:21;45:6;67:10; rather (3) 48:13,17;55:20;57:1;
23:10;86:25 16:8;24:24;43:4;52:9; 104:11 40:19;48:11;104:22 90:10
PPI (1) 79:25,25;94:16;98:7; provisions (13) reached (4) recoveries (1)
50:12 100:15;104:25 3:4;12:2;22:4,7;24:18; 8:25;59:20;83:13; 77:3
practice (3) problem (6) 26:16,24;27:17;69:3,10; 85:15 recovery (3)
32:14;34:10;48:14 7:21;27:3;29:23; 70:21;81:22;102:12 read (9) 28:2;76:22;77:1
preclusion (1) 100:6,6,20 public (1) 22:1;54:11;66:12; RECROSS-EXAMINATION (1)
3:24 problems (5) 12:21 71:11,17;72:2;86:25; 90:6
pre-date (1) 7:12;8:8;19:19;41:16; pull (2) 88:9;100:11 REDIRECT (3)
95:21 100:7 30:21;43:7 reading (2) 47:9;55:18;85:1
predating (1) procedurally (1) pulled (1) 19:12;103:11 reemphasize (1)
6:9 9:10 29:24 ready (1) 100:21
pre-engineered (1) proceed (3) purportedly (1) 78:13 reference (3)
10:11 3:21;4:12;98:21 31:11 real (6) 21:25;26:4;99:19
preferred (3) proceeding (5) purpose (3) 27:12;53:9;101:13,13, references (1)
81:21;82:2,4 12:15;59:2;61:12; 15:20;35:16;95:15 14,14 25:24
prejudice (15) 94:15;97:3 purposes (1) realized (1) referring (1)
13:10;15:1;47:18; proceedings (2) 89:13 100:11 55:4
93:3;94:24,24;95:2,4,5, 7:7;105:7 pursuant (5) really (31) reflect (1)
6,6,10,10;97:24;98:2 proceeds (2) 7:3;51:12;56:3;73:3; 3:25,25;4:22;6:15; 65:17
prejudiced (3) 28:8;77:5 99:17 9:17;10:6;11:16;13:16; refresh (2)
52:20;94:25;95:4 process (2) pursue (1) 16:5;17:5,11;18:16; 65:19,21
present (6) 9:19;82:15 46:15 19:5,12,13;20:3;21:14; refreshed (1)
3:7;37:2;80:8;81:11; product (2) Put (7) 29:20;35:18,19,20; 64:11
85:5,7 72:22;73:14 13:14;29:17;33:17; 47:19;52:14;54:4,24; refused (1)
presented (4) proffer (1) 37:12,13;97:8;98:10 77:16;93:10;97:13;98:9; 9:24
43:10,14,18;100:22 32:10 100:1,2 regard (1)
pressing (1) progressing (1) Q reason (14) 72:1
60:16 61:22 8:22;30:9;41:15; regarding (2)
pretty (3) proof (1) quandary (1) 43:12,23;46:5;56:5; 8:16;62:10
41:17;45:10;102:3 20:20 14:17 59:22,23;63:17;93:6,20; regards (3)
previous (1) proofs (1) quest (1) 95:18;102:1 23:3;25:11;72:13
99:11 64:6 21:21 reasonably (1) relate (3)
previously (1) proper (1) quick (1) 89:12 27:18;72:3;87:1
14:15 77:3 53:9 reasons (2) related (6)
prim (1) properly (5) quickly (2) 24:24;93:9 22:5;25:17;54:1;87:5;
81:25 21:18;27:5,8;63:3; 19:9;48:25 recall (15) 88:12,14
primarily (7) 101:15 quit (1) 9:11;15:23;39:22; relates (1)
18:17;20:7;28:3;35:2, proposal (2) 30:10 40:4,6;44:4,7;48:5;50:1; 23:24
12;46:23;53:12 22:21;85:21 quite (9) 53:25;57:18;59:14; relating (6)
primary (7) proposed (1) 5:20;21:1,3,17,19; 75:21;86:4;99:7 22:8;25:5;81:22;84:2,
17:12,13;18:15;40:23; 100:14 26:8;29:4;83:18;93:9 receive (2) 2;88:19
46:19,19;90:10 prosecute (1) quote (1) 76:21,25 relations (1)
principal (1) 94:7 26:10 received (4) 10:17
15:13 protect (2) quoting (1) 32:7;56:3;68:4;84:20 relevance (11)
principles (1) 15:7;94:21 22:3 receives (2) 5:5;8:22;30:7;51:19;
95:14 protection (2) 77:9,24 76:9;80:15,20;81:2,4,6,
printed (4) 23:17;27:17 R recently (1) 10
41:18,18;42:23;43:8 protections (1) 15:17 relevant (3)
prior (26) 27:18 raise (2) receptive (1) 51:4,17;53:6
23:11,12,19,22;24:11, provide (5) 53:3;96:4 59:13 reliance (1)
14,16;35:12;59:15;64:9, 6:23;7:1;20:24;23:17; raised (6) recess (3) 93:3
12,15;66:2;68:12;69:11, 27:17 5:3,5;9:8;13:7;28:20; 92:1,4;105:4 relied (6)
20;70:3,5,11;73:25; provided (7) 61:9 recitation (1) 26:7;54:10;92:16,17,
86:14,24;87:23;88:11; 6:14;18:13;22:11,16, raises (4) 14:9 17;103:23
89:2,6 18;62:25;71:13 21:15;26:17;29:6; recognize (2) relief (8)
private (1) provides (11) 100:22 36:9;57:5 5:4;14:10;15:15;
4:8 17:21;22:15;24:8,22; ramifications (1) recollection (10) 80:15;81:21;82:2,4;95:5
privilege (7) 25:11;27:18,19;70:5; 78:11 44:6;59:5;62:7;65:19, rely (5)
72:22;73:9,14,17,21; 71:6,8;82:25 rape (2) 22;66:1;67:4,18;68:16; 24:4;102:6,7,7,19

Min-U-Script® eScribers, LLC | (973) 406-2250 (11) power - rely
operations@escribers.net | www.escribers.net
SUPP APP 0850
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

remember (9) responded (1) 37:2,5,7;38:14;91:14 20:19 76:21;84:23;85:3;90:8;
5:19,20;17:1;18:22; 51:23 rooted (2) scheduled (2) 91:5;95:19;98:6,22,23,
23:15;56:7;64:11;69:6; response (5) 94:8,23 14:12;20:18 23;101:1,6,10,11;104:11
83:18 24:2;27:22;33:3; rubberstamped (1) scheduling (1) Seidel's (2)
remembered (1) 81:20;84:15 10:10 49:10 41:22;47:19
40:11 responsibility (4) Rukavina (82) scope (1) send (2)
remembering (1) 80:2;100:13;101:6,7 3:1,3,6;4:13,21;6:1; 56:11 30:13;64:12
41:21 responsible (10) 29:10;31:1,4,9,12,14,18, Scott (7) sending (1)
removal (2) 18:20,24;19:7;30:24; 19,22;32:9,21,25;33:2,5, 3:7;4:2;98:6,22,22,23; 30:12
25:19;82:24 42:6,8;53:12;64:6; 16,20,22;34:6,17;36:3, 101:1 sense (4)
remove (3) 87:14,15 19,23;39:15,16;42:16; screaming (1) 65:10;75:13;77:22;
82:17;83:6,8 rest (1) 47:6,7,10,23;48:4,8,19, 103:22 89:23
removed (3) 44:14 24;50:25;51:7,18;52:25; se (1) sent (7)
25:20;82:16,25 restate (1) 55:17,19;56:12,17,25; 35:18 6:1,2;8:17;26:5;40:20;
rent (1) 74:3 63:22;69:14,23;70:1; seat (1) 44:2;57:23
93:23 restaurant (1) 72:8,20;73:7,13,24;74:7, 97:21 sentence (4)
renting (1) 46:13 20;76:8,16;78:9;80:14; seated (4) 22:15;67:1;82:13,14
3:3 result (2) 81:1,10;84:11,12,25; 48:18;56:23;92:6,8 separate (1)
reorganization (6) 27:24;50:10 85:2;90:2;91:7,19,20; second (6) 58:8
20:25;22:14;26:5,9; resulting (1) 92:9,11;96:17,20,24; 12:5,20;33:7;57:21; serious (1)
66:4;101:17 47:18 103:16,18;104:25;105:3 68:20;69:9 92:22
repeat (5) results (2) Rukavina's (1) secondly (2) seriously (1)
52:3;55:6;74:23; 26:14;28:8 90:4 25:9;27:15 9:9
77:16;78:19 retain (5) rule (5) Section (18) serve (1)
repeating (1) 6:23;19:8,16;87:9; 3:24;34:2;81:3;93:18, 22:15;23:10;24:25; 15:6
73:2 96:21 18 25:16,20;26:23;27:16; served (1)
rephrase (3) retained (7) Rules (4) 66:20;69:7;71:2;72:13; 9:12
44:10;45:13;77:25 49:15,24;60:18;61:3, 33:10;76:18;94:9; 73:3;82:8,13,19;83:21; serving (1)
replacement (1) 16;94:25;95:1 103:8 84:1;86:4 10:18
49:24 retaining (4) ruling (2) Sections (6) set (5)
report (1) 49:21;50:8;52:21,21 84:13;104:24 25:2;70:2;71:15,20, 18:22;22:16;26:12;
62:15 retention (2) run (3) 23;72:2 50:13;104:25
represent (4) 8:3;61:15 14:24;18:19;33:22 seed (3) settle (19)
9:3;42:12;64:18;88:18 reurge (1) running (1) 5:17;40:25;58:22 23:23;24:5,9;27:19;
represented (7) 34:1 18:21 seeing (1) 50:19;51:8,9,20;70:10,
6:5;15:12;26:21;27:6; review (4) runs (1) 67:4 18;72:18;73:23;74:5,19,
48:25;64:24;101:11 66:3,6,8;68:21 17:18 seek (7) 25;87:22;88:2;102:14,
representing (2) reviewed (2) 13:8;59:9;76:7,12; 15
49:3;59:18 67:15,16 S 87:11;90:21;94:2 settled (2)
represents (1) revoke (1) seeking (8) 87:25;88:4
101:25 102:23 sailed (1) 5:4;11:17;26:24;27:2; settlement (12)
request (1) rid (1) 98:16 28:23;52:22;80:16; 8:24;11:11;25:4;
34:1 12:25 sale (1) 81:21 50:23;51:6;54:2,7;73:5;
require (1) ridiculous (2) 89:11 seeks (2) 74:9,10;75:2;102:14
24:19 30:22,25 sales (1) 14:10;15:16 sev (1)
required (3) right (41) 58:4 seem (1) 70:20
5:17;14:1;69:3 4:10,19;9:14;13:8,10; Sam (3) 67:10 seven (1)
requires (1) 15:17;17:25;18:1;19:5; 12:6;15:12;59:14 seemed (2) 102:8
70:3 28:1;31:18,24;32:12,15; same (9) 19:18;66:14 severably (1)
requiring (1) 34:5,11;37:20;38:6,24; 4:19;22:6;53:3,4,6; seems (1) 50:12
96:11 39:11;44:20,22;45:4,17, 58:3;74:7;85:21;95:11 78:23 several (2)
resignation (1) 23,25;47:14;58:15,17; sat (1) sees (1) 5:16;69:3
82:22 66:23;68:5,9,11;79:7; 93:10 26:2 sexual (1)
resolve (2) 85:12,16;87:19;91:9; satisfied (1) Seidel (65) 10:16
14:19,20 92:1;93:24;97:11 85:25 3:7,7;4:2;5:19;6:2,2,3; shaking (1)
resort (1) rights (8) saw (3) 7:11;8:2;10:1;11:14,16, 17:24
11:17 15:1;23:14;86:15,17; 17:21;66:12;104:15 19;13:14,22;16:7,11,12, shall (5)
respect (4) 88:20;96:2;97:25;98:2 saying (11) 17,17;18:18;19:24; 19:16;22:17;32:21;
5:5;58:18;60:1;88:18 rise (3) 10:10;12:24;27:11; 36:15,17;38:14,17;39:5, 71:14;96:20
respectively (1) 92:3,5;105:6 28:19;54:3;59:25;85:19; 6,7,9;40:21,24;41:4,13, sham (3)
6:5 role (4) 94:11;95:16;96:13; 21;42:4,4,12;44:2,15; 9:25;10:24;13:24
respond (2) 15:2;34:19;79:19,24 98:10 49:12,15,20,24;56:18, Shank (1)
29:25;30:1 room (5) schedule (1) 18,21;64:2;65:6;74:4; 3:15

Min-U-Script® eScribers, LLC | (973) 406-2250 (12) remember - Shank
operations@escribers.net | www.escribers.net
SUPP APP 0851
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

shape (4) smaller (2) 3:20;12:17;93:3;95:3, subsequently (2) 64:23
63:9,19;93:11;94:25 18:23;19:2 3 7:2;15:3 talking (1)
Sharp (3) smoking (1) start (1) substantially (5) 69:13
26:10;101:23;102:2 13:17 49:3 26:15,18,21,22;101:24 talks (1)
ship (1) sneak (1) started (3) substitute (4) 23:9
98:16 95:20 3:23;19:11,12 7:15,16,19;56:1 tall (1)
shocking (1) sole (5) starting (2) suddenly (1) 90:4
10:7 21:10;28:1;79:5,12,12 24:25;25:16 93:23 targeted (1)
shortly (2) solely (1) state (34) sue (2) 5:4
16:4;40:23 44:2 4:9;7:5,9,22,22;8:10; 24:12;88:11 Technically (1)
shot (2) Solis (17) 10:22;14:16,16;15:4; sued (1) 8:1
12:12,12 5:6;7:6,16,19;9:8; 28:17;32:15;34:9,10,18; 88:13 telling (1)
showed (1) 11:2,3,6,7;13:16;15:5; 38:2;48:14;49:1,9,23; suggest (5) 62:15
30:11 55:21;80:18;81:12;93:7, 50:6,12;53:23;55:2; 12:14,16;21:5;94:8; temporary (1)
showing (1) 14;104:23 58:13;59:2,3;60:1,3,18; 103:23 39:8
30:12 Solis' (2) 64:9,13;80:23;94:4 suggested (1) ten (6)
Shults (4) 30:23;98:14 statement (4) 99:10 91:12,14,18,18,22;
7:17,18;13:9;103:20 somebody (2) 9:13;99:25;100:1; suggesting (2) 92:10
side (3) 90:13;98:5 102:4 21:21;104:2 term (7)
91:12,13,15 somebody's (1) states (2) summer (1) 22:19,20,25;35:20;
sig (1) 46:15 67:1;71:13 56:9 76:24;77:3;96:6
67:25 somehow (10) status (1) summer's (1) terms (19)
sign (11) 9:25;10:2,12,13,14,15, 64:4 61:22 16:5,21;19:21;20:21;
16:12;36:14;37:11; 25;12:13;92:25;98:12 stay (2) supervising (1) 21:6,8,20;23:3,4;27:16;
39:6;42:24;44:17,20; someone (3) 7:7;14:15 98:22 41:3;45:7;73:3;74:17;
57:8,10;68:3;100:25 22:25;27:4;61:13 stayed (1) suppose (1) 75:3,5;99:18;100:10;
signatories (1) sometime (1) 98:2 98:12 102:9
101:8 65:25 steamrolling (1) supposed (3) testified (4)
signature (19) somewhere (3) 61:12 8:2;23:2;58:21 60:19;75:7;79:16;
36:10;37:18,18;38:2, 21:13;97:7;101:12 step (6) sure (30) 101:10
2,18,19,20;41:21,22; soon (1) 47:25;56:14;60:8; 19:1;20:8;21:14;23:1; testify (2)
44:3;57:7,8,17,22,22; 50:5 79:17;91:5;101:10 27:14;32:23;40:15; 74:21;84:23
58:7;67:25;68:20 sooner (1) step-by-step (1) 41:25;42:9,21,22;43:2, testifying (1)
signed (41) 62:21 104:12 25;45:11,14;46:2,4,17; 56:19
5:24,25;6:2,16,17,18; sorry (11) still (8) 47:2,8;64:14;65:18; testimony (2)
9:6;16:12;36:17;37:3,4, 16:23;31:16;34:4; 5:25;29:21;42:1,2; 67:14;78:9,23;82:3; 13:15;32:10
4,12;38:14;39:8;40:20; 43:14;59:6;72:14;74:23; 43:2;97:16,17;99:5 85:10;100:14,18;104:23 Texas (5)
41:14,14,19;42:3;43:5, 76:11;78:19;90:4;99:5 stipulate (2) Surety (3) 32:15;33:10;34:10;
11,15,19,20,21,24;44:11, sort (2) 31:7;32:4 3:11;4:1;20:14 48:14;76:18
18,22;57:10,11;58:5; 19:6;40:25 stocked (1) surprised (1) thanks (1)
65:21;68:10,23;70:21; sought (2) 3:4 19:12 20:11
79:22;84:24;94:19; 76:5,5 stood (1) Sustain (1) That'd (1)
100:9 sounds (3) 9:14 33:4 91:13
significant (7) 12:17;68:9,11 stop (1) Sustained (6) thereafter (4)
17:6;21:6,16;24:6,18; speak (5) 59:3 51:19;54:8;73:20,20; 8:16;14:20;19:9;62:2
25:14;26:8 86:10,12,20,23;88:10 stopped (1) 81:4,6 There'd (1)
signing (3) speakers (1) 37:11 swear (2) 56:7
37:9;39:9;68:21 99:11 Stowers (4) 34:8;56:19 third (1)
simple (1) specifically (2) 8:17;51:1,11,12 swim (1) 13:5
45:10 67:1;71:20 straightforward (1) 66:15 thirty (1)
sit (9) spent (1) 19:22 sworn (1) 58:1
13:21;44:1;52:1,7,10; 15:24 stranger (1) 56:22 thirty-minute (1)
54:5;93:13;94:3;95:20 split (1) 95:23 99:6
situation (2) 18:23 strict (1) T Thomas (2)
11:16;93:19 spoke (1) 76:18 3:6;32:10
size (2) 12:5 stuff (1) TAB (1) though (10)
77:13,18 stamp (6) 31:4 98:22 10:16,17,18,19,20;
slightly (1) 38:8,12;43:6,15,16; subject (8) tad (1) 33:17;56:20;74:17;81:8;
70:16 57:21 3:21;14:2;19:15; 103:2 91:25
smacks (2) stand (4) 22:17;28:18;51:16;67:2; talk (2) thought (12)
103:2,10 13:14;32:17;33:17; 81:2 16:10;39:7 17:7;19:20;21:9,12;
small (1) 64:11 subsequent (1) talked (4) 27:4;68:5;75:16;85:11;
47:3 standing (5) 13:15 16:11;42:14;53:22; 99:16;101:6,11;104:5

Min-U-Script® eScribers, LLC | (973) 406-2250 (13) shape - thought
operations@escribers.net | www.escribers.net
SUPP APP 0852
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

Thousands (2) 10:2 27:6,7,13,20,25;28:9,22; 77:3;89:7
58:6;63:18 tried (5) 35:5;41:4,10;42:4,7,8; U used (2)
threat (1) 14:16;40:9;49:5,6; 45:2;47:20;50:8;52:21; 51:3;89:7
93:13 80:5 56:6,17,19;57:1;58:2,18, ultimately (4) utterly (2)
three (9) true (7) 21;62:10;63:17;64:2,6; 8:10,17;26:7;28:17 11:8,9
8:9;12:14;30:1;46:23, 43:10,17;54:21;76:21; 65:8;66:3,3,25;67:2; Um-hum (2)
25;80:9;97:14;103:18; 77:13,18;80:23 71:8,14;79:5,19,24;80:3; 4:10;37:17 V
104:10 trust (294) 82:6,16,25;83:6;90:12; unanimous (4)
three-day (1) 5:11,12,24;7:1,2,16, 91:3;94:1,2,3,5,19,21; 25:22,23;83:2,3 valid (1)
29:18 24;8:1,2;9:23;11:13,15, 95:6,7;96:20;98:6,16,18; uncertainty (1) 80:24
threw (2) 22,25;12:3,7,11,23;13:1, 99:20;100:4,9;101:18, 18:9 value (2)
31:8,25 3,11,21;14:13,18,23,24, 22;102:13;103:15; under (21) 28:4,5
thus (2) 25;15:2,7,9,18,19;16:10, 104:17 14:13;20:21;23:14; various (1)
98:21,25 12,13,20,22;17:13,14; trustee's (15) 26:1,23;27:16;28:14,19; 80:11
till (2) 18:3,4,5,13,15,16,20,25; 6:8;14:9;24:2;28:11, 33:10;45:24;69:12; vendors (2)
14:17;98:21 19:4,4,14,15,17,17,17, 25;32:7;37:21;52:13; 70:16;75:3,5;82:15; 46:24,25
times (2) 21,22;20:22;21:4,10,15, 66:19,22;67:21;84:21; 86:15,17;93:13;100:14; verdict (2)
80:11;96:1 18,22;22:5,5,8,9,17,18, 93:12;94:19;101:5 102:10,12 49:6;50:11
tiny (1) 19,21,22,23;23:3,11,13, trusts (1) underlying (2) version (1)
97:1 14,16,19,22;24:12,14,16, 42:7 3:18;4:8 10:22
today (14) 19,22,23,23,25;25:3,8,9, truth (1) underpinning (1) victim (2)
3:14;4:24;5:2;11:1,10; 11,12,16,17,21,23,25; 50:17 9:7 98:8,11
12:15;13:12;52:10;72:1; 26:3,3,14;27:6,15,25; try (14) understood (2) view (1)
88:23;91:21;93:6;95:5; 28:3,6,9,10,14,15,24; 5:2;11:1;13:15;24:5; 6:12;73:4 29:1
100:16 29:5;31:10;34:23;35:6, 27:8;40:1;50:4;77:2; underwear (1) viewed (2)
together (1) 7,17,18,21;36:11;37:14, 86:7,7;90:25;92:9; 10:21 19:6;42:6
49:15 15;38:10;39:13,24;40:2, 102:25;104:24 unfair (1) violate (2)
told (3) 13,22;41:1,1,3,14,14,19, trying (10) 103:2 104:18,18
16:19;61:20;96:11 20;42:5,7;44:23;45:9,9, 5:16;20:8;26:12; unfortunately (1) violated (1)
Tom (1) 15;46:5,14,20;47:11; 40:24;46:1;60:3,4; 8:24 104:11
48:17 50:4;52:1,7,10,22;53:18, 62:22;64:11;83:18 unsecured (3) visited (1)
Took (7) 24;54:10,12;57:2,20; turn (7) 12:5;19:2;20:9 73:10
66:5,7,9,10;86:4; 58:13,19,21;59:18; 36:7;37:21;57:4,7; unsecureds (3) visiting (2)
89:20;94:21 60:11,22;61:4,4,5;63:3, 67:20,22;71:1 18:23,24,25 81:16,18
top (9) 6,10,20;64:19,22,25; turning (1) unsigned (1) voice (1)
23:7;25:1;37:16;38:2, 66:8,13,24;67:2,3,7,8,18, 70:9 6:19 50:7
7,11;43:6,22;57:21 22;68:19,21,23,24;69:3, twelve (2) unusual (4) voiced (1)
tort (1) 4,7,7,11,21,22;70:3,6; 91:24,24 58:7;66:14,16;67:10 49:20
7:24 71:4,9,21;72:2,3,17; twenty (9) up (30) void (2)
towards (1) 73:5;74:5,15,17,18,22, 8:14;10:15;28:7,8; 4:19;7:6;8:7,23;11:7, 22:6,9
61:12 24,25;75:9,12,15,18,20, 50:11;77:6,23,25;78:4 13;12:16,20,25;13:6; voids (1)
track (1) 23,23;76:22;77:5,9,13, twenty- (2) 15:2;16:5;18:22;19:11; 10:24
23:1 15,19,21,24,24;78:3,7,7, 63:17;99:6 21:18;26:12,25;29:17; voir (3)
trade (2) 21,21;79:2,22;80:4; twenty-five (2) 30:12;33:19;53:23; 36:22,25;38:22
46:24,25 81:22;82:5,19;83:2,3,5, 58:1,5 59:24;71:12;81:16; volunteering (1)
transcript (1) 10,10,17;84:20;85:12; twice (1) 97:21;98:21;100:4; 60:8
54:11 86:3,10,12,14,16,18,24; 97:14 103:1,10;104:25 vote (5)
transfer (1) 87:8,11,16,18,24;88:3, two (25) update (1) 25:22,23;83:2,3;102:6
9:23 10,11,20;89:2,3,6,13; 3:25;8:9,20;10:8; 4:22
transferred (1) 90:17,18;92:17,18,20; 11:19;16:8;18:23;19:13; upon (24) W
20:22 93:4;95:2,17;97:21,23, 37:24;46:24,25;51:10; 21:8;24:3,4;25:21,22;
Trey (4) 24;98:11,24;99:10,13, 57:4,18,19;68:13,16; 26:7;27:1,10,14;28:2; wait (4)
4:2;48:10,19,21 14,17,19,23,23;100:8,8, 71:20,23;79:25;97:1; 54:10;74:17;77:14,20; 9:5;39:5,7;103:19
tri (1) 9,12,15,24;101:2,15; 99:11;100:19;101:8; 79:16,18;83:1,2;86:16, waive (1)
50:22 102:12,13;104:11,16 103:25 18;102:6,15,19;103:11 26:24
trial (29) trustee (104) type (1) ups (1) waived (4)
7:5;8:7,9,10;14:16; 3:25;4:1;5:15;6:7,9,9, 59:13 97:11 12:2,8;15:17;96:6
29:18;49:8,24;50:1,10, 21,22,23;7:8,23;9:2,24; types (1) upstairs (1) waiver (1)
20;51:4,8,9;53:23;56:9; 10:12,25;14:21,21; 45:7 104:23 95:15
59:4,24;60:1,10,18;64:9, 15:15;16:14,17;18:19; typically (1) USC (1) waives (1)
12,16,17;80:8;94:5,15; 19:6,17,25;20:1;21:18, 90:24 9:20 47:17
103:10 25;22:17,21,23;23:1,10, use (5) waiving (2)
trick (1) 12,20,23;25:1,19,20,25; 10:10;13:16;24:17; 3:22;96:7

Min-U-Script® eScribers, LLC | (973) 406-2250 (14) Thousands - waiving
operations@escribers.net | www.escribers.net
SUPP APP 0853
PASTAZIOS PIZZA, INC.
Case No. 14-34324-HDH-11 November 3, 2015

wants (5) 11:9;32:17;34:13;
13:13;15:14;29:10; 47:21;52:16;56:8;59:16; Z
82:17;94:3 60:6,13;62:2,12,15;63:7;
war (2) 73:9,16;74:1,5,25;85:19, zero (10)
11:12,12 19;98:8;100:10;102:14, 9:19,20;28:10,10,11;
wasted (2) 14;104:16 77:9,10;78:6,12,20
24:6;102:17 witness (31)
water (1) 3:24;4:1;31:3,20;
66:15 32:17,20;33:9,11,24;
way (20) 34:6,13;36:3;39:9,11;
10:14;12:20;13:5; 42:16;47:8;48:2,3;
15:16;18:13,22;22:1; 52:25;53:5;56:15,16,22;
25:10;31:5;42:7;51:18; 63:23;65:15;73:1,8,19;
56:8;60:9;63:9,19;77:8; 78:17;90:2;91:6
79:2;93:11;94:17,25 witnessed (1)
ways (2) 37:9
11:19;12:15 word (3)
week (2) 10:11;41:18;42:24
20:15;100:19 words (3)
weeks (3) 6:16;58:13;60:16
5:16;8:15;9:4 work (6)
Welcome (4) 35:5;42:7;45:11;
3:8,12,16,19 72:22;73:14;79:3
weren't (2) working (3)
14:20,23 8:6;15:24;16:9
what's (8) world (1)
5:6;21:4;25:7;36:23; 67:12
58:10;89:14;90:10; writ (1)
100:2 93:13
Whereas (2) writing (1)
38:10;43:15 43:22
Whereupon (1) written (2)
105:7 77:8;79:3
whole (5) wrong (1)
13:23;19:24;57:16; 19:6
66:15;103:13
wholeheartedly (2) X
55:12;74:13
wholesale (1) xi (3)
25:14 24:8;70:16;71:18
wholly (1) xix (1)
99:17 24:16
whoops (2) xviii (1)
6:16;104:20 24:14
who's (2)
98:22,22 Y
whose (3)
12:2;35:21;95:11 yachts (2)
willing (1) 3:2,3
15:20 year (6)
winded (1) 5:10,23;6:22;7:8,14;
91:21 55:25
winning (1) years (7)
96:15 29:17,22,24;51:10;
wish (1) 58:1;63:18;97:13
11:1 yell (1)
wishes (1) 33:22
12:7 Yep (2)
withdraw (3) 71:3;82:12
56:12;76:19;80:21 young (2)
within (1) 30:18,21
51:20
without (25)

Min-U-Script® eScribers, LLC | (973) 406-2250 (15) wants - zero
operations@escribers.net | www.escribers.net
SUPP APP 0854
Exhibit 3

SUPP APP 0855
 Case 14-34324-hdh11 Doc 150 Filed 11/19/15 Entered 11/19/15 14:23:03 Page 1 of 3

U.S. BANKRUPTCY COURT

NORTHERN DISTRICT OF TEXAS

ENTERED
TAWANA C. MARSHALL, CLERK
THE DATE OF ENTRY IS
ON THE COURT'S DOCKET

The following constitutes the ruling of the court and has the force and effect therein described.

