Document 1Qwy8K8egZVLqvLj26zMObXK5

FILE NAME: Mead (MEAD) DATE: 2011 DOC#: MEAD043 DOCUMENT DESCRIPTION: Responses to Interrogations with Exhibits W E WASHINGTON & ERNSTER, PLLC M ickey L. Washington Lawyer* C letus P. Ernster, III Lawyer** Robert G. Taylor, III o f Counsel* 1314 Texas Avenue, Suite 1-416 Houston TX, 77002 713.821.9433 713.821-9432 Fax 1.888.430.1122 toll free Satellite location: 1965 Park Street, Beaumont, TX 77701 www. civiljusticecenter. com May 24, 2011 Via First-C lass U.S. M ail D r. B arry C astlem an 4406 O xford G arrett Park, M aryland 20896 Re: N o. M D L-875; Charles R. A rcher and Patricia A rcher v. M ead Corporation, et al; N o. M D L-875; A lfo rd M cG u ffie & Iris M cG uffie v. M ead Corporation, et al; and No. M DL-875; Rebekkah Riggs, A s E xecutrix o f the Estate o f F errell Riggs, Deceased, et al v. M ead Corporation, et al D ear D r. C astlem an: In connection w ith the above-referenced m atter, please find enclosed the follow ing docum ents for your review : 1. P lain tiffs' Second M otion to Com pel D iscovery R esponses as to the M ead D efendants; 2. Plaintiffs' M em orandum in Support o f Plaintiffs' Second M otion to Com pel as to M ead D efendants; and 3. E xhibits 1-28. Should you have any questions, please feel free to contact this office or M r. Taylor at (601) 826-0520. R espectfully, W a sh in g t o n & E r n st e r , PLLC *Licensed by the Supreme Courts o f the States o f Texas & Mississippi **Licensed by the Supreme C ourt o f the State o f Texas W^E In the fig h t fo r justice, never rest. /ab (end) Legal A ssistant Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 1 of 18 THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF PENNSYLVANIA IN RE: ASBESTOS PRODUCTS MULTIDISTRICT LITIGATION LIABILITY LITIGATION NO, MDL-875 Case No. 2:09-cv-70094-ER Underlying Cause: IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA MIDDLE DIVISION REBEKAH RIGGS, as the Personal ) Representative for the estate o f ) FARRELL RIGGS, ) ) P la in tiff, ) ) v. ) ) MEAD CORPORATION, et a., ) ) D efen d ants. ) Civil Action No. C V -05-TM P-2472-M RESPONSE TO PLAINTIFF'S FIRST INTERROGATORIES Defendant MW Custom papers, LLC (`M W "), as successor in interest to The Mead Corporation ("Mead"), responds to Plaintiffs First Interrogatories as follows: GENERAL OBJECTIONS AND PRELIMINARY STATEMENT I. M W objects to Plaintiffs' interrogatories on the grounds that they are overly broad, unduly burdensome, seek information that is irrelevant and which is not reasonably calculated to lead to the discovery o f admissible evidence, and purport to require disclosure o f privileged information, trade-secret materials, and materials acquired or developed in anticipation o f litigation or for trial, and are therefore beyond the permissible scope o f discovery under the Federal Rules o f Civil Procedure. 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 2 of 18 2. MW objects to Plaintiffs' interrogatories to the extent that they assert and/or assume unproven conclusions as established facts. 3. MW objects to Plaintiffs' interrogatories to the extent they assume the truth o f the allegations which are in dispute in this litigation and/or they make incorrect and/or untrue assertions. 4. MW objects to Plaintiffs' interrogatories to the extent they seek information covered by the attorney-client privilege, the work product doctrine, o r other applicable privilege. 5. Although MW has made a good faith effort to respond to these interrogatories, in making such response MW does not purport to have adopted or applied any definitions set forth at the outset o f or at other places in Plaintiffs' interrogatories nor has MW assumed the improper, unproved and hypothetical facts or accepted the terminology or substance o f Plaintiffs' claims incorporated in, implied or alluded to within Plaintiffs' interrogatories. 6. MW objects to Plaintiffs' definition o f "asbestos-containing products" as being overly broad, ambiguous, misleading and unlimited in scope. 7. MW reserves the right to contest the adm issibility o f these answers and responses at the tim e o f trial or in response to any dispositive motion. 8. MW objects to Plaintiffs' interrogatories to the extent that they seek to impose upon M ead obligations beyond those required by the Federal Rules o f Civil Procedure. 9. MW objects to P lain tiffs interrogatories to the extent they seek discovery relating to other divisions, subsidiaries, or predecessors of MW or its parent company MeadWestvaco Corporation that are unrelated to M ead's prior corporate relationship w ith The Cement Asbestos Products Company ("CAPCO") or w ith the National Cement Company ("National Cement"), the two jobsites that are alleged to be at issue in this litigation. M W 's responses are limited to only 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 3 of 18 providing information in MW 's possession that is relevant to Plaintiffs' claims regarding CAPCO and National Cement. MW's ability to respond to Plaintiffs' interrogatories is limited due to the fact that M ead sold its stock in CAPCO to The American Smelting and Refining Company ("ASARCO") on September 30, 1974, and, pursuant to the terms o f the sales agreement, Mead was required to give ASARCO all documents and information in M ead's possession pertaining in any way to CAPCO's operations. Therefore, MW should not be expected to have, and does not have, a significant volume o f records or documentation pertaining to CAPCO. Much o f the information that MW has relating to CAPCO is the result of efforts made by its outside litigation counsel to obtain documents pertaining to the CAPCO plant from various sources, including the historic records and files o f law firms that represented CAPCO, M ead, or ASARCO w ith respect to corporate transactions and sales in 1974 and before. As such, some o f the information that MW has is protected from discovery by the attorney-client privilege and / or the work product doctrine, and MW provides these responses without waiver o f said privileges. 10. hi Plaintiffs' opposition to M W 's original summary judgment motions and again at the hearing held in this case on January 11, 2011, Plaintiffs' counsel alleged that a separate division o f M ead, The M urray Rubber Company ("M urray"), sold gaskets to the CAPCO plant and alleged that those gaskets may have contained asbestos. The Court's Order o f January 14, 2011, specifically directs MW to provide available information with respect to the sale o f gaskets to either CAPCO or N ational Cem ent M ead's ability to respond is lim ited by the fact that Mead sold M urray as an on-going business to The Gates Rubber Company on December 30,1983, and the assets transferred included all tangible personal property used in the business and all "contracts, agreements, leases, commitments, licenses, sales and purchase orders, product 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 4 of 18 warranty and service agreements relating prim arily to the [bjusiness." However, the documents in M W 's possession relating to gaskets that were supplied to the CAPCO facility all indicate that the gaskets were made o f rubber. MW is in possession o f no documents or information that indicate that there was an asbestos component to any gaskets sold by M urray to CAPCO. Moreover, MW is not aware o f any documents or evidence showing sales o f gaskets by Murray to National Cement. 11. Although P laintiffs Complaint makes allegations regarding M ead's past ownership o f N ational Cement, there is no allegation in this case that Plaintiff or P lain tiffs decedent ever worked at National Cement. Thus, MW is aware o f no documents or information regarding N ational Cement that could possibly be relevant to the claims in this lawsuit. 12. MW objects to all o f Plaintiffs' interrogatories on the grounds that they exceed to perm issible number o f interrogatories, including subparts, permitted to be served under the Federal Rules o f Civil Procedure. 13. MW further objects to and responds to Plaintiffs' interrogatories as follows: No incidental or implied admissions o f fact by MW are made by the answers and responses below. The only admissions are express admissions. The fact that MW has responded to any interrogatory herein may not be properly taken as an admission that MW accepts or admits the existence o f any facts set forth or assumed by such interrogatory or that such response constitutes adm issible evidence. The fact that MW has responded to part or all o f the interrogatories herein is not intended to be, and shall not be construed to be, a waiver by MW o f all or any part o f any objections made by MW. MW reserves the right to supplement these objections, and the following answers, in the event additional responsive information or documents are located at a later date. 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 5 of 18 The Preliminary Statement and General Objections stated above are hereby incorporated by reference into each o f the responses set forth below, and w ill not be repeated with every individual response. The following responses are made without waiver o f any o f the foregoing General Objections. INTERROGATORIES 1. IDENTIFY all persons who were consulted, who answered or who assisted in the preparation o f the answers to any o f the following interrogatories or any interrogatories propounded after the date o f service o f these interrogatories. Include in your answer, the current and past positions w ith Defendant that the person or persons identified has/have held. ANSW ER: These responses are corporate responses on behalf o f MW that were prepared w ith the advice and assistance o f counsel. 2. IDENTIFY the person verifying these answers on behalf o f Defendant, including, but not limited to, said person's date o f first employment with said Defendant, the dates and titles o f each job has (sic) held while employed by said Defendant and whether the person verifying has made a diligent, good faith effort to provide the information requested in Defendant's response to these W ritten Interrogatories and the Requests for Production served upon said Defendant. ANSW ER: Anthony Oliver, Vice President and Assistant Treasurer o f MW Custom Papers, LLC, is verifying these responses based on information that is available to him or that has been provided to him by counsel. MW objects to providing further information about the work history o f Mr. Oliver and objects to the extent this interrogatory seeks to impose greater burdens on MW or Mr. Oliver above what is required by the Federal Rules o f Civil Procedure. 3. Has Defendant been sued under the correct name? I f not, state the correct name and explain your answer so that service m ay be properly obtained. I f so, please provide the following information: A. W hether Defendant is a Corporation; B. Defendant's correct corporate name; C. Defendant's state o f incorporation; D. The date o fDefendant's incorporation; E. The address o f Defendant's principal place o f business; F. W hether or not Defendant has ever held a certificate o f authority to do business in the State o f Alabama, and if so, the inclusive dates o f any certificate; G. The names, if any, Defendant has been known, has done business under, or has been identified by in the State o f Alabama and the time period for each; H. The address where the HISTORICAL RECORDS o f DEFENDANT are currently located; 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 6 of 18 I. The name, job title and current address o f the Custodian for DEFENDANT'S HISTORICAL RECORDS. J. "Whether Defendant is wholly owned or the m ajority interest o f Defendant's company is owned by another business entity, state the entity's nam e and principal place o f business; K. I f Defendant owns or is an interest holder o f another business entity, state the entity's name and principal place o f business; L. W hether Defendant or any business entity Defendant owns or is an interest holder o f have any business offices in Alabama, and, if so Defendant's principal place o f business in Alabama. As used herein, "HISTORICAL RECORDS" shall include all documents relating to the formation of DEFENDANT, all minutes o f partners', general partners' or other owners' meetings, and all documents relating to DEFENDANT'S m erger w ith, purchase or acquisition of, or sale o f or by any other COMPANY. ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited w ith respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW w ill respond to some of the subparts o f this interrogatory as follows: A. No. B. MW Custom Papers, LLC. C. Organized as a limited liability company in the State o f Delaware. D. December 19,2002, E. Richmond, Virginia. F. No. G. Not applicable. H. Richmond, Virginia. I. See objections above. Plaintiffs' definition o f "Historical Records" is overbroad. J. MW is a wholly owned subsidiary o f MeadWestvaco Corporation. K. Objection, vague. L. Not applicable. 4. From the date o f incorporation to present, describe Defendant's corporate history and that o f each applicable division, predecessor, brand, successor, affiliate and/or subsidiary or former subsidiary by providing the dates o f existence, mergers and acquisitions, date o f incorporation and state o f incorporation and the nature o f all products sold and/or services provided, names and addresses o f all customers and/or distributors (that had authority to sell your products in Alabama) to whom said products and/or services were sold from 1960 - 1990. In the event any brands, divisions, subsidiaries or other entities were sold, closed or otherwise eliminated from Defendant, please state the date o f each, reason for same and to the party to whom the entity was sold. 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 7 of 18 ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited w ith respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW states as follows: On January 29, 2002, The Mead Corporation ("Mead") and W estvaco Corporation became wholly owned subsidiaries o f MeadWestvaco Corporation through a stock-for-stock exchange merger. Subsequent to the merger, M ead was merged into a newly formed entity, MW Custom Papers, Inc., which was converted into a limited liability company, MW Custom Papers, LLC. MW Custom Papers, LLC is a wholly owned subsidiary o f MeadWestvaco Corporation and is the successor to any liabilities o f Mead. MW states further that Woodward Corporation ("Woodward") was merged into M ead on November 30, 1968. At the time o f the merger, Woodward was a shareholder o f CAPCO stock and was the owner o f the National Cement facility in Ragland, Alabama. After the merger, The Mead Corporation became a CAPCO shareholder and became the owner o f the National Cement facility. At all relevant times, CAPCO remained a separately incorporated entity. Mead sold its shares o f CAPCO stock to American Smelting and Refining Company on September 30, 1974, and had no ownership interest in CAPCO stock thereafter. M ead sold the assets o f the N ational Cement facility to Socit des Cements Vicat on March 15,1974. 