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Full title: Response /Debtor's Reply in Support of Emergency Motion to Enforce PIQ Order and Automatic Stay, and in Support of Contempt Sanction (RE: related document(s)1833 Motion (Other) filed by Debtor Bestwall LLC) Filed by Garland S. Cassada on behalf of Bestwall LLC. (Cassada, Garland) (Entered: 07/19/2021)

Document posted on Jul 18, 2021 in the bankruptcy, 59 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

In response to this Court’s show cause order, the Illinois Claimants and Illinois Law Firms (together, the “Illinois Parties”) have not dismissed the Illinois Lawsuit that seeks to enjoin the Debtor from enforcing this Court’s PIQ Order, despite repeated requests from the Debtor for them to do so to avoid a contempt hearing.2 Instead, the Illinois Parties have chosen to continue willfully violating this Court’s PIQ Order.(“There is ample authority for the proposition that if a court has jurisdiction, disobedience of an order of that court subjects one to penalties for criminal contempt, even though the order may subsequently be found to have been invalid.”); Brown v. City of Upper Arlington, 637 F.3d 668, 671 (6th Cir. 2011) (contempt lies for violating court order “even if the court issued the underlying order in error”); Tobin v. Alma Mills, 92 F. Supp.S.D.N.Y. 1986) (automatic stay reaches limit of in personam jurisdiction, which is determined by minimum contacts with the United States).12 The Illinois Parties also argue that this Court lacks jurisdiction to enforce its PIQ Order and that the provision requiring any person seeking relief to make a motion here is void., Inc., 510 B.R. at 542 (calling procedural objection to show cause order a “frivolous argument[]” because court has authority to take action sua sponte to enforce court orders).Under this case law, the Debtor requests that the Court (a) enter a finding of contempt, (b) order a daily fine against each of the Illinois Parties sufficient in the Court’s view to coerce compliance with its PIQ Order, (c) award $245,015 in compensatory damages for the fees and expenses the Debtor has had to expend to defend the Illinois Lawsuit and prosecute the Emergency Motion and this contempt proceeding as well as an additional award for fees and expenses incurred in connection with the Illinois Lawsuit and Emergency Motion after July 15, 2021, and (d) order such other or further relief as the Court deems appropriate.

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UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF NORTH CAROLINA CHARLOTTE DIVISION In re Chapter 11 BESTWALL LLC,1 Case No. 17-31795 (LTB) Debtor. DEBTOR’S REPLY IN SUPPORT OF EMERGENCY MOTION TO ENFORCE PIQ ORDER AND AUTOMATIC STAY, AND IN SUPPORT OF CONTEMPT SANCTION In response to this Court’s show cause order, the Illinois Claimants and Illinois Law Firms (together, the “Illinois Parties”) have not dismissed the Illinois Lawsuit that seeks to enjoin the Debtor from enforcing this Court’s PIQ Order, despite repeated requests from the Debtor for them to do so to avoid a contempt hearing.2 Instead, the Illinois Parties have chosen to continue willfully violating this Court’s PIQ Order. They have continued to prosecute the Illinois Lawsuit without abatement, requiring the Debtor to file (last Wednesday) a motion to dismiss in Illinois and (today) an opposition to the motion for preliminary injunction that is scheduled to be heard on an expedited basis on July 23, the day after the show cause hearing in this Court. 1 The last four digits of the Debtor’s taxpayer identification number are 5815. The Debtor’s address is 133 Peachtree Street, N.E., Atlanta, Georgia 30303. 2 Capitalized terms in this Reply have the meaning given in the Debtor’s Emergency Motion to Enforce PIQ Order and Automatic Stay (Dkt. 1833) (the “Emergency Motion”) unless otherwise specified here. For purposes of this Reply, “Illinois Claimants” excludes three of the original thirteen plaintiffs in the Illinois Lawsuit (Terri Martinek, William Quigley, and Judy Bogner) and “Illinois Law Firms” excludes Simmons Hanly Conroy (“Simmons”) and Cooney & Conway. The Debtor withdrew the Emergency Motion with respect to Martinek, Quigley, and Simmons after (a) Martinek and Quigley dismissed their actions against Bestwall and agreed to comply with the PIQ Order according to its terms, and (b) Simmons agreed to comply with the PIQ Order according to its terms for all the Pending Mesothelioma Claimants it represents. The Debtor also withdrew the Emergency Motion with respect to Bogner and her law firm, Cooney & Conway. Illinois Claimant Wilda Carden has also dismissed her action against the Debtor in Illinois. The Debtor has offered to withdraw the Emergency Motion with respect to her if (a) Ms. Carden agrees that she will comply with the PIQ Order according to its terms, and (b) her law firm Rogers Patrick Westbrook & Brickman and the pending mesothelioma claimants it represents (whether such claimants have filed lawsuits against Bestwall or not, or manifested mesothelioma before or after November 2, 2017) agree they will comply with the PIQ Order according to its terms. Counsel for Ms. Carden has not accepted this offer. A similar offer has been made to the other Illinois Claimants and Illinois Law Firms if the Illinois Lawsuit is dismissed. 1

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The Illinois Parties justify these actions by arguing that the Court was wrong to enter the PIQ Order because it had no authority to do so under Bankruptcy Rule 2004, and was required to issue subpoenas. See Memorandum of Law in Support of Objection to Debtor’s Emergency Motion to Enforce PIQ Order and Automatic Stay (Dkt. 1861) (the “Show Cause Response”) ¶¶ 41, 42, 44, 61, 63. These are of course the same arguments raised by the Illinois Parties (as well as the ACC and the FCR) in the PIQ litigation here and in the District Court on appeal. The Illinois Parties’ argument reflects a fundamental misunderstanding about a party’s duty to comply with court orders. Parties cannot disobey court orders merely because they assert those orders are incorrect—and certainly not on grounds a court has already heard and rejected. The PIQ Order is valid and enforceable as to the Illinois Parties. Thus, as its last resort, after making multiple unheeded requests for the Illinois Parties to desist, the Debtor regretfully seeks the sanction of contempt to enforce the Court’s PIQ Order. The Debtor respectfully requests that the Court find the Illinois Parties in contempt; impose a daily fine on each of the Illinois Parties until the Illinois Lawsuit is dismissed; and award the Debtor its substantial compensatory damages (which the Debtor seeks from the Illinois Law Firms that are continuing to prosecute the Illinois Lawsuit in direct violation of the PIQ Order). I. The PIQ Order Is a Valid Decree The Illinois Parties spend most of their brief arguing that the PIQ Order is not a valid decree. But the Illinois Parties do not apply the correct standard for assessing the validity of an order in the context of a contempt proceeding. Instead, they simply reargue the PIQ Motion, yet again. These arguments are improper and should be disregarded. The PIQ Order is a valid decree. A. Parties Attempting to Show an Order Is Void in a Contempt Proceeding May Not Simply Reargue, But Must Show Lack of Due Process or No Arguable Jurisdiction 2

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The Illinois Parties fail to recognize that a person in a contempt proceeding cannot simply reargue the merits of an order under the guise of claiming it is not “valid.” The Supreme Court has held: We begin with the basic proposition that all orders and judgments of courts must be complied with promptly. If a person to whom a court directs an order believes that order is incorrect the remedy is to appeal, but, absent a stay, he must comply promptly with the order pending appeal. Persons who make private determinations of the law and refuse to obey an order generally risk criminal contempt even if the order is ultimately ruled incorrect. . . . The orderly and expeditious administration of justice by the courts requires that an order issued by a court with jurisdiction over the subject matter and person must be obeyed by the parties until it is reversed by orderly and proper proceedings. Maness v. Meyers, 419 U.S. 449, 458-60 (1975) (quotation and citations omitted). Thus, it is manifestly not sufficient for a party ordered to show cause to reargue the merits of the order, or argue the order was erroneous. See Wright v. Jackson, 522 F.2d 955, 958 (4th Cir. 1975) (“Even if the decision was erroneous, defendants were obligated to obey until there was a stay, or a reversal.”); United States v. Hammond, 419 F.2d 166, 168 (4th Cir. 1969) (“There is ample authority for the proposition that if a court has jurisdiction, disobedience of an order of that court subjects one to penalties for criminal contempt, even though the order may subsequently be found to have been invalid.”); Brown v. City of Upper Arlington, 637 F.3d 668, 671 (6th Cir. 2011) (contempt lies for violating court order “even if the court issued the underlying order in error”); Tobin v. Alma Mills, 92 F. Supp. 728, 731 (D.S.C. 1950) (“The contempt proceeding does not open to reconsideration the legal or factual basis of an order alleged to have been disobeyed.”) (quotation omitted); United States v. Melick, 959 F. Supp. 2d 193, 200 (D.N.H. 2011) (in contempt proceeding, “[t]he validity of the underlying order is assumed” and “the legal or factual basis of the order is not open for reconsideration”); 17 Am. Jur. 2d Contempt § 131 (“In determining whether one may be held in contempt for violating a 3