Signed November 19, 2015
United States Bankruptcy Judge
______________________________________________________________________

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE NORTHERN DISTRICT OF TEXAS
DALLAS DIVISION

In re: §
§ CASE NO. 14-34324-hdh-11
PASTAZIOS PIZZA, INC. §
§ (Chapter 1)
Debtor. §
§

ORDER ON TRUSTEE’S MOTION TO CLARIFY

CAME ON FOR HEARING on the 3rd day of November, 2015 the Trustee’s Expedited

Motion to Clarify Trust Agreement (the “Motion”), filed on October 22, 2015 by Scott M. Seidel,

Trustee (the “Trustee”), the trustee of the Pastazios Pizza, Inc. Creditors Trust (the “Trust”),

whereby the Trustee seeks clarification of certain issues arising under the First Amended Plan of

Reorganization Dated February 11, 2015, (the “Plan”), the Order Confirming Debtor’s First

Amended Plan of Reorganization Dated February 11, 2015 (the “Confirmation Order”), and under

the Creditor Trust Agreement for the Pastazios Pizza, Inc. Creditors Trust (the “Trust

Agreement”). By the Motion, the Trustee sought clarification of three terms of the Trust

Agreement; specifically three blanks in the Trust Agreement at the time of confirmation:

ORDER ON TRUSTEE’S MOTION TO CLARIFY—Page 1

SUPP APP 0856
Case 14-34324-hdh11 Doc 150 Filed 11/19/15 Entered 11/19/15 14:23:03 Page 2 of 3

(i) the identification of the Trust Advisory Board; (ii) the identification of the insurance counsel;

and (iii) compensation available to insurance counsel.

Century Surety Company (“Century”) objected to the Motion. The Trustee objected to

Century participating in the hearing for lack of standing. At the hearing, the Court carried the

issue of Century’s standing and proceeded to consider the evidence and Century’s arguments as

though Century had standing to contest the Motion. The Court took the Motion under advisement

and issued its oral findings of fact and conclusions of law on November 10, 2015, which the Court

incorporates into this Order.

Therefore, finding that the Court has jurisdiction over this matter, that all creditors and

parties-in-interest had due and sufficient notice of the Motion, and based on the evidence at said

hearing, the arguments of counsel, and the Court’s findings of fact and conclusions of law as set

forth on the record on November 10, 2015, it is hereby:

ORDERED that Century’s objection to the Motion is OVERRULED for Century’s lack of

standing; it is further

ORDERED that the Motion is GRANTED IN PART to the extent provided for herein, and

is denied to the extent not provided for herein; it is further

ORDERED that, insofar as the single member “Trust Advisory Board” (as defined in the

Trust Agreement) has not been identified to-date, the Trustee may appoint a member to the Trust

Advisory Board pursuant to section 6.4(d) of the Trust Agreement; it is further

ORDERED that the Court hereby denies the Trustee’s request that the Court determine that

the provisions of the Plan and the Trust Agreement relating to the Trust Advisory Board have been

waived and that the Trust Advisory Board no longer exists; it is further

ORDER ON TRUSTEE’S MOTION TO CLARIFY—Page 2

SUPP APP 0857
Case 14-34324-hdh11 Doc 150 Filed 11/19/15 Entered 11/19/15 14:23:03 Page 3 of 3

ORDERED that, pursuant to the Plan, the Confirmation Order, and the terms of the Trust

Agreement, the Trustee has selected Munsch Hardt Kopf & Harr, P.C. (“Munsch Hardt”) to act as

the Trust’s “Insurance Counsel”; it is further

ORDERED that the Court denies the Trustee’s request for the Court to fill in the blank in

Section 9.2 of the Trust Agreement to determine the compensation of the Trust’s Insurance

Counsel, but pursuant to section 10.1 of the Trust Agreement, the blank in section 9.2 of the Trust

Agreement may be filled in by the Trustee and the Trust Advisory Board promptly after naming

the member of the Trust Advisory Board; it is further

ORDERED that the Court reserves jurisdiction concerning this matter and all other matters

concerning the Plan and the Trust that the Court has jurisdiction over, to the maximum extent

possible, and that nothing in this Order shall prevent the Trustee or any other appropriate party

from seeking additional or further clarification or relief as may be appropriate; and it is further

ORDERED that to the extent any relief requested in the Motion is not expressly granted in

this Order, it is denied.

### END OF ORDER ###

ORDER ON TRUSTEE’S MOTION TO CLARIFY—Page 3

SUPP APP 0858
Exhibit 4

SUPP APP 0859
 Case 3:13-cv-02553-P Document 50 Filed 08/25/15 Page 1 of 10 PageID 1849

IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF TEXAS
DALLAS DIVISION

CENTURY SURETY COMPANY §
§
Plaintiff/Counter Defendant, §
§
v. § CIVIL ACTION NO. 3:13-cv-2553
§
PASTAZIOS PIZZA, INC. §
CREDITOR TRUST; §
AJREDIN “DANNY” DEARI; and §
POST PROPERTIES, INC. §
§ JURY TRIAL DEMANDED
Defendants. §

JANE DOE’S UNOPPOSED MOTION TO INTERVENE

TO THE HONORABLE UNITED STATES DISTRICT JUDGE:

Jane Doe1 (“Doe”) moves this Court to intervene as a right and be included as a necessary

party in the above cause pursuant to FED. R. CIV. P. 24(a)(2). In the alternative, Doe seeks

permissive intervention pursuant to FED. R. CIV. P. 24(b)(1)(B) (“Unopposed Motion”). The

grounds for this motion to intervene are as follows and counsel for the other parties are

unopposed to the relief sought:

I.
INTRODUCTION AND THE UNDERLYING LITIGATION

Doe is a necessary party to this action as a result of obtaining a Final Judgment on July

25, 2015 in an underlying lawsuit directly related to this declaratory judgment action and

Defendant Pastazios Pizza Inc. Creditor Trust’s counterclaims against its insurer for breach of

contract, bad faith insurance practices, and violations of the Texas Deceptive Trade Practices

Act. As such, this Unopposed Motion to intervene should be granted.

1
Due to the extremely personal and sensitive nature of the Underlying Litigation as defined herein, Doe is
proceeding under the pseudonym of “Jane Doe.”

_____________________________________________________________________________________
JANE DOE’S MOTION TO INTERVENE PAGE 1

SUPP APP 0860
 Case 3:13-cv-02553-P Document 50 Filed 08/25/15 Page 2 of 10 PageID 1850

On April 24, 2013, Doe filed a lawsuit against Pastazios Pizza, Inc. (“Pastazios”) and

Adjredin Deari (“Deari”), amongst other parties, in the 193rd Judicial District Court, Dallas

County, Texas, Cause No. DC-13-04564 alleging causes of action against Pastazios for

negligence, premises liability, false imprisonment, and dram shop (“Underlying Litigation”).

After properly Stowerizing Defendant Pastazios and its insurance carrier in May of 2011,

Plaintiff Century Surety Company (“Century”)2, Century initially recognized there was coverage

for Doe’s claims against Pastazios in the Underlying Litigation but two months later inexplicably

denied coverage, denied Pastazios a defense, and brought this declaratory judgment action

seeking a determination that there is no insurance coverage for the causes of action asserted by

Doe against Pastazios in the Underlying Litigation.

The Underlying Litigation was then fully litigated for the next two years and the

Underlying Litigation was tried to the bench on July 7, 2015. On July 25, 2015, after a fully

adversarial three day trial in which all parties were represented by counsel, Honorable Carl

Ginsberg entered a final judgment on the evidence in Doe’s favor in the amount of

$21,911,141.42 against Defendants Pastazios and Deari, jointly and severally (“Final

Judgment”).3 On August 7, 2015, Honorable Carl Ginsberg entered Findings of Fact and

Conclusions of Law in support of the Final Judgment.4

The Final Judgment, as well as the Findings of Fact and Conclusions of Law make clear

that Doe’s claims in the Underlying Litigation are covered under the liability insurance policy

issued by Century that forms the basis of the claims and counterclaims made in this case. Doe

2
It is also worth noting that Doe stowerized Pastazios and its insurance carrier Century on three additional occasions
as the Underlying Litigation progressed and even invited Century to participate in the mediation of the Underlying
Litigation. Century refused to participate and ignored the last Stower’s demand Doe sent shortly before trial.
3
The Final Judgment is attached as Exhibit A (APP001-APP003) and is incorporated by reference for all purposes.
4
The August 7, 2015 Findings of Fact and Conclusions of Law are attached as Exhibit B (APP004-APP019) and
are incorporated by reference for all purposes.

_____________________________________________________________________________________
JANE DOE’S MOTION TO INTERVENE PAGE 2

SUPP APP 0861
 Case 3:13-cv-02553-P Document 50 Filed 08/25/15 Page 3 of 10 PageID 1851

now seeks to intervene in this declaratory judgment action to protect her direct rights against

Century for breach of contract; defend her rights and interests as a judgment creditor; and to

protect and pursue her legal rights as the 99% beneficiary of any and all proceeds awarded in

connection with Defendant Pastazios Pizza Inc. Creditor Trust’s counterclaims against Century

for breach of contract, bad faith insurance practices, and deceptive trade practices.5

Through this Unopposed Motion Doe hereby seeks to join in Defendant Pastazios Pizza,

Inc. Creditor Trust’s pleadings in defense of Century’s declaratory judgment action, as well as

join in Defendant Pastazios Pizza, Inc. Creditor Trust’s counterclaims against Century.

Doe is a necessary party, has the most significant stake in the outcome of this matter, and

has a legal right to intervene in this action at this time. After conferring with all counsel of

record, none of the other parties are opposed to Doe’s intervention.

II.
ARGUMENTS AND AUTHORITIES

A. DOE IS ENTITLED TO INTERVENE AS A MATTER OF RIGHT.

Federal Rule of Civil Procedure 24(a) provides that the court must grant a timely motion

to intervene if the movant “claims an interest relating to the property or transaction that is the

subject of the action, and is so situated that disposing of the action may as a practical matter

impair or impede the movant’s ability to protect its interest, unless existing parties adequately

represent that interest.” FED. R. CIV. P. 24(a)(2). As the language of the rule directs,

“intervention of right must be measured by a practical rather than technical yardstick,” and the

5
Pastazios filed for Chapter 11 bankruptcy protection on September 2, 2014, mainly as a result of Century’s breach
of its obligation to defend Pastazios against Doe’s claims in the Underlying Litigation. See In re Pastazios Pizza,
Inc., United States Bankruptcy Court for the Northern District of Texas, Dallas Division, Cause No. 14-34324.
Pursuant to Pastazios First Amended Plan of Reorganization in the bankruptcy, Pastazios’ claims and causes of
action against Century in this action, as well as all of Pastazios’ interests in the liability insurance policy issued by
Century (including the Stowers claim) were assigned to the Pastazios Pizza, Inc. Creditor Trust who has now
substituted in as a party for Pastazios. Due to the size of the Final Judgment Doe obtained against Pastazios, Doe is
the 99% beneficiary of any and all proceeds of the Creditor’s Trust, including all of the proceeds awarded against
Century in this litigation.

_____________________________________________________________________________________
JANE DOE’S MOTION TO INTERVENE PAGE 3

SUPP APP 0862
 Case 3:13-cv-02553-P Document 50 Filed 08/25/15 Page 4 of 10 PageID 1852

analysis “is a flexible one, which focuses on the particular facts and circumstances surrounding

each application.” Edwards v. City of Houston, 78 F.3d 983, 999 (5th Cir. 1996) (internal

quotation marks and citations omitted). In general, intervention should be allowed when “no one

would be hurt and great justice can be attained.” Sierra Club v. Espy, 18 F.3d 1202, 1205 (5th

Cir. 1994) (internal quotation marks and citations omitted).

In deciding a motion to intervene as of right, courts focus on the following four factors:

(1) whether the motion to intervene is timely; (2) whether the intervener asserts an interest

related to the property or transaction that forms the basis of the controversy into which she seeks

to intervene; (3) whether the disposition of that case may impair or impede the potential

intervener's ability to protect her legal interests; and (4) whether the existing parties adequately

represent the intervener's interest. Saldano v. Roach, 363 F.3d 545, 551 (5th Cir. 2004). Each of

these considerations support Doe’s right to intervene.

1. Doe’s Motion for Intervention is Timely.

The Fifth Circuit has identified four factors to be considered in determining whether a

motion to intervene as of right is timely: (1) the length of time between the movant’s learning of

her interest and the petition to intervene, (2) the extent of prejudice to existing parties from

allowing the intervention, (3) the extent of prejudice to the movant if not allowed to intervene,

and (4) any unusual circumstances. In re Lease Oil Antitrust Litig., 570 F.3d 244, 247-48 (5th

Cir. 2009). Each of these factors support the conclusion that Doe’s Unopposed Motion to

intervene is timely.

First, this Motion to intervene is being filed less than one month after Final Judgment was

entered in Doe’s favor in the Underlying Litigation. Doe could not have moved to intervene

prior to the Final Judgment being entered because, as a third-party beneficiary to the insurance

policy, she did not have standing until she had a monetary judgment against Defendant Pastazios.

_____________________________________________________________________________________
JANE DOE’S MOTION TO INTERVENE PAGE 4

SUPP APP 0863
 Case 3:13-cv-02553-P Document 50 Filed 08/25/15 Page 5 of 10 PageID 1853

See State Farm Mut. Ins. Co. of Tex. v. Ollis, 768 S.W.2d 722, 723 (Tex. 1989) (per curiam) (“a

party injured by the insured is a third party beneficiary of a liability insurance policy, ... [but] he

cannot enforce the policy directly against the insurer until it has been established, by judgment or

agreement, that the insured has a legal obligation to pay damages to the injured party.”); In re

Essex Ins. Co., 450 S.W.3d 524, 527-28 (Tex. 2014). Once Doe obtained the Final Judgment in

the Underlying Litigation, her interests in this action became ripe, and Doe timely moved to

intervene. Any attempted intervention before the Final Judgment was entered would have been

premature and a waste of judicial resources. See id.; see also Sierra Club, 18 F.3d at 1206.

Second, none of the existing parties to this action are prejudiced by the timing of Doe’s

intervention. See Lease Oil, 570 F.3d at 248; see also Sierra Club, 18 F.3d at 1206 (“prejudice

must be measured by the delay in seeking intervention, not the inconvenience to the existing

parties of allowing the intervenor to participate in the litigation.”). There is no prejudice to the

existing parties because dispositive motions have not yet been heard and no additional discovery

or delay should take place if Doe is rightfully permitted to intervene.

Third, Doe will suffer incredible prejudice if she is denied her right to intervention. If

Doe is denied intervention and Century succeeds in avoiding or excluding coverage under the

policy it issued to Pastazios, Doe is unlikely to recover any of the money damages awarded to

her in the Final Judgment. The Fifth Circuit has found prejudice under such circumstances.

Gaines v. Dixie Carriers, Inc., 434 F.2d 52, 54 (5th Cir.1970); see also United States v. Eastern

Transmission Corp., 923 F.2d 410 (5th Cir.1991). Doe has the highest stake in the outcome of

the claims and counterclaims asserted in this action and a legal right to protect those interests by

directly participating in this case. Failure to grant intervention would relegate Doe’s status to

sitting on the sidelines while other parties litigate their own interests which will necessarily

_____________________________________________________________________________________
JANE DOE’S MOTION TO INTERVENE PAGE 5

SUPP APP 0864
 Case 3:13-cv-02553-P Document 50 Filed 08/25/15 Page 6 of 10 PageID 1854

impact Doe’s interests. Finally, there are no “unusual circumstances” which suggest that this

Unopposed Motion is untimely. Upon the Final Judgment being entered, Doe promptly moved to

intervene without delay or prejudice to the existing parties. As such, Doe’s intervention is timely

and should be granted.

2. Doe Has a Significant Legally Protectable Interest in the Subject of this
Litigation.

A party seeking to intervene in an existing lawsuit must demonstrate a direct, substantial

and legally protectable interest in the litigation. In re Lease Oil, 570 F.3d at 250-51; Ross, 426

F.3d at 757. The interest asserted must “be one that the substantive law recognizes as belonging

to or being owned by the applicant.” Edwards, 78 F.3d at 1004.

Doe now has a direct breach of contract claim against Century, Doe is a judgment

creditor of Pastazios, and is also the 99% beneficiary of any and all proceeds awarded against

Century for Defendant Pastazios Pizza, Inc. Creditor Trust’s counterclaims against Century for

breach of contract, bad faith insurance practices, and violations of the Texas Deceptive Trade

Practices Act.

Under Texas law, once an injured party obtains a judgment against an insured and the

insured has a legal obligation to pay damages to the injured party, the injured party can enforce

the insurance policy directly against the insurer. Ollis, 768 S.W.2d at 723 (citing Murray, 437

S.W.2d at 265); see also Rotella v. Mid-Continent Cas. Co., 2008 WL 5272787, at *3 (N.D. Tex.

Dec. 17, 2008) (“a third party who has obtained a judgment against an insured is an intended

third party beneficiary of the insurance contract and is entitled to enforce the contract.”); Certain

Underwriters at Lloyds, London v. Four J's Cmty. Living Ctr., Inc., 2011 WL 6026689, at *1

(S.D. Tex. Dec. 2, 2011); Puente v. Chicago Ins. Co., 2010 WL 3463253, at *4 (S.D. Tex. Sept.

3, 2010). Doe now has the legal right to recover the damages awarded in the Final Judgment in

_____________________________________________________________________________________
JANE DOE’S MOTION TO INTERVENE PAGE 6

SUPP APP 0865
 Case 3:13-cv-02553-P Document 50 Filed 08/25/15 Page 7 of 10 PageID 1855

the Underlying Litigation from Century directly through this action. Thus, Doe has a significant

threat of economic injury from the outcome of this action, giving her the requisite interest under

Rule 24(a). Symetra Life Ins. Co. v. Rapid Settlements Ltd., 2006 WL 2382250, at *4 (S.D. Tex.

Aug. 16, 2006). Because Doe has a direct, substantial, and legally protectable interest in this

action, she has the legal right to intervene.

For the avoidance of doubt, Doe is not at this time seeking to recover directly against

Century, instead relying on her right to be paid as a creditor of the Pastazios Pizza, Inc. Creditor

Trust. Doe reserves her right to seek additional relief, including direct relief against Century, by

separate motion or complaint.

3. An Adverse Decision Would Impair Doe’s Interests.

Rule 24(a) requires that an applicant for intervention of right be “so situated that

disposing of the action may as a practical matter impair or impede the movant’s ability to protect

its interest.” FED. R. CIV. P. 24(a). The Fifth Circuit has consistently held that if a court’s ruling

may adversely impact an intervenor’s interest, the third requirement is satisfied. Edwards, 78

F.3d at 1004–05; Espy, 18 F.3d at 1207; Ceres Gulf v. Cooper, 957 F.2d 1199, 1204 (5th Cir.

1992). Rule 24(a) does not require that the intervenor’s interests be legally impaired; it is enough

that the applicant’s ability to protect its interests may be impaired as a practical matter. One

Beacon Ins. Co. v. T. Wade Welch & Associates, 2012 WL 1231750, at *5 (S.D. Tex. 2012).

If Doe is denied her right to intervene, Doe would be denied the right to protect her

legally recognized interests and/or forced to file a separate lawsuit against Century for breach of

contract. Without the ability to legally protect her own interests, Doe would effectively be denied

of her due process rights and would be relegated to having to sit back and watch as other parties

control the outcome of her legally protected interests. Precluding Doe from intervening in this

case will severely impair and impact her legal interests. Thus, this Motion should be granted.

_____________________________________________________________________________________
JANE DOE’S MOTION TO INTERVENE PAGE 7

SUPP APP 0866
 Case 3:13-cv-02553-P Document 50 Filed 08/25/15 Page 8 of 10 PageID 1856

4. Doe’s Interests May Not Be Adequately Represented by Defendants.

Doe satisfies the final element for intervention because Defendants may not adequately

represent her interests depending on the future conduct of this litigation and any negotiations

related thereto. “The requirement of the Rule is satisfied if the applicant shows that

representation of his [or her] interest ‘may be’ inadequate; and the burden of making that

showing should be treated as minimal.” Trbovich v. United Mine Workers of Am., 404 U.S. 528,

538 n. 10, (1972) (citing 3B J. Moore, Federal Practice 24.09–1(4) (1969)). Doe’s interests in

this action are far superior to Defendants. Although all of the Defendants seek a finding that

Doe’s Final Judgment is covered by the liability policy issued by Century, Doe has much more at

stake in this action, at least $21,911,141 more. Doe also has far superior knowledge of the

relevant facts and evidence that support the Final Judgment and Findings of Fact and

Conclusions of Law than does counsel for Defendants in this action. Counsel for Doe handled

the Underlying Litigation for over two years, developed all of the evidence, and tried the case to

final judgment. Doe is entitled to have counsel of her choosing, and the ones most

knowledgeable about the underlying facts participate in this litigation to protect her legally

recognized interests in the outcome of this litigation. Notably, none of the other parties to this

case disagree. Thus, Doe should be permitted to intervene as a matter of right.

B. IN THE ALTERNATIVE, DOE SHOULD BE PERMITTED TO INTERVENE
PERMISSIVELY.

Rule 24(b)(2) permits intervention upon a timely motion when an applicant “has a claim

or defense that shares with the main action a common question of law or fact.” FED. R. CIV. P.

24(b)(2). “[P]ermissive intervention is within a district court's discretion,” Newby v. Enron

Corp., 443 F.3d 416, 424 (5th Cir. 2006), and is “only subject to reversal if extraordinary

circumstances so require,” Trans Chem. Ltd. v. China Nat'l Mach. Import and Export Corp., 332

_____________________________________________________________________________________
JANE DOE’S MOTION TO INTERVENE PAGE 8

SUPP APP 0867
 Case 3:13-cv-02553-P Document 50 Filed 08/25/15 Page 9 of 10 PageID 1857

F.3d 815, 822 (5th Cir. 2003). Permission intervention should be allowed “where no one would

be hurt and greater justice could be attained.” Sierra Club, 18 F.3d at 1205 (quoting McDonald

v. E.J. Lavino Co., 430 F.2d 1065, 1074 (5th Cir. 1970).

It is also proper to consider whether the intervenor will significantly contribute to the full

development of the underlying factual issues in the suit. First Mercury Ins. Co. v. Rosenboom

Welding & Fabrication, L.L.C., 2013 WL 4804494, at *2 (N.D. Tex. Sept. 9, 2013).

In Lincoln Gen. Ins. Co. v. Aisha's Learning Ctr., the court examined whether an

intervenor’s claim or defense shared common questions of law or fact with the main action.

2004 WL 2533575, at *4 (N.D. Tex. Nov. 9, 2004). The main action centered around whether

the insurance company was obligated to provide coverage under its insurance policy to its

insured. Id. In the complaint to intervene, the movant sought a declaration that the insurance

company was “solely responsible for providing a defense and indemnification” for its insured,

and that any loss by the insured at the expense of the movant is covered under the insurance

policy. Id. The court found that both the intervenor’s claims shared nearly identical questions of

law or fact to the main action, and granted permissive intervention. Id. The Court should

likewise do so here.