5. State the date(s) that Defendant purchased W oodward Iron Company, describe the interest obtained by Defendant, the reasons for acquisition o f said Company, business purpose behind the acquisition, how the purchase was structured and whether Defendant received any cash in the deal. Further, please state the date and reason(s) same was divested, if any. ANSW ER: Woodward was merged into Mead on November 30,1968. Pursuant to Rule 33(d) o f The Federal Rules o f Civil Procedure, MW has produced a copy o f the merger agreement between Woodward and Mead which contains other information responsive to this request. MW has also produced other relevant documents showing when certain assets and stock that M ead acquired as a result o f the merger were sold to third parties. 6. Identify the Joint Venture Agreement and any other agreements, contracts or understandings between AMERICAN SMELTING AND REFINING COMPANY (ASARCO) and Woodward Iron Company establishing their arrangement concerning Cement Asbestos Production (sic) Company (hereinafter CAPCO) and National Cement Plant and any and all other relevant organizational and financial records, including, but not lim ited to, documents demonstrating or illustrating how the CAPCO profits were distributed amongst the parties and how much o f the profit was reinvested in CAPCO in relation to Research and Development, facility and equipment improvements and health and safety. ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 8 of 18 Subject to and w ithout waiving this objection, MW denies the existence o f any "Joint Venture Agreement?'but states that, pursuant to Rule 33(d) o f The Federal Rules o f Civil Procedure, MW has produced documents from which some o f the information sought by this request can be obtained. 7. Identify each and every insurance policy o f any type which may provide Defendant and/or any applicable division, predecessor, successor, affiliate and/or subsidiary with defense or indemnity coverage, in whole or in part, for the claims brought by the plaintiffs herein. For each applicable policy, IDENTIFY: A. The insurer(s); B. The msured(s); C. The effective dates for each such policy and dates o f coverage; D. The number of each such policy, E. Type o f policy (including whether it is a claims made or occurrence policy); F. The amount o f coverage o f each policy; and G. Total applicable limits o f coverage for the claims made by the plaintiffs. ANSW ER: MW objects to this interrogatory on the grounds that it is irrelevant and not likely to lead to the discovery o f admissible evidence. MW further objects that the information requested is beyond the scope o f discovery w ith respect to insurance agreements permitted by The Federal Rules o f Civil Procedure. Subject to and without waiving this objection, MW states that there are sufficient funds available to cover any damages that MW might be held legally responsible to pay in this action. 8. W ith regard to any Answer to any W ritten Interrogatory herein or any Response to Requests for Production which have been served by Defendant upon Plaintiff, please state the following: A. If a document or item requested, referenced, discussed or which would be responsive to any W ritten Interrogatory or Request for Production propounded by Plaintiff never existed, please so state below. B. I f a document or item requested, referenced, discussed or which would be responsive to any W ritten Interrogatory or Request for Production propounded by Plaintiff did exist, but no longer exists at present in any form (ie. Paper copy, microfilm or other storage media) and, therefore, cannot be produced, state the reason for the loss o f each such document, a summary o f its contents and the date and time o f destruction hr loss. C. I f a document or item requested, referenced, discussed or which would be responsive to any W ritten Interrogatory or Request for Production propounded by Plaintiff exists and Defendant either cannot or will not produce copies o f same, state the reason(s) for which the documents or items w ill not be produced and a summary o f each. 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 9 of 18 ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and w ithout waiving this objection, MW states that because o f the passage o f time since the events giving rise to this action occurred, MW has no way to respond to subparts A and B o f this interrogatory. W ith respect to subpart C, MW has objected to some o f Plaintiffs' interrogatories and requests for production and has stated the grounds for the objection in each instance. 9. Has Defendant ever been an owner through any subsidiary and/or interest holder in Cement Asbestos Production (sic) Company (hereinafter CAPCO)? If so, for the period o f tim e D efendant was an owner and/or interest holder in CAPCO, state: A. The amount o f financial contribution Defendant provided CAPCO; B. The amount o f cash Defendant took from CAPCO'to support further expansion o f D efendant C. The inclusiye dates Defendant financially contributed to CAPCO; D. The amount o f capital expenditures made w ith regard to CAPCO; E. The inclusive dates Defendant made any capital expenditures in CAPCO; and F. The role Defendant undertook w ith regard to any financial decisions involving CAPCO on either a day to day operational level or on a larger scale. ANSW ER: MW objects to the subparts o f this interrogatory on the grounds that they are overly broad, unduly burdensome, vague, ambiguous, not reasonably limited w ith respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW states that, its predecessor, M ead, was a stockholder o f CAPCO from November 30, 1968, until September 30, 1974. Pursuant to Rule 33(d) o f The Federal Rules o f Civil Procedure, MW has produced documents from w hich inform ation sought by this request can be obtained. 10. For both Cement Asbestos Production (sic) Company (hereinafter CAPCO) and Woodward Iron Company, at the times Defendant maintained an interest in each company, state the members o f Defendant's Board o f Directors and Officers and their inclusive dates, the Board o f Directors members and Officers o f Woodward Iron and their inclusive dates and the Board o f Directors Members and Officers o f CAPCO and their inclusive dates. ANSW ER: MW objects to the interrogatory on the grounds that the phrases "maintained an interest" and "their inclusive dates" are vague and ambiguous. Subject to and without waiving this objection, MW states that it is producing documents, including the Annual Reports to Shareholders for Woodward Iron Company from 1963-1967 and for The Mead Corporation from 1968-1974, w hich include information responsive to this request. 11, State the name, address, and telephone number o f each person, including experts, having any knowledge o f relevant facts relating to the events that are the basis o f this lawsuit, the cause thereof, or the damages resulting therefrom. Include in your response any and all persons 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 10 of 18 who have sued or threatened to sue Defendant with regard to asbestos-related injuries and any and all employees o f Defendant, Woodward Iron Company and Cement Asbestos Production (sic) Company (hereinafter CAPCO), as w ell as, any other known individuals who entered the premises in question at the times Plaintiffwas on said premises. ANSW ER: M W objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, tim e, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW states that it is producing documents that contain the names o f some individuals who may have knowledge o f discoverable information, but because o f the age o f the documents and the passage o f time since the events giving rise to this cause o f action, MW has no way to know whether these individuals are still alive and, if so, where they are located. MW reserves the right to call as a witness at trial any person who is identified in any o f the thousands o f pages o f documents that have been produced in discovery in this action, including persons identified in documents that were produced by Plaintiffs. 12. State the full name, current address, telephone number, qualifications, and present employment o f each person who Defendant expects to call as an expert witness at the trial o f this case, the subject m atter on w hich each such expert is expected to testify, the substance o f the facts and opinions to which each such expert is expected to testify, and a summary o f the grounds for each opinion expected to be expressed by such expert. I f said expert's testimony is to include a review o f any report(s) and/or work product, state the name and address o f the author o f said rep o rts) and/or work product. ANSWER: No determination has been made by MW with respect to the use o f experts in this case. MW adopts and incorporates herein by reference the expert disclosures filed by all other Defendants in this action and reserves the right to call any expert identified or disclosed by Plaintiffs. Moreover, MW reserves the right to call Professor Gene Marsh, who was previously disclosed as an expert in the Henderson v. MeadWestvaco case, which involved substantially identical issues as the present case. 13. IDENTIFY the person or persons m ost knowledgeable about the following: A. Defendant's acquisition o f Raw Asbestos and/or Asbestos-Containing Products; B. Defendant's use o f Raw Asbestos and/or Asbestos-Containing Products; C. Defendant's contracting w ith others to do work involving use or handling o f Raw Asbestos or Asbestos-Containing Products. D. Defendant's acquisition o f Woodward Iron Company and o f CAPCO and the chain o f command/corporate relationships o f each; ANSWER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably lim ited with respect to scope, tim e, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW responds to the separate subparts o f this interrogatory as follows: 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 11 of 18 A. N ot Applicable. M ead did not supply raw asbestos or asbestos containing products to CAPCO. B. Not Applicable. M ead was a separate coxporate entity from CAPCO and Mead did not use asbestos or asbestos containing products at the CAPCO facility. C. N ot Applicable. Mead was a separate corporate entity from CAPCO and Mead did not contract with others pertaining to the use o f asbestos or asbestos containing products at the CAPCO facility. D. See MW's response to interrogatory number 4 and documents produced by MW in response to interrogatories 5, 6, and 9. 14. Has any employee o f DEFENDANT testified by deposition or at trial in which DEFENDANT was a party, wherein the plaintiff alleged an asbestos-related injury? If so, for each such case, please state: A. The caption and case number; B. The court filing including state and county; C. The date o f deposition or trial testimony; D. The name and address o fplaintiffs counsel o f record; E. The name and address o fthe court reporter. ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW states that the deposition o f Elizabeth J. M ilbum taken on June 6, 2006, and previously produced in this action is the only deposition given by MW in litigation that involves allegations o f asbestos exposure related to the CAPCO plant. 15. At the times Defendant purchased and/or acquired an interest in Woodward Iron Company and when Defendant purchased and /or acquired an interest in Cement Asbestos Production (sic) Company (hereinafter CAPCO), for each individually, what was the extent o f Defendant's knowledge relating to asbestos exposure in the workplace or the human health consequences o f exposure to asbestos at the tim e o f each purchase? ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited w ith respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW states that the body o f knowledge relating to the health consequences o f exposure to asbestos varied and developed over tim e and that MW cannot state with any degree o f accuracy what W oodward, Mead, or CAPCO would have known at a particular time. 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 12 of 18 16. W ith the exception o f OSHA compliance, had DEFENDANT prior to 1980 exchanged documents or communicated with any person, entity, Company or other organization expressly regarding the results o f tests and/or studies relating to asbestos exposure in the workplace or the human health consequences o f exposure to asbestos? If so, state: A. Each person, entity, company or organization with whom the information was exchanged or to whom it was communicated. B. The date(s) o f any such exchanges or communications; ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably lim ited with respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW states that it is aware o f no such communications pertaining to CAPCO that have not previously been produced by Plaintiffs' counsel in this litigation. 17. Prior to selling its interests in Woodward Iron Company and Cment Asbestos Production (sic) Company (hereinafter CAPCO), did any person file a W orkers' Compensation claim for asbestos-related injury against DEFENDANT or against any W orkers' Compensation insurance carrier w hich provided coverage for DEFENDANT? If so, state the total number o f such claims and for each claim state: A. The date o f such claim; B. The name o f the claimant: C. The case number; D. The court in which the claim was filed; and E. The IDENTITY o f DEFENDANT'S CUSTODIAN OF documents evidencing such claims. ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited w ith respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW states that it is aware o f no documents that reflect workers compensation claims pertaining to any asbestos-related injury at CAPCO prior to September 30,1974, when M ead sold its stock in CAPCO. 18. State whether Defendant, at any time, has controlled, purchased, or in any way acquired any controlling interest in any corporation (including Defendant itself) or business entity which has mined, manufactured, produced, processed, compounded, sold, supplied, distributed and/or otherw ise placed Raw Asbestos or Asbestos-Containing Products in the stream o f commerce. I f so, state: A. The name and address o f said corporation or business entity; B. The dates Defendant controlled, purchased or acquired any interest; and C. The nature o f the business as it pertains to asbestos. 02102817.1 in r Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 13 of 18 ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, please see MW's response to interrogatory number 4 above which describes M ead's past ownership o f some o f the stock o f CAPCO. 19. State whether DEFENDANT, by itself or through another person, corporation or entity, during the 20th Century, has ever engaged in the following activities w ith regard to Raw Asbestos or Asbestos-Containing Products, and if so, state the inclusive dates o f such activity and the nature o f such activity: A. Mining; B. Milling; C. Supply; D. Importing; E. Processing; F. Manufacturing G. Distribution; H. Marketing; I. Sale; and J. Brokering. ANSWER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW states that it has previously described its relationship to CAPCO in prior interrogatory responses above. MW has also denied that any division or subsidiary o f Mead has ever provided any asbestos containing products to P laintiffs' workplace. As such, MW is aware o f no other information responsive to this request that is relevant to the claims in this lawsuit. 