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court order, a distinction must be made between void orders, for which contempt will not lie, and erroneous or invalid orders, which nonetheless may support an order of contempt for a violation. An order duly issued by a court of competent jurisdiction must be obeyed regardless of the ultimate validity of the order. A mere procedural deficiency does not permit a defendant to intentionally ignore a court order. . . . A good-faith belief that the order is invalid is not a defense to contempt.”). Instead, the standard for showing that a decree is not “valid” (i.e., void) is much higher. Such a situation exists “in the rare instance where a judgment is premised either on a certain type of jurisdictional error or on a violation of due process that deprives a party of notice or the opportunity to be heard.” United Student Aid Funds, Inc. v. Espinosa, 559 U.S. 260, 271 (2010). The threshold for a “jurisdictional error” is also extraordinarily high, with federal courts “generally hav[ing] reserved relief only for the exceptional case in which the court that rendered judgment lacked even an ‘arguable basis’ for jurisdiction.” Id. at 271-72. And due process is satisfied so long as the proceeding met the Mullane standard: “notice reasonably calculated, under all the circumstances, to apprise interested parties of the pendency of the action and afford them an opportunity to present their objections.” Id. at 272 (quoting Mullane v. Central Hanover Bank & Trust Co., 339 U.S. 306, 314 (1950)). The Illinois Parties do not even attempt to meet these rigorous standards. Rather, they repeat over and over the very same arguments the ACC and the FCR actually raised in the litigation that were overruled when the Court issued the PIQ Order. The Illinois Law Firms and all but two of the Illinois Claimants joined in these arguments before this Court. Now they argue, once again, that this Court lacked authority to order the Questionnaire under Bankruptcy Rule 2004, and that the Debtor should have been required to issue subpoenas to the thousands of 4

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Pending Mesothelioma Claimants. A review of the papers shows that these arguments were all raised in the PIQ litigation and considered by this Court when the PIQ Order was entered.3 It is improper to reargue, in the context of a contempt proceeding, the already-decided issue of whether the Court should have required subpoenas served personally on thousands of Pending Mesothelioma Claimants across the United States. See United States v. Rylander, 460 U.S. 752, 756 (1983) (“It would be a disservice to the law if we were to depart from the long-standing rule that a contempt proceeding does not open to reconsideration the legal or factual basis of the order alleged to have been disobeyed and thus become a retrial of the original controversy.”) (quotation omitted); In re Robinson, 381 B.R. 256, 258 (Bankr. E.D. Ark. 2008) (finding individual debtor in criminal contempt and ordering imprisonment in part for seeking to “relitigate matters already litigated and resolved adversely to the Debtor” in prior court order).4 Applying the standard for whether an order is void (and therefore could lawfully be ignored without suffering contempt), the Illinois Parties cannot demonstrate that they did not receive due process or that the Court had no arguable jurisdiction to enter the PIQ Order. The Illinois Parties therefore cannot demonstrate the PIQ Order is invalid. 3 Compare Show Cause Response ¶ 41 (“By its nature, the PIQ Order is a set of discovery requests that must be properly served with a subpoena”), ¶ 42 (“The PIQ Order was not a valid decree issued pursuant to Bankruptcy Rule 2004, as this Court had no authority to compel responses to the PIQ over the substantive objections of the ACC and the FCR.”), section heading I.B (“Even If the PIQ Order Were Otherwise a Valid Decree (Which It Is Not), the PIQ Order Improperly Did Not Require Service of the PIQ on the Nonparty Individuals Through Subpoenas”), ¶ 44 (same), section heading I.C (same), and ¶¶ 61, 63 (same), with 3/4/21 Tr. at 9 (Court in bench ruling noting that “[t]he ACC and the FCR argued that the debtor should be required to issue subpoenas to each of the affected mesothelioma claimants to obtain the information sought in the questionnaire”), Law Firm Joinder (joining ACC arguments), and Appellants/Affected Individuals’ Statement of Issues on Appeal and Designation of the Record (Dkt. 1738) (raising issues pertaining to Court’s authority under Rule 2004 and need for subpoenas in issues 1-6); see also Show Cause Response ¶ 51 (admitting that Illinois Parties previously argued “Court’s authority to compel responses to the PIQ through Bankruptcy Rule 2004 without personally-served subpoenas”). 4 Indeed, it is contumacious for the Illinois Parties even to have raised these already rejected arguments in Illinois, quite apart from the express terms of the PIQ Order that binds them and prohibits them from doing so in paragraph 17 of that order. See In re Eagle-Picher Industries, Inc., 166 B.R. 626, 629 (Bankr. S.D. Ohio 1994) (“This court holds that the filing of a suit in the Pennsylvania court based on a claim of venue when the justifiability of that claim was a question pending for decision before this court was an act disrespectful of this court as an institution. It was an act subversive of the authority of this court. It was an act in contempt of this court.”). 5

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B. The Illinois Parties Received Due Process In the first place, as summarized in the chart below, the Illinois Parties all received due process and are bound by the PIQ Order because they received constitutionally adequate notice and an opportunity to be heard. See Mullane, 339 U.S. at 314; State of Maryland v. Antonelli Creditors’ Liquidating Tr., 123 F.3d 777, 782-83 (4th Cir. 1997) (bankruptcy court orders binding if persons affected received due process). The Illinois Claimants all received notice of the PIQ Motion through their counsel in accordance with the Court’s order governing notice to asbestos claimants (Dkt. 67, the “Asbestos Claimant Notice Order”). Both Illinois Firms appeared and objected to the motion (with Mr. Raichle arguing at the hearing), and all but two of the Illinois Claimants appeared through counsel to object to the PIQ Motion. The same parties all appealed to the District Court and moved this Court for a stay pending appeal. The Show Cause Response does not dispute any of these facts, but instead admits them. See Show Cause Response ¶¶ 8, 11, 13, 14. It is difficult to imagine how the Illinois Parties could have received any more due process than they did. Illinois Claimant Law Firm5 Received Objected to Appealed Notice of Questionnaire Discovery Order Questionnaire Motion?7 and Sought Stay Motion?6 Pending Appeal?8 Taylor, Melissa Maune Raichle Yes Yes Yes Butler, Violet Shrader & Yes Yes Yes 5 The law firms representing the remaining Illinois Claimants in their claims against Bestwall, according to the Debtor’s records, are Maune Raichle; Shrader & Associates; SWMW Law, LLC; Gori; the Lanier Law Firm; and Vogelzang Law. Declaration of Dr. Jorge Gallardo-Garcia (“Gallardo-Garcia Decl.”) attached hereto as Exhibit A at ¶¶ 6-8. 6 Dkt. 1251 (affidavit of service for Questionnaire Motion); Dkt. 1362 (affidavit of service for Bestwall’s reply in support of Questionnaire Motion); Dkt. 1572 (affidavit of service for Bestwall’s supplemental reply in support of Questionnaire Motion); Dkt. 1630 (affidavit of service for Bestwall’s supplemental brief on discovery and limiting motions). 7 Joinder to Objection Filed by the Official Committee of Asbestos Claimants to Debtor’s Motion for Order Pursuant to Bankruptcy Rule 2004 Directing Submission Of Personal Injury Questionnaires By Pending Mesothelioma Claimants (Dkt. 1333) (the “Joinder”). 8 Dkt. 1709, 1713. 6

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Illinois Claimant Law Firm5 Received Objected to Appealed Notice of Questionnaire Discovery Order Questionnaire Motion?7 and Sought Stay Motion?6 Pending Appeal?8 Associates Guzman, John SWMW Law, Yes Yes Yes LLC Camilleri, Betty Gori Law Firm Yes Yes Yes Jean Wooter, Cheryl Gori Law Firm Yes Yes Yes Evans, Sheryl Gori Law Firm Yes Yes Yes Fons, Maria Gori Law Firm Yes Yes Yes Blair, Patricia Gori Law Firm Yes Yes Yes / Lanier Law Firm Nelson, Christopher Vogelzang Yes No No Law Carden, Wilda Rogers Patrick Yes No No Westbrook & Brickman (f/k/a Richardson Patrick) Instead of disputing that they received notice and an opportunity to be heard (and, for almost all parties, in fact were heard), the Illinois Parties make the irrelevant argument that the participation by virtually all the Illinois Parties in the PIQ litigation does not “count” because the scope of their appearance was somehow limited. See Show Cause Response ¶¶ 51, 52. But no filing prior to the Debtor’s Emergency Motion attempted to limit the scope of whom the attorneys for the Illinois Claimants represented or the scope of their appearance with respect to the PIQ Motion. The Joinder stated that the law firms represented “their clients . . . identified in Appendix A” to the Debtor’s motion for preliminary injunction, as well as “multiple John and Jane Doe clients” and all future clients they might represent against Bestwall. Joinder at 7

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1, 4.9 All of the Illinois Claimants appeared on Appendix A to the Debtor’s motion (which was ultimately attached to the Court’s order granting that injunction).10 Nor did the Joinder contain any statement limiting the scope of the appearance. It did not preserve any objection to this Court’s personal jurisdiction over the claimants those firms represented (nor did the ACC objection it joined). To the contrary, the Joinder expressly joined the ACC’s objection to the PIQ Motion, which raised the full gamut of objections, procedural and substantive. See Dkt. 1326. The Joinder further contained numerous objections reaching beyond jurisdiction, such as the allegation that Bestwall had the requested information already or had other sources of information, and that the Questionnaire is unduly burdensome. Joinder at 1-4. Then, in the law firms’ and claimants’ appeal, their statement of issues listed all fifteen of the issues the ACC raised, which included the objection about subpoenas as well as virtually every other objection raised by any party in the PIQ litigation. See Dkt. 1738. The Illinois Parties received due process and are bound by the Court’s PIQ Order. C. The PIQ Order Was Plainly Within This Court’s Jurisdiction This Court also plainly had jurisdiction to enter its PIQ Order. The Court already found it had subject matter jurisdiction when it entered the order. PIQ Order ¶ 1. The Court did have subject matter jurisdiction over this Bankruptcy Rule 2004 matter (nor do the Illinois Parties argue to the contrary). See In re Millennium Lab Holdings II, LLC, 562 B.R. 614, 622 (Bankr. D. Del. 2016) (holding that orders under Bankruptcy Rule 2004 fall squarely within “arising in” jurisdiction and subject matter jurisdiction of bankruptcy court because Rule 2004 “does not 9 The law firms representing Illinois Claimants have failed to comply with Bankruptcy Rule 2019, which requires them to file statements indicating whom they represent in this bankruptcy case, but the Joinder makes clear whom they represented in connection with the PIQ Motion. 10 Appendix A to Debtor’s Motion for an Order (I) Preliminarily Enjoining Certain Actions Against Non-Debtors, Or (II) In the Alternative, Declaring That the Automatic Stay Applies to Such Actions and (III) Granting a Temporary Restraining Order Pending a Full Hearing on the Motion (Adv. Proc. 17-3105, Dkt. 2) at 142-43, 174, 263, 385, 393, 415, 537. 8