III.
CONCLUSION

WHEREFORE, PREMISES CONSIDERED, Jane Doe respectfully requests that the

Court grant her Unopposed Motion to intervene as of right pursuant to Rule 24(a), or in the

alternative, permissively intervene pursuant to Rule 24(b), whereby Jane Doe seeks to join in

Defendant Pastazios Pizza, Inc. Creditor Trust’s pleadings in defense of Century’s declaratory

judgment action, as well as join in Defendant Pastazios Pizza, Inc. Creditor Trust’s

counterclaims against Century. Upon the granting of this Unopposed Motion, Doe will file its

_____________________________________________________________________________________
JANE DOE’S MOTION TO INTERVENE PAGE 9

SUPP APP 0868
 Case 3:13-cv-02553-P Document 50 Filed 08/25/15 Page 10 of 10 PageID 1858

direct claim against Century for breach of contract within ten (10) days of the Order being signed

by this Court. Jane Doe also seeks any and all other and further relief, both at law or in equity, to

which she may show herself to be justly entitled.

Respectfully submitted,

/s/ Trey H. Crawford
ROYCE WEST G. MICHAEL GRUBER
State Bar No. 21206800 State Bar No. 08555400
royce.w@westllp.com mgruber@ghetrial.com
VERETTA FRAZIER TREY CRAWFORD
State Bar No. 00793264 State Bar No. 24059623
veretta.f@westllp.com tcrawford@ghetrial.com
WEST & ASSOCIATES, L.L.P. BRIAN E. MASON
P.O. Box 3960 State Bar No. 24079906
Dallas, Texas 75208-1260 bmason@ghetrial.com
Ofc.: (214) 941-1881 GRUBER HURST ELROD JOHANSEN HAIL
Fax: (214) 941-1399 SHANK LLP
1445 Ross Avenue, Suite 2500
Dallas, Texas 75202
214.855.6800 (main)
214.855.6808 (facsimile)

ATTORNEYS FOR INTERVENOR JANE
DOE

CERTIFICATE OF CONFERENCE

The undersigned hereby certifies that he has conferred with all parties of record
concerning the relief sought in this motion and that no parties are opposed to the relief requested.

/s/ Trey H. Crawford
TREY H. CRAWFORD

CERTIFICATE OF SERVICE

I hereby certify that a true and correct copy of the foregoing document has been served
on all counsel of record through ECF in accordance with the Federal Rules of Civil Procedure on
this the 25th day of August, 2015.

/s/ Trey H. Crawford
TREY H. CRAWFORD

_____________________________________________________________________________________
JANE DOE’S MOTION TO INTERVENE PAGE 10

SUPP APP 0869
Exhibit 5

SUPP APP 0870
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 1 of 258 PageID 2571

IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF TEXAS
DALLAS DIVISION

CENTURY SURETY COMPANY §
§
Plaintiff, §
v. §
§
AJREDIN “DANNY” DEARI; §
DRITAN KREKA; PASTAZIOS §
PIZZA, INC. CREDITOR TRUST; and §
POST PROPERTIES, INC. § CASE NO. 3:13-cv-2553
§
Defendants, §
§
and §
§
JANE DOE, §
§
Intervenor. §

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS

TO THE HONORABLE JORGE A. SOLIS, UNITED STATES DISTRICT COURT JUDGE:

COMES NOW, Scott M. Seidel, as trustee (the “Trustee”) for the Pastazios Pizza, Inc.

Creditor Trust (the “Trust”), and files this the Pastazios Pizza, Inc. Creditor Trust’s Amended

Counterclaims, and in support thereof respectfully states as follows:

I. PARTIES

1. Plaintiff Century Surety Company (“Century”) filed this lawsuit and has appeared

through counsel of record. Century is a corporation organized under the laws of the State of

Ohio with its principal place of business in the State of Michigan.

2. The Trust is the successor in interest to Pastazios Pizza, Inc. (“PPI”) in all

respects to this litigation and the insurance policy at issue herein pursuant to that certain First

Amended Plan of Reorganization Dated February 2015 and the Order Confirming Debtor’s First

Amended Plan of Reorganization Dated February 11, 2015, as filed and entered in the

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 1

SUPP APP 0871
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 2 of 258 PageID 2572

Bankruptcy Case (defined below). Pursuant to the same, the trustee for the Trust is Scott M.

Seidel. Pursuant to this Court’s June 15, 2015 Order,1 the Trust is substituted for PPI in all

respects. PPI is a Texas corporation.

3. On August 25, 2015, Jane Doe filed an Unopposed Motion to Intervene [Doc. 50]

in this lawsuit and has appeared through counsel. The Court granted Jane Doe’s Unopposed

Motion to Intervene on August 26, 2015 [Doc. 52]. Jane Doe is a citizen of the State of Texas.

II. JURISDICTION AND VENUE

4. This Court has subject matter jurisdiction over this action pursuant to 28 U.S.C. §

1332(a)(1) because there is complete diversity and the amount in controversy exceeds the

jurisdictional minimum. Venue is proper pursuant to 28 U.S.C. § 1391(a)(2).

III. FACTUAL BACKGROUND

A. JANE DOE SUES PPI, ALLEGING GENERAL NEGLIGENCE, DRAM SHOP, PREMISES
LIABILITY, AND FALSE IMPRISONMENT CAUSES OF ACTION

5. This liability insurance dispute concerns a lawsuit (the “Doe Suit”) filed by Jane

Doe, an eighteen year old recent high-school valedictorian when the events made the basis of the

underlying liability suit occurred.

6. In the Doe Suit, Doe alleged that, on the afternoon of April 26, 2011, after

working the lunch shift at the Fox Sports Grill, she met Dritan Kreka at Back Nine Bar and

Grill to discuss potential job opportunities at his restaurant and bar. When she arrived at Back

Nine, Doe was introduced to Danny Deari (“Deari”), who was the owner of another restaurant—

PPI—located in Post Addison Circle. At the time, Deari was 49 years old and Kreka was 33

years old. Deari and Kreka started consuming alcohol at Back Nine bar, and attempted to

1
See docket entry 39.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 2

SUPP APP 0872
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 3 of 258 PageID 2573

order Doe an alcoholic drink. After the Back Nine server asked Doe for identification, Doe

informed the server she did have not her identification and asked for a Dr. Pepper. Deari and

Kreka convinced Doe that the three of them should move the conversation to the pizza

restaurant operated by PPI in Addison Circle. At no point in time on April 26, 2011 was Doe

interviewing for or seeking a job at PPI.

7. Deari and Kreka convinced Doe to drive to PPI. Deari, on his drive to PPI,

stopped at a liquor store to purchase a bottle of 80-proof Crown Royal Black and took it with

him and brought it into PPI.

8. Shortly thereafter, Doe entered onto PPI's premises in Addison Circle as an

invitee of PPI. Upon arriving at PPI at approximately 4:30 p.m., and without Doe asking, Deari

walked inside of PPI, grabbed three beers and three shots of Crown Royal Black that had been

placed into 2-ounce plastic salad dressing cups owned by PPI, placed one of the beers and one of

the 2-ounce shots in front of Doe, and encouraged her to drink it. There were no customers

present that afternoon other than Kreka, Doe and Deari. PPI's manager was on duty.

9. Prior to that day, Doe had very little experience concerning the effects of alcohol.

At no point in time did anyone at PPI ask to see Doe’s identification prior to providing her with

PPI’s alcoholic products. Throughout the course of approximately the next two hours, PPI

continued to provide Doe with more alcoholic products from PPI. After serving Doe with her

second beer from PPI and third 2-ounce shot of Crown Royal Black, Doe became obviously

intoxicated to the point where she had trouble standing. As her condition visibly deteriorated,

PPI failed to “cut off” service. In total, Doe was provided with at least five 2-ounce shots of

Crown Royal Black and three beers.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 3

SUPP APP 0873
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 4 of 258 PageID 2574

10. While still at PPI, Doe expressed concerns about her growing level of intoxication

and her inability to function normally. Prior to leaving PPI, Doe was intoxicated to the point

where she was incapable of caring for or defending herself. Deari then retrieved his vehicle from

PPI’s parking lot and pulled it out in front of PPI. Kreka moved into the driver’s seat and the two

men put Doe in the back seat of the vehicle. While this was taking place, and even though Doe’s

level of intoxication was open and obvious, PPI’s employees did nothing to protect Doe from

unreasonable and foreseeable risks of harm. Doe lost consciousness shortly thereafter.

11. When Doe regained consciousness she was in a hotel room located at 4900 Edwin

Lewis Drive, Addison, Texas 75001 (less than a mile from PPI) wherein she had been

involuntarily disrobed and was actively being sexually assaulted by Deari. Doe repeatedly

insisted that Deari stop the attack and get off of her, but he did not. Deari stopped the sexual

assault after multiple demands made by Doe. Doe locked herself in the bathroom. Deari then left

the hotel, leaving his underwear behind at the scene.

12. On April 24, 2013, and based on the facts above, Doe initiated the Doe Suit by

filing her petition in the 193rd Judicial District Court for Dallas County, Texas (the "State

Court"), alleging that PPI breached its legal duties toward Doe as an invitee, that PPI falsely

imprisoned Doe, and that PPI served alcohol to Doe in violation of the Dram Shop Act when

Doe was visibly and obviously intoxicated to the point where she was a danger to herself or

others, causing her serious bodily injury. Doe further alleged that PPI was negligent in various

respects recognized under Texas law. Doe alleged that PPI’s acts and omissions were a

proximate cause of her bodily injuries.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 4

SUPP APP 0874
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 5 of 258 PageID 2575

B. THE POLICY, TENDERS OF DOE’S PETITIONS, AND STOWERS SETTLEMENT OFFERS

13. At all relevant times to this action, “Pastazios Pizza, Inc.” was the named insured

under a surplus lines policy of liability insurance issued by Century and assigned number CCP

672836, effective from September 21, 2010 to September 21, 2011 (the “Policy”).

14. A true and correct copy of the Policy is attached hereto and incorporated herein as

Exhibit “A”.

15. Throughout the pendency of the Doe Suit, at least three of Doe’s petitions (the

Original, First Amended, and Fourth Amended petitions) were tendered to Century with a

request for defense under the Policy. Said original, first amended, and fourth amended petitions

are attached hereto and incorporated herein as Exhibits “B” through “D,” respectively.

16. On May 24, 2013, Century acknowledged PPI’s claim regarding the Doe Suit and

Doe’s Original Petition. A true and correct copy of the May 24, 2013 letter is attached hereto

and incorporated herein as Exhibit “E”.

17. On May 24, 2013, by letter, Century informed PPI that, pursuant to a full

reservation of rights, the Dallas law firm of Stacy & Condor, LLP would be defending PPI in the

Doe Suit. Despite the fact that the reservation revealed a disqualifying conflict of interest,

Century did not offer a defense through independent counsel or reveal that the insured had a right

to such a defense. Upon information and belief, Century violated the Tilley2 rights of PPI and

the Trust because Century unduly influenced and guided the firm retained to defend PPI under

the Policy to make discovery responses that were beneficial to Century’s position concerning

coverage and detrimental to the defense of PPI. Specifically, said prior counsel responded to a

2
See Employers Cas. Co. v. Tilley, 496 S.W.2d 552 (Tex. 1973).

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 5

SUPP APP 0875
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 6 of 258 PageID 2576

discovery request from Doe seeking the legal theories of PPI’s defense by stating only that PPI

denies that the incident and/or injuries in question was the result of any negligence by PPI.

18. On July 2, 2013, thirty-nine days later, Century filed this lawsuit against PPI,

seeking a declaration that Century owed no duty to defend or indemnify PPI.

19. On July 8, 2013, six days after suing its insured, Century wrote to PPI. There,

Century asserted that it had no duty to defend or indemnify PPI in the Doe Suit which was still

pending and had not yet been tried in State Court.

20. On July 29, 2013, Doe sent Century a settlement offer pursuant to Stowers.3

21. On August 15, 2013, Century rejected the offer.

22. On February 27, 2014, Doe sent Century a second settlement offer pursuant to

Stowers.

23. Century failed to respond to this offer and it expired according to its terms.

24. On June 11, 2015, Doe sent the Trust a settlement offer pursuant to Stowers,

which the Trust forwarded to Century on June 17, 2015, with a demand that Century accept the

offer. A true and correct copy of the June 11, 2015 settlement offer is attached hereto and

incorporated herein as Exhibit “F”.

25. Century rejected the settlement offer on June 23, 2015.

C. CENTURY FORCES PPI INTO BANKRUPTCY

26. Following Century’s July 8, 2013 letter stating that Century has no duty to

provide PPI with a defense or indemnity for the Doe Suit pursuant to the issues raised in

Century’s recently filed declaratory judgment action and in Century’s May 24, 2013 letter, PPI

hired counsel in the Doe Suit and in this lawsuit.

3
“Stowers” referring to G.A. Stowers Furniture Co. v. Am. Indem. Co., 15 S.W.2d 544, 544 (Tex.
Com. App. 1929), and the doctrine recognized therein.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 6

SUPP APP 0876
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 7 of 258 PageID 2577

27. PPI’s counsel defended PPI at each stage of the Doe Suit until the involvement of

the Trust. PPI’s counsel served and responded to written discovery, attended depositions, filed

motions and responses on PPI’s behalf, designated experts, and participated in hearings all

throughout the pendency of the Doe Suit, at PPI’s own expense.

28. On September 2, 2014, with the mounting burden of financing its own defense—

in light of Century’s refusal to provide a defense to PPI in the Doe Suit—and with the prospect

of a large judgment against PPI in the near future for which Century prematurely announced it

would refuse to indemnify PPI—PPI filed a voluntary petition for relief pursuant to Chapter 11

of Title 11, United States Code. That filing was assigned Case No. 13-32423 (the “Bankruptcy

Case”) pending in the United States Bankruptcy Court for the Northern District of Texas before

the Honorable United States Bankruptcy Judge Harlin D. Hale (the “Bankruptcy Court”).

29. As a corporation, PPI filed and prosecuted its bankruptcy case through counsel,

adding another layer of legal expenses.

D. CENTURY PARTICIPATES IN THE BANKRUPTCY CASE

30. On January 28, 2015, Century filed its Notice of Appearance and Request for

Notices in the Bankruptcy Case.

31. On February 11, 2015, PPI filed its First Amended Plan of Reorganization Dated

February 11, 2015 (the “Plan”) and its First Amended Disclosure Statement Dated February 11,

2015 in the Bankruptcy Case.

32. Century did not object to the Plan.

33. On March 5, 2015, Century filed its Motion for Relief from the Automatic Stay

Pursuant to 11 U.S.C. § 362(d) in the Bankruptcy Case, seeking relief from the automatic stay to

permit the continuation of this litigation. In its motion, Century stated that “all parties to this

proceeding will benefit from an expedient determination as to the applicability of coverage,

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 7

SUPP APP 0877
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 8 of 258 PageID 2578

which the Debtor presupposes as part of its First Amended Disclosure Statement Dated February

11, 2015” and that “. . . the determination of applicability of coverage under the Policy is in the

best interest of the Debtor and its creditors to obtain clarity as to its potential sources of funds…”

34. On March 30, 2015, the Bankruptcy Court held a hearing on Century’s motion

for relief from the stay and on confirmation of PPI’s Plan. Century appeared at, and participated

in, the hearings. After being given an opportunity to object and be heard, Century asserted no

objections to the Plan.

35. On March 31, 2015, the Bankruptcy Court entered its Agreed Order on Century’s

motion for relief from the stay, ordering that the automatic stay be modified as to the earlier of

thirty days following the entry of an order confirming the Plan or May 14, 2015.

36. On April 2, 2015, the Bankruptcy Court entered its Order Confirming Debtor’s

First Amended Plan of Reorganization Dated February 11, 2015 (the “Confirmation Order”),

whereby the Plan was confirmed.

37. Pursuant to the Plan and the Confirmation Order, the Trust was created and the

Trustee was appointed as the trustee of the Trust.

38. Article IX of the Plan provided that all causes of action, including any of PPI’s

rights and causes of action related to the Policy, are preserved and retained for enforcement by

the Trustee for the benefit of creditors. Therefore, the Trust owns all rights under or related to

the Policy, all rights related to this litigation, and the Counterclaims asserted herein and all rights

related thereto.

E. TRIAL OF THE DOE SUIT

39. Following his appointment, the Trustee promptly retained counsel in the Doe Suit

to defend PPI.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 8

SUPP APP 0878
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 9 of 258 PageID 2579

40. On June 17, 2015 the Trustee forwarded to Century the above described

settlement offer pursuant to Stowers received by the Trustee from Doe, and urged Century to

accept the offer.

41. The Trust also requested a defense and indemnity in light of Doe’s Fourth

Amended Petition dated June 5, 2015.

42. Century denied the settlement offer.

43. Century denied that it had a duty to defend or indemnify.

44. On July 7, 2015, the State Court called the Doe Suit to trial to the bench. All

parties to the Doe Suit, including PPI, appeared through their respective attorneys of record. On

July 7, 2010, Doe began her case in chief, introduced and admitted evidence to the Court, and

called various witnesses to testify.

45. PPI and Deari vigorously defended the claims brought by Doe against each

defendant, respectively, presented counter-evidence, and cross examined witnesses. On July 9,

2015, after a three-day adversarial trial, all parties rested, the evidence was closed, and closing

arguments were presented by all parties. At the close of the evidence and after closing

arguments, Doe’s claims against PPI and Deari, respectively, as well as PPI and Deari’s

affirmative defenses were submitted to the Court for final determination based on the evidence.

46. On July 9, 2015, after a three-day adversarial trial, the State Court rendered

judgment in favor of Doe against PPI and Deari on all causes of action.

47. The State Court awarded Doe actual damages and prejudgment interest totaling

$16,911,350.42, plus post-judgment interest and court costs, jointly and severally against PPI

and Deari for each and every cause of action alleged by Doe (general negligence, dram shop

liability, and premises liability against PPI). The State Court also rendered judgment against PPI

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 9

SUPP APP 0879
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 10 of 258 PageID 2580

for $2,500,000 as exemplary damages. A true and correct copy of the Final Judgment is

attached hereto and incorporated herein as Exhibit “G”.

48. On August 7, 2015, the State Court entered its Findings of Fact and Conclusions

of Law, a true and correct copy of which is attached hereto and incorporated herein as Exhibit

“H”.

49. The State Court’s judgment and findings of fact and conclusions of law constitute

collateral estoppel and res judicata as to the underlying facts that occurred with respect to the

injuries and damages suffered by Doe, the negligence of PPI, proximate cause between that

negligence and Doe’s injuries, new and superseding cause, and all other underlying facts

necessary to determine the scope of the Policy with respect to the Doe Suit.

IV. CAUSES OF ACTION

COUNT 1 - BREACH OF CONTRACT

50. The foregoing allegations are incorporated herein by reference.

51. The Trust seeks damages based on Century’s breach of the Policy.

52. Century agreed to insure PPI against loss or damage caused by a covered peril

arising out of PPI’s business.

53. The plain language of the Policy provides coverage for the Doe Suit and the

judgment.

54. In the alternative, the Policy is ambiguous and must be construed in the light most

favorable to the insured and finding a duty to defend and/or to indemnify.

55. Accordingly, Century has breached the contract by repeatedly denying a duty to

defend and/or indemnify.

56. The facts asserted in the Doe Suit were alleged to have transpired while the Policy

was in effect.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 10

SUPP APP 0880
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 11 of 258 PageID 2581

57. The facts alleged in the Doe Suit fell within Century’s duty to defend PPI and the

Trust. Among other things Doe alleged that she suffered bodily injury because (i) PPI continued

to serve Doe alcohol when she was obviously intoxicated; (ii) PPI did nothing to ensure Doe’s

safety; and (iii) Doe was not free to leave of her own volition due to being intoxicated.

58. The facts as conclusively determined by the State Court confirm that the Doe Suit

at all times fell within Century’s duty to defend PPI and the Trust.

59. The facts as conclusively determined by the State Court fell within Century’s duty

to indemnify PPI and the Trust, including for the amounts awarded to Doe by the State Court.

Among other things, the State Court found that:

(i) Doe was an invitee of PPI;

(ii) PPI did not ask to see Doe’s identification;

(iii) PPI provided Doe with alcoholic beverages;

(iv) Doe became obviously intoxicated;

(v) Prior to leaving PPI, Doe was intoxicated to the point where she was
incapable of caring for or defending herself;

(vi) Doe was raped shortly after leaving PPI’s premises; and

(vii) Deari’s acts did not act as a new and superseding cause.

60. The State Court held PPI liable for general negligence, dram shop liability,

premises liability, and false imprisonment as further described in its findings of fact and

conclusions of law.

61. As to each of these theories of liability, the State Court judicially determined that

PPI’s actions and/or inactions were a proximate cause of Doe’s bodily injuries and that, but-for

PPI’s actions and/or inactions, Doe never would have suffered the resulting serious bodily injury.

The State Court judicially determined that PPI’s actions, inactions, or omissions were a

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 11

SUPP APP 0881
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 12 of 258 PageID 2582

substantial factor in causing Plaintiff’s damages and bodily injuries, without which Doe would

not have suffered any damage. The State Court judicially determined that PPI was

independently liable for all damages awarded to Doe for each cause of action Doe asserted

against PPI. The State Court judicially determined that any alleged intentional or negligent acts

of any other person that may have caused or contributed to Doe’s injuries did not act to

extinguish PPI’s liability, did not constitute “outside agency”, and are not a new and independent

cause that would extinguish PPI’s liability to Doe. The State Court also judicially determined

that any purported acts or intervening forces PPI alleged to have been a “new and independent

cause” were foreseeable to PPI.

62. Century is estopped from challenging the State Court’s findings of fact and

conclusions of law.

63. PPI timely notified Century of the claims asserted against it.

64. The Trust timely notified Century of the claims asserted against it.

65. PPI and the Trust suffered monetary damages as a result of Century’s breach.

Among other things, the failure by Century to honor its duty to defend PPI forced PPI to incur

substantial attorney’s fees and, when it could no longer pay the same, to file for bankruptcy. All

of the fees and costs thereof are damages caused by Century. Both PPI and the Trust have had to

incur substantial attorney’s fees as a result of Century’s failure to defend, and then additionally

to defend against this litigation. Finally, both PPI and the Trust are now liable to Doe for the

amount of the State Court judgment, for which Century is liable and which, but for Century’s

wrongful actions and breaches in refusing reasonable settlement offers, would not have been

nearly as large as it now is.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 12

SUPP APP 0882
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 13 of 258 PageID 2583

66. At all relevant times, PPI and the Trust performed all obligations and conditions

under the Policy, the performance of all such obligations and conditions has been excused, or

Century is estopped to assert the performance of such obligations and conditions due to, among

other things, its breach of the Policy and breach of duties owed to PPI and the Trust as its

insureds.

67. Because of Century’s ineffective and wrongful reservation of rights letter and/or

its violations of the Texas Insurance Code regarding the timely denial of claims, Century is

estopped from asserting its policy defenses.

68. The Trust seeks its reasonably attorney’s fees pursuant to TEX. CIV. PRAC. & REM.

CODE § 38.001 et seq.

69. Accordingly, the Trustee seeks judgment against Century for its breaches of

contract in an amount to be proven at trial, but including all of PPI’s and the Trust’s reasonable

attorney’s fees incurred in this litigation, the State Court litigation, and the Bankruptcy Case, and

further including the amount of the Doe judgment, and further including the amount that is

owing to creditors in the Bankruptcy Case.

COUNT 2 - VIOLATION OF THE PROMPT PAYMENT OF CLAIMS PROVISION IN CHAPTER 542 OF
THE TEXAS INSURANCE CODE

70. The foregoing allegations are incorporated herein by reference.

71. Defense costs are a “first-party” insurance claim.

72. Century’s failure to fund PPI and the Trust for their defense costs in the Doe Suit

violates the Prompt Payment of Claims provisions in Chapter 542 of the Texas Insurance Code.

See TEX. INS. CODE § 542.051 et seq.

73. As a consequence of its statutory violation, Century is liable to pay the Trust, in

addition to the amount of the defense costs asserted, interest on the amount of said claim at the

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 13

SUPP APP 0883
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 14 of 258 PageID 2584

rate of 18 percent per annum, together with reasonable attorney fees, for which amounts the

Trust hereby sues. See TEX. INS. CODE § 542.060.

74. Because of Century’s ineffective and wrongful reservation of rights letter and/or

its violations of the Texas Insurance Code regarding the timely denial of claims, Century is

estopped from asserting its policy defenses.

COUNT 3 - VIOLATIONS OF CHAPTER 542 OF THE TEXAS INSURANCE CODE

75. The foregoing allegations are incorporated herein by reference.

76. Century violated TEX. INS. CODE § 542.055 which provides that, not later than the

30th business day after the date an insurer receives notice of a claim, the insurer shall

acknowledge receipt of the claim; commence any investigation of the claim; and request from

the claimant all items, statements, and forms that the insurer reasonably believes, at that time,

will be required from the claimant.

77. Century failed to investigate the claim related to, or acknowledge receipt of,

Doe’s Fourth Amended Petition or the final judgment in the Doe Suit and/or failed to request

from the Trust within a reasonable and timely fashion items, statements, or forms. Century never

engaged in a full and unbiased investigation which would have made coverage reasonably clear.

Rather, after its initial reservation of rights letter, Century thereafter relied only on its original

complaint filed herein, which asserts coverage positions that are directly in opposition to the

May 24, 2013 reservation of rights letter. Any investigation Century conducted was outcome-

oriented and self-serving.

78. Century violated TEX. INS. CODE § 542.056 which provides that an insurer shall

notify a claimant in writing of the acceptance or rejection of a claim not later than the 15 th

business day after the date the insurer receives all items, statements, and forms required by the

insurer to secure final proof of loss, and that if the insurer rejects the claim, the notice must state

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 14

SUPP APP 0884
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 15 of 258 PageID 2585

the reasons for the rejection. Century never engaged in a full and unbiased investigation which

would have made coverage reasonably clear. Rather, after its initial reservation of rights letter,

Century thereafter relied only on its original complaint filed herein, which asserts coverage

positions that are directly in opposition to the May 24, 2013 reservation of rights letter. Any

investigation Century conducted was outcome-oriented and self-serving.