20. As to Raw Asbestos and to each such Asbestos-Containing Product listed in Defendant's Response to Interrogatory No. 19 did DEFENDANT warn o f the health hazards o f asbestos? If so, state for each such warning: A. The content, size, color, and location; whether the warning appeared on the material and/or on the container, and/or was placed on a tag; whether the warning was included in contracts; whether the warning was included in advertising or .other promotional materials. B. State whether you have any photographs thereof; C. The inclusive dates on which you used each such warning; D. State all changes you made in such warnings and the dates o f such changes; and E. Identify the person m ost knowledgeable about your warnings and warning policy. ANSWER: Not applicable. See response to interrogatory 19. 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 14 of 18 21. During the 20th Century, did DEFENDANT purchase or otherwise acquire or sell any Raw Asbestos or Asbestos-Containing Product lines from/to another person or entity? If so, state for each such purchase: A. Date o f purchase or acquisition or sell; B. Terms o f purchase or acquisition or sell agreement; C. Either (1) attach all documents evidencing said acquisition, or (2) attach disks containing such data, or (3) describe such documents w ith sufficient particularity that they may be made the subject o f a request for production o f documents. D. Trade, brand, and/or generic name o f each such product line so acquired or sold; E. Name of the person or entity fiom whom Defendant purchased or acquired or sold each such Raw Asbestos or Asbestos-Containing Product line; and F. Location o f any manufacturing facilities so acquired or sold, and the type o f Asbestos-Containing Products manufactured therein, ANSW ER; MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited w ith respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW states that it has previously described its relationship to CAPCO in prior interrogatory responses above, MW has also denied that any division or subsidiary o f Mead has ever provided any asbestos containing products to P laintiffs workplace. As such, MW is aware o f no other information responsive to this request that is relevant to the claims in this law suit 22. When did DEFENDANT first warn its employees that exposure to asbestos could be hazardous to human health? State: A. W hether the first such warning was written or oral; B. W hether copies o f documents containing such warning exist; C. The IDENTITY o f the custodian o f such documents; D. The content o f the warning. ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited w ith respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and w ithout waiving this objection, MW states that the body o f knowledge relating to the health consequences o f exposure to asbestos varied and developed over time and that MW cannot state w ith any degree o f accuracy when employees would have been warned regarding the health effects o f asbestos exposure. 23. Prior to selling Defendant's interest in Woodward Iron Company and Cement Asbestos Production (sic) Company (hereinafter CAPCO), did anyone ever warn the employees that exposure to asbestos could be hazardous to human health? 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 15 of 18 ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and w ithout waiving this objection, MW states that the body o f knowledge relating to the health consequences o f exposure to asbestos varied and developed over time and that MW cannot state with any degree o f accuracy when employees would have been warned regarding the health effects o f asbestos exposure. 24. Did Defendant, Cement Asbestos Production (sic) Company (hereinafter CAPCO), during the tim e period Defendant owned and/or had an interest, or Woodward Iron Company, during the tim e period Defendant owned and/or had an interest, have a trained safety supervisor and/or an individual responsible for industrial hygiene? If so, state: A. The identity(ies) o f said individual(s); B. W hat type o f training said individuals) received; C. The inclusive dates said individuals) served in this capacity; D. W hether this individual was responsible o f insuring that the employees were provided with adequate safety equipment I f so, state: 1, W hat type(s) o f safety equipment was/were provided; 2. Who made the decision regarding what type(s) o f safety equipment was/were to be used; and E. Either (1) attach all documents evidencing the information sought in this Interrogatory and its subparts to your answers to these Interrogatories, or (2) attach disks containing such data, or (3) describe such documents w ith sufficient particularity that they may be made the subject o f a request for production o f documents. ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time, or place and not reasonably calculated to lead to the discovery o f admissible evidence at trial. Subject to and without waiving this objection, MW states that it does not have sufficient records to respond to the particulars requested by this interrogatory for the 1968 through 1974 time period. However, some o f the information requested by the interrogatory can be obtained from reviewing documents that were produced by Plaintiff in this action. 25. For each o f the following, please state whether, at any tim e within the tim e frame or until such tim e as any defendant which had been engaged in MARKETING Raw Asbestos or Asbestos-Containing Products discontinued the MARKETING o f such products, DEFENDANT was a member or paid dues for any representative o f DEFENDANT (excluding faculty members o f educational institutions) to be a member, officer, committee member on which committee or speaker o f the following and, if so, state the full name o f the organization, the dates for each, publications, newsletters or other communicae received from each, along with the position o f any such representative o f DEFENDANT therein: A. A ir Hygiene Foundation B. American Conference o f Governmental Industrial Hygienists; 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 16 of 18 C. American Industrial Hygiene Association; D. American Petroleum Institute; E. American Railroad Association; F. American Society for Testing and M aterials G. Asbestos Cement Producers Association; H. Asbestos Information Association (AIA)(answer through date o f your answers); I. Asbestos Information Association/North America (AIA/NA)(answer through date o f your answers); J. Asbestos Information Centre (London); K. Asbestos International Association; L. Asbestos Textile Institute (ATI); M. Fluid Sealing A ssociation f/k/a M echanical Packing Association; N. Industrial Hygiene Foundation and/or Industrial Health Foundation (3HF); O. Industrial M ineral Insulation Manufacturers Institute; P. M agnesia Insulation M anufacturers' Association; Q. M agnesia Silica Insulation Manufacturers Association; R. M ineral Wool Institute; S. National Insulation Manufacturers Association (NIMA); T. National Safety Council; U. New York Academy o f Sciences; V. Quebec Asbestos M ining Association (QAMA); W. Refractories Institute; X. Safe Building Alliance (answer through date o f your answers); Y. Saranac library o f the Trudeau Institute; Z. Sprayed M ineral Fiber M anufacturer's Association; AA. Swedish Asbestos Information Group; BB. Thermal Insulation Manufacturers Association (TIMA); CC. U.S. M aritime Commission; and DD. any other organizations, association or groups o f manufacturers, miners, distributors, importers, labelers, suppliers, and/or sellers o f Asbestos-Containing Products o f which THIS DEFENDANT was a member. ANSW ER: MW objects to this interrogatory on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time, or place and not reasonably calculated to lead to the discovery of admissible evidence at trial. Subject to and without waiving this objection, MW states that the interrogatory is not applicable to MW because M W is not sued as a manufacturer o f asbestos-containing products in this action. Moreover, MW states that it was not the policy o f Mead to keep records o f trade or specialty organizations which it or its employees may have .one time been associated w ith during the time period relevant to this action. 02102817.1 Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 17 of 18 Respectfully submitted and signed as to objections, OF COUNSEL: MAYNARD, COOPER & GALE, P.C. 1901 Sixth Avenue North Suite 2400 Birmingham, Alabama 35203 Telephone: (205) 254-1000 Facsimile: (205) 254-1999 One o f the attorneys for Defendant MW Custom Papers LLC V E R IF IC A T IO N COMMONWEALTH OF VIRGINIA ) ) OF ) I, Anthony Oliver, declare that I am Vice President and Assistant Treasurer for MW . Custom Papers, LLC, and that I am executing the foregoing interrogatory responses for and on behalf o f MW Custom Papers, LLC, and am duly authorized to do so; that the matters stated in the foregoing responses are based upon records and documents that are in the possession o f MW or its legal counsel and I believe these responses to be true and correct to the best o f my knowledge and understanding. Executed this / 6 day o f February, 2011. Subscribed and sworn to before me this /^ S d a y o f February, 201). Notary Public M y Commission Expires: Anthony L. O Ii\0 k* .a /cr : REGISTRATION NO. : 346291 : \:. M Y C1O1/M30M/2. 0E1X2P IR ES / : 'A / Case 2:09-cv-70093-ER Document 116-7 Filed 04/27/11 Page 18 of 18 CERTIFICATE O F SERVICE I hereby certify that a copy o f the above and foregoing has been served upon the following counsel by being placed in the U.S. Mail, first-class postage prepaid and properly addressed: Cletus Em ster W ashington & Emster, PLLC The Great Southwest Building 1314 Texas Avenue, Suite 1416 Houston, Texas 77002 RobertG . Taylor, DI Attorney at Law 1395 George Road Terry, M ississippi 39170 M artin K. Berks Environmental Attorneys Group, PC 3516 Vann Road, Suite 104B Birmingham, AL 35252 iffy" On this the day o f February, 2010 02102817.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 1 of 20 IN THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF PENNSYLVANIA IN RE: ASBESTOS PRODUCTS MULTIDISTRICT LITIGATION LIABILITY LITIGATION NO. MDL-875 Case No. 2:09-cv-70094-ER Underlying Cause: IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA MIDDLE DIVISION REBEKAH RIGGS, as the Personal ) Representative for the estate o f ) FARRELL RIGGS, ) ) Plaintiff, ) ) v. ) ) MEAD CORPORATION, et al., ) ) Defendants. ) Civil Action No. C V -05-TM P-2472-M RESPONSE TO PLAINTIFF'S FIRST REQUESTS FOR PRODUCTION MW Custom Papers, LLC ("MW"), as successor in interest to The M ead Corporation ("M ead"), hereby submits its Response to Plaintiff's First Requests for Production as follows: GENERAL OBJECTIONS AND PRELIMINARY STATEMENT 1. MW objects to Plaintiffs' Requests for Production on the grounds that they are overly broad, unduly burdensome, seek inform ation that is irrelevant and which is not reasonably calculated to lead to the discovery o f admissible evidence, and purport to require production of privileged material, trade-secret materials, and materials acquired or developed in anticipation of litigation or for trial, and are therefore beyond the permissible scope o f discovery under the Federal Rules o f Civil Procedure. 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 2 of 20 2. MW objects to Plaintiffs' Requests for Production to the extent that they assert and/or assume unproven conclusions as established facts. 3. MW objects to Plaintiffs' Requests for Production to the extent they assume the truth o f the allegations which are in dispute in this litigation and/or they make incorrect and/or untrue assertions. 4. MW objects to Plaintiffs' Requests for Production to the extent they seek information covered by the attorney-client privilege, the work product doctrine, or other applicable privilege. 5. Although MW has made a good faith effort to respond to these Requests for Production, in making such response MW does not purport to have adopted or applied any definitions set forth at the outset of or at other places in Plaintiffs' Requests for Production nor has MW assumed the improper, unproved and hypothetical facts or accepted the terminology or substance o f Plaintiffs' claims incorporated in, implied or alluded to within Plaintiffs' Requests for Production. 6. MW objects to Plaintiffs' definition o f "asbestos-containing products" as being overly broad, ambiguous, misleading and unlimited in scope. 7. MW reserves the right to contest the admissibility o f these answers and responses or .any documents introduced into evidence at the time of trial or in response to any dispositive motion. 8. MW objects to Plaintiffs' Requests for Production to the extent that they seek to impose upon M ead obligations beyond those required by the Federal Rules o f Civil Procedure. 9. MW objects to Plaintiff's Request for Production to the extent they seek discovery relating to other divisions, subsidiaries, or predecessors o f MW or its parent company 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 3 of 20 MeadWestvaco Corporation that are urn-elated to M ead's prior corporate relationship with The Cement Asbestos Products Company ("CAPCO") or with the National Cement Company ("National Cement"), the two jobsites that are alleged to be at issue in this litigation. MW's responses are limited to only providing information in M W 's possession that is relevant to Plaintiffs' claims regarding CAPCO and National Cement. MW's ability to respond to Plaintiffs' requests is limited due to the fact that Mead sold its stock in CAPCO to The American Smelting and Refining Company ("ASARCO") on September 30, 1974, and, pursuant to the terms o f the sales agreement, Mead was required' to give ASARCO all documents and inform ation in M ead's possession pertaining in any way to CAPCO's operations. Therefore, MW should not be expected to have, and does not have, a significant volume o f records or documentation pertaining to CAPCO. M any o f the documents that are within MW's custody or control relating to CAPCO are the result o f efforts made by its outside litigation counsel to obtain documents pertaining to the CAPCO plant from various sources, including the historic records and files o f law firms that represented CAPCO, Mead, or ASARCO with respect to corporate transactions and sales in 1974 and before. As such, some o f the documents produced by MW in this matter should enjoy the protection of the work product privilege, and are being produced without waiver o f said privilege with respect to other documents. Moreover, some documents from these law firm files are being withheld from production pursuant to the attorney client privilege. 10. In Plaintiffs' opposition to MW 's original summary judgment motions and again at the hearing held in this case on January 11, 2011, Plaintiffs' counsel alleged that a separate division o f Mead, The M urray Rubber Company ("M urray"), sold gaskets to the CAPCO plant and alleged that those gaskets may have contained asbestos. The Court's Order o f January 14, 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 4 of 20 2011, specifically directs MW to provide available information w ith respect to the sale o f gaskets to either CAPCO or National Cement. Mead's ability to produce documents relating to sales records o f gaskets is limited by the fact that M ead sold M urray as an on-going business to The Gates Rubber Company on December 30, 1983, and the assets transferred included all tangible personal property used in the business and all "contracts, agreements, leases, commitments, licenses, sales and purchase orders, product warranty and service agreements relating primarily to the [bjusiness." However, the documents in MW's possession relating to gaskets that were supplied to the CAPCO facility all indicate that the gaskets were made o f rubber. MW is in possession o f no documents that indicate that there was an asbestos component to any gaskets sold by M urray to CAPCO. Moreover, MW is not aware o f any documents or evidence showing sales o f gaskets by M urray to National Cement. 