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exist independent of a bankruptcy environment” and “could arise only in the context of a bankruptcy case”) (quotations omitted). The Court also had personal jurisdiction over all the Illinois Parties when it entered the PIQ Order. All the Illinois Parties received notice of the PIQ Motion and related pleadings pursuant to this Court’s Notice Order (an order that none of the Illinois Parties have ever challenged), and received numerous opportunities to be heard. See supra. Furthermore, all but two of the Illinois Parties actually appeared and objected to the PIQ Motion, litigating that motion for months and even appealing without ever raising a jurisdictional objection. See, e.g., Joinder (Dkt. 1333) (containing no objection to this Court’s jurisdiction); Appellants/Affected Individuals’ Statement of Issues on Appeal and Designation of the Record (Dkt. 1738) (containing no issue concerning this Court’s jurisdiction). It is black letter law that personal jurisdiction objections are waived if not timely raised. See Constantine v. Rectors & Visitors of George Mason Univ., 411 F.3d 474, 480 (4th Cir. 2005) (“[P]ersonal jurisdiction may be waived . . .”). They were never raised here. As a result, according to the Show Cause Response itself, the Illinois Parties have no preserved personal jurisdiction objections. See Show Cause Response ¶ 49 (“An entity that appears by counsel in an adversary proceeding or a contested matter, without raising the question of the bankruptcy court’s jurisdiction over that entity, is subject to the bankruptcy court’s jurisdiction for such matter.”); see also In re Correra, 589 B.R. 76, 121-22 (Bankr. N.D. Tex. 2018) (case cited by Show Cause Response holding that non-party had waived any personal jurisdiction objections by failing to raise them). Thus, the Illinois Parties have no ability to show the Court lacked jurisdiction to enter the PIQ Order. Their entire Show Cause Response amounts to a reargument that, as a matter of bankruptcy procedure, the Court should have required personally served subpoenas to the 9

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thousands of Pending Mesothelioma Claimants. Show Cause Response ¶¶ 41, 42, 44, 61, 63. It is inappropriate to renew those arguments in a contempt proceeding. Rylander, 460 U.S. at 756. Nor does the repeated invocation of subpoenas call into question in any way this Court’s jurisdiction to enter the PIQ Order. Whether subpoenas should have been required is not a jurisdictional issue (or one of constitutional import). It concerns the interpretation of Bankruptcy Rule 2004, and the Bankruptcy Rules are “procedural rules adopted by the Court for the orderly transaction of its business that are not jurisdictional.” Espinosa, 559 U.S. at 272 (finding that failure to initiate adversary proceeding or serve defendant with summons and complaint was mere procedural error that did not render judgment void where due process was satisfied). The Show Cause Response admits as much. See Show Cause Response ¶ 9 (stating that objections were that “Bankruptcy Rule 2004 is a procedurally improper means of obtaining responses to interrogatories”) (emphasis added); ¶ 14 (characterizing Court’s decision not to order subpoenas or personal service on thousands of claimants as a “procedural defect”) (emphasis added); ¶ 61 (Illinois Lawsuit concerns “the procedure by which service will be (or should be) perfected”) (emphasis added). These issues are far from sufficient to void the PIQ Order. See Espinosa, 559 U.S. at 272. Furthermore, although it would be inappropriate to revisit the issue of whether subpoenas should have been required, the Court’s procedural ruling was correct. As the court held in In re Mirant Corp., 326 B.R. 354, 357 (Bankr. N.D. Tex. 2005), parties in interest (unlike a “true third party”) can be subjected to Bankruptcy Rule 2004 examination without a subpoena, especially where they “participated in these chapter 11 cases” as the Illinois Claimants did here. See also Raynor v. Greenlight Cap. Qualified, L.P., No. 08-00801-TJM, 2008 WL 2224897, at *3 (Bankr. D. Neb. May 23, 2008) (citing reasoning of Mirant). 10

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The cases the Illinois Parties cite are inapposite. None held that subpoenas are necessary to enforce Rule 2004 examinations against claimants or other parties in interest in a bankruptcy case. Most were not even bankruptcy cases, and so of course stated that a subpoena was the only way to obtain non-party discovery (which is correct in ordinary federal litigation). See Fisher v. Marubeni Cotton Corp., 526 F.2d 1338, 1339 (8th Cir. 1975); Wrangen v. Pennsylvania Lumbermans Mut. Ins. Co., No. 07-61879, 2008 WL 5427785, at *1 (S.D. Fla. Dec. 30, 2008); Highland Tank & Mfg. Co. v. PS Int’l, Inc., 227 F.R.D. 374, 379 (W.D. Pa. 2005); Cuthbertson v. Excel Indus., Inc., 179 F.R.D. 599, 601 (D. Kan. 1998). Most of the bankruptcy cases the Illinois Parties cite dealt with Rule 2004 examinations of persons who were neither claimants nor parties in interest, and thus had no occasion to rule on that issue or disagree with Mirant. See Correra, 589 B.R. at 84, 112 n.59 (examination of debtor’s personal assistant, neither a claimant nor party in interest, and citing reasoning of Mirant without indicating any disagreement with its rationale); In re Marathe, 459 B.R. 850, 860 (Bankr. M.D. Fla. 2011) (debtor’s daughter); Raynor v. Greenlight Cap. Qualified, L.P., No. 08-00801-TJM, 2008 WL 2224897, at *1 (Bankr. D. Neb. May 23, 2008) (debtor’s officer and director). In the one case cited by the Illinois Parties that dealt with a subpoena to a putative creditor, the court did not opine on Rule 2004 at all because a subpoena had been issued. In re Jee, 104 B.R. 289, 296 (Bankr. C.D. Cal. 1989). And that court raised sua sponte (without needing to decide) the possibility that a subpoena was not even necessary because the creditor was a “party for the limited purpose of conducting discovery.” Id.11 Nor is it correct, as the Illinois Parties contend, that this Court has no authority to bind claimants unless they file proofs of claim. Show Cause Response ¶ 50. Claimants in bankruptcy 11 In another case the Illinois Parties cite, In re Cardinal Service Corp., 175 F. Supp. 47 (S.D.N.Y. 1959), arising under the Act, the court recognized that a subpoena of a creditor was not necessary, only a notice of deposition (though limiting where the deposition could take place). Id. at 49. 11

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cases are bound by the Bankruptcy Code and many types of orders without filing proofs of claim, including the automatic stay, 11 U.S.C. § 362(a); injunctions against affiliate lawsuits, 11 U.S.C. § 105(a); a bar date order, Bankruptcy Rule 3003(c)(2); the order confirming the Chapter 11 plan of reorganization, 11 U.S.C. § 1141(a); the discharge injunction, 11 U.S.C. § 524(a); and the channeling injunction in an asbestos case, 11 U.S.C. § 524(g), to name a few. This Court’s preliminary injunction against affiliate lawsuits is such an order that, as noted above, expressly applies to all of these Illinois Claimants. Orders bind claimants in bankruptcy cases, regardless of whether they filed proofs of claim, when due process has been satisfied and the claimant has sufficient contacts with the United States. See In re Longoria, 400 B.R. 543, 545, 548-51 (Bankr. W.D. Tex. 2009) (enforcing contempt sanction against creditor who admittedly had not filed a proof of claim, but who had minimum contacts with the United States); Lykes Bros. S.S. Co. v. Hanseatic Marine Serv. (In re Lykes Bros. S.S. Co.), 207 B.R. 282, 284-86 (Bankr. M.D. Fla. 1997) (finding in context of stay violation that whether “this Court can exercise personal jurisdiction over the Defendants depends upon whether the Defendants have the requisite minimum contacts with the United States at large,” and enforcing stay against foreign creditor that had not filed a proof of claim); In re Chiles Power Supply Co., 264 B.R. 533, 542 (Bankr. W.D. Mo. 2001) (holding that claimants had requisite minimum contacts with United States and were subject to channeling injunction, despite not having filed proofs of claim); see also Celotex Corp. v. Edwards, 514 U.S. 300, 308 (1995) (holding that with section 1334, Congress “intended to grant comprehensive jurisdiction to the bankruptcy courts so that they might deal efficiently and expeditiously with all matters connected with the bankruptcy estate”) (quotation omitted); Cyphermint, Inc. v. Baldiga, 459 B.R. 488, 490-91 (D. Mass. 2011) (creditors subject to personal jurisdiction in fraudulent 12