79. Century failed to accept or reject the Trust’s claim in relation to the Doe Suit

within 15 business days after the Trust provided Century with the Fourth Amended Petition.

80. Century failed to accept or reject the Trust’s claim in relation to the Doe Suit

judgment within 15 business days after the Trust provided Century with the final judgment in the

Doe Suit.

81. Century violated TEX. INS. CODE § 542.056 which provides that an insurer, after

receiving all items, statements, and forms reasonably requested and required delays payment of

the claim for a period exceeding the period specified by other applicable statutes, or, if other

statutes do not specify a period, for more than 60 days, the insurer shall pay damages and other

items as provided by Section 542.060.

82. Century failed to make any payments due under the Policy and, moreover,

anticipatorily breached all duties under the Policy and announced that it would make no

payments under the Policy. As a result of Century’s failure to make payments in a timely

manner, PPI and the Trust were prejudiced and damaged. PPI and the Trust were left to defend

the Doe Suit. Century’s withdrawal of the defense, refusal to settle the Doe Suit, and its refusal

to indemnify PPI forced PPI to file its bankruptcy case.

83. Century delayed payment of the claim for a period exceeding 60 days after

receiving all items, statements, and forms reasonably requested and required.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 15

SUPP APP 0885
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 16 of 258 PageID 2586

84. The wrongful denial of PPI and the Trust’s request for a defense in the Doe Suit is

a delay in payment.

85. The wrongful refusal to indemnify the Trust for the Doe judgment is a delay in

payment.

86. As a consequence of its statutory violations, Century is liable to pay the Trust, in

addition to the amount of the defense costs asserted, interest on the amount of said claim at the

rate of 18 percent per annum, together with reasonable attorney’s fees, for which amounts the

Trust hereby sues. See TEX. INS. CODE § 542.060.

87. Because of Century’s ineffective and wrongful reservation of rights letter and/or

its violations of the Texas Insurance Code regarding the timely denial of claims, Century is

estopped from asserting its policy defenses.

COUNT 4 - VIOLATIONS OF CHAPTER 541 OF THE TEXAS INSURANCE CODE

88. The foregoing allegations are incorporated herein by reference.

89. PPI, the Trust, and Century are “persons” as defined by TEX. INS. CODE §

541.002(2).

90. Century violated TEX. INS. CODE § 541.051(1)(a)–(b), (4) which provides that it is

an unfair or deceptive act or practice in the business of insurance to make, issue, or circulate a

statement misrepresenting with respect to a policy issued the terms of the policy; the benefits or

advantages promised by the policy; to use a name or title of a policy that misrepresents the true

nature of the policy; and to make a misrepresentation to a policyholder for the purpose of

inducing or that tends to induce the policyholder to allow an existing policy to lapse or to forfeit

or surrender the policy.

91. Century has made statements misrepresenting the terms of the Policy and the

coverage it provides related to the separation-of-insureds clause. In its May 24, 2013 letter,

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 16

SUPP APP 0886
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 17 of 258 PageID 2587

Century stated that “Century will pay those sums the Insured is held liable for as a result of

‘bodily injury’ resulting from the Insured’s causing or contributing to the intoxication of any

person so long as your liquor license was in effect on the date of loss.” Each subsequent denial

of PPI’s and/or the Trust’s demands referred to Century’s July 2, 2013 declaratory judgment

action complaint, where Century stated, “to the extent the Original Petition alleges bodily injury

that result from the provision of liquor to the underage Plaintiff . . . the following policy

language . . . excludes coverage,” and cited the liquor liability coverage form which Century

previously stated provided coverage for liquor liability. Century further stated, “the Policy also

contains a liquor liability coverage endorsement, Form CLL 1902 0306, that provides that there

is no duty to defend or indemnify if the bodily injury is expected or intended from the standpoint

of any insured, or if any proximate or contributing cause of an ‘occurrence’ arises out of ‘liquor

liability.’” Accordingly Century misrepresented the terms of the Policy and both admitted and

denied, without justification, that the Policy was a policy covering liquor liability.

92. The Policy unambiguously covers liquor liability.

93. In its May 24, 2013 letter, Century also misrepresented the terms of the Policy

because it stated that, “The Petition alleges that a number of crimes were committed by Mr.

Deari and Mr. Kreka and we understand that criminal charges are currently pending against both.

As such, Century reserves the right to limit or deny coverage pursuant to this exclusion as well.”

Century misrepresented the Policy because the Policy contains a separation-of-insureds clause

which requires that Century treat PPI and Deari as separate “insureds,” Texas law holds that an

insurer may not impute intent onto PPI, and that, if Deari was not an “insured” under the Policy,

coverage for PPI remained available.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 17

SUPP APP 0887
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 18 of 258 PageID 2588

94. Lastly, Century misrepresented the Policy because it failed to properly or

correctly analyze the coverage provided by the liquor liability endorsement, which provides that

if a claim falls within the products-completed operations hazard coverage, then the liquor

liability “exclusion” does not apply.

95. Century made these statements to induce, or these statements tended to induce

PPI to forego or forfeit its rights under the Policy. Century failed to inform PPI that it had a right

to independent counsel, that PPI could obtain coverage if Deari were not found to be an

“insured,” and that PPI had the option to retain its own counsel, among other things.

96. These violations were a producing cause of actual damages, including but not

limited to PPI’s costs for counsel to defend it in the Doe Suit, PPI’s costs for counsel to defend it

in this suit, the Trust’s costs for counsel to defend it in the Doe Suit, and all damages, expenses,

fees, and costs associated with PPI’s bankruptcy case.

97. Century violated TEX. INS. CODE § 541.060(a)(1), (2), (3), (4), and (7) which

provides that it is an unfair or deceptive act or practice in the business of insurance to engage in

the following unfair settlement practices with respect to a claim by an insured: misrepresenting

to a claimant a material fact or policy provision relating to coverage at issue; failing to attempt in

good faith to effectuate a prompt, fair, and equitable settlement of a claim with respect to which

the insurer’s liability has become reasonably clear; failing to promptly provide to a policyholder

a reasonable explanation of the basis in the policy, in relation to the facts or applicable law, for

the insurer’s denial of a claim or offer of a compromise settlement of a claim; and failing within

a reasonable time to affirm or deny coverage of a claim to a policyholder or submit a reservation

of rights to a policyholder.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 18

SUPP APP 0888
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 19 of 258 PageID 2589

98. As stated above, Century misrepresented to PPI and the Trust the policy

provisions relating to the Doe Suit, including representations and statements related to the

separation-of-insureds clause, liquor liability coverage, and the products-completed operations

hazard coverage and the law related to the same. Century has failed to attempt in good faith to

settle the Doe Suit when PPI’s liability became reasonably clear, has failed to provide a

reasonable explanation of the basis of its denial, and has failed within a reasonable time to affirm

or deny coverage of the Doe Suit in relation to the Fourth Amended Petition and the Doe

judgment.

99. These violations were a producing cause of actual damages including but not

limited to PPI’s costs for counsel to defend it in the Doe Suit, PPI’s costs for counsel to defend it

in this suit, the Trust’s costs for counsel to defend it in the Doe Suit, and all damages, expenses,

fees, and costs associated with PPI’s bankruptcy case.

100. Century violated TEX. INS. CODE § 541.061 which provides that it is an unfair or

deceptive act or practice in the business of insurance to misrepresent an insurance policy by

making an untrue statement of material fact; failing to state a material fact necessary to make

other statements made not misleading, considering the circumstances under which the statements

were made; making a statement in a manner that would mislead a reasonably prudent person to a

false conclusion of a material fact; making a material misstatement of law; and failing to disclose

a matter required by law to be disclosed.

101. Among other things, and as stated above, Century misstated the coverage

provided by the Policy as described above, misstated the law applicable to the coverage provided

by the Policy as it relates to the Doe Suit, including but not limited to the law in Texas regarding

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 19

SUPP APP 0889
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 20 of 258 PageID 2590

separation-of-insureds, and failed to disclose connections between counsel appointed to defend

PPI in the Doe Suit and Century.

102. These violations were a producing cause of actual damages including but not

limited to PPI’s costs for counsel to defend it in the Doe Suit, PPI’s costs for counsel to defend it

in this suit, the Trust’s costs for counsel to defend it in the Doe Suit, and all damages, expenses,

fees, and costs associated with PPI’s bankruptcy case.

103. As a result of said violations, PPI and the Trust are entitled to recover actual

damages including the policy limits, all damages associated with the Bankruptcy Case, court

costs and reasonable attorney’s fees and, because Century knowingly committed these acts

complained of, a trebling of the amount of actual damages pursuant to TEX. INS. CODE §§

541.151–152.

104. Because of Century’s ineffective and wrongful reservation of rights letter and/or

its violations of the Texas Insurance Code regarding the timely denial of claims Century is

estopped from asserting its policy defenses.

COUNT 5 – VIOLATIONS OF THE TEXAS DECEPTIVE TRADE PRACTICES ACT

105. The foregoing allegations are incorporated herein by reference.

106. PPI is a consumer under the Texas Business and Commerce Code.

107. The Trust is a consumer under the Texas Business and Commerce Code.

108. Century violated TEX. BUS. COMM. CODE §17.46(b) because it engaged in one or

more acts or practices which violate TEX. INS. CODE §§ 541.001, et seq., as stated above. PPI

and the Trust’s claims against Century under TEX. INS. CODE §§ 541.001, et seq., as set out

above are actionable under TEX. BUS. COMM. CODE §17.50(a)(4).

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 20

SUPP APP 0890
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 21 of 258 PageID 2591

109. PPI and the Trust relied on Century’s acts and practices to their detriment because

each relied on the Policy to provide a defense and indemnity in relation to the Doe Suit.

Additionally, Century’s acts and practices caused PPI not to tender amended petition in the Doe

Suit.

110. Century’s acts and practices were a producing cause of damages to PPI and the

Trust, and the Trust is entitled to economic damages, including but not limited to PPI’s and the

Trust’s benefit of the bargain, lost profits, and costs of mitigation, and actual damages including

but not limited to the policy limits, and all damages associated with the Bankruptcy Case,

together with court costs and reasonable attorney’s fees incurred herein.

111. Because Century acted knowingly, PPI and the Trust are entitled to additional

damages pursuant to TEX. BUS. COMM. CODE § 17.50(b)(1).

112. Because Century acted knowingly, PPI and the Trust are entitled to an additional

three times their economic damages. TEX. BUS. COMM. CODE § 17.50(b)(1).

113. The Trust seeks its court costs and pre- and post-judgment interest hereon. TEX.

BUS. COMM. CODE § 17.50(d), (f).

114. Because of Century’s ineffective and wrongful reservation of rights letter and/or

its violations of the Texas Insurance Code regarding the timely denial of claims, Century is

estopped from asserting its policy defenses.

COUNT 6 – VIOLATIONS OF CHAPTER 981 OF THE TEXAS INSURANCE CODE

115. The foregoing allegations are incorporated herein by reference.

116. Chapter 981 of the Texas Insurance Code regulates surplus lines insurers and

surplus lines agents.

117. The Policy is a surplus lines insurance policy.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 21

SUPP APP 0891
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 22 of 258 PageID 2592

118. Pursuant to TEX. INS. CODE § 101.201, an insurance contract effective in this state

and entered into by an unauthorized insurer is unenforceable by the insurer. Any person who in

any manner assisted directly or indirectly in the procurement of the contract is liable to the

insured for the full amount of a claim or loss under the terms of the contract if the unauthorized

insurer fails to pay the claim or loss.

119. Pursuant to TEX. INS. CODE § 981.004, an eligible surplus lines insurer may

provide surplus lines insurance only if the full amount of required insurance cannot be obtained,

after a diligent effort, from an insurer authorized to write and actually writing that kind and class

of insurance in this state, the insurance is placed through a surplus lines agent, and the insurer

meets the eligibility requirements of subchapter B of chapter 981 as of the inception date and

annual anniversary date of each insurance contract. An eligible surplus lines insurer may

provide surplus lines insurance only in the amount that exceeds the amount of insurance

obtainable form authorized insurers.

120. Pursuant to TEX. INS. CODE § 981.005, unless a material and intentional violation

of chapter 981 or 225 exists, an insurance contract obtained from an eligible surplus lines insurer

is valid and enforceable as to all parties and recognized in the same manner as a comparable

contract issued by an authorized insurer. A material and intentional violation of chapter 981 or

chapter 225 does not preclude the insured from enforcing the insured’s right under the contract.

121. Upon information and belief, PPI hired, retained, and/or used the Hutson Group

and/or RISC, Inc. to produce insurance for PPI. Upon information and belief, the Hutson Group

and/or RISC, Inc. failed to use diligent efforts to obtain the full amount of insurance from an

insurer authorized to write, and actually writing, that kind and class of insurance in the State of

Texas.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 22

SUPP APP 0892
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 23 of 258 PageID 2593

122. Upon information and belief, as inducement to PPI purchasing the Policy and

paying premiums, including a premium for liquor liability, the Policy was represented to include

liquor liability coverage for PPI. Upon information and belief, PPI completed application forms

specifically requesting liquor liability coverage.

123. Because, upon information and belief, the Hutson Group and/or RISC, Inc. failed

to use diligent efforts as described above, which is a material and intentional violation of Chapter

981 of the Texas Insurance Code, Century is prohibited from alleging a defense under the Policy

to the claims asserted by the Trust herein.

124. Century violated TEX. INS. CODE § 981.102 which provides that a surplus lines

insurance policy or contract form may not be used unless use of the form is reasonably necessary

for the principal purposes of the insurance coverage.

125. Century’s reservation of rights letter provides that bodily injury arising out of

liquor liability is covered by the Policy. Century’s letter revoking the defense it was providing

PPI and denying any indemnity does not change that position. However, Century’s declaratory

judgment action, which Century subsequently relied on to justify the refusal to defend PPI, states

that the Policy does not provide liquor liability.

126. Upon information and belief, pursuant to Tex. Ins. Code § 981.001 et seq.,

Century is not an “authorized insurer.”

127. Because of these material and intentional violation of Chapter 981 of the Texas

Insurance Code, Century is prohibited from alleging a defense under the Policy to the claims

asserted by the Trust herein.

128. Pursuant to TEX. INS. CODE § 101.202, in an action against an unauthorized

insurer or unauthorized person on a contract of insurance issued or delivered in this state to a

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 23

SUPP APP 0893
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 24 of 258 PageID 2594

resident of this state or to a corporation authorized to do business in this state, the court may

award to the plaintiff a reasonable attorney’s fee if the insurer or person failed, for at least 30

days after a demand made before the commencement of the action, to make payment under the

contract’s terms; and the failure to make the payment was vexatious and without reasonable

cause. An insurer’s or person’s failure to defend an action described is prima facie evidence that

the failure to make payment was vexatious and without reasonable cause.

129. The Trust made demands on Century to make payment under the Policy’s terms.

Century refused to make such payments. These actions took place more than thirty days before

the filing of these counterclaims. Century has failed to defend the Doe Suit, which is prima facie

evidence that its failure to make the payments demanded was vexatious and without reasonable

cause.

130. The Trust therefore makes demand for its reasonable attorney’s fees in this action

against an unauthorized insurer.

COUNT 7 – BAD FAITH & BREACH OF THE DUTY OF GOOD FAITH AND FAIR DEALING

131. The foregoing allegations are incorporated herein by reference.

132. There was an insurance contract between PPI and Century which created a duty of

good faith and fair dealing.

133. There was an insurance contract between the Trust and Century which created a

duty of good faith and fair dealing.

134. Century breached its duty when it denied payment when liability was reasonably

clear. Without investigating, and relying only on its reservation-of-rights letter, Century denied

defense and indemnity.

135. Century violated the Tilley rights of PPI and the Trust because Century unduly

influenced and guided the firm retained to defend PPI under the Policy to make discovery

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 24

SUPP APP 0894
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 25 of 258 PageID 2595

responses that were beneficial to Century’s position concerning coverage and detrimental to the

defense of PPI.

136. Century’s breach of the duty of good faith and fair dealing proximately caused

damages to PPI. These breaches caused PPI damage as Century withdrew its defense of PPI,

leaving PPI and the Trust to defend the case. Century’s withdrawal of the defense, refusal to

settle the Doe Suit, and its refusal to indemnify PPI forced PPI to file its bankruptcy case.

137. Century’s breach of the duty of good faith and fair dealing was grossly negligent.

Century briefly defended PPI and, without further investigation or explanation, withdrew the

defense and denied indemnity. Subsequently, Century relied on its complaint filed herein as its

reasons for denying a defense and indemnity, wherein Century misrepresents the coverage

provided by the Policy. Additionally, Century was grossly negligent in accepting premium in

exchange for liquor liability coverage and subsequently denying coverage on the basis that the

Policy does not include liquor liability.

138. Century acted maliciously. Century refused to defend or indemnify PPI or the

Trust, gambling on any liability as to PPI being outside of the scope of coverage and on pushing

PPI into bankruptcy/insolvency to compromise PPI’s ability to fight the coverage suit.

Additionally, counsel provided by Century to defend PPI provided discovery responses that

asserted that PPI only engaged in conduct for which liability in the Doe Suit would not be

covered under the Policy.

139. The Trust is entitled to recover punitive damages.

140. The Trust also seeks pre-and post-judgment interest and court costs and its

attorney’s fees incurred herein.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 25

SUPP APP 0895
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 26 of 258 PageID 2596

141. Even if the liability in the Doe Suit had not been covered under the Policy,

Century’s conduct was extreme and produced damages unrelated to and independent from the

claim on the Policy because Century’s acts and omissions forced PPI into bankruptcy.

142. Because of Century’s ineffective and wrongful reservation of rights letter and/or

its violations of the Texas Insurance Code regarding the timely denial of claims, Century is

estopped from asserting its policy defenses.

COUNT 8 – BREACH OF STOWERS DUTY

143. The foregoing allegations are incorporated herein by reference.

144. PPI was an insured under a contract of insurance issued by Century.

145. Jane Doe asserted a liability claim against PPI that was covered by the Policy.

146. On or about September 13, 2013, Jane Doe offered to settle the claim against PPI

within the limits of the Policy.

147. On or about February 27, 2014, Jane Doe offered to settle the claim against PPI

within the limits of the Policy.

148. On or about June 11, 2015, Jane Doe offered to settle the claim against the Trust

within the limits of the Policy. On June 17, 2015, the Trust forwarded the offer to Century.

149. Century owed PPI and the Trust a duty to accept reasonable settlement offers

within the policy limits. Pursuant to Stowers, Doe’s offers were reasonable settlement offers

within the Policy limits. Among other things, Doe’s pleadings alleged claims within the Policy

and it was reasonable to foresee that a judgment in the Doe Suit would exceed Policy limits.

150. Century breached the duty of care to PPI and the Trust by not reasonably

evaluating and/or timely accepting the Stowers offers.

151. Century’s breach of duty proximately caused the Trust damages.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 26

SUPP APP 0896
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 27 of 258 PageID 2597

152. As a matter of law, the Trust’s damages include the amount of the judgment. The

judgment amount as to PPI and the Trust is $19,411,141.42 plus pre-judgment interest on the

date the Judgment was entered, which judgment amount continues to accrue post-judgment

interest, for which the Trust also seeks recovery.

153. Century’s breach of duty proximately caused PPI and the Trust damages. Among

other things, had Century complied with its obligations by accepting one of these Stowers

demands, PPI would not have had to file bankruptcy, its creditors would have been paid, and PPI

and the Trust would not now be liable for the judgment rendered in the Doe Suit. The liability in

the Doe Suit could have been settled for much, much less, and within Policy limits, had Century

defended and/or had it acted reasonably in investigating the Doe Suit and reasonably evaluating

each and every settlement offer therein.

154. Because of Century’s ineffective and wrongful reservation of rights letter and/or

its violations of the Texas Insurance Code regarding the timely denial of claims, Century is

estopped from asserting its policy defenses.

COUNT 9 – GROSS NEGLIGENCE

155. The foregoing allegations are incorporated herein by reference.

156. The acts and/or omissions complained of above against Century constitute gross

negligence, malice, or actual fraud, which conduct proximately caused PPI and the Trust’s

injuries herein.

157. The Trust is entitled to exemplary damages under TEX. CIV. PRAC. & REM. CODE

§ 41.003(a).

V. JURY DEMAND

158. The Trust demands a trial by jury on all issues of fact.

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 27

SUPP APP 0897
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 28 of 258 PageID 2598

VI. SPECIAL DAMAGES

159. The Trust seeks additional special damages because Century’s actions caused

PPI’s insolvency and bankruptcy. Century’s wrongful refusal to defend and indemnify PPI,

and/or Century’s continual refusal to settle the Doe Suit within policy limits when liability was

reasonably clear, caused PPI to incur significant attorney’s fees and exposed PPI to a large

judgment which it would not be able to satisfy without indemnity from Century. Century took

PPI’s money in exchange for a promise to defend and indemnify PPI for covered suits. When

PPI looked to Century to honor its obligations, Century declined and instead sued PPI. Such

malicious actions warrant special damages- instead of providing a defense and indemnity upon

which PPI relied, Century is the sole reason for PPI’s bankruptcy.

VII. CONDITIONS PRECEDENT

160. All conditions precedent have occurred or have been performed.

VIII. PRAYER

WHEREFORE, PREMISES CONSIDERED, Scott M. Seidel, as trustee for Defendant

Pastazios Pizza, Inc. Creditors Trust, prays this Honorable Court:

a. Enter judgment in favor of the Trust;

b. Award the Trust actual damages;

c. Award the Trust economic damages;

d. Award the Trust special damages;

e. Award the Trust exemplary damages;

f. Award the Trust treble damages pursuant to TEX. INS. CODE § 541.152(b);

g. Award the Trust treble damages pursuant to TEX. BUS. & COM. CODE § 17.50(b)(1);

h. Award the Trust its costs;

i. Grant the Trust its reasonable attorneys’ fees and costs pursuant to TEX. INS. CODE §
541.152(a)(1);

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 28

SUPP APP 0898
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 29 of 258 PageID 2599

j. Grant the Trust its reasonable attorney’s fees and costs pursuant to TEX. CIV. PRAC. &
REM. CODE § 38.001(8);

k. Grant the Trust its reasonable attorney’s fees and costs pursuant to TEX. INS. CODE §
542.060;

l. Grant the Trust its reasonable attorney’s fees and costs pursuant to TEX. BUS. & COM.
CODE § 17.50(d);

m. Grant the Trust its reasonable attorney’s fees and costs pursuant to TEX. INS. CODE §
101.201; and

n. Grant the Trust such other and further legal and/or equitable relief to which it has shown
itself justly entitled.

RESPECTFULLY SUBMITTED this 30th day of October, 2015.

MUNSCH HARDT KOPF & HARR, P.C.

By: /s/ Michael W. Huddleston
Michael W. Huddleston, Esq.
Texas Bar No. 10148415
Davor Rukavina, Esq.
Texas Bar No. 24030781
J. Stephen Gibson, Esq.
Texas Bar No. 07866000
Thomas D. Berghman, Esq.
Texas Bar No. 24082683
3800 Ross Tower
500 N. Akard Street
Dallas, Texas 75201
Telephone: (214) 855-7500
Facsimile: (214) 855-4346

COUNSEL FOR SCOTT M. SEIDEL,
TRUSTEE OF THE PASTAZIOS PIZZA, INC.
CREDITOR TRUST

PASTAZIOS PIZZA, INC. CREDITOR TRUST’S AMENDED COUNTERCLAIMS —Page 29
MHDocs 6646520_2 13229.3

SUPP APP 0899
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 30 of 258 PageID 2600

EXHIBIT A

SUPP APP 0900
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 31 of 258 PageID 2601

@
Century Surety Company
465 Cleveland Avenue
Westerville, Ohio 43082
614-895·2000
www.centurysurety.com
COMMERCIAL LINES POLICY
COMMON POLICY DECLARATIONS
POLICY NO.: CCP 672836 New
NAMED INSURED AND ADDRESS: CODE N0.:5645A
PASTAZIOS PIZZA, INC. INSUREDS AGENT:
5026 ADDISON CIRCLE THE HUTSON GROUP, INC.
710 EAST PARK BLVD, #200
ADDISON TX 75001-3332
PLANO TX 75074-
POLICY PERIOD: From:09-21-201 0 To:09-21.-2011 at 12:01 A.M. Standard time at your mailing address shown above.
Business Description: PIZZA RESTAURANT.
0 Individual 0 Joint Venture 0 Partnership 0 Umlted liability Company (LlC) @Organization (Other than Partnership, LLC or Joint Venture)
IN RETURN FOR THE PAYMENT OF THE PREMIUM, AND SUBJECT TO ALL THE TERMS OF THIS POLICY, WE AGREE
WITH YOU TO PROVIDE THE INSURANCE AS STATED IN THIS POLICY.
THIS POLICY CONSISTS OF THE FOLLOWING COVERAGE PARTS FOR WHICH A PREMIUM IS INDICATED. THIS
PREMIUM MAY BE SUBJECT TO ADJUSTMENT.
PREMIUM

Commercial General Liability Coverage Part $3,336.00
Commercial Property Coverage Part $4,364.00

Inspection Fee $150.00
Policy Fee $175.00
State Tax $389.21
S.O. Fee $4.82
25 % of the Policy Premium is fully earned as of the effective TOTAL $8,419.03
date of this policy and is not subject to return or refund.
Service of Suit (if form CCP 20 10 is attached} may be made upon:
R!SC, Inc.
2001 Bryan St., Bryan Tower, Suite 2900 Dallas TX 75201
orm{s) and Endorsement(s) made a part of this policy at time of issue*:
See Attached Schedule of Forms, CIL 15 OOb 02 02
•omits applicable orms an Endorsements if shown in specific Coverage Part/Coverage Form Declarations.
Any person who. with intent to defraud or knowing that he is facilitating a fraud against an insurer, subm~"tsapplication or files a claim containing false or
deceptive statement is guilty of insurance fraud. ,J.~ ./) ~- ~
COMPANYREPRESENTAT!VE: ~ Jr/~
RISC, Inc. Countersigned By
2001 Bryan St Authorized Represe
Bryan Tower, Suite 2900
Dallas TX 75201 10/20/2010 BSI

IN WITNESS WHEREOF, this Company has eXecuted and attested these presents; but this policy shall not be valid unless countersigned by the duly Authorized
Agent of this Company at the Agency hereinbefore mentioned.