11. Although P lain tiffs Complaint makes allegations regarding M ead's past ownership o f National Cement, there is no allegation in this case that Plaintiff or P lain tiffs decedent ever worked at National Cement. Thus, MW is aware o f no documents or information regarding National Cement that could possibly be relevant to the claims in this lawsuit. 12. MW further objects to and responds to Plaintiffs' Requests for Production as follows: No incidental or implied admissions o f fact by MW are made by the answers and responses below. The only admissions are express admissions. The fact that MW has responded to any Requests for Production herein may not be properly taken as an admission that MW accepts or admits the existence o f any facts set forth or assumed by such Requests for Production, or that such response constitutes admissible evidence. The fact that MW has responded to part or all o f the Requests for Production herein is not intended to he, and shall not 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 5 of 20 be construed to be, a waiver by MW o f all or any part o f any objections made by MW to any Request for Production. MW reserves the right to supplement these objections, and the following answers, in the event additional responsive information or documents are located at a later date. The Preliminary Statement and General Objections stated above are hereby incorporated by reference into each o f the Responses set forth below, and w ill not be repeated with every individual Response. The following Responses are made without waiver o f any o f the foregoing General Objections. REQUESTS FOR PRODUCTION 1. Produce any and all documents or other items which in any manner relate to Defendant, Cement Asbestos Production Company (hereinafter CAPCO) and Westwood (sic) Iron Company, including, but not limited to, documents created before the acquisition o f any company, documents created between the companies, documents created after the sale o f the companies. RESPONSE: M W objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is producing documents in its possession relating to the formation, organization, ownership, and sale o f CAPCO, National Cement, and M urray Rubber Company that are potentially relevant to the claims asserted in this lawsuit. 2. Produce any contracts and any other documents between Defendant, Woodward Iron Company and Cement Asbestos Production Company (hereinafter CAPCO) or between Woodward Iron Company and Defendant or between Defendant and CAPCO or between Woodward Iron Company or any combination o f these three companies, which relate in any manner, to the provision o f industrial safety or Industrial Hygiene Services to CAPCO. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is not aware o f any contract or document between Woodward Iron Company and CAPCO pertaining to the provision o f industrial hygiene services or industrial safety at.the CAPCO plant. 3. Produce any contracts and any other documents between Defendant, Woodward Iron Company and Cement Asbestos Production Company (hereinafter CAPCO) or between Woodward Iron Company and Defendant or between Defendant and CAPCO or between 02102755.1 HTT7 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 6 of 20 Woodward Iron Company or any combination o f these three companies, which relate in any manner which relate in any manner (sic), to asbestos or asbestos containing materials. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is producing copies o f contracts in its possession between CAPCO, Woodward Iron Company, Mead, and ASARCO that are potentially relevant to the claims in this lawsuit. 4. Produce all documents, including sales contracts, contracts and agreements, concerning Defendant's purchase o f any other company, including the purchase o f Woodward iron Company and Cement Asbestos Production Company (hereinafter CAPCO), including the financial arrangements with regard to division o f responsibilities, responsibilities o f each and division o f profits. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is producing copies o f contracts in its possession between CAPCO, Woodward Iron Company, Mead, and ASARCO that are potentially relevant to the claims in this lawsuit. 5. If you contend that Defendant through its agents Bond and Mooney did not have control or at least exercise control over Cement Asbestos Production Company (hereinafter CAPCO)'s environmental practices, safety procedures and equipment purchases, then produce any and all documents that support your assertions that Defendant exercised no control. RESPONSE: MW objects to this request on the ground that it is overly.broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. MW asserts that CAPCO was and is a separately incorporated legal entity and that M ead was a shareholder o f the corporation from November 30, 1968, until September 30, 1974, when M ead sold its stock to the other shareholder. MW is aware o f no documents or evidence that suggests that M ead exercised control over the CAPCO plant in any way or maimer sufficient to supplant CAPCO's statutory obligations with respect to workplace safety. 6. All documents which in any manner concern or reference American Smelting and Refining Company (ANSARCO) (sic), with regard to Cement Asbestos Production Company (hereinafter CAPCO), Woodward Iron Company, National Cement Company or asbestos in any form. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is producing copies o f contracts in its possession between CAPCO, Woodward Iron Company, Mead, and ASARCO that are potentially relevant to the claims in this lawsuit. 7. Produce any and all dociunents reflecting your corporate history, including all 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 7 of 20 documents relating to Defendant, the coiporate structure, all applicable divisions, predecessor, successor, affiliates and/or subsidiary by providing the dates o f existence, mergers and acquisitions, dates o f incorporation for each , states of incorporation, the nature o f all products sold and/or services provided, and the names and addresses o f all distributors that had authority to sell your products in and around St. Clair County, Alabama from 1920-2005. RESPONSE: MW objects to tins request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is producing documents in its possession relating to the formation, organization, ownership, and sale o f CAPCO, National Cement, and M urray Rubber Company that are potentially relevant to the claims asserted in this law suit. 8. Produce all documents including interrogatories, answers, affidavits, deposition testim ony or trial testimony, in which persons have stated that Defendant's and/or any applicable division's, predecessors', successors', affiliates' and/or subsidiaries' asbestos containing m aterials were present at any o f the following work sites from 1920-2005: Cement Asbestos Pipe Company (CAPCO) and National Cement Company in Alabama. RESPONSE: MW objects to tins request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving this objection, MW states that it is not aware o f any such m aterials pertaining to any other division or subsidiary o f Mead. O f course, to the extent that M ead's past stock ownership o f CAPCO could be said to qualify CAPCO as a "subsidiary" o f M ead, then certainly CAPCO5s own asbestos containing products were present at CAPCO's facility. MW obtained any responsive documents that it has relating to past testimony or discovery involving the CAPCO plant from Plaintiffs' prior document productions in this and related litigation. 9. Produce any and all photographs and documents in any maimer relating to, describing or in any manner referencing asbestos containing materials or raw asbestos used at the work sites: Cement Asbestos Pipe Company (CAPCO) or National Cement Plant 1920 until 2005, including, but not limited to catalogs, purchase orders, invoices, receipts or any other document reflecting products used, their manufacturers or suppliers, advertising or anything related to the presence o f the materials on the properties as stated. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is producing some documents that are responsive to this request in that they can be said to describe raw asbestos that was used by CAPCO. 10. Produce all photographs o f the work sites: Cement Asbestos Production Company (hereinafter CAPCO) and the National Cement Company in Alabama. 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 8 of 20 RESPONSE: MW is not presently aware that it is in possession of any photographs of either the CAPCO or National Cement facility. 11. Produce a copy o f all documents and photographs reflecting or depicting any warning(s), notices or other indication o f risks or dangers relating to Raw Asbestos or Asbestos Containing M aterial, including, hut not limited to, any and all health and safety warnings regarding the dangers o f asbestos, which were issued, used, or in any manner created or distributed to employees, customers, suppliers, distributors, subcontractors and end users by Defendant, Woodward Iron Company, Cement Asbestos Production Company (hereinafter CAPCO) and National Cement Company in Alabama. RESPONSE; MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is not in possession o f any such documents pertaining to CAPCO or National Cement other than documents that were produced by Plaintiffs ' counsel. 12. Please produce any and all medical, personnel, tax, work or other records and or documents related to the Plaintiffs which are in your possession, custody and/or control. RESPONSE: MW has no such documents other than those that have been obtained from Plaintiffs or other defendants in this litigation, or that were a part o f litigation files from Plaintiffs' prior asbestos exposure lawsuits, which have previously been produced or made available to Plaintiffs' counsel. 13. Produce all documents pertaining to the W orkers' Compensation claims or claims made pursuant to any federal or state law, rule or regulation by any o f Defendant's employees for any alleged asbestos-related disease. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that, prior to its sale o f Capco stock in September o f 1974, it is not aware o f any documents that reflect workers compensation claims being m ade at CAPCO pertaining to an asbestos related injury. 14. Please produce a copy o f each deposition and/or the trial testimony o f any individual that Defendant has ever designated or presented as its case representative, corporate representative, or person designated under Federal Rule o f Civil Procedure 30(b) (6) or similar State Rule in any case involving Defendant's asbestos-containing products, Defendant's services as they relates to asbestos-containing products or asbestos-containing materials. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is producing the deposition o f its corporate representative Elizabeth J. Milburn, taken on June 6, 2006, which is the only 021027S5.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 9 of 20 corporate deposition that MW has ever provided that pertains to M ead's relationship to the CAPCO plant. 15. Produce copies o f each deposition o r the trial testimony by any representative, employee or expert witness o f Defendant regarding any m atter before any court, .in which Defendant was a named defendant or party and which involved persons suffering from asbestosrelated injuries, asbestos or asbestos-containing material, unless the release o f said information would violate law or Court Order, in winch case, please identify the reasons for not producing each deposition or trial testimony so withheld. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that, other than the deposition identified in response to request number 14 above, MW is aware o f no such testimony that it or an expert retained by MW has given pertaining to CAPCO or National Cement. 16. Produce all deposition transcripts o f Defendant and/or any agent and/or employee and/or any former employee o f Defendant wherein the deponent testified regarding Defendant's alleged liability for Asbestos exposure. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that, other than the deposition identified in response to request number 14 above, M W is aware o f no such testim ony that it or an expert retained by MW has given to CAPCO or National Cement. 17. Produce all documents reflecting the search for and review o f documents in connection with the research for and preparation o f any affidavit executed by or on behalf o f Defendant for use in this case or any other case involving alleged liability for Asbestos exposure. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. MW further objects on the basis o f the work product doctrine and the attorney client privilege. Subject to and without waiving this objection,- MW states that it is producing all documents which were referred to or relied upon with respect to any affidavit submitted by MW in the case. 18. Produce any and all documents, books, studies or any other item or thing which w ill be relied upon by any expert to be presented at trial by Defendant in this litigation or any expert upon whose opinion an expert who w ill testify w ill rely. RESPONSE: M W has not made a decision w ith respect to the use o f any expert witness in this case. If MW chooses to disclose an expert, it w ill comply with the Federal Rules o f Civil Procedure and any scheduling order o f the Court w ith respect to documents that it produces pertaining to that expert's opinion. 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 10 of 20 19. Please produce any documents regarding written safety, health or industrial hygiene policy, and any correspondence, notes, memorandum or other writing concerning, referencing or pertaining to the efficacy, practicality, implementation, or otherwise o f such policies o f Defendant and its subsidiaries, including Woodward Iron Company and Cement Asbestos Production Company (hereinafter CAPCO), National Cement Company, including, but not lim ited to: * a. Safety manuals, accident prevention manuals, policies, procedures; b. Correspondence or any other communication between Defendant internally and between other organizations regarding any aspect o f health or safety; c. Any studies, tests, test results, sampling or monitoring relating to safety or health, which were conducted on any persons employed by or premises controlled by Defendant, its subsidiaries, including, but not limited to Woodward Iron Company and Cement Asbestos Production Company (hereinafter CAPCO) and National Cement Company and any report generated as a result o f same; d. Any documents pertaining to the Asbestos monitoring procedures o f practices contemplated, proposed, or implemented by Defendant and/or for the benefit o f Defendant's employees or its subsidiaries, including Woodward Iron Company, Cement Asbestos Production Company (hereinafter CAPCO) and National Cement Company including, but not limited to, procedures for and results o f any and all Asbestos measurements, whether measured by location or employee, procedures for and the results o f personal sampling, dosimeter readings, ambient air levels, instruments used to measure employee Asbestos exposure, inform ation and reports related to calibration o f Asbestos monitoring equipment, inform ation provided to or communications from or to any and all employees or representatives o f employees regarding Asbestos; e. Any documents pertaining to employee safety lectures, meetings, warnings, instructions, or any other information related to Asbestos and its potential hazards in the work place, whether organized or presented by Defendant or Defendant's representatives; any industrial hygiene program contemplated for, proposed, or implemented; identity o f past and present industrial hygienists, whether employed by Defendant or not, who have worked or consulted with Defendant in development o f or as a result o f any program to protect Defendant's employees from Asbestos exposure. f. Documents pertaining to the safety programs contemplated, proposed, o t implemented by Defendant including, but not limited to, information regarding protective measures or devices provided to or for the benefit o f employees, evaluation^) o f such measures or devices, employee notifications or warnings, training for, use and care o f respirators, medical evaluations or examinations, consultants employed or retained to assist w ith the evaluation of the dust in the environment, to determine employee exposure levels thereto, and/or recommended Asbestos control measures. 