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transfer action because had minimum contacts with United States); Morris v. Martino, No. 95 C 772, 1995 WL 347947, at *3 n.4 (N.D. Ill. June 8, 1995) (personal jurisdiction, in context of fraudulent transfer action, “may be obtained over any defendant having minimum contacts with the United States as a whole,” including any U.S. resident); In re McLean Indus., 68 B.R. 690, 695-99 (Bankr. S.D.N.Y. 1986) (automatic stay reaches limit of in personam jurisdiction, which is determined by minimum contacts with the United States).12 The Illinois Parties also argue that this Court lacks jurisdiction to enforce its PIQ Order and that the provision requiring any person seeking relief to make a motion here is void. But they base this argument on the same contentions this Court already rejected concerning the Court’s authority to enter the PIQ Order and the requirement to issue subpoenas. See Show Cause Response ¶¶ 55, 62. And this Court “plainly had jurisdiction to interpret and enforce its own prior orders.” Travelers Indem. Co. v. Bailey, 557 U.S. 137, 151 (2009). Paragraphs 17 and 18 of the PIQ Order, requiring any challenge to the order to be in this Court and preserving this Court’s exclusive jurisdiction, merely confirm this inherent authority. See Celotex, 514 U.S. at 313 (holding that court entering order has exclusive jurisdiction to determine its validity “until its decision is reversed for error by orderly review”); In re East Orange General Hospital, Inc., 587 B.R. 53, 75 (D.N.J. 2018) (provision retaining exclusive jurisdiction over interpretation and enforcement of sale order “was within the court’s inherent authority”); In re Atari, Inc., 2016 WL 1618346, at *7 (Bankr. S.D.N.Y. 2016) (“Bankruptcy courts in this district regularly enforce 12 The more esoteric principles dealt with in the cases cited by the Illinois Parties (such as Stern v. Marshall issues or issues concerning claimants’ rights to jury trial) have absolutely nothing to do with orders governing discovery from claimants in a bankruptcy case or the propriety of this Court’s PIQ Order. See, e.g., Stern v. Marshall, 564 U.S. 462, 468-69 (2011) (whether bankruptcy court has constitutional authority to enter final decision on common law counterclaim against creditor); Langenkamp v. Culp, 498 U.S. 42, 45 (1990) (no jury trial right in preference action against creditor that filed proof of claim); Tenn. Student Assist. Corp. v. Hood, 541 U.S. 440, 450 (2004) (dischargeability proceeding did not implicate state sovereign immunity). 13

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such exclusive jurisdiction provisions contained in their prior orders,” citing cases concerning sale order and plan and confirmation order). The Show Cause Response attempts to distinguish Celotex on the ground that it involved an injunction, Show Cause Response ¶¶ 56-58, but the rationale of Celotex did not depend on that. See Celotex, 514 U.S. at 313. The Illinois Parties provide no citation for the proposition that a court lacks exclusive jurisdiction over all its orders, violation of which constitutes contempt. All authority is to the contrary, including in the Fourth Circuit. See Spartan Mills v. Bank of America Illinois, 112 F.3d 1251, 1255 (4th Cir. 1997) (applying Celotex principle in context of bankruptcy court order determining lien priorities). In short, the Court had ample jurisdiction to enter the PIQ Order pursuant to Bankruptcy Rule 2004, and to require parties seeking relief to obtain it from this Court. C. The Court Should Disregard the New Arguments the Illinois Claimants Attempt to Make Against the PIQ Motion The Show Cause Response also raises certain new arguments about the Court’s authority to enter the PIQ Order that could have been raised in the litigation leading to entry of the PIQ Order but were not. As a result, these arguments have been waived and the Court should disregard them. See Rylander, 460 U.S. at 757 (party may not raise issues for first time in contempt proceeding that could have been raised in litigation that led to order). The arguments also lack merit. Without any factual basis whatsoever, the Show Cause Response spends considerable time asserting that the Garlock questionnaires were somehow a matter of consent between that debtor and the thousands of asbestos claimants and hundreds of law firms involved in that case. Show Cause Response ¶¶ 39-40. That is not true. The Garlock ACC on behalf of all current claimants objected to entry of each of the three questionnaire orders 14

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in that case, and to the form and content of the questionnaire.13 The Garlock court in each instance overruled numerous objections and required claimants to answer the questionnaires.14 After the questionnaires were returned, many claimants did not respond, only partially responded, or objected to various questionnaire sections, and the Garlock court granted the debtors’ motion to compel as to those claimants.15 These issues were litigated in Garlock—not resolved by consent. Nor is the Show Cause Response correct when it repeatedly contends (without citation) that the Garlock court believed it lacked authority to order a questionnaire or compel responses. Show Cause Response ¶¶ 40, 55. When the Baron & Budd firm refused to submit any questionnaire responses, Garlock sought enforcement of the questionnaire order and contempt. The Garlock court declined to hold the firm in contempt while fully recognizing its jurisdiction and authority to enforce its questionnaire order: I have – I think I should deny the motion and just go with what we have got. I have little doubt about the authority and the jurisdiction of the court to enforce its orders or to pursue the matter if it wanted to. It is also kind of very much against my nature not to take a dare and, when somebody says you can’t make me do this, my initial reaction is to say we will see about that. I think at this point, it is not worth the effort, given the marginal utility of the products that would be produced. We have embarked or I have allowed you all to embark on a sizeable social science project in the guise of discovery. I did that without telling you but, within my own mind, saying that we would see what we got but that I didn’t intend to chase every rabbit or pursue everybody who didn’t reply. 13 Memorandum of the Official Committee of Asbestos Personal Injury Claimants in Opposition to Motion of the Debtors for an Order Pursuant to Bankruptcy Rule 2004 Directing Submission of Information By Current Asbestos Mesothelioma Claimants (Garlock Dkt. 1076); Supplemental Memorandum of the Official Committee of Asbestos Personal Injury Claimants Regarding a Questionnaire Directed to Current Mesothelioma Claimants (Garlock Dkt. 1288); The Official Committee of Asbestos Personal Injury Claimants’ Omnibus Objection to: (I) Debtors’ Motion for Supplemental Exposure Questionnaire, (II) Debtors’ Motion for Supplemental Payment Questionnaire, and (III) Debtor’s Motion for Trust Discovery to Settled Claimants (Garlock Dkt. 2200). 14 PIQ Motion Exs. J, K, M. 15 Order Granting in Part and Denying in Part the Debtors’ Motion for an Order Compelling Mesothelioma Claimants to Comply With This Court’s Questionnaire Order and Overruling Objections to the Questionnaire (Garlock Dkt. 2036). 15

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We have gotten a lot of replies, and I think we have gotten a substantial pool of data, probably in large part as a result of Mr. Worf’s and Mr. Krisko’s hard work, but I think we do have a pool of data that is sufficient for our purposes in doing the aggregate estimation and that we ought to close this aspect of the discovery down and go with what we have got, which I believe will be sufficient for the experts’ purposes and for my purposes in determining this order. . . . I can tell you that I won’t listen long to any complaint that the data is incomplete by people who have objected to it being completed, if that makes any sense. 10/11/12 Tr. at 71-73, In re Garlock Sealing Techs., LLC, et al., No. 10-31607 (Bankr. W.D.N.C.). And the Garlock court ultimately estimated at zero the claims of claimants (including those from Baron & Budd) who did not submit questionnaire responses. In re Garlock Sealing Techs., LLC, 504 B.R. 71, 96 (Bankr. W.D.N.C. 2014) (adopting expert estimate that included in estimate of current claims “only those who asserted exposure to a Garlock product in the PIQ’s submitted in this case”) (emphasis added). None of the circumstances that led the Garlock court to decline to hold Baron & Budd in contempt are present here. Very few questionnaire responses have been received to date (possibly in part due to the Illinois Lawsuit). And the Illinois Parties, rather than simply not responding and taking the consequences, are actively challenging this Court’s order in another court. No alternative but contempt is available. The Illinois Parties also argue that because the Debtor requested and obtained authority to issue subpoenas to DCPF and the Manville Trust, such a requirement must also be read into the PIQ Order. Show Cause Response ¶ 52 n.8. They provide no basis for this argument (which likewise could have been raised in the PIQ litigation). Moreover, there are important distinctions between the two efforts, including that DCPF and the Manville Trust are true third parties, not parties in interest in this case. Indeed, the claimants could be required to file proofs of claim in response to a bar date, and certainly are legitimate targets for the discovery orders of this Court, 16

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as explained above. And as the Court found, requiring subpoenas to thousands of Pending Mesothelioma Claimants across the country would not be practical. 3/4/21 Tr. at 9-10. II. The Illinois Parties Violated the PIQ Order The Illinois Parties next argue that they did not violate the PIQ Order because they had an “objectively reasonable basis for the belief” that filing a lawsuit requesting an injunction precluding enforcement of this Court’s order was not prohibited by the Court’s order. Show Cause Response ¶ 55. To the contrary, the plain language of the PIQ Order unambiguously states, “Any person who seeks relief from any provision of this Order shall do so by motion in this Court on notice to the Parties and the Pending Mesothelioma Claimants potentially affected by the relief sought. The movant shall bear the burden of showing good cause for the requested relief.” PIQ Order ¶ 17. The PIQ Order also reserved this Court’s exclusive jurisdiction over interpretation and enforcement of the Order. Id. ¶ 18. The Illinois Parties instead brought the Illinois Lawsuit to obtain relief from the Court’s order. They therefore violated the PIQ Order. The Illinois Parties liken their Illinois Lawsuit to a mere motion to quash under Civil Rule 45. But it is no such thing. It is a full-blown lawsuit seeking a declaratory judgment and injunction against the Debtor. It could not be a motion to quash because this Court has not issued subpoenas (and would be the Court that has to do so, see Civil Rule 45(a)(2)).16 Not only has this Court not issued subpoenas, it has rejected the entire concept. The PIQ Order requires the Debtor to serve Questionnaires on counsel for Pending Mesothelioma Claimants and requires Pending Mesothelioma Claimants to answer by July 26, without the need for a subpoena. Making the Court’s intention crystal clear, the PIQ Order incorporates the Court’s March 4 bench ruling, in 16 The Show Cause Response also admits that the Southern District of Illinois is not even the proper jurisdiction to bring a motion to quash for some of the Illinois Claimants. See Show Cause Response ¶ 60. 17