Secretary President

CSCP 10 01 05 09 Page 1 of 1
SENT TO: AGT/SO
11/01/1 0//LE
SUPP APP 0901
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 32 of 258 PageID 2602

TXPN 0003 0409

TEXAS POLICYHOLDER NOTICE

This insurance contract is with an insurer not licensed to transact insurance in this state
and is issued and delivered as surplus line coverage under the Texas insurance
statutes. The Texas Department of Insurance does not audit the finances or review the
.solvency of the surplus lines insurer providing this coverage, and the insurer is not a
member of the property and casualty insurance guaranty association created under
Chapter 462 Insurance Code. Chapter 225, Insurance Code, requires payment of a
4.85 percent tax on gross premium.

TXPN 0003 0409 Page 1 of 1

SUPP APP 0902
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 33 of 258 PageID 2603

TXPN 0001 0507

TEXAS COMPLAINT NOTICE

IMPORTANT NOTICE AVISO IMPORTANTE
1. To obtain information or make a complaint: Para obtener informacion o para someter una queja:
2. You may contact your agent at telephone number Puede comunicarse con su agente al972-398-9001
972-398-9001

Usted puede llamar a numero de telefono gratis de
3. You may call Century Surety Company's toll- free
telephone number for information or to make a Century Surety Company's para informacion o para
someter uns queja al:
complaint at:
1-800-878-7389
1-800-878-7389

4. You may also write to Century Surety Co. at: Usted tambien puede escribir a Century Surety Co.

Century Surety Co. Century Surety Co.
465 Cleveland Ave. 465 Cleveland Ave.
Westerville, OH 43082 Westerville, OH 43082

5. You may contact the Texas Department of Puede comunicarse con el Departmento de Seguros de
Insurance to obtain information on companies, Texas para obtener informacion acerda de
coverages, rights or complaints at: companieas, coberturas, derechos o quejas al:

1-800-252-3439 1-800-252-3439

6. You may write the Texas Department oflnsurance: Puede escribir al Departmento de Seguros de Texas:

P.O. Box 149104 P.O. Box 149104
Austin, Texas 787i4-9104 Austin, Texas 78714-9104
FAX #(512) 475-1771 FAX# (512) 475-1771
Web: http://www.tdi.state.tx.us Web: http://www.tdi.state.tx.us
E-mail: ConsumerProtection@tdi.state.tx.us E-mail: ConsumerProtection@tdi.state.tx.us

7. PREMIUM OR CLAIM DISPUTES: DISPUTAS SOMBRE PRIMAS 0 RECLAMOS:
Should you have a dispute concerning your Si tiene una disputa concemiente a su prima o a un
premium or about a claim you should contact the reclamo, debe comunicarse con e1 (agente) (la
(agent} (company) (agent or the company) first. If campania) (agente o la compania) primero. Sino
the dispute is not resolved, you may contact the resulve la disputa, puede entonces comunicarse con el
Texas Department of Insurance (TDI). departmento (TDI).

8. ATTACH TffiS NOTICE TO YOUR POLICY: UNA ESTE AVISO A SU POLIZA:
This notice is for information only and does not Este aviso es solo para proposito de informacion y no
become a part or condition of the attached se conviete en parte o condicion del documento
document. adjunto.

TXPN 0001 0507

SUPP APP 0903
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 34 of 258 PageID 2604

Century -Surety Company
465 CLEVELAND AVENUE
WESTERVILLE, OH 43082

A STOCK COMPANY

COMMERCIAL
LINES
POLICY

THIS POLICY JACKET WITH COMMON POLICY CONDITIONS, THE
DECLARATIONS PAGE, COVERAGE PART(S), COVERAGE FORM(S) AND
APPLICABLE FORMS AND ENDORSEMENTS COMPLETE THIS POLICY.

CSCP1 000 (02/04)

SUPP APP 0904
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 35 of 258 PageID 2605

Policy Number: CCP 672836 CIL 15 OOb 02 02

SCHEDULE OF FORMS AND ENDORSEMENTS
(other than applicable forms and endorsements shown elsewhere in the policy)

Forms and Endorsements applying to the Coverage Parts listed below and made a part of this policy attime of issue:

Form/ Edition
Endt. # Date Title Total# of Forms Selected: 47

Forms Applicable to this Coverage part -INTERLINE-ALL COVERAGE PARTS

CCP 2010 05 08 Service of Suit Clause .
CIL 15008 02 02 Schedule of Forms and Endorsements
CSCP 1000 02 04 Century Insurance Group Policy Jacket
CSCP 1001 0509 Century Insurance Group Common Policy Declaration
IL 0003 0908 Calculation of Premium
IL 0017 1198 Common Policy Conditions
PRIV 0001 11 09 Privacy Statement I
TRIA 0001 1008 Policyholder Disclosure Notice ofTerrorism
TXPN 0001 0507 Texas Complaint Notice
TXPN 0003 0409 Texas Policyholder Notice

10 Forms

CIL 15 OOb 02 02 Page 1 of3

SUPP APP 0905
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 36 of 258 PageID 2606

Forms Applicable to this Coverage part- GENERAL LIABILITY

CG 0001 12 07 Commercial General Liability Coverage Form
CG 0068 05 09 Recording and Distribution of Material or Information In Violation of Law Exclusion
CG 0300 01 96 Deductible Liability Insurance
CG 2011 01 96 Additional Insured-Managers or Lessors of Premises
CG 2026 0704 Additional Insured-Designated Person or Organization
CG. 2146 0798 Abuse or Molestation Exclusion
CG 2147 1207 Employment-Related Practices Exclusion
Total Pollution Exclusion Wrth A Building Heating, Cooling and Dehumidifying Equipment
CG 2165 1204
Exception and A Hostile Fire Exception
Exclusion of Certified Acts of Terrorism and Exclusion of Other Acts ofTerrorism Committed
CG 2175 0608
Outside the United States
CG 2176 0108 Exclusion of Punitive Damages Related to Certified Act of of Terrorism
Exclusion of Certified Nuclear, Biological, Chemical or Radiological Acts of Terrorism; Cap
CG 2184 0108
on Losses from Certified Acts of Terrorism
CG 2196 0305 Silica or Silica-Related Dust Exclusion
CG 2404 0509 Waiver Of Transfer Of Rights Of Recovery Against Others To Us
CG 2407 0196 Products/Completed Operations Hazard Redefined
CGL 1500 0407 Century Insurance Group Commercial General Liability Declarations
CGL 1701a 0510 Special Exclusions And Limitations Endorsement
CGL 1702 1100 Action Over Exclusion
CGL 1711 0406 Limitation of Coverage To Specified Classifications, Operations, Premises or Projects
Restaurant, Bar, Tavern & Grocery Store Food Poisoning & Food Contamination Coverage
CGL 1742 0310
Endorsement
CLL 1902 0306 Liquor liability Coverage Endorsement
IL 0021 0908 Nuclear Energy Liability Exclusion Endorsement (Broad Form)

21 Forms

CIL 15 OOb 02 02 Page 2 of3

SUPP APP 0906
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 37 of 258 PageID 2607

Forms Applicable to this Coverctge part· PROPERlY
CCF 1500 09 07 Commercial Property Coverage Part Declarations
CCF 1503 1001 Exclusion- "Vacant or Unoccupied" Property
CCF 1504 0794 · Theft Exclusion - Outside of Building
CCF 1512 0506 Multiple Deductible Form
CCF 1514 0410 Limited Property Extentions
CCF 1515 0410 Equipment Breakdown Enhancement Endt
CP 0010 0601 Building and Personal Property Coverage Form
CP 0090 0788 Commercial Property Conditions
CP 0140 0706 Exclusion of loss Due to Virus or Bacteria
CP 1030 0607 Cause of loss ·Special Form
CP 1211 1000 Burglary and Robbery Protective Systems
CP 1440 1000 Outside Signs
CP 1470 0607 Building Glass- Tenant'S Policy
IL 0415 0498 Protective Safeguards
IL 0935 0702 Exclusion of Certain Computer-Related Losses
Exclusion of Certified Acts ofTerrorism Involving Nuclear, Biological, Chemical or
IL 0986 0308
Radiological Terrorism; Cap on Covered Certified Acts Losses

16 Forms

CIL 15 OOb 02 02 Page 3of3

SUPP APP 0907
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 38 of 258 PageID 2608

CCP 2010 0508

SERVICE OF SUIT CLAUSE

This endorsement modifies insurance provided by the policy to which this form is
attached.

It is agreed that in the event of the failure by us to pay any amount claimed to be due
hereunder, we will, at your request, submit to the jurisdiction of a court of competent
jurisdiction within the United States of America. Nothing in this clause constitutes or
should be understood to constitute a waiver of our rights to commence an action in a
court of competent jurisdiction in the United States of America, to remove an action to a
United States District Court, or to seek a transfer of a case to another court as
permitted by the laws of ·the United States of America or of any state in the United
States of America. In any such suit against us, we will abide by the final decision of
such court or of any Appellate Court in the event of an appeal.

It is further agreed that service of process in such suit may be made upon the person or
organization shown in the Policy Declarations or upon us at the address shown in the
policy jacket.

The above named are authorized and directed to accept service of process on behalf of
us in any such suit and/or upon your request to give a written undertaking to you that
we will enter a general appearance upon our beha~f in the event such a suit shall be
instituted.

Further, pursuant to any statute of any state, territory, or district of the United States of
America, which makes .provision therefore, we hereby designate the Superintendent,
Commissioner, or Directors of Insurance or other officer specified for that purpose in
the statute or his successor or successors in office, as their true and lawful attorney
upon whom may be served any lawful process in any action, suit, or proceeding
instituted by or on your behalf or any beneficiary hereunder arising out of this contract
of insurance, and hereby designates the above named as the person to whom the said
officer is authorized to mail such process or a true copy thereof.

CCP 20 10 0508 Page 1 of 1

SUPP APP 0908
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 39 of 258 PageID 2609

COMMERCIAL GENERAL LIABILITY
CG 21 75 06 08

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

EXCLUSION OF CERTIFIED ACTS OF TERRORISM AND
EXCLUSION OF OTHER ACTS OF TERRORISM
COMMITTED OUTSIDE THE UNITED STATES
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
LIQUOR LIABILITY COVERAGE PART
OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART
POLLUTION LIABILITY COVERAGE PART
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
RAILROAD PROTECTIVE LIABILITY COVERAGE PART
UNDERGROUND STORAGE TANK POLICY

A. The following exclusion is added: b. Protracted and obvious physical disfigure-
This insurance does not apply to: ment; or

TERRORISM c. Protracted loss of or impairment of the
function of a bodily member or organ; or
"Any injury or damage" arising, directly or indirect-
ly, out of a "certified act of terrorism'', or out of an 3. The terrorism involves the use, release or
"other act of terrorism" that is committed outside of escape of nuclear. materials, or directly or indi-
the United States (including its territories and pos- rectly results in nuclear reaction or radiation or
sessions and Puerto Rico), but within the "cover- radioactive contamination; or
age territory". However, with respect to an "other 4. The terrorism is carried out by means of the
act of terrorism", this exclusion applies only when dispersal or application of pathogenic or poi-
one or more of the following are attributed to such sonous biological or chemical materials; or
act: 5. Pathogenic or poisonous biological or chemical
1. The total of insured damage to all types of materials are released, and it appears that one
property exceeds $25,000,000 (valued in US purpose of the terrorism was to release such
dollars). In determining whether the materials.
$25,000,000 threshold is exceeded, we will in- With respect to this exclusion, Paragraphs 1. and
clude all insured damage sustained by"property 2. describe the thresholds used to measure the
of all persons and entities affected by the ter- magnitude of an incident of an "other act of terror-
rorism and business interruption losses sus- ism" and the circumstances in which the threshold
tained by owners or occupants of the damaged will apply for the purpose of determining whether
property. For the purpose of this provision, in- this exclusion will apply to that incident.
sured damage means damage that is covered
by any insurance plus damage that would be B. The following definitions are added:
covered by any insurance but for the applica- 1. For the purposes of this endorsement, "any
tion of any terrorism exclusions; or injury or damage" means any injury or damage
2. Fifty or more persons sustain death or serious covered under any Coverage Part to which this
physical injury. For the purposes of this provi- endorsement is applicable, and includes but is
sion, serious physical injury means: not limited to "bodily injury", "property dam-
age", "personal and advertising injury'', "injury''
a. Physical injury that involves a substantial or "environmental damagen as may be defined
risk of death; or in any applicable Coverage Part.

CG 217506 08 © Insurance Services Office, Inc., 2008 Page 1 of2 D

SUPP APP 0909
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 40 of 258 PageID 2610

2. "Certified act of terrorism" means an act that is c. The act is a violent act or an act that is
certified by the Secretary of the Treasury, in dangerous to human life, property or infra-
concurrence with the Secretary of State and structure and is committed by an individual
the Attorney General of the United States, to or individuals as part of an effort to coerce
be an act of terrorism pursuant to the federal the civilian population of the United States
Terrorism Risk Insurance Act. The criteria con- · or to influence the policy or affect the con-
tained in the Terrorism Risk Insurance Act for a duct of the United States Government by
"certified act of terrorism" include the following: coercion.
a. The act resulted in insured losses in excess 3. "Other act of terrorism" means a violent act or
of $5 million in the aggregate, attributable to an act that is dangerous to human life, property
all types of insurance subject to the Terror- or infrastructure that is committed by an indi-
ism Risk Insurance Act; vidual or individuals and that appears to be
b. The act resulted in damage: part of an effort to coerce a civilian population
or to influence the policy or affect the conduct
{1) Within the United States (including its of any government by coercion, and the act is
territories and possessions and Puerto not a "certified act of terrorism".
Rico); or
Multiple incidents of an "other act of terrorism"
(2) Outside of the United States in the case which occur within a seventy-two hour period
of: · and appear to be carried out in concert or to
(a) An air carrier (as defined in Section have a related purpose or common leadership
40102 of title 49, United States shall be considered to be one incident.
Code) or United States flag vessel C. In the event of any incident of a "certified act of
(or a vessel based principally in the terrorism" or an 'iother act of terrorism" that is not
United States, on which United subject to this exclusion, coverage does not apply
States income tax is paid and whose to any loss or damage that is otherwise excluded
insurance coverage is subject to under this Coverage Part.
regulation in the United States), re-
gardless of where the loss occurs; or
(b) The premises of any United States
mission; and

Page 2 of2 © Insurance Services Office, Inc., 2008 CG217506 08

SUPP APP 0910
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 41 of 258 PageID 2611

COMMERCIAL GENERAL LIABILITY
CG 21 760108

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

EXCLUSION OF PUNITIVE DAMAGES
RELATED TO A CERTIFIED ACT OF TERRORISM
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
LIQUOR LIABILITY COVERAGE PART
OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART
POLLUTION LIABILITY COVERAGE PART
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
RAILROAD PROTECTIVE LIABILITY COVERAGE PART
UNDE;RGROUND STORAGE TANK POLICY

A. The following exclusion is added: 2. The act is a violent act or an act that is dan-
This insurance does not apply to: gerous to human life, property or infrastructure
and is committed by an individual or individuals
TERRORISM PUNITIVE DAMAGES as part of an effort to coerce the civilian popu-
Damages arising, directly or indirectly, out of a lation of the United States or to influence the
"certified act of terrorism'' that are awarded as pu- policy or affect the conduct of the United States
nitive damages. Government by coercion.
B. The following definition is added:
"Certified act of terrorism" means an act that is
certified by the Secretary of the Treasury, in con-
currence with the Secretary of State and the Attor-
ney General of the United States, to be an act of
terrorism pursuant to the federal Terrorism Risk
Insurance Act. The criteria contained in the Terror-
ism Risk Insurance Act for a "certified act of terror-
ism" include the following:
1. The act resulted in insured losses in excess of
$5 million in the aggregate, attributable to all
types of insurance subject to the Terrorism
Risk Insurance Act; and

CG 2176 01 08 ©ISO Properties, Inc., 2007 Page 1 of 1 []

SUPP APP 0911
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 42 of 258 PageID 2612

COMMERCIAL GENERAL LIABILITY
CG 2184 01 08

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

EXCLUSION OF CERTIFIED NUCLEAR,
BIOLOGICAL, CHEMICAL OR RADIOLOGICAL ACTS
OF TERRORISM; CAP ON LOSSES FROM CERTIFIED
ACTS OF TERRORISM
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
LIQUOR LIABILITY COVERAGE PART
OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART
POLLUTION LIABILITY COVERAGE PART
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
RAILROAD PROTECTIVE LIABILITY COVERAGE PART
UNDERGROUND STORAGE TANK POLICY

A. The following exclusion is added: 2. "Certified act of terrorism" means an act that is
This insurance does not apply to: certified by the Secretary of the Treasury, in
concurrence with the Secretary of State and
TERRORISM the Attorney General of the United States. to
"Any injury or damage" arising, directly or indirect- be an act of terrorism pursuant to the federal
ly, out of a "certified act of terrorism". However, Terrorism Risk Insurance Act. The criteria con-
this exclusion applies only when one or more of tained in the Terrorism Risk Insurance Act for a
the following are attributed to such act: "certified act of terrorism" include the following:
1. The terrorism involves the use, release or a. The act resulted in insured losses in excess
escape of nuclear materials, or directly or indi- of $5 million in the aggregate, attributable to
rectly results in nuclear reaction or radiation or all types of insurance subject to the Terror-
radioactive contamination; or ism Risk Insurance Act; and
2. The terrorism is carried out by means of the b. The act is a violent act or an act that is
dispersal or application of pathogenic or poi- dangerous to human life, property or infra-
sonous biological or chemical materials; or structure and is committed by an individual
3. Pathogenic or poisonous biological or chemical or individuals as part of an effort to coerce
materials are released, and it appears that one the civilian population of the United States
purpose of the terrorism was to release such or to influence the policy or affect the con-
materials. duct of the United States Government by
coercion.
B. The following definitions are added:
C. In the event of any incident of a "certified act of
1. For the purposes of this endorsement, "any terrorism" that is not subject to this exclusion, cov-
injury or damage" means any injury or damage erage does not apply to any loss or damage that is
covered under any Coverage Part to which this otherwise excluded under this Coverage Part.
endorsement is applicable, and includes but is
not limited to "bodily injury'', "property dam-
age", "personal and advertising injury", "injury"
or "environmental damage" as may be defined
in any applicable Coverage Part.

CG 21 84 01 08 ©ISO Properties, Inc., 2007 Page 1 of 2 0

SUPP APP 0912
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 43 of 258 PageID 2613

D. If aggregate insured losses attributable to terrorist
acts certified under the federal Terrorism Risk In-
surance Act exceed $100 billion in a Program
Year (January 1 through December 31) and we
have met our insurer deductible under the Terror-
ism Risk Insurance Act, we shall not be liable for
the payment of any portion of the amount of such
losses that exceeds $100 billion, and in such case
insured losses up to that amount are subject to pro
rata allocation in accordance with procedures es-
tablished by the Secretary of the Treasury.

Page2 of2 ©ISO Properties, Inc., 2007 CG 21 84 01 08 [J

SUPP APP 0913
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 44 of 258 PageID 2614

IL 00 03 09 08

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

CALCULATION OF PREMIUM
This endorsement modifies insurance provided under the following:

CAPITAL ASSETS PROGRAM (OUTPUT POLICY) COVERAGE PART
COMMERCIAL AUTOMOBILE COVERAGE PART
COMMERCIAL GENERAL LIABILITY COVERAGE PART
COMMERCIAL INLAND MARINE COVERAGE PART
COMMERCIAL PROPERTY COVERAGE PART
CRIME AND FIDELITY COVERAGE PART
EMPLOYMENT~RELATED PRACTICES LIABILlTY COVERAGE PART
EQUIPMENT BREAKDOWN COVERAGE PART
FARM COVERAGE PART
LIQUOR LIABILITY COVERAGE PART
MEDICAL PROFESSIONAL LIABILITY COVERAGE PART
OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART
POLLUTION LIABILITY COVERAGE PART
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
RAILROAD PROTECTIVE LIABILITY COVERAGE PART

The following is added:
The premium shown in the Declarations was com-
puted based on rates in effect at the time the policy
was issued. On each renewal, continuation, or anni-
versary of the effective date of this policy, we will
compute the premium in accordance with our rates
and rules then in effect.

IL 00 03 09 08 © ISO Properties, Inc., 2007 Page 1 of 1 [J

SUPP APP 0914
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 45 of 258 PageID 2615

COMMON POLICY CONDITIONS
All Coverage parts included in this policy are subject to the following conditions.

A. Cancellation b. Give- you reports on the conditions we
1. The first Named Insured shown in the find; and
Declarations may cancel this policy by c. Recommend changes.
mailing or delivering to us advanced written 2. We are not obligated to make any
notice of cancellation. inspections, surveys, reports or recom-
2. We may cancel this policy by mailing or mendations arid any such actions we do
delivering to the first Named Insw-ed written undertake relate only to insurability and the
notice of cancellation at least: · premiums to be charged. We do not make
a. 10 days before the effective date of safety inspections. We do not undertake to
cancellation if we cancel for nonpayment perform the duty of any per.>on or
ofpremium; or organization to provide for the health or
safety of workers or the public. And we do
b. 30 days before the effective date of not warrant that conditions:
cancellatio:n if we cancel for any other
reason. a. Are safe or healthful; or
3. We will mail or deliver our notice to the first b. Comply with laws, regulations, codes or
Named Insured's last mailing address known standards.
tous. . 3. Paragraphs 1. and 2. of this condition apply
4. Notice of cancellation will state the effective not only to us, but also to any rating,
date of cancellation. The policy period will advisory, rate services or similar organization
end on that date. which makes insurance inspections. surveys,
reports or recommendations.
5. If this policy is cancelled, we will send the
first Named Insured any premium refund due. 4. Paragraph 2. of this condition does not apply
If we cancel, the refund will be pro rata. lf to any inspections, surveys, reports or
the first Named Insured cancels, the refund recommendations we may make relative to
may be less than pro rata. The cancellation certification, under state or ·municipal
will be effective even if we have not made or statutes, ordinances or regulations, of boilen;,
offered a refund. pressure vessels or elevators.
6. If notice is mailed, proof of mailing will be E. Premiums
sufficient proof of notice. The first Named Insured shown m the
B. Changes Declarations:
This policy contains all the agreements between 1. Is responsible for the payment of all
you and us concerning the insurance afforded. premiums; and
The first named Insured shown in the 2. Will be the payee for any return premiums
Declarations is authorized to make changes in the we pay.
terms of this policy with our consent. This F. Transfer Of Your Rights And Duties Under
policy's tenns can be amended or waived only by This Policy
endorsement issued by us and made a part of this
policy. Your rights and duties under this policy may not
be transferred without our written consent except
C. Examination Of Your Books And Records in the case of death of an individual named
We may examine and audit your books and insured.
records as they relate to this policy at any time If you die, your rights and duties will be
during the policy period and up to three years transferred to your legal representative but only
afterward. while acting within the scope of .duties as your
D. Inspections And Surveys legal representative. Until your legal repre-
1. We have the right to: sentative is appointed, anyone having proper
temporary custody of your property will have
a. Make inspections and surveys at any your rights and duties but only with respect to
time; that property. ,

1L 00 17 11 98 Copyright, Insurance Services Office, Inc., 1998 Page 1 ofl

SUPP APP 0915
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 46 of 258 PageID 2616

ILOO 21 09 08

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

NUCLEAR ENERGY LIABILITY EXCLUSION
ENDORSEMENT
(Broad Form)

This endorsement modifies insurance provided under the following:

COMMERCIAL AUTOMOBILE COVERAGE PART
COMMERCIAL GENERAL LIABILITY COVERAGE PART
FARM COVERAGE PART
LIQUOR LIABILITY COVERAGE PART
MEDICAL PROFESSIONAL LIABILITY COVERAGE PART
OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART
POLLUTION LIABILITY COVERAGE PART
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
RAILROAD PROTECTIVE LIABILITY COVERAGE PART
UNDERGROUND STORAGE TANK POLICY

1. The insurance does not apply: C. Under any Liability Coverage, to "bodily injury"
A Under any Liability Coverage, to "bodily injury" or "property· damage" resulting from "hazard-
or "property damage": ous properties" of "nuclear material", if:
(1) With respect to which an "insured" under (1) The "nuclear material" (a) is at any "nuclear
the policy is also an insured under a nuc- facility" owned by, or operated by or on be-
lear energy liability policy issued by Nuclear half of, an "insured" or (b) has been dis-
Energy Liability Insurance Association, Mu- . charged or dispersed therefrom;
tual Atomic Energy Liabifity Underwriters, {2) The "nuclear material" is contained in
Nuclear Insurance Association of Canada "spent fuel" or "waste" at any time pos-
or any of their successors, or would be an sessed, handled, used, processed, stored,
insured under any such policy but for its transported or disposed of, by or on behalf
termination upon exhaustion of its limit of of an "insured~; or
liability; or (3) The "bodily injury" or "property damage"
(2) Resulting from the "hazardous properties" arises out of the furnishing by an Ninsured"
of "nuclear material" and with respect to of services, materials, parts or equipment in
which (a) any person or organization is re- connection with the planning, construction,
quired to maintain financial protection pur- maintenance, operation or use of any "nuc-
suant to the Atomic Energy Act of 1954, or lear facility", but if such facility is located
any law amendatory thereof, or (b) the "in- within the United States of America, its terri-
sured" is, or had this policy not been issued tories or possessions or Canada, this ex-
would be, entitled to indemnity from the clusion (3) applies only to "property dam-
United States of America, or any agency age" to such "nuclear facility" and any
thereof, under any agreement entered into property thereat.
by the United States of America, or any 2. As used in this endorsement:
agency thereof, with any person or organi-
zation. "Hazardous properties• includes radioactive, toxic
or explosive properties.
B. Under any Medical Payments coverage, to
expenses incurred with respect to "bodily in- "Nuclear material" means "source material", "spe-
jury" resulting from the "hazardous properties" cial nuclear material" or "by-product material".
of "nuclear material" and arising out of the op-
eration of a "nuclear facility" by any person or
organization.