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 11 of 20 g. Documents pertaining to the Asbestos monitoring procedures o f practices contemplated, proposed, or implemented by Defendant and/or for the benefit o f Defendant's employees, including, but not lim ited to, procedures for and results o f any and all Asbestos measurements, whether measured by location or employee, procedures for and the results o f personal sampling, dosimeter readings, ambient air levels, instruments used to measure employee Asbestos exposure, information and reports related to calibration o f Asbestos monitoring equipment, information provided to or communications from or to any and all employees or representatives o f employees regarding Asbestos monitoring; h. All documents reflecting each Asbestos survey, sample and/or monitoring taken at Defendant's manufacturing facilities. i. Results o f any sampling performed by Defendant for Asbestos fiber emissions from any specific Asbestos-Containing Products manufactured, marketed, distributed, supplied and/or sold by Defendant; j. Documents reflecting attendance by any employee or consultant o f Defendant's at any health or safety conferences from January 1, 1939 through January 1, 1951 at which there was any discussion o f the potential hazards o f Asbestos; k. Copies o f any w ritten policy regarding medical examinations o f Defendant's employees that were in effect prior to 1990. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time or place, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that some o f the documents that that it is producing herewith include documents that fit within the general categories described in the subparts o f this request. 20. Produce all documents (including, hut not limited to, fee agreements, reports, and correspondence) provided to, received from, or prepared by each witness Defendant plans to and/or may possibly call at the trial o f this matter. RESPONSE: MW objects to this request on the grounds that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. MW further objects on the basis o f the work product doctrine and the attorney client privilege. 21. Produce all documents related to Asbestos and Asbestos-Containing Products, with regard to: a. All contracts or agreements entered into by Defendant for clean up and removal o f asbestos or asbestos containing materials; b. Inspections for same; c. Any decision to stop using asbestos or to sell any portion o f Defendant's holdings which related to asbestos; 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 12 of 20 d. Research and consideration of alternatives to or substitutions for the use o f asbestos in any product or process; e. Costs removal and/or clean-up o f Asbestos and f. Amount o f asbestos removed. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited w ith respect to scope, time or place, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and w ithout waiving these objections, MW states that it is not aware o f documents relating to CAPCO that fit w ithin these categories, other than one document that potentially fits within subpart c and that is being produced herewith. 22. All memoranda, documents, letters, manuals, books or any other writings whosoever given to Defendant or to which Defendant has or had access, regarding procedures, regulations, standards, rules or suggested methods for reviewing, adjusting, generally handling and health hazards o f Asbestos or Asbestos-Containing Products, including but not lim ited to: a. Claims procedure manuals; b. Training manuals; c. Claims procedure memoranda; d. Informational memoranda; e. Statutory or legislative summaries; f. Letters from supervisors; g. W ritten materials from every seminar, lecture or meeting Defendant has attended related to Asbestos and/or Asbestos-Containing Products; h. Any other directives, standards, rules, guideline, suggestions, regulations or any other writings in any form whatsoever which Defendant has read, reviewed or have or had access to relating to, in any way, Asbestos and/or Asbestos-Containing Products: i. Publications, correspondence or other documents which in any manner related to the organizations listed in W ritten Interrogatory Number 25; j. All books, pamphlets, medical articles, industrial hygiene articles or periodicals maintained by Defendant in any department pertaining to Asbestos related disease. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time or place, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that some o f the documents that that it is producing herewith include documents that fit within the general categories described in the subparts o f this request. 23. Produce all documents submitted by Defendant to any insurance carrier, including, but not limited to Fireman's Fund Insurance Company, in anticipation o f filing a claim with said insurance company pertaining to fins cause o f action. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. MW LUI i 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 13 of 20 further objects on the grounds that the requested materials are subject to protection o f the work product doctrine and the attorney client privilege. 24. Produce copies of any and all insurance policies, including, but not limited to Fireman's Fund policy number PC 00417952, that may insure you for any possible Asbestos or Asbestos-Containing Product. RESPONSE: MW objects to this request on the grounds that it is irrelevant and not likely to lead to the discovery o f admissible evidence. MW further objects that the information requested is beyond the scope o f discovery with respect to insurance agreements permitted by The Federal Rules o f Civil Procedure. Subject to and without waiving this objection, MW states that there are sufficient funds available to cover any damages that MW might be held legally responsible to pay in this action. 25. Produce copies of each and every insurance policy of any type which may provide Defendant and/or any applicable division, predecessor, successor, affiliate and/or subsidiary with defense or indemnity coverage, in whole or in part, for the claims brought by the plaintiffs herein. RESPONSE: MW objects to this request on the grounds that it is irrelevant and not likely to lead to the discovery of admissible evidence. MW further objects that the information requested is beyond the scope of discovery with respect to insurance agreements permitted by The Federal Rules o f Civil Procedure. Subject to and without waiving this objection, MW states that there are sufficient funds available to cover any damages that MW might be held legally responsible to pay in this action. 26. Produce copies of any and all o f Defendant's document retention policies and/or procedures, including how those documents are maintained, identified, recorded and stored. RESPONSE: MW is not presently aware of any document retention policy that would have been applicable to Mead or Woodward during the time frames at issue in this litigation. 27. Produce all documents which relate to or pertain in any manner to any inspection, test, examination, or other review o f any of Defendant's manufacturing or other facilities by the United States or any state Environmental Protection Agency or the Occupational Safety and Health Administration relating to the presence, use, disposal, etc. o f Asbestos and/or AsbestosContaining Products. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is not in possession o f any such documents pertaining to CAPCO or to National Cement other than documents that have previously been produced by Plaintiffs' counsel in this litigation. 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 14 of 20 28. Produce all documents affirmatively indicating Defendant or any o f Defendant's subsidiaries were in compliance with the Threshold Limit Value (TLV) and/or Permissible Exposure Limits (PEL) for asbestos dust from 1951 to present. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is not in possession o f any such documents pertaining to CAPCO or to National Cement other than documents that have previously been produced by Plaintiffs' counsel in this litigation. 29. Produce any written requests by Defendant or Defendant's employees or any subsidiary to any manufacturer o f Asbestos-Containing Products for information o f any type about Asbestos-Containing Products. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. 30. Produce all documents pertaining to the purchase o f Asbestos-Containing Products or Raw Asbestos by or on behalf o f Defendant from its inception until the present, including, but not limited to, the following: a. Determination o f approved manufacturers, suppliers and/or sellers o f AsbestosContaining Products or Raw Asbestos to Defendant; b. Method o f determination of particular brand, type, model and quantity of Asbestos-Containing Products actually purchased and/or used by Defendant; c. Information received from the suppliers and/or manufacturers o f AsbestosContaining Products prior to, at the time of, or after purchase, including product literature, instructions, warnings, procedures for use, maintenance or repair information; d. Approved products list and/or qualified products list promulgated or prepared by Defendant relating to Asbestos-Containing Products; e. Comparison or analysis by demonstration o f testing by Defendant o f AsbestosContaining Products before, at the time o f or after purchase; and f. Documents which reflect in any maimer any purchases by Defendant o f AsbestosContaining Products or Raw Asbestos, including purchase orders, invoices and any other document or contract related to the purchase or transfer o f Raw Asbestos or Asbestos Containing material. g. Any and all documents related to import, export , shipment, transshipment or otherwise transporting Raw Asbestos or Asbestos-Containing Products into, out o f or through any port in the State o f Alabama by Defendant or at your request by a third party. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time or place, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that some o f the documents that that it is producing herewith include documents that fit within the general categories described in the subparts o f this request relating to CAPCO. 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 15 of 20 31. Produce all documents reflecting Defendant's use o f as well as techniques utilized with Asbestos to control or limit dust, including, but not limited to, the following: a. Documents which refer to the IDENTITY of any person employed by Defendant whose duties related in any manner to ordering, purchasing, stocking, utilization or assigning of any other type o f protective equipment or gear winch was intended to prevent the inhalation of any dust, fibers, firmes or other materials into the lungs o f employees, together with each and every document which reflects the current address and/or telephone number o f all such persons, if living; b. All purchase orders, invoices or other documents evidencing the purchase o f Asbestos-Containing Products used in any maimer by Defendant; and c. Photographs and advertisements depicting any Asbestos-Containing Product manufactured, marketed, distributed, supplied and/or sold by Defendant d. All documents reflecting any testing done by Defendant upon which Defendant relies on for any opinion that any product/equipment did not and could not release respirable Asbestos fibers into the air. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time or place, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that some o f the documents that that it is producing herewith include documents that fit within the general categories described in the subparts o f this request relating to CAPCO, but not to Mead. 32. Produce all blueprints, design specifications, operating/owners manual installation /removal/repair/overall instructions, manufacturing specifications/mstrnctions, physical composition, MSDS sheets, sales brochures, marketing materials, and the like, regarding each particular Asbestos-Containing Product and/or equipment. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, vague, ambiguous, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is producing some documents pertaining to CAPCO that are responsive to this request. 33. Produce all documents including a description of each Asbestos-Containing Product and/or piece o f equipment Defendant (or any alleged division, predecessor, successor, affiliate and/or subsidiary) manufactured, distributed, supplied and/or sold by Defendant. The detailed description should include the location where the product/equipment was (or was intended to be) used/installed, the function, purpose, design, construction, composition and working temperature of the same, as well as each component part thereof, including the chemical composition of any materials, fluids, gases, solids, etc. said product and/or equipment was designed, expected and/or intended to process, transport, convert, manage, manipulate and/or come in contact with. RESPONSE: MW objects to tins request on the ground that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time or place, and not reasonably calculated to lead to the discovery of admissible evidence. Subject to and without waiving these objections, MW states that it is not presently aware o f any such documents 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 16 of 20 pertaining to CAPCO other than documents that have previously been produced by Plaintiffs counsel in this action. 34. Produce all documents containing a description o f each and every occasion Defendant (or any alleged division, predecessor, successor, affiliate and/or subsidiary) designed, installed, serviced and/or removed any Asbestos and/or Asbestos-Containing Product and/or equipment. With respect to each and eveiy such occasion, the identity of all such products and/or equipment involved in the same, including their location, function, purpose, design, construction, composition and worldng temperature for each product and equipment and any component part thereof, including the chemical composition o f any materials, fluids, gases, solids, etc. said product and/or equipment was designed, expected and/or intended to process, transport, convert, manage, manipulate and/or come in contact with. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is not in possession of any such documents pertaining to CAPCO or National Cement. 35. Produce all brochures, pamphlets, catalogs or other advertising relating to AsbestosContaining Products and/or Raw Asbestos which DEFENDANT manufactured, sold, distributed or supplied during the 20th Century. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is not in possession o f any such documents pertaining to CAPCO or National Cement other than documents that were produced by Plaintiffs' counsel in this action. 36. Produce all documents pertaining to Defendant's knowledge regarding potential hazards o f Asbestos and/or Asbestos Containing Products including, but not limited to, the following: a. Documents circulated or disseminated by Defendant to Defendant's employees which discusses or pertains to Asbestos and/or Asbestos-Containing Products; b. Documents received by Defendant or sent by Defendant to any Union or other labor organization which represented airy o f Defendant's employees and which relates to or pertains to Asbestos and/or Asbestos-Containing Products; c. Documents received from or sent by Defendant to any governmental or quasi- govemmental agency or department and which relate to or pertains to Asbestos and/or Asbestos- Containing Products; d. Documents which relate to or pertains to any inspections, test, examination, or other review o f any work site owned or operated by Defendant by the Occupational Safety and Health Administration or pursuant to any Act or Regulation pertaining thereto; e. Documents sent by Defendant to any person, firm, corporation and/or other entity relating to or pertaining to the hazards associated with exposure to Asbestos; 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 17 of 20 f. Documents which IDENTIFY each and every trade organization of which Defendant were/are a member of; g. Instructions or warnings with respect to the hazards o f Asbestos and/or Asbestos- Containing Products provided by Defendant to any purchaser of Defendant's Asbestos and/or Asbestos-Containing Products; and h. Documents which pertain to or refer to any inspection, survey, or study o f Asbestos dust present at Defendant's manufacturing or storage facilities by any medical person, medical entity, industrial hygienist or occupational health specialist. RESPONSE: MW objects to this request on the grounds that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time, or place and not reasonably calculated to lead to the discovery of admissible evidence at trial. Subject to and without waiving this objection, MW states that the body o f Icnowledge relating to the health consequences o f exposure to asbestos varied and developed over time and that MW cannot state with any degree o f accuracy when employees would have gained particular Icnowledge with respect to the health effects of asbestos exposure. Moreover, MW states that it was not the policy o f Mead to keep records of trade or specialty organizations which it or its employees may have one time been associated with during the time period relevant to this action. Some information responsive to this request pertaining to CAPCO is contained in documents produced herewith. 37. Produce all documents pertaining to communications with labor unions, federal, state, local, or county governmental agencies, insurance companies, including any loss prevention services or surveys provided by any insurance company, or any other group concerning Asbestos and/or Asbestos-Containing Products. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, vague, ambiguous, not reasonably limited with respect to scope, time or place, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that some of the documents that that it is producing herewith include documents that fit within the general categories described in the subparts o f this request relating to CAPCO. 38. Produce all documents pertaining to the rules, regulations, guidelines, guidance, compliance with or opinions o f OSHA, including, hut not limited to, the identity and content o f any and all OSHA citations for violations o f OSHA rules and regulations pertaining to Asbestos and/or Asbestos-Containing Products; or other documents regarding employee safety with respect to Asbestos control or abatement, and any employee complaints regarding Asbestos and/or Asbestos-Containing Products. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is not presently aware o f any such documents pertaining to CAPCO other than documents that were produced by Plaintiffs' counsel in this action. 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 18 of 20 39. Produce all documents pertaining to any attempt to comply with any provisions o f the Walsh Healy Act pertaining to compliance with the TLV for Asbestos dust subsequent to January 1,1951, including, but not limited to : a. Copies o f any inspection reports prepared by any Walsh Healy inspectors pertaining to any aspect o f compliance with the TLV for Asbestos dust between January 1,1951 and January 1,1972; b. All documents indicating the names of all Walsh Healy inspectors on whom Defendant relied to perform any dust counts or air monitoring at any facility owned or operated by Defendant to insure compliance with the TLV for Asbestos between January 1, 1952 and January 1,1972; c. All documents indicating the names o f all Walsh Healy inspectors on whom Defendant relied to perform any dust counts or air monitoring at any facility owned or operated by Defendant to insure compliance with the TLV for Asbestos between January 1, 1952 and January 1,1972; d. Documents affirmatively indicating that Defendant was in compliance with the TLV o f the Walsh Healy Act pertaining to Asbestos dust from 1951 to 1972. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving these objections, MW states that it is not presently aware of any such documents pertaining to CAPCO. 40. Produce ah documents indicating Defendant was relying upon any person, firm, corporation and/or other legal entity to provide any type o f information about Asbestos or the potential health effects o f exposure to Asbestos to Defendant. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. pertaining Subject to and without waiving these objections, MW states that it is not in possession o f any such documents to CAPCO other than documents that have previously been produced by Plaintiffs1counsel in this litigation. 41. Produce all statements which were previously made by Defendant and any of its present or former directors, officers, or employees, concerning this action and/or its subject matter. RESPONSE: MW objects to this request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery of admissible evidence. MW further objects on the grounds that die information is protected from discovery by the work product doctrine and the attorney client privilege. 42. Produce all documents (including, hut not limited to, correspondence, notes, memoranda, and journal entries) which relate to, describe, summarize, or memorialize any communication made by Defendant or any o f your previous entity names, or anyone known or 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 19 of 20 believed by Defendant to have been acting under the authority o f Defendant or any o f your previous entity names concerning Defendant's use of Asbestos and/or Defendant's use o f Asbestos-Containing Products. RESPONSE; MW objects to tins request on the ground that it is overly broad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. 43. Please produce all documents referred to or upon which Defendant referenced or relied in its responses to Plaintiffs Written Interrogatories propounded to Defendant RESPONSE: MW is producing all such documents herewith other than documents that have previously been produced in this action or that were produced by Plaintiffs counsel in this action. Respectfully submitted, OF COUNSEL; MAYNARD, COOPER & GALE, P.C. 1901 Sixth Avenue North Suite 2400 Birmingham, Alabama 35203 Telephone; (205) 254-1000 Facsimile: (205) 254-1999 Attorney for Defendant MW Custom Papers LLC, as successor to The Mead Corporation. 02102755.1 Case 2:09-cv-70093-ER Document 116-8 Filed 04/27/11 Page 20 of 20 CERTIFICATE OF SERVICE I hereby certify that a copy o f the above and foregoing has been served upon the following counsel by being placed in the U.S. Mail, first-class postage prepaid and properly addressed: Cletus Ernster Washington & Ernster, PLLC The Great Southwest Building 1314 Texas Avenue, Suite 1416 Houston, Texas 77002 Robert G. Taylor, IH Attorney at Law 1395 George Road Terry, Mississippi 39170 Martin K. Berks Environmental Attorneys Group, PC 3516 Vann Road, Suite 104B Birmingham, AL 35252 On this the f ^ day o f February, 2010 02102755.1 Case 2:09-cw-70093-ER Document 116-9 ***EFILED*** Filed 04/27/11 ^ 9 ^ 9of Fu|tonCounty LexisNexis Transaction ID: 10455601 Date: Jan 30 2006 7:06PM Mark Harper, Clerk IN THE STATE COURT O F FULTON COUP STATE OF GEORGIA TONY R. HENDERSON and SHEILA G. HENDERSON, Plaintiffs, v. ASARCO, INC., et al. Defendants. ) ) ) ) ) ) Civil Action No. 05EV000013D ) ) ) ) DEFEENDANT MEADWESTVACO CORPORATION'S RESPONSES AND OBJECTIONS TO PLAINTIFFS' INTERROGATORIES AND REQUESTS TO PRODUCE PROPOUNDED TO DEFENDANT MEADWESTVACO CORPORATION Pursuant to O.C.G.A. 9-11-33 and 9-11-34, Defendant MeadWestvaco Corporation f/k/a The Mead Corporation ("Mead"), hereby objects and responds to Plaintiffs' Interrogatories and Requests to Produce Propounded to Defendant MeadWestvaco Corporation as follows. I. GENERAL OBJECTIONS 1. Mead objects to Plaintiffs' Interrogatories and Requests to Produce ("Requests") on the grounds that they are overbroad, unduly burdensome, seek information that is neither relevant nor reasonably calculated to lead to the discovery o f admissible evidence, and purport to require production o f privileged material, trade-secret materials, and materials acquired or developed in anticipation o f litigation or for trial, and are therefore beyond the permissible scope o f discovery under the Georgia Civil Practice Act. 2. Mead objects to Plaintiffs' Interrogatories and Requests to the extent that they assert and/or assume unproven conclusions as established facts. * PLEAXINHTIBIFITF'S Case 2:09-cv-70093-ER Document 116-9 Filed 04/27/11 Page 2 of 9 3. Mead objects to Plaintiffs' Interrogatories and Requests to the extent they assume the truth of the allegations that are in dispute in this litigation and/or they make incorrect and/or untrue assertions. 4. Mead objects to Plaintiffs' Interrogatories and Requests to the extent they seek information covered by the attorney-client privilege, the work product doctrine, or other applicable privilege. 5. Although Mead has made a good faith effort to respond to these Interrogatories and Requests, in making such response Mead does not purport to have adopted or applied any definitions set forth at the outset o f or at other places in Plaintiffs'Interrogatories and Requests nor has Mead assumed the improper, unproved and hypothetical facts or accepted the terminology or substance of Plaintiffs' claims incorporated in, implied or alluded to within Plaintiffs' Interrogatories and Requests. 6. Mead objects to Plaintiffs' definition of "asbestos-containing products" as being overbroad, ambiguous, misleading and unlimited in scope. 7. Mead reserves the right to contest the admissibility o f these answers and responses or any documents introduced into evidence at the time o f trial. 8. Mead objects to Plaintiffs' Interrogatories and Requests to the extent that they seek to impose upon Mead obligations beyond those required by the Georgia Civil Practice Act. 9. Mead objects to Plaintiffs' Interrogatories and Requests to the extent they seek information regarding time periods other than those specific time periods during which Plaintiff Tony Henderson alleges he was exposed to asbestos or asbestos-containing products and Mead will respond only as to such time periods. 2 Case 2:09-cv-70093-ER Document 116-9 Filed 04/27/11 Page 3 of 9 10. To the 'extent Plaintiffs' Interrogatories and Requests are not limited to the specific premises at which Plaintiffs allege Tony Henderson was exposed to asbestos or asbestos-containing products, the specific time periods during which such exposure occurred, and the specific products or materials to which Tony Henderson was exposed, Mead objects to these Interrogatories and Requests as overly broad, unduly burdensome, and harassing, and further objects on the basis that the information sought is not relevant nor reasonably calculated to lead to the discovery of admissible evidence. 11. Mead further objects to and responds to Plaintiffs' Interrogatories and Requests as follows: No incidental or implied admissions of fact by Mead are made by the answers and responses below. The only admissions are express admissions. The fact that Mead has responded to any Interrogatories or Requests herein may not be properly taken as an admission that Mead accepts or admits the existence of any facts set forth or assumed by such Interrogatories and Requests, or that such response constitutes admissible evidence. The fact that Mead has responded to any Interrogatories or Requests herein is not intended to be, and shall not be construed to be, a waiver by Mead o f all or any part of any objections made by Mead to any Interrogatory or Request. 12. _ Mead objects to Plaintiffs' Interrogatories and Requests to the extent they seek information regarding other legal entities not parties to this suit. Mead's responses to Plaintiffs' Interrogatories and Requests are limited to Mead as it is the legal entity sued in the above-style civil action. Mead reserves the right to supplement these objections, and the following answers, in the event additional responsive information or documents are located at a later date. 3 Case 2:09-cv-70093-ER Document 116-9 Filed 04/27/11 Page 4 of 9 The Preliminary Statement and the General Objections stated above are hereby incorporated by reference into each of the following answers, and will not be repeated with every individual response. The following Responses are made without waiver o f any of the foregoing General Objections. II. RESPONSES TO INTERROGATORIES 1. . Please identify any and all documents in your possession, including but not limited to, incorporation documents, purchase agreements, joint venture documents, correspondence, memoranda, papers, letters and other documents regarding the regarding Cement Asbestos Pipe Company (hereinafter referred to as "CAPCO"). RESPONSE: Mead objects to Interrogatory No. 1 on the grounds that it is overbroad, unduly burdensome, irrelevant and not reasonably calculated to lead to the discovery o f admissible evidence. Subject to and without waiving its objections, Mead states that it will produce the following documents relevant to the relationship between Mead and CAPCO: (a) CAPCO Certificate of Incorporation dated October 29,1963; (b) Agreement o f Merger between Mead and Woodward Corporation dated November 30, 1968; and (c) Stock Sale Agreement from Mead to American Smelting and Refining Company dated September 30,1974. 