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which the Court held that subpoenas were not required—overruling objections made by the very Illinois Claimants and Illinois Law Firms who now plead ignorance. It is not reasonable for claimants and law firms ordered by the Court to answer a Questionnaire to believe they could file a lawsuit in another jurisdiction attacking the PIQ Order and making the same arguments already rejected here without violating the PIQ Order. The Show Cause Response belies their contention that they had a reasonable basis to believe the filing of the Illinois Lawsuit did not violate the PIQ Order, for it admits that the Illinois Lawsuit is a direct challenge to this Court’s authority and order—not an action tacitly permitted by the PIQ Order. See Show Cause Response ¶ 61 (“The Illinois Lawsuit amounts to nothing more than a challenge to the authority of this Court . . .”); ¶ 23 (Illinois Claimants “seek a declaratory judgment holding that the PIQ Order exceeds the scope of the relevant Bankruptcy Rules and Civil Rules” and “exceeds the jurisdictional authority of this Court over the individual claimants”). In addition, although the PIQ Order is directed to Pending Mesothelioma Claimants, it equally binds the Illinois Law Firms, who have violated it. Counsel who assist a client in violating a court order are subject to contempt. Maness, 419 U.S. at 560; Gentile v. State Bar of Nevada, 501 U.S. 1030, 1071 (1991) (“An attorney may not, by speech or other conduct, resist a ruling of the trial court beyond the point necessary to preserve a claim for appeal.”); In re Nat’l Heritage Found., Inc., 510 B.R. 526, 549-50 (E.D.Va. 2014) (recognizing duty of attorneys admitted pro hac vice to comply with court orders or else suffer contempt). Here, attorneys from both Maune Raichle and the Gori Law Firm have been admitted pro hac vice in this case, are required to follow this Court’s orders, and are subject to discipline by this Court. Maune Raichle signed the complaint in the Illinois Lawsuit and thus violated the PIQ Order. See Show Cause 18

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Response ¶ 22 (admitting that Maune Raichle attorney signed complaint). The Gori firm has assisted in the Illinois Lawsuit by submitting a declaration attached to the complaint and represents half of the Illinois Claimants. See Emergency Motion Ex. D. It is also reasonable to infer that Maune Raichle and Gori were involved in retaining counsel in Illinois and may be paying such counsel—it seems exceedingly unlikely that the Illinois Claimants who employ Maune Raichle and Gori on a contingency basis are doing so. Neither firm in their Show Cause Response denied they are involved in prosecuting the Illinois Lawsuit. At the end of the day, the Illinois Parties are willfully flouting the plain terms of this Court’s PIQ Order and this Court’s authority in this bankruptcy case. Their entire Show Cause Response rests on the premise that they, and not this Court, are the proper expositors of the law. Because (in their view) this Court got it wrong, they are entitled to disregard this Court’s order and challenge it in another court, not just on appeal but in another jurisdiction. This is the very definition of contempt. See Maness, 419 U.S. at 458. III. The Debtor Has Been and Continues to Be Harmed By the Violation of the PIQ Order The Illinois Parties next make the frivolous argument that the Illinois Lawsuit does not harm the Debtor and the estate, arguing that “[u]nder the Funding Agreement, no estate assets will go to the costs or expenses of defending the Illinois Lawsuit.” To the contrary, as the Court found in the order granting the preliminary injunction, under the Funding Agreement, New GP’s obligations exist only once the Debtor’s own assets are insufficient. Adv. Proc. Dkt. 164 at 6.17 As of Thursday night (July 15), the Debtor has incurred at least $245,015 in costs and expenses from defending the Illinois Lawsuit and prosecuting the Emergency Motion in this Court, as indicated in the time entries attached as Exhibit B from Jones Day, Robinson 17 The Show Cause Response quotes a statement from counsel for New GP at a hearing making clear that the Debtor must resort to its own assets first under the Funding Agreement—yet inexplicably still makes the “no harm” argument. Show Cause Response ¶ 67. 19

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Bradshaw, King & Spalding, and Bates White. The Debtor has continued to incur costs every day since last Thursday and will continue to do so every day while the Illinois Lawsuit is pending. Out of this, $145,043.50 was incurred after the Court’s show cause ruling on June 30. The day after that ruling, on July 1, the Debtor sent the Illinois Claimants and Illinois Law Firms a letter warning them that significant costs would be required to defend the Illinois Lawsuit and continue prosecuting the Emergency Motion. See Letter from Richard C. Worf (attached as Ex. C). Yet they did not desist.18 In addition, although the Show Cause Response seems to argue (without citation) that non-monetary harms cannot constitute harm for purposes of a contempt finding, see Show Cause Response ¶ 69, the violation of the PIQ Order has caused and continues to cause substantial non-monetary harm. It has distracted the Debtor and its professionals from their focus on the work of this case. It may have deterred timely responses to the Questionnaire (the claims agent still has received just a few hundred). And it still carries the prospect of inspiring similar efforts to resist this Court’s order. Harm is indisputable. IV. The Automatic Stay Also Bars the Illinois Lawsuit Neither party has cited an automatic stay case that is perfectly on point with the facts presented here because what the Illinois Parties have done is extraordinary and unprecedented: repairing to another court to challenge an order of this Court they already litigated (and are continuing to litigate in the District Court). Nor is a violation of the automatic stay necessary for the Debtor to obtain relief from the Illinois Lawsuit. Nevertheless, the automatic stay should be construed to bar the Illinois Lawsuit as well, for the reasons stated in the Emergency Motion. It is well-recognized that the automatic stay 18 Ms. Carden has dismissed her action against Bestwall in Illinois, but has not yet accepted the Debtor’s request to acknowledge she will comply with the PIQ Order, and her lawyers have not committed to doing so for all the Pending Mesothelioma Claimants they represent. 20

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under 11 U.S.C. § 362(a) is broad, so as to “prevent damaging disruptions to the administration of a bankruptcy case.” In re Valentine, 611 B.R. 622, 633 (Bankr. E.D. Mo. 2020). In support of their contention that the Illinois Lawsuit does not violate the automatic stay, the Illinois Parties cite cases involving parties seeking discovery from a debtor during the pendency of a bankruptcy case. In re Miller, 262 B.R. 499, 505 (B.A.P. 9th Cir. 2001) (serving debtor with third-party subpoena); Davies v. Cont’l Bank, No. CIV.A. 86-6508, 1987 WL 17992, at *1 (E.D. Pa. Sept. 30, 1987) (serving debtor with subpoena for deposition in another proceeding). The facts here are not analogous. The Illinois Claimants are not seeking discovery from the Debtor. Rather, the Illinois Claimants have filed a lawsuit against the Debtor based on the Bankruptcy Rule 2004 Order entered by this Court. They are not seeking information from the Debtor; instead, they are seeking an injunction against the Debtor to enjoin the Debtor from obtaining information this Court has authorized it to obtain. In short, they are interfering with the Debtor’s efforts to administer this chapter 11 case in accordance with an order entered by this Court. The third case that the Illinois Parties cite permitted the filing of a summary judgment motion where the bankruptcy court had lifted the automatic stay almost in its entirety. Hayes v. Liberty Mut. Grp. Inc., No. 11-15520, 2012 WL 1564697, at *6 (E.D. Mich. May 2, 2012), order dissolved sub nom. Hayes v. Liberty Mut. Ins. Grp., Inc., No. 11-CV-15520, 2012 WL 12897380 (E.D. Mich. June 26, 2012), aff'd sub nom. Hayes v. Liberty Ins. Corp., 526 F. App’x 564 (6th Cir. 2013). Again, Hayes is completely inapposite because this Court has not lifted the automatic stay in this case. The Court should find that the automatic stay applies as well. V. The Debtor Properly Served the Illinois Parties With the Emergency Motion 21