JL 00 21 09 08 © ISO Properties, Inc., 2007 Page 1 of2 0

SUPP APP 0916
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 47 of 258 PageID 2617

"Source material", "special nuclear material", and (c) Any equipment or device used for the
"by-product material" have the meanings given processing, fabricating or alloying of "spe-
them in the Atomic Energy Act of 1954 or in any cial nuclear material" if at any time the total
law amendatory thereof. amount of such material in the custody of
"Spent fuel" means any fuel element or fuel com- the "insured" at the premises where such
ponent, solid or liquid, which has been used or ex- equipment or device is located consists of
posed to radiation in a "nuclear reactor". or contains more than 25 grams of pluto-
nium or uranium 233 or any combination
'Waste" means any waste material (a) containing thereof, or more than 250 grams of uranium
"by-product material" other than the tailings or 235;
wastes produced by the extraction or concentra-
tion of uranium or thorium from any ore processed (d) Any structure, basin, excavation, premises
primarily for its "source material" content, and (b) or place prepared or used for the storage or
resulting from the operation by any person or or- disposal of "waste";
ganization of any "nuclear facility'' included under and includes the site on which any of the foregoing
the first two paragraphs of the definition of "nuc- is located, all operations conducted on such site
lear facility". and all premises used for such operations.
"Nuclear facility" means: "Nuclear reactor" means any apparatus designed
(a) Any "nuclear reactor"; or used to sustain nuclear fission in a self-
supporting chain reaction or to contain a critical
(b) Any equipment or device designed or used mass of fissionable material.
for (1) separating the isotopes of uranium or
plutonium, (2) processing or utilizing "spent "Property damage" includes all forms of radioac-
fuel", or (3) handling, processing or packag- tive contamination of property.
ing "waste";

Page 2 of2 © ISO Properties, Inc., 2007 IL 00 2109 08 0

SUPP APP 0917
Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 48 of 258 PageID 2618

Privacy Statement

In applying for insurance products and services with Meadowbrook Insurance Group, Inc.'s
subsidiaries, you may have provided us with non-public personal information. Additionally, we
may seek additional information, such as your creditworthiness or credit history, from third party
reporting agencies. This information allows us to provide you with the best products and
customer service. Keeping your personal information private and secure, whether learned
directly from you or a third party reporting agency, is our priority.

The categories of non-public personal and financial information that we collect may include your
name, address, social security or employer identification number, assets, income, date of birth,
motor vehicle driving information and other information that is appropriate or necessary to
provide you with the insurance products and services that you request.

We do not disclose any non-public personal or financial information about you, unless permitted
or required by law or with your consent.

We may have shared this information with affiliated parties as permitted by law. We refer to and
use that information to issue and service your insurance policies, provide insurance services or
administer claims. We restrict access to your non-public personal and financial information to
those employees who need the information to provide you with products or services.

We maintain physical, electronic and procedural safeguards to protect your non-public personal
and financial information. These safeguards comply with federal and state regulations.

If you contact us at our website, "www. Meadowbrook.com" we do not use "cookies", which
many organizations use to track visitors' actions on their websites. Cookies are a general
mechanism that can store and retrieve information on your computer.

We value the relationship that we have established with current and former customers. Should
you have any comments or questions regarding our Privacy Policy, please contact us at 800-
482-2726.

This Privacy Policy applies to the following companies: (1) Meadowbrook Insurance Group, Inc.'s
insurance company subsidiaries (Star Insurance Company, Ameritrust Insurance Corporation, Savers
Property & Casualty Insurance Company, Williamsburg National Insurance Company, ProCentury
Insurance Company, and Century Surety Company}; (2) Crest Financial Corporation's subsidiaries; and
(3) Meadowbrook, Inc.'s subsidiaries,

PRIV 0001 1109 PAGE 1 OF 1

SUPP APP 0918
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 49 of 258 PageID 2619

NOTE TO AGENT:
It is required by federal law that you provide this document to the insured.
POLICYHOLDER DISCLOSURE NOTICE OF TERRORISM
INSURANCE COVERAGE
Coverage for acts of terrorism is included in your policy. You are hereby notified that under the Terrorism Risk Insurance Act as

amended in 2007, the definition of act of terrorism has changed. As defined in Section 102(1) of the Act The term "act of

terrorism" means any act that is certified by the Secretary of the Treasury-in concurrence with the Secretary of State, and the

Attorney General of the United States-to be an act of terrorism; to be a violent act or an act that is dangerous to human life,

property, or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of certain

air carriers or vessels or the premises of a United States mission; and to have been committed by an individual or individuals as

part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United

States Government by coercion. Under your coverage, any losses resulting from certified acts of terrorism may be partially

reimbursed by the United States Government under a formula established by the Terrorism Risk Insurance Act, as amended.

However, your policy may contain other exclusions which might affect your coverage, such as an exclusion for nuclear events.

Under the formula, the United States Government generally reimburses 85% of covered terrorism losses exceeding the statutorily

established deductible paid by the insurance company providing the coverage. The Terrorism Risk Insurance Act, as amended,

contains a $100 billion cap that limits US. Government reimbursement as well as insurers' liability for losses resulting from

certified acts of terrorism when the amount of such losses exceeds $100 billion in any one calendar year. If the aggregate insured

losses for all insurers exceed $100 billion, your coverage may be reduced.

THIS IS NOTIFICATION THAT UNDER THE TERRORISM RISK INSURANCE ACT, AS AMENDED, ANY LOSSES RESULTING FROM

CERTIFIED ACTS OF TERRORISM UNDER THE POLICY COVERAGE MAY BE PARTIALLY REIMBURSED BY THE UNITED STATES

GOVERNMENT, MAY BE SUBJECT TO A $100 BILLION CAP THAT MAY REDUCE THE COVERAGE AND THE POLICYHOLDER HAS BEEN

NOTIFIED OF THE PORTION OF THE PREMIUM ATTRIBUTABLE TO SUCH COVERAGE

The portion of your annual premium that is attributable to coverage for acts of terrorism is:

Property $ 0
Inland Marine $
Crime Excluded
General Liability $ 0
Garage Excluded
$
Total $ 0

Name of Insurer: Century Surety Company

Policy Number: CCP 672836
TRIA 0001 1008
Page 1 of1

SUPP APP 0919
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 50 of 258 PageID 2620

Century Surety Company
COMMERCIAL GENERAL LIABILITY COVERAGE PART DECLARATIONS

Policy No: CCP 672836 Effective Date: 09/21/2010 **
12:01 A.M. Standard Time
NAMED INSURED: PASTAZIOS PIZZA, INC.
LIMITS OF INSURANCE:
General Aggregate Limit (Other than Product-Completed Operations) $2,000,000

Products-Completed Operations Aggregate Limit $2,000,000

Personal and Advertising Injury Limit $1,000,000

Each Occurrence Limit $1,000,000

Damage to Premises. Rented to You $100,000 Any one Fire/
Occurrence
Medical Expense Limit $5,000 Any one Person

RETROACTIVE DATE: (CG 00 02, CGL 0002, CGL 1551 or CGL 1553)
Coverage A and B of this insurance does not apply to "bodily injury", "property damage", "personal and advertising injury",
"personal injury" or "advertising injury" which occurs before the retroactive date shown here: N/A

DEDUCTIBLE: PER CLAIM
$ 500 Bodily Injury Liability & Property Damage Liability Combined
(this deductible also applies to Personal and Advertising Injury Liability.)
Deductible also applies to Supplementary Payments - Coverages A and 8;
Defense Expenses Coverages A and B {form CGL 0002 only) [gj Yes 0 No

...OCATION OF ALL PREMISES YOU OWN, RENT OR OCCUPY:

5026 ADDISON CIRCLE
ADDISON, TX 75001-3332

PREMIUM RATE: ADVANCED PREMIUM
State Terr Code Classification Prem. Basis Prem. Ops. Pr/Co Pr/Co All Other
TX 001 16910 Restaurants-with sale of alcohOlic s) 527,461 3.430 0.373 $197 1,809
beverages that are less than 30% ofthe
annual receipts of the restaurants-with
table service
TX 001 58161 Liquor Liability- Restaurants with alcohol s} 69,000 9.683 668
less than 50% of the total sales Rated As:
Restaurants, Taverns, Hotels, Motels,
including package sales
TX 001 11039CATERERS S) 152,821 4.075 0.258 INCL 662
TX 001 49950ADDITIONAL INSURED- MANAGERS OR T) FLAT INCL
LESSORS OF PREMISES - PER CG2011
TX 001 49950ADDJTIONAL INSURED- DESIGNATED
PERSON OR ORGANIZATION - PER
n FLAT INCL

CG2026
WAIVER OF TRANSFER OR RIGHTS OF Flat INCL
RECEOVERY AGAINST US

CGL 1500 04/07 Page 1 of2

SUPP APP 0920
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 51 of 258 PageID 2621
Policy No: CCP 672836

NAMED INSURED: PASTAZIOS PIZZA, INC.
PREMIUM RATE: ADVANCED PREMIUM
State Terr Code Classification Prem. Basis Prem. Ops. PrfCo Pr/Co NIOther

Audit period is Annual Unless otherwise Stated
Total Advance Premium $ 3,336
TRIA Coverage $ 0
Minimum Premium for This Coverage Part $ 3,336
FORMS AND ENDORSEMENTS (other than applicable Forms and Endorsements shown elsewhere in the policy):
Forms and Endorsements applying to this Coverage Part and made part of this policy at time of issue:
See Attached Forms, GIL 15 008 02 02
"tnctuston of Date Optional
THESE DECLARATIONS ARE PART OF THE POLICY DECLARATIONS CONTAINING THE
NAME OF THIS INSURED AND THE POLICY PERIOD

CGL 150D 04107 Page 2 of2

SUPP APP 0921
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 52 of 258 PageID 2622

COMMERCIAL GENERAL LIABILITY
CG00011207

COMMERCIAL GENERAL LIABILITY COVERAGE FORM
Various provisions in this policy restrict coverage. b. This insurance applies to "bodily injury" and
Read the entire policy carefully to determine rights, "property damage" only if:
duties and what is and is not covered. {1) The ftbodily injury" or "property damage" is
Throughout this policy the words "you" and "your" caused by an "occurrence" that takes· place
refer to the Named Insured shown in the Declarations, in the "coverage territory";
and any other person or organization qualifying as a (2) The "bodily injury" or "property damage"
Named lnsl)red under this policy. The words "we", occurs during the policy period; and
"us" and "our'' refer to the company providing this
insurance. (3) Prior to the policy period, no insured listed
under Paragraph 1. of Section II - Who Is
The word "insl.lred" means any person or organization An Insured and no "employee" authorized
qualifying as such under Section II -Who Is An In- by you to give or receive notice of an "oc-
sured. currence" or claim, knew that the "bodily in-
Other words and phrases that appear in quotation jury" or "property damage" had occurred, in
marks have special meaning. Refer to Section V - whole or in part. If such a listed insured or
Definitions. authorized "employee" knew, prior to the
SECTION 1- COVERAGES policy period, that the. "bodily injury" or
"property damage" occurred, then any con-
COVERAGE A BOOILY INJURY AND PROPERTY tinuation, change or resumption of such
DAMAGE LIABILITY "bodily injury" or "property damage" during
1. Insuring Agreement or after the policy period will be deemed to
a. We will pay those sums that the insured be- have been known prior to the policy period.
comes legally obligated to pay as damages c. "Bodily injury" or "property damage" which
because of "bodily injury" or "property damage" occurs during the policy period and was not,
to which this insurance applies. We will have prior to the policy perlod, known to have oc-
the right and duty to defend the insured against curred by any insured listed under Paragraph
any "suit" seeking those damages. However, 1. of Section II - Who Is An Insured or any
we will have no duty to defend the insured "employee" authorized by you to give or re-
against any "suit" seeking damages for "bodily ceive notice of an "occurrence" or claim, in-
injury" or "property damage" to which this in- cludes any continuation, change or resumption
surance does not apply. We may, at our discre- of that "bodily injury" or "property damage" af-
tion, investigate any "occurrence" and settle ter the end of the policy period.
any claim or "suit" that may result. But: d. "Bodily injury" or "property damage" will be
(1) The amount we will pay for damages is deemed to have been known to have occurred
limited as described in Section Ill - Limits at the earliest time when any insured listed un-
Of Insurance; and der Paragraph 1. of Section II- Who Is An In-
(2) Our right and duty to defend ends when we sured or any "employee" authorized by you to
have used up the applicable limit of insur- give or receive notice of an "occurrence" or
ance in the payment of judgments or set- claim:
tlements under Coverages A or B or medi- (1) Reports all, or any part, of the "bodily injury"
cal expenses under Coverage C. or "property damage" to us or any other in-
surer;
No other obligation or liability to pay sums or
perform acts or services is covered unless ex- (2) Receives a written or verbal demand or
plicitly provided for under Supplementary Pay- claim for damages because of the "bodily
ments - Coverages A and B. injury" or "property damage"; or
{3) Becomes aware by any other means that
"bodily injury" or "property damage" has oc-
curred or has begun to occur.

CG00011207 · ©ISO Properties, Inc., 2006 Page 1 of16 0

SUPP APP 0922
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 53 of 258 PageID 2623

e. Damages because of "bodily injury" include c. Liquor Liability
damages claimed by any person or organiza- "Bodily injury" or "property damage" for which
tion for care, loss of services or death resulting any insured may be held liable by reason ot
at any time from the "bodily injury".
(1) Causing or contributing to the intoxication of
2. Exclusions any person;
This insurance does not apply to: (2) The furnishing of alcoholic beverages to a
a. Expected Or Intended Injury person under the legal drinking age or un-
"Bodily injury" or "property damage" expected der the influence of alcohol; or
or intended from the standpoint of the insured. (3) Any statute, ordinance or regulation relating
This exclusion does not apply to "bodily injury" to the sale, gift, distribution or use of alco-
resulting from the use of reasonable force to holic beverages.
protect persons or property. This exclusion applies only if you are in the
b. Contractual Liability business of manufacturing, distributing, selling,
"Bodily injury" or "property damage" for which serving or furnishing alcoholic beverages.
the insured is obligated to pay damages by d. Workers' Compensation And Similar Laws
reason of the assumption of liability in a con- Any obligation of the insured under a workers'
tract or agreement. This exclusion does not compensation, disability benefits or unem-
apply to liability for damages: ployment compensation law or any similar law.
(1) That the insured would have in the absence e. E~ployer's Liability
of the contract or agreement; or
nBodify injury" to:
(2) Assumed in a contract or agreement that is
an "insured contract", provided the "bodily (1) An Remployee" of the insured arising out of
injury" or "property damage" occurs subse- and in the course ot
quent to the execution of the contract or (a) Employment by the insured; or
agreement. Solely for the purposes of lia-
{b) Performing duties related to the conduct
bility assumed in an "insured contract", rea-
of the insured's business; or
sonable attorney fees and necessary litiga-
tion expenses incurred by or for a party (2) The spouse, child, parent, brother or sister
other than an insured are deemed to be of that "employee" as a consequence of Pa-
damages because of "bodily injury" or ragraph (1) above.
"property damage", provided: This exclusion applies whether the insured
(a) Liability to such party for, or for the cost may be liable as an employer or in any other
of, that party's defense has also been capacity and to any obligation to share damag-
assumed in the same "insured contract"; es with or repay someone else who must pay
and damages because of the injury.
(b) Such attorney fees and litigation ex- This exclusion does not apply to liability as-
penses are for defense of that party sumed by the insured under an "insured con-
against a civil or alternative dispute res- tract".
olution proceeding in which damages to
which this insurance applies are alleged.

Page 2 of 16 © ISO Properties, Inc., 2006 CG 00 0112 07 Cl

SUPP APP 0923
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 54 of 258 PageID 2624

f. Pollution (d) At or from any premises, site or location
(1) "Bodily injury" or "property damage" arising on which any insured or any contractors
out of the actual, alleged or threatened dis- or subcontractors working directly or in-
charge, dispersal, seepage, migration, re- directly on any insured's behalf are per-
lease or escape of "pollutants": forming operations if the "pollutants" are
brought on or to the premises, site or lo-
(a) At or from any premises, site or location cation in connection with such opera-
which is or was at any time owned or tions by such insured, contractor or sub-
occupied by, or rented or loaned to, any contractor. However, this subparagraph
insured. However, this subparagraph does not apply to:
does not apply to:
(i) "Bodily injury" or "property damage"
(i) "Bodily injury'' if sustained within a arising out of the escap~ of fuels, lu-
building and caused by smoke, bricants or other operating fluids
fumes, vapor or soot produced by or which are needed to perform the
originating from equipment that . is normal electrical, hydraulic ·or me-
used to heat, cool or dehumidify the chanical functions necessary for the
building, or equipment that is used to operation of "mobile equipment" or
heat water for personal use, by the its parts, if such fuels, lubricants or
building's occupants or their guests; other operating fluids escape from a
(ii) "Bodily injury" or "property damage" vehicle part designed to hold, store
for which you may be held liable, if or receive them. This exception does
you are a contractor and the owner not apply if the "bodily injury'' or
or lessee of such premises, site or "property damage" arises out of the
location has been added to your pol- intentional discharge, dispersal or re-
icy as an additional insured with re- lease of the fuels, lubricants or other
spect to your ongoing operations operating fluids, or if such fuels, lu-
performed for that additional insured bricants or other operating fluids are
at that premises, site or location and brought on or to the premises, site or
such premises, site or location is not location with the intent that they be
and never was owned or occupied discharged, dispersed or released as
by, or rented or loaned to, any in- part of the operations being per-
sured, other than that additional in- formed by such insured, contractor
sured; or or subcontractor;
(iii) "Bodily injury" or "property damage" (ii) "Bodily injury" or "property damage"
arising out of heat, smoke or fumes sustained within a building and
from a "hostile fire"; caused by the release of gases,
(b) At or from any premises, site or location fumes or vapors from materials
which is or was at any time used by or brought into that building in connec-
for any insured or others for the han- tion with operations being performed
dling, storage, disposal, processing or by you or on your behalf by a con-
treatment of waste; tractor or subcontractor; or
(c} Which are or were at any time trans- (iii) "Bodily injury" or "property damage"
ported, handled, stored, treated, dis- arising out of heat, smoke or fumes
posed of, or processed as waste by or from a "hostile fire".
for: (e) At or from any premises, site or location
{i) Any insured; or on which any insured or any contractors
or subcontractors working directly or in-
(ii) Any person or organization for whom directly on any insured's behalf are per-
you may be legally responsible; or forming operations if the operations are
to test for, monitor, clean up, remove,
contain, treat, detoxify or neutralize, or
in any way respond to, or assess the ef-
fects of, "pollutants".

CG 00 0112 07 ©ISO Properties, Inc., 2006 Page 3 of 16 D

SUPP APP 0924
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 55 of 258 PageID 2625

· (2) Any loss, cost or expense arising out of (5) "Bodily injury" or "property damage" arising
any: out of:
(a) Request, demand, order or statutory or (a) The operation of machinery or equip-
regulatory requirement that any insured ment that is attached to, or part of, a
or others test for, monitor, clean up, re- land vehicle that would qualify under the
move, contain, treat, detoxify or neutral- definition of "mobile equipment" if it were
ize, or in any way respond to, or assess not subject to a compulsory or financial
the effects of, "pollutants"; or responsibility law or other motor vehicle
(b) Claim or "suit" by or on behalf of a go- insurance law in the state where it is li-
vernmental authority for damages be- censed or principally garaged; or
cause of testing for, monitoring, cleaning (b) the operation of any of the machinery or
up, removing, containing, treating, de- equipment listed in Paragraph f.(2) or
toxifying or neutralizing, or in any way f.(3) of the definition of "mobile equip-
responding to, or assessing the effects ment".
of, "pollutants". h. Mobile Equipment
However, this paragraph does not apply to "Bodily injury" or "property damage" arising out
liability for damages because of "property of:
damage" that the insured would have in the
absence of such request, demand, order or (1) The transportation of "mobile equipmenf' by
statutory or regulatory requirement, or such an "auto" owned or operated by or rented or
claim or Nsuit" by or on behalf of a govern- loaned to any insured; or
mental authority. (2) The use of "mobile equipment" in, or while
g. Aircraft, Auto Or Watercraft in practice for, or while being prepared for,
any prearranged racing, speed, demolition,
"Bodily injury" or "property damage" arising out or stunting activity.
of the ownership, maintenance, use or en-
trustment to others of any aircraft, "auto" or wa- i. War
tercraft owned or operated by or rented or "Bodily injury" or "property damage'', however
loaned to any insured. Use includes operation caused, arising, directly or indirectly, out of:
and "loading or unloading".
(1) War, including undeclared or civil war;
This exclusion applies even if the claims
(2) Warlike action by a military force, including
against any insured allege negligence or other
action in hindering or defending against an
wrongdoing in the supervision, hiring, employ-
actual or expected attack, by any govern-
ment, training or monitoring of others by that
ment, sovereign or other authority using
insured, if the "occurrence" which caused the
military personnel or other agents; or
"bodily injury" or "property damage" involved
the ownership, maintenance, use or entrust- (3) Insurrection, rebellion, revolution, usurped
ment to others of any aircraft, "auto" or water- power, or action taken by governmental au-
thority in hindering or defending against any
craft that is owned or operated by or rented or
loaned to any insured. of these.
This exclusion does not apply to: j. Damage To Property
(1) A watercraft while ashore on premises you "Property damage" to:
· own or rent; (1) Property you own, rent, or occupy, including
(2) A watercraft you do not own that is: any costs or expenses incurred by you, or
any other person, organization or entity, for
(a) Less than 26 feet long; and
repair, replacement, enhancement, restora-
(b) Not being used to carry persons or tion or maintenance of such property for
property for a charge; any reason, including prevention of injury to
(3) Parking an "autou on, or on the ways next a person or damage to another's property;
to, premises you own or rent, provided the (2) Premises you sell, give away or abandon, if
"auto" is not owned by or rented or loaned the "property damage" arises out of any
to you or the insured; part of those premises;
(4) Liability assumed under any "insured con- (3) Property loaned to you;
tract" for the ownership, maintenance or
(4) Personal property in the care, custody or
use of aircraft or watercraft; or
control of the insured;

Page 4 of 16 © ISO Properties, Inc., 2006 CG00011207 D

SUPP APP 0925
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 56 of 258 PageID 2626

(5) That particular part of real property on This exclusion does not apply to the loss of use
which you or any contractors or subcontrac- of other property arising out of sudden and ac-
tors working directly or indirectly on your cidental physical injury to "your product" or
behalf are performing operations, if the "your work" after it has been put to its intended
"property damage" arises out of those op- use.
erations; or n. Recall Of Products, Work Or Impaired
(6) That particular part of any property that Property
must be restored, repaired or replaced be- Damages claimed for any loss, cost or ex-
cause "your work" was incorrectly per- pense incurred by you or others for the Joss of
formed on it. use, withdrawal, recall, inspection, repair, re-
Paragraphs {1 ), (3) and (4) of this exclusion do placement, adjustment, removal or disposal of:
not apply to "property damage" (other than {1) "Your product";
damage by fire) to premises, including the con-
tents of such premises, rented to you for a pa- (2) "Your work"; or
riod of 7 or fewer consecutive days. A separate (3) "Impaired property'';
limit of insurance applies to Damage To Pre-
if such product, work, or property is withdrawn
mises Rented To You as described in Section
or recalled from the market or from use by any
Ill - Limits Of Insurance. person or organization because of a known or
Paragraph (2) of this exclusion does not apply suspected defect, deficiency, inadequacy or
if the premises are "your work" and were never dangerous condition in it.
occupied, rented or held for rental by you.
o. Personal And Advertising Injury
Paragraphs (3), (4), (5) and (6) of this exclu-
"Bodily injury" arising out of ~personal and ad-
sion do not apply to liability assumed under a
vertising injury".
sidetrack agreement.
p. Electronic Data
· Paragraph (6) of this exclusion does not apply
to "property damage" included in the "products- Damages arising out of the loss of, loss of use
completed operations hazard". of, damage to, corruption of, inability to access,
or inability to manipulate electronic data.
k. Damage To Your Product
As used in this exclusion, electronic data
"Property damage" to "your product" arising out
means information, facts or programs stored as
of it or any part of it. or on, created or used on, or transmitted to or
I. Damage To Your Work from computer software, including systems and
"Property damage" to "your work" arising out of applications software, hard or floppy disks, CD-
it or any part of it and included in the "products- ROMS, tapes, drives, cells, data processing
completed operations hazard". devices or any other media which are used
with electronically controlled equipment.,
This exclusion does not apply if the damaged
work or the work out of which the damage aris- q. Distribution Of Material In Violation Of
es was perfollTled on your behalf by a subcon- Statutes
tractor. "Bodily injury" or "property damage" arising di-
m. Dame~geTo Impaired Property Or Property rectly or indirectly out of any action or omission
Not Physically Injured that violates or is alleged to violate:
"Property damage" to "impaired property" or {1) The Telephone Consumer Protection Act
property that has not been physically injured, (TCPA}, including any amendment of or
arising out of: addition to such law; or
(1) A defect, deficiency, inadequacy or danger- (2) The CAN-SPAM Act of 2003, including any
ous condition in "your product" or "your amendment of or addition to such law; or
work"; or {3) Any statute, ordinance or regulation, other
{2) A delay or failure by you or anyone acting than the TCPA or CAN-SPAM Act of 2003,
on your behalf to perform a contract or that prohibits or limits the sending, transmit-
agreement in accordance with its terms. ting, communicating or distribution of ma-
terial or information.