2. Please identify any and all documents, including but not limited to memoranda, correspondence, contracts or other memorabilia, including those referenced in Interrogatory #1 above, which specifically pertain to the CAPCO plant in Ragland, Alabama. RESPONSE: As its response to Interrogatoiy No. 2, see response to Interrogatory No. 1. 4 Case 2:09-cv-70093-ER Document 116-9 Filed 04/27/11 Page 5 of 9 3. Please identify any and all documents previously produced to Environmental Litigation Group, P.C. or Environmental Attorneys Group, L.L.C. regarding: a) The CAPCO plant in Ragland, Alabama; b) The CAPCO plant in Van Buren, Arkansas; c) National Cement Company in Ragland, Alabama; d) Woodward Iron Company e) ASARCO f) Lake Asbestos o f Quebec (a.k.a. Lac D'Amiante Du Quebec, Ltee) RESPONSE: Mead objects to Interrogatory No. 3 on the grounds that it is overbroad, unduly burdensome, irrelevant and not likely to lead to the discovery of admissible evidence. Mead further objects to this interrogatory to the extent it seeks information protected by the attorney-client privilege or the attorney work product doctrine. Subject to and without Waiving this objection, Mead states that it has not produced any documents to Environmental Litigation Group, P.. or Environmental Attorneys Group, L.L.C. regarding the topics listed in Interrogatory No. 3... 4. Please state in detail when you first acquired knowledge regarding the hazards of asbestos and identify the following: a) the source(s) o f your knowledge regarding the hazards o f asbestos; b) the identify each and ever person who may have knowledge regarding the facts relevant to your response to this interrogatory; c) each and every document in any way pertaining to your response to this interrogatory. 5 Case 2:09-cv-70093-ER Document 116-9 Filed 04/27/11 Page 6 of 9 RESPONSE: Mead objects to Interrogatory No. 4 and all subparts as overbroad, unduly burdensome, and not reasonably calculated to lead to the discovery o f admissible evidence. Mead further objects to Interrogatory No. 4 and all subparts to the extent they seek information protected from disclosure under the attorney-client and/or work product privileges. Mead further objects to Interrogatory No. 4 and all subparts to the extent that they are vague and ambiguous inasmuch as they do hot contain information as to factors such as the types of hazards, the type o f asbestos fibers, the quantity of the fiber, and the extent of exposure. Mead also objects to Interrogatory No. 4 and all subparts on the grounds that the phrase "hazards of asbestos" is vague, ambiguous, and subject to differing interpretations. 5. State if and when you became aware o f the article "Asbestos Exposure and Neoplasia" authored by Irving J. Selikoff, M.D., Jacob Churg, MD., and E. Cuyler Hammond. RESPONSE: . Mead objects to Interrogatory No. 5 to the extent it calls for the disclosure of information protected by the attorney client privilege and/or the attorney work product doctrine. Mead further objects to this interrogatory on the grounds that it is unduly burdensome, irrelevant and not likely to lead to the discovery o f admissible evidence at trial. Mead is not sued in this action as a manufacturer of asbestos-containing products and, as such, this request, is not properly directed to Mead. m . REQUEST TO PRODUCE 1. Produce a copy of all documents identified in response to the preceding Interrogatories. RESPONSE: Responding to Request No. 1, Mead is producing the documents identified in its responses to Plaintiffs First Interrogatories herewith. 6 Case 2:09-cv-70093-ER Document 116-9 Filed 04/27/11 Page 7 of 9 This 30th day o f January 2006. MeadWestvaco Corporation O f Counsel: John A. Smyth, III H. Thomas Wells, Jr. M aynard, Cooper & Gale, P.C. 1901 Sixth Avenue North AmSouth / Harbert Plaza, Suite 2400 Birmingham, Alabama 35203 (205)254-1000 telephone (205)254-1999 facsimile HDuavnitdoCn. &LaWndilinliam s LLP Riverfront Plaza, East Tower 951 East Byrd Street . Richmond, Virginia 23219-4074 (804) 788-8200 telephone (804)788-8218 facsimile By: /s/ Brooke F. Voelzke Matthew J. Calvert Georgia Bar No. 105340 Brooke F. Voelzke Georgia Bar No. 728727 HUNTON & WILLIAMS LLP Bank o f America Plaza, Suite 4100 600 Peachtree Street, N.E. Atlanta, Georgia 30308-2216 (404) 888-4000 telephone (404) 888-4190 facsimile Attorneys for Defendant MeadWestvaco Corporation f/k/a The Mead Corporation 7 Case 2:09-cv-70093-ER Document 116-9 Filed 04/27/11 Page 8 of 9 IN THE STATE COURT OF FULTON COUNTY STATE OF GEORGIA TONY R. HENDERSON and SHEILA G. HENDERSON, Plaintiffs, v. ASARCO, INC., et al. Defendants. ) ) ) ) ) ) Civil Action No. 05EV000013D ) ) ) ) CERTIFICATE OF SERVICE This is to certify that I have this day served a true and correct copy o f the foregoing DEFEENDANT MEADWESTVACO CORPORATION'S RESPONSES AND OBJECTIONS TO PLAINTIFFS' INTERROGATORIES AND REQUESTS TO PRODUCE PROPOUNDED TO DEFENDANT MEADWESTVACO CORPORATION on all counsel o f record via LexisNexis CourtLink. This 30th day o f January 2006. /s/ Brooke F. Voelzke Brooke F. Voelzke Georgia Bar No. 728727 8 Case 2:09-cv-70093-ER Document 116-9 Filed 04/27/11 Page 9 of 9 State Court o f Fulton County LexisiMexis Transaction ID: 10455601 Date: Jan 30 2006 7:06PM Mark Harper, Clerk VERIFICATION STATE OF OHIO COUNTY OF MONTGOMERY PERSONALLY APPEARED before me, an officer duly authorized by law to administer, oaths, SUSAN K. WITHERSPOON, who after first being duly sworn, states: I am a senior paralegal and Manager o f Legal Services for MeadWestvaco Corporation. I hereby sign the foregoing Objections and Responses of MeadWestvaco Corporation to Plaintiffs Interrogatories for and on behalf of MeadWestvaco Corporation. The information set forth in said Responses was gathered by persons regularly in the employ of MeadWestvaco Corporation from various sources o f information, including records and files kept by MeadWestvaco Corporation in the regular and ordinary course of business. Persons who have gathered this material have reported to me that said Responses truly and correctly reflect the information thus gathered, and I state that said Responses are true and correct according to said records, files, and information. Swomtaand subscribed before me this^ V ^ day o f January 2006, Notary Public My Commission Expires: -/-07 \ 5 MIn Niiv.'dSElorL.thWeILSLtaItAeMoSf,ONhiootafy Publia I My CctuuifMAsn Expires May 1, 2007 Case 2:09-cv-70093-ER Document 116-10 Filed 04/27/11 Page 1 of 2 * i - r~^ SALE OF HEAD'S INTEREST IN CEMENT ASBESTOS PRODUCTS. COMPANY BACKGROUND She Cement Asbestos Products Company (CAPCO) was organized in 1965 as a jo in t venture between Mead and American Smelting and Refining Company (ASARCO}. She purpose o f th is j o in t venture was to combine the resource p o sitio n s and ex p ertise o f the parent companies to enter the market fo r cement asbestos pressure pipe.. Mead (51% owner) was t o provide cement* management arid marketing exp ertise. ASARCO (49% owner) was to provide the asb estos. With the s a le of National Cement e a r lie r th is year, however. Mead no longer supplies the cement, and CAPCO has become independent o f Mead in th e marketing area over the years. Two plants for the production o f cement asbestos pipe were constructed-: one in Ragland, Alabama, and the other in Van Buren, Arkansas. A PVC pipe operation was la t e r added to the Van Buren plant. The operations o f CARGO so fa r have not produced resu lts th at were o r ig in a lly expected. The continuing operating problems o f the plants have been the c h ie f reason fo r i t s u n satisfactory performance. CAPCO's fin a n cia l resu lts sin c e 1971 are shown helow; Year Sales Earnings fAT~) Net A ssets RONA 1971 1972 1973 1974 - 1 st 8 months 9,298 12,678 14,425 13,420 29 (13) (129) 320 9,164 - 8,142 7,718 7,419 .30% .16%) (1.69%) 7.22% I t 's operating and marketing problems s t i l l p e r s is t. ..'Addiltii6na|ly--iS!.ome. problem rela ted 'in crea ses in PVG'cost. For these reasons, management recommends to the Board o f D irectors that Mead liqu idate i t s in te r e st in CAPCO. II. PROPOSAL Including the long-term advances made to CAPCO and the accrued in tere st Case 2:09-cv-70093-ER Document 116-10 Filed 04/27/11 Page 2 of 2 r ' Sale o f Mead's In te rest In Cement Asbestos Products Company Page 2 on them, the to ta l investment Mead has in CAPCO was 3,S33M a t September 1, 1974. Equity Investment {51%} Equity in Retained Earnings Long-Term Advances Accrued In terest on Advances $ 413H 140M 2,30321 777M ASARGO has offered to buy th is investment Mead has in CAPCO-for a cash price o f $2.3 m illion. Under the o ffe r , ASARCO would r e lie v e Mead o f i t s $1,043M l i a b i l i t y as a guarantor o f the in d ustrial revenue bond CAPCO issued to finance the Van Euren p lant, and hold Mead harmless o f any present and future product l i a b i l i t y claim s. ASARCO i s a ls o w illin g to enter in to a long-term contract w ith Mead to enable Mead's Murray Rubber u n it to continue producing the Permaflex Gasket whose patent i s owned by CAPCO. III. FINANCIAL IMPACT Based on September 1, 1974 values, the sale o f Mead's 51% share in CAPCO fo r $2.3 m illio n resu lts in a beforetax book lo ss o f $1,333M which w ill be taken against the reserves s e t up in 1972. The sale' w ill generate $2,814M in cash as shown below. ($000 omitted) Book Value Sale Price Tax Tax Basis B enefit Net Cash Equity Investment 413 Equity in Retained Earnings 140 Long-Term Advances 2,303 Accrued In te r e st 777 Total 3,633 413 -- 1,887 2.300 413 MM 2,303 777 3.493 -- 125 . 389 514 413 2,012 389 -2-.814 IV . RECOMMENDATION I t is recommended that the Board o f Directors authorize the o ffic e r s to complete the negotiations for the sa le of Mead's 51% in te r e s t in CAPCO as outlined above. Executive Committee Meeting September 26, 1974 JSL MW0000224 Case 2:09-cv-70093-ER Document 116-11 Filed 04/27/11 Page 1 'h . - transferred either by Woodward or by Asareo to a parent or to a subsidiary of such transferor within the scope of Section 5(a) below, shall be deemed to be owned by the transferor corporation. (b) I t is recognised by Asareo that Woodward has in its organization capable 'personnel experienced in the aanufacture and . marketing of pipe throughout the United States. Further, by rea son of the proximity of Woodward's offices to the site of the pro posed plant, and the larger proportionate investment by Woodward in Capco, the management personnel for Capco w ill be selected by Woodward subject to the approval of the Capco board of directors. Although Capco w ill be operated as a self-sufficient entity, the^ parties recognise that Capco can be operated with substantially greater economy and efficiency i f Woodward w ill suoulv continual direct management supervision on a consultant basis, which i t is willing to do, upon ratification by Capco of this agreement. Capco, by ratification of this agreement, agrees that such con sulting services shall not lim it or interfere with Woodward's own business operations and policies. Woodward shall not be deemed to have assumed any fiduciary obligation to Capco or to the other stockholders of Capco by reason of the rendering of such management supervision. For such consulting services furn ished by Woodward, Woodward w ill receive a fee payable annually equivalent to ten per cent (10,a) of the aggregate of the gross selling expense and gross administrative expense incurred by Capco. Such services will include the famishing from time to time, without charge other than such consultant foe, such of Woodward's executive and other supervisory administrative and production personnel on a consulting basis as Capco may reasonably require, provided that actual out-of-pocket expenses incurred by such personnel or by Woodward for travel, meals, lodging, PLAINTIFF'S Case 2:09-cv-70093-ER Document 116-11 Filed 04/27/11 Page 2 of 2 wv i *) long-distance telephone tol^ls-and the like w ill be paid for or reimbursed by Crpeo. Any special consultant services required by Capco which cannot be reasonably and adequately supplied byregular fu ll tins executive and supervisory enployees of Woodward w ill be paid for by Capco i f obtained by Woodward. Such consul tant services shall not include the. furnishing of equipment, .machinery or f a c ilit ie s . Capco may upon twelve (12) months* notice in writing request re-negotiation of the fees for such services to be rendered thereafter. In the event of in ab ility to agree upon the fair value of such services, the amount thereof shall be submitted to arbitration, (e) Each of the parties hereto w ill upon request and reasonable notice perform for Capco such research work as the then existing f a c ilit ie s of the research departments of each may reasonably permit without unreasonable interference with the then existing business of each party. Such work w ill be charged to Capco on the basis of the pro "rata part of the base salaries of the assigned personnel curing the period of the research work plus the cost of materials consumed plus a sum equivalent to one hundred twenty-five per cent (125%) of such part of the salaries and the cost of materials. (d) Woodward w ill without charge grant a non-exclusive license to Capco to permit Capco to manufacture or cause to be manufactured solely for consumption and sale by Capco in connec tion with Its sales of cement asbestos pipe, pipe joint gaskets under Woodward's betters Patent f.'o. 2,953>399 pertaining to the "Altite Joint", unless and until such time as said joint shall be manufactured by Woodward or by others for sale'generally. k-. Supply of Raw Materials, (a) Asarco w ill cause Lake to enter into a term contract to supply asbestos fiber to Capco substantially as set forth in Exhibit C hereto. Asarco agrees that, in the event Lake se lls or otherwise disposes of the mine now owned by Lake at Black Lake, Cuebee, Canada, during the term of such contract, Lake w ill cause its successors arid assigns to accept the assignment of said supply contract and M W 0000011 Case 2:09-cv-70093-ER Document 116-12 Filed 04/27/11 Page 1 of 1 SECTION Hi Company Operated Sanitary Landfill 1, IS L A N D F IL L O P E R A T E D IN P L A N T A R EA ? YES NO 2 , F R E Q U E N C Y WITH WHICH L A N D F IL L 15 C O V E R ED WITH E A R T H tim es/w ed t 3 , DOES REFU SE EV ER BURN A T LA N D FILL SITE? YES NO SECTION IV Commercial Disposal Service / . INFORM ATION REGARDING ORGANIZATION DISPOSING O F REFUSES N AM E O F O R G A N IZ A T IO N __________________________ :_________________L _ _ ____________________________________________ A D D R E S S ______________________________________________ ________________________________________________________ _ P H O N E 2 . N U M B E R O F P IC K -U P S P E R W E EK ___________________________ SECTION V Hauled by Source to Separate Disposal Site i . l o c a t io n o f d is p o s a l s it e (See Map) A d join in g Plant:__________________ _ _ _ _ . 