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The Illinois Parties finally argue that the Debtor was required to serve the Emergency Motion personally on the Illinois Claimants and by mail to an officer or registered agent of the Illinois Law Firms. This argument ignores the provisions of the notice orders entered by this Court. This Court’s Asbestos Claimant Notice Order provides that “[t]he Debtor is authorized to serve all notices, mailings, filed documents and other communications relating to the above-captioned chapter 11 case on the Asbestos Claimants in care of their counsel . . . at such counsel’s address, including e-mail address.” Id. ¶ 4.19 Notice to counsel is governed by the Court’s Order Establishing Certain Notice, Case Management and Administrative Procedures (Dkt. 65) (the “Case Management Order”). The Case Management Order provides, in relevant part, that (1) service by e-mail “shall be deemed to constitute proper service for all parties who are sent such e-mail service,” id. ¶ 17; (2) CM/ECF notices to registered attorneys constitute valid notice, id.; (3) where e-mail is not available, “Court Filings shall be served by facsimile, first class mail, overnight delivery or hand delivery, in the sole discretion of the serving party,” id. ¶ 17 n.2; and (4) in the event of any conflict between the Case Management Order and the Bankruptcy Code, Bankruptcy Rules, or Local Bankruptcy Rules, the Case Management Order governs, id. at 2. The Illinois Parties have not challenged either the Asbestos Claimant Notice Order or the Case Management Order. The Debtor complied fully with the Asbestos Claimant Notice Order and the Case Management Order in serving the Emergency Motion. The Debtor served the Emergency Motion 19 The Court in the Asbestos Claimant Notice Order found that the notice procedures “(i) provide for adequate notice to Asbestos Claimants, (ii) are reasonable and appropriate under the circumstances and (iii) are reasonably calculated, under all the circumstances, to apprise the Asbestos Claimants of the noticed matters and afford them an opportunity to be heard thereon.” Dkt. 67 at 1. The Debtor’s motion seeking that order explained, among other things, that such notice has been approved by many previous courts; the Debtor lacks reliable information about asbestos claimants’ personal addresses; and personal service on asbestos claimants could implicate ethical rules concerning contact with represented persons. Dkt. 10 at 5-10. 22

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by Federal Express to the Illinois Claimants’ counsel in the Illinois Lawsuit, Mr. Williams and Mr. Murphy. Dkt. 1843. The Debtor also served by Federal Express the law firms representing the Illinois Claimants against Bestwall (Maune Raichle, Gori, Shrader & Associates, SWMW Law LLC, Rogers Patrick f/k/a Richardson Patrick, Lanier Law Firm, and Vogelzang Law). Id. The Debtor also copied Mr. Murphy, Mr. Williams, Maune Raichle, and Gori when it emailed the Emergency Motion to the Court and asked for an expedited hearing. Further, firms representing all but two of the Illinois Claimants, including Maune Raichle and Gori, have had an attorney admitted pro hac vice in this matter, in association with Ms. Culp. Dkt. 497 (Shrader), 546 (SWMW), 556 (Gori), 557 (Lanier), 566 (Maune Raichle). They had an obligation to register for CM/ECF notice, and agreed that the notice of electronic filing they received “shall be the equivalent of service of the pleading or other paper by first class mail, postage prepaid.” Admin. Order, W.D.N.C. § I.C.4, II.B.2. Further, all of these firms appeared and objected to the PIQ Motion on behalf of their clients, and had full notice of entry of the PIQ Order that the Illinois Parties have now violated. Ms. Culp too, who represents all but two of the Illinois Claimants, received notice of the Emergency Motion by email and CM/ECF. Dkt. 1843. Finally, counsel for the Illinois Claimants appeared and argued at the hearing on the Emergency Motion. This notice complied with the Court’s Asbestos Claimant Notice Order and Case Management Order, and indeed, provided multiples of the service required. None of the Illinois Parties or firms representing them have ever objected to those notice orders or sought their reversal or modification. The Illinois Parties should not be heard now to insist on personal service on the Illinois Claimants or a particular mode of service on the Illinois Law Firms that is not required by those orders. The case upon which the Illinois Parties rely is inapposite because 23

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there was no court order governing notice to the non-party subject to the contempt motion in that case (who also was not a creditor, unlike the Illinois Claimants). See In re Teknek, 512 F.3d 342, 346 (7th Cir. 2007). Finally, the allegations about insufficient notice of the Emergency Motion are beside the point now because this Court has ample authority to order the Illinois Parties subject to its order and its jurisdiction to show cause. See, e.g., 11 U.S.C. § 105(a) (“No provision of this title providing for the raising of an issue by a party in interest shall be construed to preclude the court from, sua sponte, taking any action or making any determination necessary or appropriate to enforce or implement court orders or rules, or to prevent an abuse of process.”); Nat’l Heritage Found., Inc., 510 B.R. at 542 (calling procedural objection to show cause order a “frivolous argument[]” because court has authority to take action sua sponte to enforce court orders). The Illinois Parties all have ample notice of the Court’s order to show cause and they should be held to account. VI. The Court Should Enter a Finding of Contempt and Order a Daily Fine Until the Illinois Lawsuit Is Dismissed, As Well As Compensatory Damages There remains the question of remedy for the Illinois Parties’ contempt. In the Fourth Circuit, a court “may impose sanctions for civil contempt to coerce obedience to a court order or to compensate the complainant for losses sustained as a result of the contumacy.” In re General Motors Corp., 61 F.3d 256, 258 (4th Cir. 1995). “The appropriate remedy for civil contempt is within the court’s broad discretion.” Id. at 259. “Remedies include ordering the contemnor to reimburse the complainant for losses sustained and for reasonable attorney’s fees.” Id. Those losses include costs and attorney’s fees in connection with a contempt proceeding. Id. In addition, where the contempt continues, a court may impose a daily fine payable to the 24

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complainant to coerce compliance with its order. U.S. v. Darwin Const. Co., Inc., 873 F.2d 750, 754 (4th Cir. 1989). Under this case law, the Debtor requests that the Court (a) enter a finding of contempt, (b) order a daily fine against each of the Illinois Parties sufficient in the Court’s view to coerce compliance with its PIQ Order, (c) award $245,015 in compensatory damages for the fees and expenses the Debtor has had to expend to defend the Illinois Lawsuit and prosecute the Emergency Motion and this contempt proceeding as well as an additional award for fees and expenses incurred in connection with the Illinois Lawsuit and Emergency Motion after July 15, 2021, and (d) order such other or further relief as the Court deems appropriate. The Debtor believes a $1,000 daily fine for each of the Illinois Claimants and Illinois Law Firms (i.e., $12,000 in total per day) until the Illinois Lawsuit is dismissed would be reasonable. See Darwin, 873 F.2d at 756 (upholding $5,000 daily fine against single party for civil contempt in 1989). The Debtor is willing to seek collection of the compensatory damages from the Illinois Law Firms in the first instance (rather than the individual Illinois Claimants). The Debtor reserves the right to seek a finding of contempt and compensation from the other firms that represent the Illinois Claimants in the event the Illinois Lawsuit is not dismissed and the PIQ Order continues to be disobeyed. CONCLUSION For the foregoing reasons, the Debtor respectfully requests that the Court hold the Illinois Parties in contempt and order the requested sanctions. 25

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Dated: July 19, 2021 Respectfully submitted, Charlotte, North Carolina /s/ Garland S. Cassada Garland S. Cassada (NC Bar No. 12352) Richard C. Worf, Jr. (NC Bar No. 37143) Stuart L. Pratt (NC Bar No. 43139) ROBINSON, BRADSHAW & HINSON, P.A. 101 North Tryon Street, Suite 1900 Charlotte, North Carolina 28246 Telephone: (704) 377-2536 Facsimile: (704) 378-4000 E-mail: gcassada@robinsonbradshaw.com rworf@robinsonbradshaw.com spratt@robinsonbradshaw.com Gregory M. Gordon (TX Bar No. 08435300) JONES DAY 2727 North Harwood Street, Suite 500 Dallas, Texas 75201 Telephone: (214) 220-3939 Facsimile: (214) 969-5100 E-mail: gmgordon@jonesday.com (Admitted pro hac vice) Jeffrey B. Ellman (GA Bar No. 141828) JONES DAY 1221 Peachtree Street, N.E., Suite 400 Atlanta, Georgia 30361 Telephone: (404) 581-3939 Facsimile: (404) 581-8330 E-mail: jbellman@jonesday.com (Admitted pro hac vice) ATTORNEYS FOR DEBTOR AND DEBTOR IN POSSESSION 26

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EXHIBIT A

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UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF NORTH CAROLINA CHARLOTTE DIVISION In re Chapter 11 BESTWALL LLC,1 Case No. 17-31795 (LTB) Debtor. DECLARATION OF JORGE GALLARDO-GARCIA, PHD I, Jorge Gallardo-García, PhD declare: (1) I am a Partner of Bates White, LLC, which is an economic consulting firm with its primary office located in Washington, DC. This Court issued an Ex Parte Order Authorizing the Debtor to Retain and Employ Bates White, LLC as Asbestos Consultants as of the Petition Date.2 (2) I specialize in the application of statistics and computer modeling to economic and financial issues, and I have extensive experience working on the construction and design of complex databases for econometric and statistical analyses. I have more than 20 years of experience in the management, design, and analysis of large complex databases using statistical and econometric tools; further, I have 14 years of experience in the management, design, and analysis of large complex asbestos personal injury and wrongful death claims’ databases using statistical and econometric tools for valuation and forecasting. I have submitted expert reports and testified in Federal Bankruptcy Court regarding the construction and reliability of asbestos claims databases. (3) I received a PhD and an MA in Economics from the University of Pennsylvania, and a BS in Economics, a BS in Business Administration, and an MA in Economics from the Instituto Autónomo de México in Mexico City. 1 The last four digits of the Debtor’s taxpayer identification number are 5815. The Debtor’s address is 133 Peachtree Street, N.E., Atlanta, Georgia 30303. 2 Ex Parte Order Authorizing the Debtor to Retain and Employ Bates White, LLC, as Asbestos Consultants as of the Petition Date, Case No. 17-31795, Doc 40, (Bankr. W.D.N.C. Nov. 2, 2017).