CG 00 0112 07 © ISO Properties, Inc., 2006 Page 5 of16 D

SUPP APP 0926
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 57 of 258 PageID 2627

Exclusions c. through n. do not apply to damage c. Material Published Prior To Policy Period
by fire to premises while rented to you or tempora- nPersonal and advertising injury" arising out of
rily occupied by you with permission of the owner. oral or written publication of material whose
A separate limit of insurance applies to this cover- first publication took place before the beginning
age as described in Section Ill - Limits Of Insur- of the policy period.
ance.
d. Criminal Acts
COVERAGE B PERSONAL AND ADVERTISING
INJURY LIABILITY "Personal and advertising injury" arising out of
a criminal act committed by or at the direction
1. Insuring Agreement of the insured.
a. We will pay those sums that the insured be- e. Contractual Liability
comes legally obligated to pay as damages
because of "personal and advertising injury" to "Pen;onal and advertising injury" for which the
which this insurance applies. We will have the insured has assumed liability in a contract or
right and duty to defend the insured against agreement. This exclusion does not apply to
any "suit" seeking those damages. However, liability for damages that the insured would
we will have no duty to defend the insured have in the absence of the contract or agree-
against any "suit" seeking damages for "per- ment.
sonal and advertising injury" to which this in- f. Breach Of Contract
surance does not apply. We may, at our discre- "Personal and advertising injury" arising out of
tion, investigate any offense and settle any a breach of contract, except an implied con-
claim or "suit" that may result. But: ·
tract to use another's advertising idea in your
(1) The amount we will pay for damages is "advertisement".
limited as described in Section Ill - Limits g. Quality Or Performance Of Goods - Failure
Of Insurance; and To Conform To Statements
(2) Our right and duty to defend end when we "Personal and advertising injury'' arising out of
have used up the applicable limit of insur- the failure of goods, products or services to
ance in the payment of judgments or set- conform with any statement of quality or per-
tlements under Coverages A or B or medi- formance made in your "advertisement".
cal expenses under Coverage C.
h. Wrong Description Of Prices
No other obligation or liability to pay sums or
perform acts or services is covered unless ex- "Personal and advertising injury'' arising out of
plicitly provided for under Supplementary Pay- the wrong description of the price of goods,
ments - Coverages A and B. products or services stated in your "advertise-
ment".
b. This insurance applies to "personal and adver-
tising injury'' caused by an offense arising out i. Infringement Of Copyright, Patent,
of your business but only if the offense was Trademark Or Trade Secret
committed in the "coverage territory'' during the "Personal and advertising injury" arising out of
policy period. the infringement of copyright, patent, trade-
2. Exclusions mark, trade secret or other intellectual property
rights. Under this exclusion, such other intellec-
This insurance does not apply to: tual property rights do not include the use of
a. Knowing Violation Of Rights Of Another another's advertising idea in your "advertise-
"Personal and advertising injury" caused by or ment".
at the direction of the insured with the know- However, this exclusion does not apply to in-
ledge that the act would violate the rights of fringement, in your "advertisement", of copy-
another and would inflict "personal and adver- right, trade dress or slogan.
tising injury". j. Insureds In Media And Internet Type
b. Material Published With Knowledge Of Businesses
Falsity "Personal and advertising injury" committed by
"Personal and advertising injury'' arising out of an insured whose business is:
oral or written publlcation of material, if done by (1) Advertising, broadcasting, publishing or
or at the direction of the insured with know-
telecasting;
ledge of its falsity.
(2) Designing or determining content of web-
sites for others; or

Page 6 of16 © ISO Properties, Inc., 2006 CG 00 0112 07 0

SUPP APP 0927
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 58 of 258 PageID 2628

(3) An Internet search, access, content or (3) · Insurrection, rebellion, revolution, usurped
service provider. power, or action taken by governmental au-
However, this exclusion does not apply to Pa- thority in hindering or defending against any
ragraphs 14.a., b. and c. of "personal and ad- of these.
vertising injury" under the Definitions Section. p. Distribution Of Material In Violation Of
For the purposes of this exclusion, the placing Statutes
of frames, borders or links, or advertising, for "Personal and advertising injury" arising direct-
you or others anywhere on the Internet, is not ly or indirectly out of any action or omission
by itself, considered the business of advertis- that violates or is alleged to violate:
ing, broadcasting, publishing or telecasting. {1) The Telephone Consumer Protection Act
k. Electronic Chatrooms Or Bulletin Boards (TCPA), including any amendment of or
"Personal and advertising injury" arising out of addition to such law; or
an electronic chatroom or bulletin board the in- (2) The CAN-SPAM Act of 2003, including any
sured hosts, owns, or over which the insured amendment of or addition to such law; or
exercises control. {3) Any statute, ordinance or regulation, other
I. Unauthorized Use Of Another's Name Or than the TCPA or CAN-SPAM Act of 2003,
Product that prohibits or limits the sending, transmit-
"Personal and advertising injury" arising out of ting, communicating or distribution of ma-
the unauthorized use of another's name or terial or information.
product in your e-mail address, domain name COVERAGE C MEDICAL PAYMENTS
or metatag, or any other similar tactics to mis- 1. Insuring Agreement
lead another's potential customers.
a. We will pay medical expenses as described
m. Pollution below for "bodily injury" caused by an accident:
"Personal and advertising injury" arising out of (1) On premises you own or rent;
. the actual, alleged or threatened discharge,
dispersal, seepage, migration, release or es- {2) On ways next to premises you own or rent;
cape of "pollutants" at any time. or
n. Pollution-Related (3) Because of your operations;
Any loss, cost or expense arising out of any: provided that:
(1) Request, demand, order or statutory or (a) The accident takes place in the "cover-
regulatory requirement that any insured or age territory" and during the policy pe-
others test for, monitor, clean up, remove, riod;
contain, treat, detoxify or neutralize, or in (b) The expenses are incurred and reported
any way respond to, or assess the effects to us within one year of the date of the
of, "pollutants"; or · accident; and
(2) Claim or suit by or on behalf of a govern- {c) The injured person submits to examina-
mental authority for damages because of tion, at our expense, by physicians of
testing for, monitoring, cleaning up, remov- our choice as often as we reasonably
ing, containing, treating, detoxifying or neu- require.
tralizing, or in any way responding to, or
b. We will make these payments regardless of
assessing the effects of, "pollutants".
fault. These payments will not exceed the ap-
o. War plicable limit of insurance. We will pay reason-
"Personal and advertising injury", however able expensl;)s for.
caused, arising, directly or indirectly, out of: (1) First aid administered at the time of an
(1} War, including undedared or civil war; accident;
(2) Warlike action by a military force, including (2). Necessary medical, surgical, x-ray and
action in hindering or defending against an dental services, including prosthetic devic-
actual or expected attack, by any govern- es; and
ment, sovereign or other authority using {3) Necessary ambulance, hospital, profes-
military personnel or other agents; or sional nursing and funeral services.

CG 00 0112 07 ©ISO Properties, Inc., 2006 Page 7 of 16 [J

SUPP APP 0928
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 59 of 258 PageID 2629

2. Exclusions f. Prejudgment interest awarded against the
We will not pay expenses for "bodily injury": insured on that part of the judgment we pay. If
we make an offer to pay the applicable limit of
a. Any Insured insurance, we will not pay any prejudgment in-
To any insured, except "volunteer workers". terest based on that period of time after the of-
fer.
b. Hired Person
g. All interest on the full amount of any judgment
To a person hired to do work for or on behalf of
that accrues after entry of the judgment and
any insured or a tenant of any insured.
before we have paid, offered to pay, or depo-
c. Injury On Normally Occupied Premises sited in court the part of the judgment that is
To a person injured on that part of premises within the applicable limit of insurance.
you own or rent that the person normally occu- These payments will not reduce the limits of insur-
pies. ance.
d. Workers Compensation And Similar Laws 2. If we defend an insured against a "suit" and an
To a person, whether or not an "employee" of indemnitee of the insured is also named as a party
any insured, if benefits for the "bodily injury'' to the "suit", we will defend that indemnitee if all of
are payable or must be provided under a work- the following conditions are met:
ers' compensation or disability benefits law or a a. The "suit" against the indemnitee seeks dam-
similar law. ages for which the insured has assumed the
e. Athletics Activities liability of the indemnitee in a contract or
agreement that is an "insured contract";
To a person injured while practicing .. instructing
or participating in any physical exercises or b. This insurance applies to such liability as-·
games, sports, or athletic contests. sumed by the insured;
f. Products-Completed Operations Haz;ard c. The obligation to defend; or the cost of the
defense of, that indemnitee, has also been as-
Included within the "products-completed opera- sumed by the insured in the same "insured
tions hazard". contract"; ·
g. Coverage A Exclusions d. The allegations in the Rsuit" and the infonnation
Excluded under Coverage A. we know about the "occurrence" are such that
SUPPLEMENTARY PAYMENTS- COVERAGES A no conflict appears to exist between the inter-
ANOB ests of the insured and the interests of the in-
demnitee;
1. We will pay, with respect to any claim we investi-
gate or settle, or any "suit" against an insured we e. The indemnitee and the insured ask us to
defend: conduct and control the defense of that indem-
nitee against such "suit" and agree that we can
a. All expenses we incur. assign the same counsel to defend the insured
b. Up to $250 for cost of bail bonds required and the indemnitee; and
because of accidents or traffic law violations f. The indemnitee:
arising out of the use of any vehicle to which
the Bodily Injury Liability Coverage applies. We (1) Agrees in writing to:
do not have to furnish these bonds. (a) Cooperate with us in the investigation,
c. The cost of bonds to release attachments, but seWement or defense of the "suit";
only for bond amounts within the applicable (b) Immediately send us copies of any
limit of insurance. We do not have to furnish demands, notices, summonses or legal
these bonds. papers received in connection with the
d. All reasonable expenses incurred by the in- "suit";
sured at our request to assist us in the investi- (c) Notify any other insurer whose coverage
gation or defense of the claim or "suit", ·includ- is available to the indemnitee; and
ing actual loss of earnings up to $250 a day (d) Cooperate with us with respect to coor-
because of time off from work. dinating other applicable insurance
e. All court costs taxed against the insured in the available to the indemnitee; and
"suit". However, these payments do not include (2) Provides us with written authorization to:
attorneys' fees or attorneys' expenses taxed
against the insured. (a) Obtain records and other infonnation
related to the "suit"; and

Page 8 of16 © ISO Properties, Inc., 2006 CG 00 0112 07 0

SUPP APP 0929
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 60 of 258 PageID 2630

(b) Conduct and control the defense of the 2. Each of the following is also an insured:
indemnitee in such "suit". a. Your "volunteer workers" only while performing
So .long as the above conditions are met, attor- duties related to the conduct of your business,
neys' fees incurred by us in the defense of that in- or your "employees", other than either your
demnitee, necessary litigation expenses incurred "executive officers" {if you are an organization
by us and necessary litigation expenses incurred other than a partnership, joint venture or limited
by the indemnitee at our request will be paid as liability company) or your managers (if you are
Supplementary Payments. Notwithstanding the a limited liability company), but only for acts
provisions of Paragraph 2.b.{2) of Section I - within the scope of their employment by you or
Coverage A - Bodily Injury And Property Damage while performing duties related to the conduct
Liability, such payments will not be deemed to be of your business. However, none of these "em-
damages for "bodily injury" and "property damage" ployees" or "volunteer workers" are insureds
and will not reduce the limits of insurance. for:
Our obligation to defend an insured's indemnitee- {1) "Bodily injury" or "personal and advertising
and to pay for attorneys' fees and necessary litiga- injury":
tion expenses as Supplementary Payments ends (a) To you, to your partners or members (if
when we have used up the appticable limit of in- you are a partnership or joint venture),
surance in the payment of judgments or settle- to your members {if you are a limited
ments or the conditions set forth above, or the liability company), to a co-"employee"
terms of the agreement described in Paragraph f. while in the course of his or her em-
above, are no longer met. ployment or performing duties related to
SECTION II- WHO IS AN INSURED the conduct of your business, or to your
1. If you are designated in the Declarations as: other "volunteer workers" while perform-
ing duties related to the conduct of your
a. An indiVidual, you and your spouse are insu- business;
reds, but only with respect to the conduct of a
business of which you are the sole owner. {b) To the spouse, child, parent, brother or
sister of that co-"employee" or "volun-
b. A partnership or joint venture, you are an in- teer worker" as a consequence of Para-
sured. Your members, your partners, and their graph (1){a) above;
spouses are also insureds, but only· with re-
spect to the conduct of your business. {c) For which there is any obligation to
share damages with or repay someone
c. A limited liability company, you are an insured. else who must pay damages because of
Your members are also insureds, but only with the injury described in Paragraphs {1)(a)
respect to the conduct of your business. Your or (b) above; or
managers are insureds, but only with respect
·to. their duties as your managers. (d) Arising out of his or her providing or
failing to provide professional health
d. An organization other than a partnership, joint care services.
venture or limited liability company, you are an
insured. Your "executive officers" and directors (2) "Property damage" to property:
are insureds, but only with respect to their du- (a) Owned, occupied or used by,
ties as your officers or directors. Your stock- (b) Rented to, in the care, custody or con-
holders are also insureds, but only with respect trol of, or over which physical control is
to their liability as stockholders. being exercised for any purpose by
e. A trust, you are an insured. Your trustees are you, any of your "employees", "volunteer
also insureds, but only with respect to their du- workers", any partner or member (if you are
ties as trustees. a partnership or joint venture), or any mem-
ber (if you are a limited liability company).

CG 000112 07 © ISO Properties, Inc., 2006 Page 9 of 16 [J

SUPP APP 0930
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 61 of 258 PageID 2631

b. Any person (other than your "employee" or 3. The Products-Completed Operations Aggregate
"volunteer worker"), or any organization while Limit is the most we will pay under Coverage A for
acting as your real estate manager. damages because of "bodily injury" and "property
c. Any person or . organization having proper damage• included in the "products-completed op-
temporary custody of your property if you die, erations hazard".
but only: 4. Subject to Paragraph 2. above, the Personal and
(1) With respect to liability arising out of the Advertising Injury Limit is the most we will pay un-
maintenance or use of that property; and der Coverage B for the sum of all damages be-
cause of all "personal and advertising injury'' sus-
(2) Until your legal representative has been .tained by any one person or organization.
appointed.
5. Subject to Paragraph 2. or 3. above, whichever
d. Your legal representative if you die, but only applies, the Each Occurrence Limit is the most we
with respect to duties as such. That represent- will pay for the sum of:
ative will have all your rights and duties under
this Coverage Part. a. Damages under Coverage A; and
3. Any organization you newly acquire or form, other b. Medical expenses under Coverage C
than a partnership, joint venture or limited liability because of all "bodily injury" and "property dam·
company, and over which you maintain ownership age" arising out of any one "occurrence''.
or majority interest, will qualify as a Named In- 6. Subject to Paragraph 5. above, the Damage To
sured if there is no other similar insurance availa- Premises Rented To You Limit is the most we will
ble to that organization. However:· pay under Coverage A for damages because of
a. Coverage under this provision is afforded only "property damage" to any one premises, while
until the 90th day after you acquire or form the rented to you, or in the case of damage by fire,
organization or the end of the policy period, while rented to you or temporarily occupied by you
whichever is earlier; with permission of the owner.
b. Coverage A does not apply to "bodily injury" or 7. Subject to Paragraph 5. above, the Medical Ex-
"property damage" that occurred before you pense Limit is the most we will pay under Cover-
acquired or formed the organization; and age C for all medical expenses because of "bodily
c. Coverage B does not apply to "personal and injury" sustained by any one person.
advertising injury" arising out of an offense The Limits of Insurance of this Coverage Part apply
committed before you acquired or formed the separately to each consecutive annual period and to
organization. any remaining period of less than 12 months, starting
No person or organization is an insured with respect with the beginning of the policy period shown in the
to the conduct of any current or past partnership, joint Declarations, unless the policy period is extended
venture or limited liability company that is not shown after issuance for an additional period of less than 12
as a Named Insured in the Declarations. months. In that case, the additional period will be
deemed part of the last preceding period for purposes
SECTION 111 -LIMITS OF INSURANCE of determining the Limits of Insurance.
1. The Limits of Insurance shown in the Declarations SECTION IV- COMMERCIAL G~NERAL LIABILITY
, and the rules below fix the most we will pay re- CONDITIONS
gardless of the number of:
1. Bankruptcy
a. Insureds;
Bankruptcy or insolvency of the insured or of the
b. Claims made or "suits" brought; or insured's estate will not relieve us of our obliga-
c. Persons or organizations making claims or tions under this Coverage Part.
bringing "suits" .. 2. Duties In The Event Of Occurrence, Offense,
2. The General Aggregate Limit is the most we will Claim Or Suit
pay for the sum of: a. You must see to it that we are notified as soon
a. Medical expenses under Coverage C; as practicable of an "occurrence" or an offense
which may result in a claim. To the extent
b. Damages under Coverage A, except damages
because of "bodily injury" or "property damage" possible, notice should include:
included in the "products-completed operations {1) How, when and where the "occurrence" or
hazard"; and offense took place; ·
c. Damages under Coverage B. (2) The names and addresses of any injured
persons and witnesses; and

Page 10 of16 © ISO Properties, Inc., 2006 · CG 00011207 []

SUPP APP 0931
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 62 of 258 PageID 2632

(3) The nature and location of any injury or 4. Other Insurance
damage arising out of the "occurrence" or If other valid and collectible insurance is available
offense. to the insured for a loss we cover under Coverag-
b. If a claim is made or "suit" is brought against es A or B of this Coverage Part, our obligations
any insured, you must: are limited as follows:
(1) Immediately record the specifics of the a. Primary Insurance
claim or "suit" and the date received; and This insurance is primary except when Para-
(2) Notify us as soon as practicable. graph. b. below applies. If this insurance is pri-
You must see to it that we receive written no- mary, our obligations are not affected unless
tice of the claim or "suit" as soon al) practica- any of the other insurance is also primary.
ble. Then, we will share with all that other insur-
ance by the method described in Paragraph c.
c. You and any other involved insured must: below.
(1) Immediately send us copies of any de- b. Excess Insurance
mands, notices, summonses or legal pa-
pers received in connection with the claim (1) This insurance is excess over:
or "suit"; (a) Any of the other insurance, whether
(2) Authorize us to obtain records and other primary, excess, contingent or on any
information; othe·r basis:
(3) Cooperate with us in the investigation or (i) That is Fire, Extended Coverage,
settlement of the claim or defense against Builder's Risk, Installation Risk or
the "suit"; and · similar coverage for "your work";
{4) Assist us, upon our request, in the en· (ii) That is Fire insurance for premises
forcement of any right against any person rented to you or temporarily occu-
or organization which may be liable to the pied by you with permission of the
insured because of injury or damage to owner;
which this insurance may also apply. (iii) That is insurance purchased by you
d. No insured will, except at that insured's own to cover your liability as a tenant for
cost, voluntarily make a payment, assume any "property damagen to premises
obligation, or incur any expense, other than for rented to you or temporarily occu-
first aid, without our consent. pied by you with permission of the
owner; or
3. Legal Action Against Us
(iv) If the loss arises out of the mainten-
No person or organization has a right under this ance or use of aircraft, "autos" or wa-
Coverage Part: tercraft to the extent not subject to
a. To join us as a party or-otherwise bring us into Exclusion g. of Section I - Coverage
a "suit" asking for damages from an insured; or A - Bodily Injury And Property Dam-
age Liability.
b. To sue us on this Coverage Part unless all of
its terms have been fully complied with. (b) Any other primary insurance available to
you covering liability for damages aris-
A person or organization may sue us to recover on
an agreed settlement or on a final judgment ing out of the premises or operations, or
the products and completed operations,
against an insured; but we will not be liable for
for which you have been added as an
damages that are not payable under the terms of
this Coverage Part or that are in excess of the ap- additional insured by attachment of an
endorsement.
plicable limit of insurance. An agreed settlement
means a settlement and release of liability signed (2) When this insurance is excess, we will have
by us, the insured and the claimant or the clai- no duty under Coverages A orB to defend
mant's legal representative. the insured against any "suit" if any other
insurer has a duty to defend the insured
against that "suit". If no other insurer de-
fends, we will undertake to do so, but we
will be entitled to the insured's rights
against all those other insurers.

CG00011207 ©ISO Properties, Inc., 2006 Page 11 of 16 []

SUPP APP 0932
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 63 of 258 PageID 2633

(3) When this insurance is excess over other c. We have issued this policy in reliance upon
insurance, we will pay only our share of the your representations.
amount of the loss, if any, that exceeds the 7. Separation Of Insureds
sum of:
Except with respect to the Limits of Insurance, and
{a) The total amount that all such other any rights or duties specifically assigned in this
insurance would pay for the loss in the Coverage Part to the first Named Insured, this in-
absence of this insurance; and surance applies:
(b) The total of all deductible and self- a. As if each Named Insured were the only
insured amounts under all that other in- Named Insured; and
surance.
b. Separately to each insured against whom claim
(4) We will share the remaining loss, if any, is made or "suit" is brought.
with any other insurance that is not de-
scribed in 1his Excess Insurance provision 8. Transfer Of Rights Of Recovery Against Others
and was not bought specifically to apply in To Us
excess of the Limits of Insurance shown in If the insured has rights to recover all or part of
the Declarations of this Coverage Part. any payment we have made under this Coverage
c. Method Of Sharing Part, those rights are transferred to us. The in-
sured must do nothing after loss to impair them. At
If all of the other insurance permits contribution our request, the insured will bring "suit" or transfer
by equal shares, we will follow this method al- those rights to us and help us enforce them.
so. Under this approach each insurer contri-
butes equal amounts until it has paid its appli- 9. When We Do Not Renew
cable limit of insurance or none of the loss If we decide not to renew this Coverage Part, we
remains. whichever comes first. will mail or deliver to the first Named Insured
If any of the other insurance does not permit shown in the Declarations written notice of the
contribution by equal shares, we will contribute nonrenewal not less than 30 days before the expi-
by limits. Under this method, each insurer's ration date.
share is based on the ratio of its applicable lim- If notice is mailed, proof of mailing will be sufficient
it of insurance to the total applicable limits of proof of notice.
insurance of all insurers. SECTION V- DEFINITIONS
5. Premium Audit 1. "Advertisement" means a notice that is broadcast
a. We will compute all premiums for this Cover- or published to the general public or specific mar-
age Part in accordance with our rules and ket segments about your goods, products or ser-
rates. vices for the purpose of attracting customers or
b. Premium shown in this Coverage Part as ad- supporters. For the purposes of this defmition:
vance premium is a deposit premium only. At a. Notices that are published include material
the close of each audit period we will compute placed on the Internet or on similar electronic
the earned premium for that period and send means of communication; and
notice to the first Named Insured. The due date b. Regarding web-sites, only that part of a web-
for audit and retrospective premiums is the site that is about your goods, products or ser-
date shown as the due date on the bill. If the vices for the purposes of attracting customers
sum of the advance and audit premiums paid or supporters is considered an advertisement.
for the policy period is greater than the earned
premium, we will return the excess to the first 2. "Auto" means:
Named Insured. a. A land motor vehicle, trailer or semitrailer de-
c. The first Named Insured must keep records of signed for travel on public roads, including any
the information we need for premium computa- attached machinery or equipment; or
tion, and send us copies at such times as we b. Any other land vehicle that is subject to a com-
may request. pulsory or financial responsibility law or other
6. Representations motor vehicle insurance law in the state where
it is licensed or principally garaged.
By accepting this policy, you agree:
However, "auto" does not include "mobile equip-
a. The statements in the Declarations are accu- ment".
rate and complete;
b. Those statements are based upon representa-
tions you made to us; and

Page 12 of16 © ISO Properties, Inc., 2006 CG 00 0112 07 0

SUPP APP 0933
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 64 of 258 PageID 2634

3. "Bodily injury'' means bodily injury, sickness or 9. "Insured contract" means:
disease sustained by a person, including death re- a. A contract for a lease of premises. However,
sulting from any of these at any time. that portion of the contract for a lease of pre-
4. "Coverage territory" means: mises that indemnifies any person or organiza-
a. The United States of America (including its tion for damage by fire to premises while
territories and possessions), Puerto Rico and rented to you or temporarily occupied by you
Canada; with permission of the owner is not an "insured
contract";
b. International waters or airspace, but only if the
injury or damage occurs in the course of travel b. A sidetrack agreement;
or transportation between any places included c. Any easement or license agreement, except in
in Paragraph a. above; or connection with construction or demolition op-
c. All other parts of the world if the injury or dam- erations on or within 50 feet of a railroad;
age arises out of: d. An obligation, as required by ordinance, to
{1) Goods or products made or sold by you in indemnify a municipality, except in connection
the territory described in Paragraph a. with work for a municipality;
above; e. An elevator maintenance agreement:
(2) The activities of a person whose home is in f. That part of any other contract or agreement
the territory described in Paragraph a. pertaining to your business (including an in~
above, but is away for a short time on your damnification of a municipality in connection
business; or with work performed for a municipality) under
(3) "Personal and advertising injury" offenses which you assume the tort liability of another
that take place through the Internet or simi- party to pay for "bodily injury" or "property
lar electronic means of communication damage" to a third person or organization. Tort
liability means a liability that would be imposed
provided the insured's responsibility to pay dam- by law in the absence of any contract or
ages is determined in a "suit" on the merits, in the agreement.
territory descri~ed in Paragraph a. above or in a
settlement we agree to. Paragraph f. does not include that part of any
contract or agreement:..
5. "Employee" includes a "leased worker". "Em-
ployee" does not include a "temporary worker". {1) That indemnifies a railroad for "bodily injury"
or "property damage" arising out of con-
6. "Executive officer" means a person holding any of struction or demolition operations, within 50
the officer positions created by your charter, con- feet of any railroad property and affecting
stitution, by-laws or any other similar governing any railroad bridge or trestle, tracks, road-
document. beds, tunnel, underpass or crossing;
7. "Hostile fire" means one which becomes uncon- (2) That indemnifies an architect, engineer or
trollable or breaks out from where it was intended surveyor for injury or damage arising out of:
to be.
(a) Preparing, approving, or failing to pre-
8. "Impaired property" means tangible property, other pare or approve, maps, shop drawings,
than "your product" or "your work", that cannot be opinions, reports, surveys, field orders,
used or is less useful because: change orders or drawings and specifi-
a. It incorporates "your product" or "your work" cations; or
that is known or thought to be defective, defi- (b) Giving directions or instructions, or
cient, inadequate or dangerous; or failing to give them, if that is the primary
b. You have failed to fulfill the terms of a contract cause of the injury or damage; or
or agreement; (3) Under which the insured, if an architect,
if such property can be restored to use by the re- engineer or surveyor, assumes liability for
pair, replacement, adjustment or removal of "your an injury or damage arising out of the in-
product" or "your work" or your fulfilling the terms sured's rendering. or failure to render pro-
of the contract or agreement. fessional services, including those listed in
(2) above and supervisory, inspection, arc-
hitectural or engineering activities.