2. o w n e r O F d is p o s a l s i t e - n a m e Woodward Company (P arent Co, ) __________________ _ a d d r e s s __ ___________________ ___________ Woodward/ Alabama 35189__________________ p h o n e 4 2 8 -1 2 4 1 3 . DOES R E FU SE EV ER BURN A T DISPO SA L SITE? g ]Y E S NO 4 , IS D ISPO SA L SITE A SANITARY LA N D FILL ? Q y ES [}n O SECTION VI Additional Information 5 Our r e fu s e i s made up o f slu d g e , g r in d in g s and scr a p p ie c e s o f i pipe T his r e fu s e con tain s* a s b e s to s , cement and s i l i c a . DO T H E M ETHODS USED FO R DISPOSING O F R E FU SE CO M PLY WITH A L L A P P L IC A B L E A IR P O L L U T IO N C O N T R O L R U L E S AND AND REGULATIONS? g j YES Q NO ( I I " N o " , a "C O M PL IA N C E S C H E D U L E ," A PC Form lO S fliusI be a tta c h e d .) T iT N A M E O F P E R S O N SU BM IT T IN G A P P L IC A T IO N W * B ea sley t i t l e P la n t Manager______________________ SIGN A TU RE, eS* I?? ? d a t e A p r il 2 0 , 1972_____________________ PH O N E _____ 472-2111 APC rn * 4 MW0Q0458 Case 2:09-cv-70093-ER Document 116-13 Filed 04/27/11 Page 1 of 9 'AG' REEMENT "made as- o f April 17, 1974 by and between National Cement Company, lac.,, an Alabama corporation ("Grantor"} , . and Cement Asbestos Products Company, an Alabama corporation ("Grantee"), . WI TNE S S ETH- : WHEREAS, Grantor i s the owner o f certain rea l estate . , situ ated , lying and being in the County of St. Clair, State of Alabama, as shown on a map, e n titled "National Cement Company Cement Asbestos Products Company - Map Showing Intercompany Arrange ments - Drawn by W. H. Willoughby 4-2-74, Rev. 4-9-74 *WHW1.1, a copy o f which, marked "Exhibit A", is attached hereto and made a part hereof; WHEREAS, Grantee is the owner of rea l e sta te immediately adjacent-to the above described property on the western sid e, as shown on Exhibit A; and . WHEREAS, i t is the intention o f the parties hereto to- esta b lish certain easements, rig h ts o f way and water and other rights over and in said real estate of the Grantor; r * , NOW, THEREFORE, in consideration of the sum o f one d ollar ($1,00) and other good and valuable consideration in hand * ' paid by Grantee to Grantor, -receipt whereof i s hereby acknowledged, " ' - . vl ` * il the p a rties hereto mtatually agree and covenant as follow s: Case 2:09-cv-70093-ER Document 116-13 Filed 04/27/11 Page 2 of 9 ) ' (A) Waste Dump Scad i - . 1. Grantor hereby grants and conveys to Grantee an easement and right o f way for the f i f t y (50) foot wide Waste Dump Road, . as shown on Exhibit A, for a ll ordinary purposes over the same. 2. Any and a l l r isk s, costs and expenses incurred in connection with the care, maintenance and up-keep of the Waste Dump Road sh a ll be borne so lely by Granted. 3. Said Waste Damp Road s h a ll not be b u ilt upon or otherwise altered or modified by Grantee, without the prior w ritten approval o f Grantor, -which.approval shall not be unreasonably withheld, and sh a ll be kept open and unobstructedby th Grantee.. Grantor may withhold any such approval when, in it s judgment, the building upon or other a ltera tio n or modification o f the Waste Dump Road w ill adversely a ffe c t any of i t s properties or a ssets or i t s operations as now or hereafter conducted. (B) Waste Dump 1. Grantor hereby grants and conveys to Grantee an easement and right to use the Waste.Dump; as shown on Exhibit A, for a ll ordinary purposes. 2. ' Any and a l l r isk s, co sts and expenses incurred in connection'with the; care, maintenance and up-keep, o f the Waste. Dump sh a ll be borne so lely by Grantee, Grantee s h a ll, a t ' i t s sola cost and expense, maintain and operate such Waste Dump in compliance with a l l MW000701 Case 2:09-cv-70093-ER Document 116-13 Filed 04/27/11 Page 3 of 9 applicable fe d e r a l^ ta te . and local pollution control laws and regulations. 3.. . Said Waste Bump sh a ll not be b u ilt upon or other w ise altered or modified by Grantee, without the prior w ritten approval i , of Grantor, which approval sh all not be unreasonably withheld, and sh all be kept open .and unobstructed by the Grantee.' Grantor1may withhold such approval when,'.id it 's judgment, the building upon or other alteration or m odification o f the Waste Dump w ill adversely a ffe c t any of i t s properties or a s se ts or it s operations, as now or hereafter conducted. (G) Effluent 1. Grantor hereby grants and conveys to Grantee an easement and right to free passage of efflu en t from Grantee's property lin e through the Pipe for two hundred and f i f t y .(250) fe e t, and thence through ninety. (SO) feet of the Open Ditch to the S ettlin g Pond, and thence by natural drainage for two hundred and forty (240) feet into Lake Ho. -2, a ll as shown on Exhibit A, 2. Any and a ll risk s, costs and expenses incurred in connection with the care, maintenance, up-keep and,' with respect to the Pipe, replacement of such Pipe, Open D itch, S ettlin g Pond, natural drainage * ' area and Lake No. ' 2 shall b.e borne solely,by *! Grantee. Grantee s h a l l a t I ts sole cost and expense, maintain and operate such f a c il it ie s in compliance with a ll applicable federal, sta te and lo c a l.p o llu tio n control laws and regulations. ' 1' , ` , > 3. Said Pipe, Open Ditch, S ettlin g Pond, natural MW0000702 Case 2:09-cv-70093-ER Document 116-13 Filed 04/27/11 Page 4 of 9 drainage area and Lake No. 2 may b'e b u ilt upon, expanded, reduced, diverted or otherwise altered by Grantor, at' i t s sole; cost and expense, so long-as the free passage of affluent from Grantee's property as contemplated by. the above right to free passage is not adversely a ffected . Said f a c il it ie s sh a ll not be b u ilt upon, expanded, reduced, diverted or otherwise altered by Grantee, without the prior w ritten approval o f Grantor," which approval sh a ll not be unreasonably withheld, and sh a ll be kept open, and unobstructed by the Grantee. Grantor may withhold such approval when, in it s judgment, -the building upon, expansion, reduction, diversion or other alteration o f any such f a c ilit y I ' w ill adversely a ffe c t any of i t s properties or assets or it s operations as now or hereafter conducted, . * (D) Water' 1, Grantor, hereby grants and conveys to Grantee the right to take and pump water-from Grantor's Lake No. 2, as shown on Exhibit A, for use in the operations of Grantee's Cement Asbestos Plant when the use of such water by Grantee does not in terfere with' Grantor's, prior right to take and use such water in the operations o f it s Cement Plant; provided, however, should Grantor temporarily stop or so reduce i t s pumping of water from i t s Quarry, as shown on Exhibit A, A and from Lake So. 1, as shown on Exhibit A, so.- that there is. in su fficie n t water in Lake No. 2 to sa tis fy Grantee's needs- in the operations o f it s Cernent Asbestos Plant after satisfyin g Grantor's needs for water in the "operations of. i t s Cement Plant; Grantor s h a ll, at Grantee's w ritten IMW000073 Case 2:09-cv-70093-ER Document 116-13 Filed 04/27/11 Page 5 of 9 request and risk and expense, continue to pump .su ffic ie n t water from th Quarry and Lake No; 1 to meet Grantee's .needs in the .operations of i t s Cement Asbestos Plant, to the extent such water is available in. the Quarry; and provided, further, should Grantor permanently stop or abandoni t s pumping o f water from the Quarry and Lake No, 1 , Grantee sh all have . the right to purchase a l l of Grantee's pumps, pipes and equipment (including necessary appurtenances and e le c tr ic power lin e s at the Quarry) used by Grantor' exclu sively in the pumping Of water from the Quarry and Lake. No. I to Lake No. 2 at th eir then net book value, and to pump su ffic ie n t water from the Quarry and Lake N o .-l to and from Lake No. 2 to meet Grantee's needs in th operations of i t s Cement Asbestos Plant, or at Grantee's option, Grantee sh a ll have the right to in s ta ll sim ilar .f a c ilit ie s in order to secure and. d eliver su ffic ie n t water from the Quarry through Lake No. 1 and Lake No. 2 * to meet Grantee's needs in the operations of i t s Cement Asbestos Plant. 2, Grantor hereby further grants and conveys to Grantee the right to lo c a te , operate, maintain, repair and replace a water pump at Lake No. 2 , a water tank on the h ill in the v ic in ity of Lake No. 2 and the necessary piping between Lake No. 2, the water tank and Grantee's Cement Asbestos Plant in order to take and pump su ffic ie n t quantities of water from Lake No.. 2 to sa tis fy the needs of Grantee in the operations of . i t s Cement Asbestos Plant. *. 3. Any and a l l risks., co sts and expenses incurred in-the taking and-pumping of water by Grantee from the Quarry, Lake. MW00G7O4 Case 2:09-cv-70093-ER Document 116-13 Filed 04/27/11 Page 6 of 9 No. 1 and lake No. 2 and in the construction, operation,' maintenance, repair and replacement o f any pump, water tank, piping or sim ilar device ox equipment by Grantee sh a ll be borne s o le ly by Grantee. 4. Said Quarry and lake No. 1 may be b u ilt upon, expanded, reduced, diverted or otherwise altered by Grantor in any manner and a t any time, so long as the rights o f Grantee to s u ffic ie n t quantifies o f water for the needs o f -its Cement Asbestos Plant continue to be sa tisfie d at no additional, cost to Grantee-. Grantee sh a ll not construct, modify, or otherwise build upon or a lt e r said Quarry or Lake No. 1 or. any pump', water tank, piping or sim ilar device or equip ment pursuant to the rights granted above without the prior w ritten approval of Grantor, which approval sh a ll not be unreasonably withheld. Grantor may withhold any such approval when, in i t s judgment, the con struction, m odification or other building upon or alterin g of said Quarry or Lake No. 1 or any pump, water tank,.piping or sim ilar device or equipment w ill adversely a ffe c t any of i t s properties or assets or i t s operations as now or-hereafter conducted. (E). Railroad Side Track 1. Grantor hereby grants and conveys to Grantee f an easement and right of way for approximately one* hundred (100) feet' o f Railroad Side track running from Grantor's railroad side,.track into- Grantee's property, as shown oil Exhibit A, jo in tly with Grantor, MWGG097D5 Case 2:09-cv-70093-ER Document 116-13 Filed 04/27/11 Page 7 of 9 for a ll. ordinary purposes. - 2 . Any .and a l l r isk s , costs and expenses incurred in connection with the care, maintenance and up-keep o such Railroad Side Track sh a ll be home so le ly by Grantee. 3 . Said Railroad Side Track s h a ll not be b u ilt upon or otherwise altered1or modified by Grantee, without the prior w ritten approval o f Grantor, which approval sh a ll not be unreasonably w ith h eld ,, and sh all he kept open and unobstructed for-the b en efit o f, and may be used in common by, Grantor and Grantee. Grantor may withhold any such I approval when, in - it s judgment, the building upon or other a lteration or modification o f the Railroad Side Track w ill adversely a ffe c t any ofi t s properties or assets or it s operations as.now or hereafter conducted. ' (F) Successors and Assigns . The easements, rights of way, 'and water and other rights granted hereunder together with a ll other covenants contained herein are. r e a l covenants running with the land and sh all inure to the ben efit o f and be binding upon each of the p arties, th eir respective successors and a ssig n s;. provided, however, nothing herein contained'shall be construed, n,or shall there be any obligation of'Grantor, its successors * or assigns, to r e s tr ic t in any manner any other premises now or hereafter owned by. Grantor, i t s successors o f assigns. (6) Further Covenants .. Grantor further covenants and agrees with Grantee that iflumnoovoa Case 2:09-cv-70093-ER Document 116-13 Filed 04/27/11 Page 8 of 9 Grantor w ill execute, acknowledge and deliver any and a l l further deeds, . assignments, tran sfers, conveyances and any other instruments as may.be necessary or proper In order tp convey and transfer, and appropriately record, the easements, .rights of way and water and other rights hereby conveyed.' * IN WITNESS WHEREOF, the parties hereto have caused th is Agreement, to be executed under th eir respective corporate seals as of the date fir s t above written. s* {Corporate Seal) A ttest: NATIONAL CEMENT COMPANY, INC. By.. _________________ (Corporate Seal) A ttest: This instrument prepared by Name____ Fred McDuff ddress Woodward,- Alabama 35189 CEMENT ASBESTOS PRODUCTS COMPANY IS3WOOD0707 Case 2:09-cv-70093-ER Document 116-13 Filed 04/27/11 Page 9 of 9 i i STATE OF NEW YORK ) COUNTY.OF NEW YORK ) ' % I ,' , .a Notary Public in and for said county in' said sta te , hereby cer tify that _______ whose name as ' __________ o f National Cement Company, In c., a corporation i s signed to the foregoing instrument, and who i s known to me, acknowledged before me on th is day that being informed of the contents of the^1.instrument.,, hei as such o fficer and with f u ll authority, * ' * executed the same voluntarily for and as the act of said corporation,. ; Given under my hand and sea l th is________________ _ day o f _______ __________________ ^_______ , 1974. STATEOF ALABAMA ) COUNTY OF JEFFERSON' ) Notary Public .corporation, is signed to the foregoing instrument\ and who is known to'me,, acknowledged before me on this day that being informed of the contents of the instrument, he, as such o fficer and with f u ll authority, executed the same voluntarily for and as the act of said corporation. MWGO097O8 Case 2:09-cv-70093-ER Document 116-14 Filed 04/27/11 Page 1 of 1 H . CASH (Improving our P osition) 1973 e ffo r ts were directed towards improving our cash p o sition , the resu lts so in dicate, but we have much work to do. A. Inventory i s $300,000 over plan, . I.. Reduce operating rate in November and December. 2. I f necessary, determine which plant should operate, 3. S e ll more - marketing people making a decided e ffo r t in doing this - have been permitted to meet more pries situ ation s than heretofore. B, Vie have put forth a great effo rt to speed up co lle c tio n s, s e ttle claims and law suits, as noted by the improvement - can't relax in this category. . . C. P r o fit-(c o st and price as previously mentioned), . I I I . CONCLUSION ... A. . Hopefully, the e ffo r ts at further cost.reduction as mentioned w ill reduce costs about $3,00 per ton. B. Vie m ist get a to ta l of $14.00 margin to rea lize a 10% Return on Net Assets - the remaining $11.00. must come from the marketplace. The cost pressure surely i s also affecting other A/C manufacturers the same as U3. There, appears to be an indication th is i s happening. Ripe of other m aterials, such as c a s tiron, must also be feelin g the pressure of added co sts because of the scrap shortage and higher price. With the shortage of m aterials from which to manufacture PVC new showing up, i t would appear that A/C pipe w ill assume a stronger position in the industry. Higher-interest rates may be a deterrent u n til people become adjusted. . . | The Chairman introduced, a.resolu tion -to authorize and empower the following i_lis te d o ffic e r s to execute financing notes for the previously authorized . \'53dmum suits of $500,000 to .'The First National Bank of Birmingham, Where" . !pon, the motion was duly made and seconded, the resolution was unanimously adopted. . Authorised O fficers: Messrs. W, R. Bond S. D. Weaver ) W, II. JSeasley The Chairman discussed with the Directors present personnel and salary changes that ware to be resolved after having an opportunity to take the satter up with Mr. Warren Batts. Mr. Hamrick asked about the Woodward Management Service Fee, and i t was explained th at the service charges were reduced, by le tte r o f agreement dated July 30, 1973, from Mr. C. W. Adair to Mr. W. R. Bond, to $30,000 - annually. There being no further business to be*, transacted, the meeting was ad journed . f i {) / c j ' j f; *vr'~*7<~r'>i IVIW0000481