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(4) I have personal knowledge of the facts set forth in this Declaration and, if called as a witness, would testify competently to such facts under oath. A complete and accurate copy of my curriculum vitae is attached as Exhibit 1 to this Declaration. (5) I have been asked by Debtor’s counsel, Robinson Bradshaw & Hinson, to submit this Declaration in relation to the Debtor’s Emergency Motion to Enforce PIQ Order and Automatic Stay. (6) On December 22, 2017, Bates White received an MS Access database file named “Bestwall_AsbestosDataExport_asof113017.accdb” (the “PACE database”), which I understand contains Bestwall’s asbestos personal injury and wrongful death claims’ records as of its November 2, 2017 petition date. That database file included, among other claims-related information, data about the law firms representing claimants who filed asbestos claims against Bestwall in the tort system. (7) I have directed Bates White’s staff to analyze and process the PACE database to identify duplicates and to standardize its data fields’ values. (8) According to Bestwall’s PACE database, the table below lists the law firms that represent the following claimants. Table 1: Claimants’ law firms listed in Bestwall’s PACE database
Table 1 on page 29. Back to List of Tables
Claimant Law firm
Bogner, Vernon Cooney & Conway
Taylor, Donald R Maune Raichle Hartley French & Mudd, LLC
Carden, Harry M Richardson, Patrick, Westbrook & Brickman, LLC
Butler, Ralph I Shrader & Associates, LLP
Guzman, Joe SWMW Law, LLC
Camilleri, Terrence The Gori Law Firm, PC
Cutler, William The Gori Law Firm, PC
Evans, Sheryl K The Gori Law Firm, PC
Fons, Miguel The Gori Law Firm, PC
Blair, Lee W The Gori Law Firm, PC / Lanier Law Firm, PLLC
Nelson, Roger Vogelzang Law

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Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing is true and correct. Dated: June 30, 2021 ___________________________ Jorge Gallardo-García, Ph.D. Partner Bates White, LLC

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Exhibit 1

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Washington, DC 2000 Main 202. 208. 611 JORGE RAÚL GALLARDO-GARCÍA, PHD Partner AREAS OF EXPERTISE • Product liability forecasting • Statistical analysis • Insurance allocation • Applied econometrics • Financial reporting • Labor and health economics SUMMARY OF EXPERIENCE Jorge Gallardo-García has authored and submitted expert reports and declarations and provided deposition testimony in several litigation matters. He has extensive experience in statistical modeling and data analysis and performs economic analysis, valuation, forecasting, sample design, and research, as well as discovery support. He has worked on numerous engagements involving product liability issues, in the context of bankruptcy procedures, insurance coverage disputes and settlement support, financial reporting, and strategic consulting. In addition, he has presented results of his work at national conferences on asbestos litigation topics and actuarial methods. Prior to joining Bates White, Dr. Gallardo-García conducted empirical research on social program evaluation, labor and health economics, and demography. As part of his research, he simulated policy experiments for evaluating effects of different government health policies may have on health outcomes. EDUCATION • PhD, Economics, University of Pennsylvania • MA, Economics, University of Pennsylvania • MA, Economics, ITAM, México City, México (summa cum laude) • BS, Business Administration, ITAM, México City, México (summa cum laude) • BS, Economics, ITAM, México City, México (magna cum laude) SELECTED BATES WHITE EXPERIENCE • Retained as a complex database construction and statistics expert on behalf of Bestwall LLC in its bankruptcy proceedings. • Engaged as expert by John Crane Inc. in Racketeer Influenced and Corrupt Organizations Act (RICO) lawsuits it filed against certain law firms in connection with the firms’ conduct in previous personal injury and wrongful death cases alleging exposure to John Crane’s asbestos-containing products.

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• Authored expert reports and declarations and provided deposition and trial testimony on behalf of the Debtors in the matter In re Garlock Sealing Technologies, LLC, No. 10-BK-31607 (US Bankruptcy Court for the Western District of North Carolina). Analyzed large, complex data sets and developed robust random samples that were used to assess the value of pending and future asbestos-related personal-injury claims. The resulting database constructed in this matter was described by the presiding Judge as “…the most extensive database about asbestos claims and claimants that has been produced to date. It is the most current data available and is the only data that accurately reflects the pool of claims against Garlock.” • Submitted a declaration on behalf of insurance companies in relation to the matter In re Pittsburgh Corning Corporation, No. 00-22876-TPA (US Bankruptcy Court for the Western District of Pennsylvania). Discussed the overlap between the claimants who cast a ballot in the PCC bankruptcy and the claimants who appear in the publicly available Garlock Analytical Database. • Led team supporting the asbestos claims valuation and forecasting expert in arbitration on behalf of Cooper Industries in Pepsi-Cola Metropolitan Bottling Co. et al. v. Cooper Industries et al. • Led team in support of expert in asbestos claims valuation for financial reporting purposes on behalf of certain Halliburton stockholders (US District Court, Northern District of Texas) regarding Halliburton’s financial disclosures of its asbestos liabilities after its acquisition of Dresser. • Led team supporting the expert in asbestos claims valuation, estimation methodology, and asbestos reinsurance billing on behalf of American Re-Insurance Company and ACE Property and Casualty Company (New York Court of Appeals) regarding the proper reinsurance bill associated with USF&G’s reinsurance of its asbestos-related payments to Western MacArthur. • Produce annual and quarterly estimates of companies’ potential asbestos and other tort-related expenditures, and author opinion letters to help clients ensure compliance with Sarbanes-Oxley, SEC, and other comprehensive reporting requirements. • Estimated and simulated future asbestos-related expenses in litigation contexts. • Implemented insurance allocation of asbestos-related losses in financial reporting, invoicing, and litigation contexts. • Designed and implemented statistically representative samples for claim file audits regarding asbestos claims. Samples were used in the estimation of future asbestos-related expenses and insurance allocations in litigation and consulting contexts. • Directed protocol design and database construction based on data collected through claim file reviews regarding asbestos claims. The products were used to estimate future asbestos-related expenses and insurance allocations in litigation and consulting contexts. PROFESSIONAL ACADEMIC EXPERIENCE • At the University of Pennsylvania, conducted empirical research on infant health, labor market participation, and healthcare insurance availability • Participated as part of the external evaluation team at the University of Pennsylvania in the largest experiment-designed social program, the Progresa/Oportunidades from México • Collaborated as a teaching assistant for the Microeconomic Theory course of the PhD in Economics program at the University of Pennsylvania

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• Held recitation sessions on Introductory Macroeconomics at the University of Pennsylvania • Conducted economic research as visiting researcher at Centre for Economic Research (CIE), ITAM, México City, México • Taught Applied Econometrics as an invited lecturer at ITAM, México City, México • Conducted research on inflation as a visiting researcher at the Economic Research Department in Banco de México, México • Participated as Economic Advisor on topics involving electricity demand estimation at Miguel Estrada Iturbide Foundation, Congress of México, México City, México • Participated as Economic Analyst at the Centre for Economic Analysis and Research (CAIE), ITAM, México City, México DISTINCTIONS AND HONORS • First place in the research category of the 2006 Banamex Economics Award, one of the most prestigious prizes to economic research in México that has been awarded by the Banco Nacional de México since 1951. This international competition is focused on conducting research on development economics and public policy applicable to México. The panel of judges includes the Secretary of Finance, the Governor of the Central Bank, deans of the economics departments from the most prestigious universities in México, and members of the Economics Research Department of Banamex. • Dissertation Fellowship, Department of Economics, University of Pennsylvania. • Mellon Award for Latin American Demographic Studies, University of Pennsylvania. • Inaugural recipient, President Emerita Judith Rodin Graduate Fellowship Award. • University Fellowships, Department of Economics, University of Pennsylvania. • Academic Excellence Scholarship, CONACYT, México City, México. PUBLICATIONS • “Are Conditional Cash Transfers Effective in Urban Areas? Evidence from Mexico,” joint with Jere R. Behrman, Susan W. Parker, Petra E. Todd, and Viviana Vélez-Grajales, in Education Economics, Taylor and Francis Journals, vol. 20, no. 3 (2012): 233–59. • “Oportunidades Impact on Children and Youths Education in Urban Areas after One-year of Program Participation,” (in Spanish) with Petra E. Todd, Jere R. Behrman and Susan W. Parker, in External Evaluation of the Impact of Oportunidades Program 2004: Education, eds. B. Hernández-Prado, and M. Hernández-Avila, Chapter 3, Vol. 1, 167–227 Cuernavaca, México: National Institute of Public Health, 2005. SELECTED SPEAKING ENGAGEMENTS • “The Future of Mesothelioma in the US and the Increasing Portion of Diagnoses Not Related to Asbestos Exposure: Estimation and Forecasting.” 1st Annual Asbestos Litigation Strategies ExecuSummit, Dec. 2–3, 2014. • “Emerging Trends in Asbestos Reserving.” Casualty Actuarial Society 2014 Casualty Loss Reserve Seminar, Sept. 15, 2014.