CGOO 0112 07 © ISO Properties, Inc., 2006 Page 13 of16 IJ

SUPP APP 0934
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 65 of 258 PageID 2635

10. "Leased worker" means a person leased to you by However, self-propelled vehicles with the fol-
a labor leasing firm under an agreement between lowing types of permanently attached equip-
you and the labor leasing firm, to perform duties ment are not "mobile equipmenf' but will be
related to the conduct of your business. "Leased considered "autos":
worker" does not include a "temporary worker''. (1) Equipment designed primarily for:
11. hloading or unloading" means the handling of (a) Snow removal;
property:
(b) Road maintenance, but not construction
a. After it is moved from the place where it is or resurfacing; or
accepted for movement into or onto an aircraft,
watercraft or "auto"; (c) Street cleaning;
b. While it is in or on an aircraft, watercraft or (2) Cherry pickers and similar devices mounted
hauto"; or on automobile or truck chassis and used to
raise or lower workers; and
c. While it is being moved from an aircraft, water-
craft or "auto" to the place where it is finally de- (3) Air compressors, pumps and generators,
livered; · including spraying, welding, building clean-
ing, geophysical exploration, lighting and
but "loading or unloading" does not include the well servicing equipment.
movement of property by means of a mechanical
device, other than a hand truck, that is not at- However, "mobile equipment" does not include
tached to the aircraft, watercraft or "auto". any land vehicles that are subject to a compulsory
or financial responsibility law or other motor ve-
12. "Mobile equipment" means any of the following hicle insurance law in the state where it is licensed
types of land vehicles, including any attached ma- or principally garaged. Land vehicles subject to a
chinery or equipment: compulsory or financial responsibility law or other
a. Bulldozers, farm machinery, forklifts and other motor vehicle insurance law are considered "au-
vehicles designed for use principally off public tos".
roads; 13. "Occurrence" means an accident, including conti-
b. Vehicles maintained for use solely on or next to nuous or repeated exposure to substantially the
premises you own or rent; same general harmful conditions.
c. Vehicles that travel on crawler treads; 14. "Personal and advertising injury" means injury,
d. Vehicles, whether self-propelled or not, main- including consequential "bodily injury", arising out
tained primarily to provide mobility to perma- of one or more of the following offenses:
nently mounted: a. False arrest, detention or imprisonment;
(1) Power cranes, shovels, loaders, diggers or b. Malicious prosecution;
drills; or c. The wrongful eviction from, wrongful entry into,
(2) Road construction or resurfacing equipment or invasion. of the right of private occupancy of
such as graders, scrapers or rollers; a room, dwelling or premises that a person oc-
e. Vehicles not described in Paragraph a., b., c. cupies, committed by or on behalf of its owner,
or d. above that are not self-propelled and are landlord or lessor;
maintained primarily to provide mobility to per- d. Oral or written publication, in any manner, of
manently attached equipment of the following material that slanders or libels a person or or-
types: ganization or disparages a person's or organi-
(1) Air compressors, pumps and generators, zation's goods, products or services;
including spraying, welding, building clean- e. Oral or written publication, in any manner, of
ing, geophysical exploration, lighting and material that violates a person's right of priva-
well servicing equipment; or cy;
(2) Cherry pickers and similar devices used to f. The use of another's advertising idea in your
raise or lower workers; "advertisemenf'; or
f. Vehicles not described in Paragraph a., b., c. g. Infringing upon another's copyright, trade dress
or d. above maintained primarily for purposes or slogan in your "advertisementd.
, other than the transportation of persons or car-
go.

Page 14 of16 ©ISO Properties, Inc., 2006 CG00011207 0

SUPP APP 0935
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 66 of 258 PageID 2636

15. "Pollutants" mean any solid, liquid, gaseous or b. Loss of use of tangible property that is not
thermal irritant or contaminant, including smoke, physically injured. All such loss of use shall be
vapor, soot, fumes, acids, alkalis, chemicals and deemed to occur at the time of the "occur-
waste. Waste includes materials to be recy-cled, rence" that caused it.
reconditioned or reclaimed. For the purposes of this insurance, electronic data
16. "Products-completed operations hazard": is not tangible property.
a. Includes all "bodily injury• and "property dam- As used in this definition, electronic data means
age" occurring away from premises you own or information, facts or programs stored as or on,
rent and arising out of "your product" or "your created or used on, or transmitted to or from com-
work" except: puter software, including systems and applications
(1) Products that are still in your physical pos- software, hard or floppy disks, CO-ROMS, tapes,
session; or drives, cells, data processing devices or any other
media which are used with electronically controlled
(2) Work that has not yet been completed or equipment.
abandoned. However, "your work" will be
deemed completed at the earliest of the fol- 18. "Suit" means a civil proceeding in which damages
lowing times: because of "bodily injury", "property damage" or
"personal and advertising injury" to which this in-
(a) When all of the work called for in your surance applies are alleged. "Suit" includes:
contract has been completed.
a. An arbitration proceeding in which such dam-
(b) When all of the work to be done at the ages are claimed and to which the insured
job site has been completed if your con- must submit or does submit with our consent;
tract caHs for work at more than one job or
site.
b. Any other alternative dispute resolution pro-
(c) When that part of the work done at a job ceeding in which such damages are claimed
site has been put to its intended use by and to which the insured submits with our con-
any person or organization other than sent.
another contractor or subcontractor
working on the same project. 19. "Temporary worker" means a person who is fur-
nished to you to substitute for a permanent "em-
Work that may need service, maintenance, ployee" on leave or to meet seasanal or short-term
correction, repair or replacement. but which workload conditions.
is otherwise complete, will be treated as
completed. 20. "Volunteer worker" means a person who is not
your "employee", and who donates his or her work
b. Does not include "bodily injury" or "property and acts at the direction of and within the scope of
damage" arising out of: duties determined by you, and is not paid a fee,
(1) The transportation of property, unless the salary or other compensation by you or anyone
injury or damage arises out of a condition in else for their work performed for you.
or on a vehicle not owned or operated by 21. "Your product":
you, and that condition was created by the
"loading or unloading" of that vehicle by any a. Means:
insured; (1) Any goods or products, other than real
(2) The existence of tools, uninstalled equip- property, manufactured, sold, handl~d. dis-
ment or abandoned or unused materials; or tributed or disposed of by:
(3) Products or operations for which the classi- (a) You;
fication, listed in the Declarations or in a (b) Others trading under your name; or
policy schedule, states that products- (c) A person or organization whose busi-
completed operations are subject to the . ness or assets you have acquired; and
General Aggregate Umit.
(2) Containers (other than vehicles), materials,
17. "Property damage" means: parts or equipment furnished in connection
a. Physical injury to tangible property, including with such goods or products.
all resulting loss of use of that property. All b. Includes:
such Joss of use shall be deemed to occur at
the time of the physical injury that caused it; or (1) Warranties or representations made at any
time with respect to the fitness, quality, du-
rability, performance or use of "your prod-
uct"; and

CG00011207 © ISO Properties, Inc., 2006 Page 15 of16 0

SUPP APP 0936
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 67 of 258 PageID 2637

(2) The providing of or failure to provide warn-
ings or instructions.
c. Does not include vending machines or other
property rented to or located for the use of oth-
ers but not sold.
22. "Your work":
a. Means:
(1) Work or operations performed by you or on
your behalf; and
(2) Materials, parts or equipment furnished in
connection with such work or operations.
b. Includes:
(1}. Warranties or representations made at any
time with respect to the fitness, quality, du-
rability, performance or use of "your work",
and
(2) The providing of or failure to provide warn-
ings or instructions.

Page 16 of16 © ISO Properties, Inc., 2006 CG 00 0112 07 Cl

SUPP APP 0937
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 68 of 258 PageID 2638

COMMERCIAL GENERAL LIABILITY
CGOO 68 0509

RECORDING AND DISTRIBUTION OF MATERIAL OR
INFORMATION IN VIOLATION OF LAW EXCLUSION
. This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

A. Exclusion q. of Paragraph 2. EXclusions of Sec~ B. Exclusion p. of Paragraph 2. Exclusions of Sec-
tion I - Coverage A - Bodily Injury And Proper- tion I - Coverage B - Personal And Advertising
ty Damage Liability is replaced by the following: Injury Liability is replaced by the following:
2. Exclusions 2. Exclusions
This insurance does not apply to: This insurance does not apply to:
q. Recording And Distribution Of Material p. Recording And Distribution Of Material
Or Information In Violation Of Law Or Information In Violation Of Law
"Bodily injury'' or "property damage" arising "Personal and advertising injury" arising di-
directly or indirectly out of any action or rectly or indirectly out of any action or omis·
omission that violates or is alleged to vi~ sion that violates or is alleged to violate:
alate: (1} The Telephone Consumer Protection
(1) The Telephone Consumer Protection Act (TCPA), including any amendment
Act {TCPA), including any amendment of or addition to such law;
of or addition to such law; (2) The CAN-SPAM Act of 2003, including
(2) The CAN-SPAM Act of 2003, including any amendment of or addition to such
any amendment of or addition to such law;
law; (3) The Fair Credit Reporting Act (FCRA),
(3) The Fair. Credit Reporting Act (FCRA), and any amendment of or addition to
·and any amendment of or addition to such law, including the Fair and Accu-
such law, including the Fair and Accu~ rate Credit Transaction Act (FACTA}; or ·
rate Credit Transaction Act (FACTA); or (4) Any federal, state or local statute, ordin-
(4) Any federal, state or local statute, ordin- ance or regulation, other than the TCPA,
ance or regulation, other than the TCPA, CAN-SPAM Act of 2003 or FCRA and
CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that
their amendments and additions, that addresses, prohibits, or limits the print-
addresses, prohibits, or limits the ptint~ ing, dissemination, disposal, collecting,
ing, dissemination, disposal, collecting, recording, sending, transmitting, com-
recording, sending, transmitting, com- municating or distribution of material or
municating or distribution of material or information.
information.

CGOO 68 0509 © Insurance Services Office, Inc., 2008 Page 1 of 1 D

SUPP APP 0938
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 69 of 258 PageID 2639

POLICY NUMBER: CCP 672836 COMMERCIAL GENERAl. LIABILITY·
CG 03 00 01 96

THIS ENDORSEMENT CHANGES THE POLJCY. PLEASE READ IT CAREFULLY.

DEDUCTIBLE LIABILITY INSURANCE
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE
Coverage Amount and Basis of Deductible
PER CLAIM or PER OCCURRENCE
Bodily Injury Liability $ $
OR
Property Damage Liability $ $
OR
Bodily Injury Liability and/or $ 500 $
Property Damage Liability Combined

(If no entry appears above, information required to complete this endorsement will be shown in the Declarations
as applicable to this endorsement.)
APPLICATION OF ENDORSEMENT Enter below any limitations on the application of this endorsement. If no
limitation Is entered, the deductibles apply to damages for all "bodily injury" and "property damage", however
caused):

A. Our obligation under the Bodily Injury Liability and b. Under Property Damage Liability Coverage, to
Property Damage Liability Coverages to pay dam- all damages sustained by any one person be-
ages on your behalf applies only to the amount of cause of "property damageD; or
damages in excess of any deductible amounts c. Under Bodily Injury Liability and/or Property
stated in the Schedule above as applicable to Damage Liability Coverage Combined, to
such coverages. aU damages sustained by any one person
8. You may select a deductible amount on either a because of:
per claim or a per "occurrence" basis. Your se- (1) "Bodily injury'';
lected deductible applies to the coverage option
(2) "Property damage"; or
and to the basis of the deductible indicated by the
placement of the deductible amount in the Sched- (3) "Bodily injury~ and "property damageD
ule above. The deductible amount stated in the combined
as the result of any one "occurrence". If
Schedule above applies as follows:
damages are claimed for care, Joss of ser-
1. PER CLAIM BASIS. If the deductible amount
vices or death resulting at any time from nbodily
indicated in the Schedule above is on a per claim
injury", a separate deductible amount will be
basis, that deductible applies as follows:
applied to each person making a claim for such
a. Under Bodily Injury Liability Coverage, to all damages. With respect to "property damage",
damages sustained by any one person be- person in-
cause of nbodily injury"; cludes an organization.

CG0300 0196 Copyright, Insurance Services Office, Inc., 1994 Page 1 of2

SUPP APP 0939
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 70 of 258 PageID 2640

2. PER OCCURRENCE BASIS. If the deductible C. The terms of this insurance, including those with
amount indicated in the Schedule above is on respect to:
a "per occurrence" basis, that deductible 1. Our right and duty to defend the insured
amount applies as follows: against any "suits" seeking those damages;
a. Under Bodily Injury Liability Coverage, to all and
damages because of "bodily injury''; 2. Your duties in the event of an "occurrence•,
b. Under Property Damage Liability Coverage, claim, or "suit"
to all damages because of "property dam- apply irrespective of the application of the de-
age~; or ductible amount.
c. Under Bodily Injury Liability and/or Property D. We may pay any part or all of the deductible
Damage Liability Coverage Combined, to amount to effect seWement of any cJaim or "suit"
all damages because of: and, upon notification of the action taken, you shall
(1) "Bodily injury''; promptly reimburse us for such part of the de-
(2) AProperty damage"; or ductible amount as has been paid by us.
(3) "Bodily injury" and "property damage"
combined
as the result of any one "occurrence", regard-
less of the number of persons or organizations
who sustain damages because of that "occur.:.
renee".

CG 03 00 0196 Copyright, Insurance Services Office, Inc., 1994 Page2of2

SUPP APP 0940
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 71 of 258 PageID 2641

POLICY NUMBER: CCP 672836 COMMERCIAL GENERAL LIABILITY

TIDS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULY.

ADDITIONAL INSURED- MANAGERS OR LESSORS OF
PREMISES
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE

1. Designation of Premises (Part Leased to You):

5026 ADDISON CIRCLE
ADDISON, TX 75001-3332

2. Name of Person or Organization (Additional Insured):

. POST PROPERTIES INC
5040 ADDISON CIRCLE, SUITE 200
ADDISON, TX 75001

3. Additional Premium: $ INCLUDED

(If no entry appears above, the information required to complete this endorsement will be shown in the Declarations
as applicable to this endorsement)
WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the
Schedule but only with respect to liability arising out of the ownership, maintenance or use of that part of the
premises leased to you and shown in the Schedule and subject to the following additional exclusions:
This insurance does not apply to:
1. Any "occurrence" which takes place after you cease to be a tenant in that premises.
2. Structural altemtions, new construction or demolition operations performed by or on behalf of the person or
organization shown in the Schedule.

CG20 110196 Copyright, Insurance Services Office, Inc., 1994 Page I ofl

SUPP APP 0941
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 72 of 258 PageID 2642

COMMERCIAL GENERAL LIABILITY
CG 20 26 0704

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - DESIGNATED
PERSON OR ORGANIZATION
This endorsement modifies insurance provided under the following;

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE

Name Of Additional Insured Person(s) Or Organization(s)

TOWN OF ADDISON
PO BOX9010
ADDISON, TX 5001·

Section II - Who Is An Insured is amended to in-
clude as an additional insured the person{s) or or-
ganization(s) shown in the Schedule, but only with
respect to liability for "bodily injury", "property dam-
age" or "personal and advertising injurY' caused, in
whole or in part, by your acts or omissions or the acts
or omissions of those acting on your behalf:
A. In the performance of your ongoing operations; or
B. In connection with your premises owned by or
rented to you.

CG 202607 04 ©ISO Properties, Inc., 2004 Page 1 of1

SUPP APP 0942
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 73 of 258 PageID 2643

COMMERCIAL GENERAL LIABILITY
CG 21 46 07 98

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ABUSE OR MOLESTATION EXCLUSION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL UABILITY COVERAGE PART

The following exclusion is added to Paragraph 2., 2. The negligent:
Exclusions of Section I - Coverage A - Bodily a. Employment;
Injury And Property Damage Liability and Para-
graph 2., Exclusions of Section I - Coverage B - b. Investigation;
Personal And Advertising Injury Liability: c. Supervision;
This insurance does not apply to nbodily injury", d. Reporting to the proper authorities, or failure
"property damage" or "personal and advertising to so report; or
injury" arising out of: e. Retention;
1. The actual or threatened abuse or molestation by of a person for whom any insured is or ever was
·anyone of any person while in the care, custody legally responsible and whose conduct would be
or control of any insured, or excluded by Paragraph 1. above.

CG 214607 98 Copyright, Insurance Services Offic&, Inc., 1997 Page 1 of 1 0

SUPP APP 0943
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 74 of 258 PageID 2644

COMMERCIAL GENERAL LIABILITY
CG 21 4712 07

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

EMPLOYMENT-RELATED PRACTICES EXCLUSION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

A. The following exclusion is added to Paragraph 2., B. The following exclusion is added to Paragraph 2.,
Exclusions of Section I - Coverage A - Bodily Exclusions of Section I -. Coverage B - Person-
Injury And Property Damage Liability: al And Advertising Injury Liability:
This insurance does not apply to: This insurance does not apply to:
"Bodily injury" to: "Personal and advertising injury'' to:
(1) A person arising out of any: (1) A person arising out of any:
(a) Refusal to employ that person; (a) Refusal to employ that person;
(b) Termination of that person's employment; (b) Termination of that person's employment;
or or
(c) Employment-related practices, policies, (c) Employment-related practices, policies,
acts or omissions, such as coercion, demo- acts or omissions, such as coercion, demo-
tion, evaluation, reassignment, discipline, tion, evaluation, reassignment, discipline,
defamation, harassment, humiliation, dis- defamation, harassment, humiliation, dis-
crimination or malicious prosecution di- crimination or malicious prosecution di-
rected at that person; or rected at that person; or
(2) The spouse, child, parent, brother or sister of (2) The spouse, child, parent, brother or sister of
that person as a consequence of "bodily injury" that person as a consequence of "personal and
to that person at whom any of the employment- advertising injury" to that person at whom any
related practices described in Paragraphs (a), of the employment-related practices ·described
(b), or (c) above is directed. in Paragraphs (a), (b), or (c) above is directed;
This exclusion applies: This exclusion applies:
(1) Whether the injury-causing event described in (1) Whether the injury-causing event described in
Paragraphs (a), {b) or (c) above occurs before Paragraphs (a), (b) or (c) above occurs before
employment, during employment or after em· employment, during employment or after em-
ployment of that person; ployment of that person;
(2) Whether the insured may be liable as an em- (2) Whether the insured may be liable as an em-
ployer or in any other capacity; and ployer or in any other capacity; and
(3) To any obligation to share damages with or (3) To any obligation to share damages with or
repay someone else who must pay damages repay someone else who must pay damages
because of the injury. because of the injury. ·

CG21471207 © ISO Properties, Inc., 2006 Page 1 of 1 0

SUPP APP 0944
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 75 of 258 PageID 2645

'COMMERCIAL GENERAL LIABILITY
CG 21 6512 04

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

TOTAL POLLUTION EXCLUSION WITH A BUILDING
HEATING, COOLING AND DEHUMIDIFYING EQUIPMENT
EXCEPTION AND A HOSTILE FIRE EXCEPTION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABIUTY COVERAGE PART

Exclusion f. under Paragraph 2. Exclusions of Sec- (ii) At any premises, site or location on
tion I - Coverage A - Bodily Injury And Property which any insured or any contractors or
Damage Liability is replaced by the following: subcontractors working directly or indi-
This insurance does not apply to: rectly on any insured's behalf are per-
forming operations to test for, monitor,
f. Pollution clean up, remove, contain, treat, detox-
(1) nBodily injury" or "property damage" which ify, neutralize or in any way respond to,
would not have occurred in whole or part but or assess the effects of, "pollutants".
for the actual, alleged or threatened discharge, (2) Any loss, cost or expense arising out of any:
dispersal, seepage, migration, release or es-
cape of "pollutants" at any time. (a) Request, demand, order or statutory or
regulatory requirement that any insured or
This exclusion does not apply to: others test for, monitor, clean up, remove,
(a) "Bodily injury" if sustained within a building contain, treat, detoxify or neutralize, or in
which is or was at any time owned or occu- any way respond to, or assess the effects
pied by, or rented or loaned to, any insured of, "pollutants"; or
and caused by smoke, fumes, vapor or soot (b) Claim or suit by or on behalf of a govern-
produced by or originating from equipment mental authority for damages because of
that is used to heat, cool or dehumidify the testing for, monitoring, cleaning up, remov-
building, or equipment that is used to heat ing, containing, treating, detoxifying or neu-
water for personal use, by the building's oc- tralizing, or in any way responding to, or
cupants or their guests; or assessing the effects of, "pollutants".
(b) "Bodily injury" or "property damage" arising
out of heat, smoke or fumes from a "hostile
fire" unless that "hostile fire" occurred or
originated:
(i) At any premises, site or location which
is or was at any time used by or for any
insured or others for the handling, stor-
age, disposal, processing or treatment
of waste; or

CG 216512 04 ©ISO Properties, Inc., 2003 Page 1 of1 D

SUPP APP 0945
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 76 of 258 PageID 2646

COMMERCIAL GENERAL LIABILITY
CG2196 0305

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

SILICA OR SILICA-RELATED DUST EXCLUSION

This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

A. The foilowing exclusion is added to Paragraph 2., B. The following exclusion is added to Paragraph 2.,
Exclusions of Section I - Coverage A - Bodily Exclusions of Section I - Coverage B - Per-
Injury And Property Damage Liability: sonal And Advertising Injury Liability:
2. Exclusions 2. Exclusions
This insurance does not apply to: This insurance does not apply to:
Silica Or Silica-Related Dust Silica Or Silica-Related Dust
a. "Bodily injury" arising, in whole or in part, a. "Personal and advertising injury" arising, in
out of the actual, alleged, threatened or whole or in part, out of the actual, alleged,
suspected inhalation of, or ingestion of, "sil- threatened or suspected inhalation of. in-
ica" or "silica-related dust". gestion of, contact with, exposure to, exis-
·b. "Property damage" arising, in whole or in tence of, or presence of, "silica" or "silica-
part, out of the actual, alleged, threatened related dust".
or suspected contact With, exposure to. ex- b. Any loss, cost or expense arising, in whole
istence of, or presence of, "silica" or "silica- or in part, out of the abating, testing for,
related dust". monitoring, cleaning up, removing, contain-
c. Any loss, cost or expense arising, in whole ing, treating, detoxifying, neutralizing, reme-
or in part, out of the abating, testing for, diating or disposing of, or in any way re-
monitoring, cleaning up, removing, contain- sponding to or assessing the effects of,
ing, treating, detoxifying, neutralizing, reme- "silica" or "silica-related dust", by any in-
diating or disposing of, or in any way re- sured or by any other person or entfty.
sponding to or assessing the effects of, C. The following definitions are added to the Defini-
"silica" or "silica-related dust", by any in- tions Section:
sured or by any other person or entity. 1. "Silica" means silicon dioxide (occurring in
crystalline, amorphous and impure forms), sil-
ica particles, silica dust or silica compounds.
2. "Silica-related dust" means a mixture or com-
bination of silica and other dust or particles.

CG219603 05 ©ISO Properties, Inc., 2004 Page 1 of1 []

SUPP APP 0946
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 77 of 258 PageID 2647

COMMERCIAL GENERAL LIABILITY
CG 240405 09

WAIVER OF TRANSFER RIGHTS OF RECOVERY
AGAINST OTHERS TO US

This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE

·~arne of Person or Organization:

TOWN OF ADDISON
PO BOX9010
ADDISON, TX 75001

The following is added to Paragraph 8. Transfer Of
Rights Of Recovery Against Others To Us of
·Section IV Conditions:
M

We waive any right of recovery we may have against
the person or organization shown in the Schedule
above because of payments we make for injury or
damage arising out of your ongoing operations or
· ''your work" done under a contract with that person
or ()rganization and included in the "products·
completed operations hazard". This waiver applies
only to the person or organization shown in the
Schedule above.

CG240405 09 ©Insurance Services Office, Inc., 2008 ·Page I ofl

SUPP APP 0947
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 78 of 258 PageID 2648

POLICY NUMBER: CCP 672836 COMMERCIAL GENERAL UABILITY

TinS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRODUCTS/COMPLETED OPERATIONS HAZARD
REDEFINED
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE

Description of Premises and Operations :

PIZZA RESTAURANT
5026 ADDISON CIRCLE
ADDISON, TX 75001-3332

(If no entry appears above, infonnation required to complete this endorsement will be shown in the Declarations
as applicable to this endorsement.)

With respect to ''bodily injury" or "property damage" Paragraph a. of the definition of"Products- completed
arising out of "your products" manufactured, sold, operations hazard" in the DEFINITIONS Section is
handled or distributed: · replaced by the following: "Products - completed
1. On, from or in connection with the use of any operations hazard":
premises described in the Schedule, or a Includes all "bodily injury" and "property
damage" that arises out of "your products" if the
2. In connection with the conduct of any operation
"bodily injury" or ''property damage" occurs after
descn"bed in the Schedule, when conducted by
you have relinquished possession of those
you or on your behalf.
products.

CG24 07 01 96 Copyright, Insurance Services Office, Inc., 1994 Page 1 of1

SUPP APP 0948
 Case 3:13-cv-02553-P Document 64 Filed 10/31/15 Page 79 of 258 PageID 2649

CGL 1701a 0510

TIDS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

SPECIAL EXCLUSIONS AND LIMITATIONS ENDORSEMENT
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABlllTY COVERAGE PART

A. In consideration of the premium charged this policy has been issued subject to the foUowing
exclusions being added to Coverages A & B:
This insurance does not apply to:
1. Asbestos or Lead
"Bodily injury", "property damage", or "personal and advertising injury" arising out of or resulting
from the disposal, existence, handling, ingestion, inhalation, removal, sale, storage, transportation or
use of:
a. Asbestos or any material containing asbestos; or
b. Lead, lead based paint, lead compounds or any material containing lead.

2. Athletic or Sports Participants
"Bodily injury" to any person while practicing for, participating in or officiating at any sports or
athletic contest or exhibition that you sponsor or in which you or your employees or guests participate.

3. Communicable Disease or Diseases
''Bodily injury'' or "personal and advertising injury" arising out of or resulting from the transmission or
alleged transmission of any sexually transmitted disease or any other disease transmitted by bodily
fluids or excretions.

4. Criminal Acts
a. "Bodily injury" or "property damage" arising out of or resulting from a criminal act committed by
any insured, including any additional insureds or
b: "Bodily injury" or '