34

• “An Asbestos Defendant’s Legal Liability—the Experience in Garlock’s Bankruptcy Asbestos Estimation Trial.” Bates White webinar, July 29, 2014. • “By the Numbers: The Future of Mesothelioma in America.” Perrin Conferences Cutting-Edge Issues in Asbestos Litigation Conference, Mar. 18, 2014. RESEARCH PAPERS • “Health Insurance and Pregnancy Outcomes: An Analysis of Fertility, Prenatal Care and Employment in México,” PhD Dissertation, University of Pennsylvania, 2006 • “How School Subsidies Impact Schooling and Working Behaviors of Children and Youth in Urban México,” joint with Jere R. Behrman, Susan W. Parker, Petra E. Todd and Viviana Vélez-Grajales (working paper, University of Pennsylvania, 2005) • “Forecasting Inflation with Factor Analysis: A Two Countries Application,” Banco de México and University of Pennsylvania, 2003 • “Interest Rate Parity and Risk Premium in Mexico,” ITAM, 2001, México City, México • “Evidence of Long Memory in the Mexican Currency Market,” ITAM, 2001, México City, México LANGUAGES • Spanish (native)

35

EXHIBIT B

36

Table 1 on page 37. Back to List of Tables
Date Timekeeper Narrative Hours Amount
6/22/2021 C Smith Review email from Perez regarding Southern District of Illinois
proceeding relating to PIQ (.10); review and circulate docket and
pleadings regarding same (.10).
0.20 $80.00
6/22/2021 D Torborg Review S.D. Illinois filing by claimants to enjoin PIQ order and
responsive draft motion to enforce PIQ order prepared by co-counsel
(1.20); provide feedback regarding both to team members (.30); research
pertinent to S.D. Illinois filing to enjoin PIQ order (0.50).
2.00 $2,250.00
6/22/2021 G Gordon Telephone conference with Ellman regarding PIQ complaint (.20);
review emails from Worf regarding same (.20); review further emails
from Miller, Cassada regarding same (.20); review PIQ complaint (.30);
review and respond to emails from Worf, Bestwall team regarding PIQ
complaint (.30); draft and review emails to and from Marshall, Torborg,
Jones, Ellman, Erens regarding same (.30); review and forward email
from Worf regarding draft motion with respect to PIQ complaint (.20);
review multiple emails from Torborg, Jones regarding PIQ complaint
(.30).
2.00 $2,900.00
6/22/2021 I Perez Reviewpleadings filed in Southern District ofIllinois proceedingrelated
to PIQ (.50); emails with Smith regarding Southern District of Illinois
proceeding related to PIQ (.10).
0.60 $375.00
6/22/2021 J Ellman Review and comment on motion to enforce PIQ order and stay in
response to Illinois lawsuit (1.10); review correspondence relating to
same (.40); review materials relating to Illinois filing (.30); conference
with Jones regarding updates (.20); conference with Gordon regarding
same (.40).
2.40 $2,940.00

37

Table 1 on page 38. Back to List of Tables
Date Timekeeper Narrative Hours Amount
6/22/2021 J Jones Review and respond to memos regarding Southern District of Illinois
PIQ lawsuit and review motion for preliminary injunction.
0.70 $945.00
6/23/2021 D Torborg Discuss potential edits to motion to enforce PIQ order with team
members (1.50); conduct related research relating to Rule 2004
discovery (1.50); review draft of motion to enforce PIQ order (.50).
3.50 $3,937.50
6/23/2021 D Villalba Research case law related to motion to enforce PIQ (1.00); draft write-
up of same (.20).
1.20 $690.00
6/23/2021 G Gordon Review and respond to multiple emails from Erens, Torborg, Jones,
Ellman regarding draft motion to enforce PIQ order (.30); review and
respond to emails from Worf regarding same (.20); review and comment
on same (.80); review comments from Miller on same (.20); review
Ellman comments on same (.30); review and comment on draft emails
regarding motion to enforce PIQ order (.40); review email regarding
potential counsel for Illinois lawsuit (.10).
2.30 $3,335.00
6/23/2021 I Perez Communicate with Ellman regarding research assignment regarding
Southern District of Illinois case filed related to PIQ appeal (.30);
communicate with Basta, Johnson, Villalba regarding same (.40);
research same (2.0).
2.70 $1,687.50
6/23/2021 J Ellman Review issues regarding PIQ motion in Illinois (.30); review related
research materials (.60); communicate with Torborg and Worf regarding
same (.30); communicate with Perez regarding automatic stay issues
relating to motion to enforce PIQ (.20); review research materials (.30);
communicate with Worf regarding same (.20).
1.90 $2,327.50

38

Table 1 on page 39. Back to List of Tables
Date Timekeeper Narrative Hours Amount
6/23/2021 J Jones Review motion to show cause and prepare memo to litigation and
bankruptcy team regarding motion (.50); call with Ellman regarding
motion to show cause and other developments (.20); communicate with
Gordon regarding S.D. of Illinois litigation and prepare related memo
(.30).
1.00 $1,350.00
6/24/2021 C Smith Obtain recently-filed pleadings in Southern District of Illinois case and
update electronic management system with same.
0.10 $40.00
6/24/2021 D Torborg Discuss potential filings in Southern District of Illinois with team
members (.30); review motion to enforce PIQ order (.20).
0.50 $562.50
6/24/2021 G Gordon Review emails from Worf, Jones, Ellman, Torborg regarding Illinois
PIQ litigation (.30); review and respond to emails from Erens regarding
same (.20); review emails from Jones, Ellman, Erens regarding
enforcement of stay (.30); review email from Jones regarding Illinois
District Court litigation (.20); review emails from Frasier, Worf
regarding first amended complaint in Illinois action (.20); review email
from Ramsey regarding Illinois litigation (.20).
1.40 $2,030.00
6/24/2021 G Gordon Review and respond to email from Worf regarding hearing on motion to
enforce PIQ order (.20); review emails from Badger, Worf, Labovitz,
Ellman regarding hearing on motion to enforce PIQ order (.20); draft
and review emails to and from Miller regarding same (.20).
0.60 $870.00
6/24/2021 J Ellman Communicate with Torborg, Erens, Jones, Gordon regarding approaches
to Illinois PIQ litigation.
0.40 $490.00

39

Table 1 on page 40. Back to List of Tables
Date Timekeeper Narrative Hours Amount
6/24/2021 J Jones Review and respond memos from Gordon and others regarding
motions/pleadings in S.D. of Illinois proceeding to challenge PIQ order
(.50); communicate with Hirst concerning S.D. of Illinois proceeding
and prepare memo to Mercer regarding proceeding (.30).
0.80 $1,080.00
6/25/2021 G Gordon Review email from Mercer regarding service of Illinois PIQ lawsuit
(.20); review email from Worf regarding deadlines in Illinois lawsuit
(.20); review emails from Worf, Ellman regarding communication from
Asbestos Committee counsel on Illinois lawsuit (.20); review further
emails from Mercer regarding Illinois lawsuit (.20); review email from
Worf regarding information on claimants in lawsuit (.20).
1.00 $1,450.00
6/25/2021 G Gordon Review emails from Miller, Worf regarding motion to shorten on
motion to enforce PIQ order (.20).
0.20 $290.00
6/25/2021 J Ellman Review issues relating to PIQ litigation in Illinois (.20); communicate
with Robinson Bradshaw regarding same (.20).
0.40 $490.00
6/27/2021 G Gordon Review and respond to email from Worf regarding Asbestos Committee
communication on Illinois lawsuit (.20); review emails from Ellman,
Worf regarding same (.10).
0.30 $435.00
6/28/2021 G Gordon Review draft opposition to potential motion to continue hearing on
motion to enforce PIQ order (.40); review emails from Miller, Mercer,
Worf, Ellman, Labovitz, consultant regarding same (.40); review and
respond to email from Worf regarding no meet and confer on motion to
enforce PIQ order (.20); review emails from Williams, Ellman, Worf
regarding withdrawal of Illinois complaint by certain parties (.20).
1.20 $1,740.00

40

Table 1 on page 41. Back to List of Tables
Date Timekeeper Narrative Hours Amount
6/29/2021 G Gordon Review and respond to emails from Worf regarding agreement with
Simmons firm on PIQ order (.20); review emails from Worf regarding
developments in Illinois litigation (.20); review and forward email from
Worf regarding draft objection to preliminary injunction motion in
Illinois litigation (.20); review emails from Worf, Badger regarding
withdrawal of PIQ motion as to certain parties (.20); review objection to
PIQ motion (.20); review emails from Ellman, Cassada, Labovitz
regarding same (.20).
1.20 $1,740.00
6/30/2021 D Torborg Review and edit Bestwall’s response to PI motion in S.D. Illinois case
(2.30); review recent filings relating to enforcement of PIQ order (.40).
2.70 $3,037.50
6/30/2021 G Gordon Attend hearing (1.60); telephone conference with Bestwall team,
Schneider, Cassada, Worf, Goodman, Labovitz, Jones, Ellman regarding
same (.30); telephone conference with Ramsey regarding hearing and
related issues (.20); telephone conference with Mercer regarding same
(.30); telephone conference with Worf, Cassada regarding same (.20);
review hearing slides (.20); review multiple emails from Worf, Cassada,
Mercer, Ellman, Jones regarding Court ruling (.20).
3.00 $4,350.00
6/30/2021 G Gordon Review emails from Worf regarding Illinois lawsuit (.20); review
comments of Torborg, Jones on draft objection to Illinois preliminary
injunction motion (.30).
0.50 $725.00
6/30/2021 H Basta Attend hearing regarding emergency motion to enforce PIQ. 1.90 $997.50
6/30/2021 J Ellman Review hearing slides (.20); attend hearing on emergency motion to
enforce PIQ (1.50); conference with client and team regarding hearing
(.50).
2.20 $2,695.00

41

Table 1 on page 42. Back to List of Tables
Date Timekeeper Narrative Hours Amount
6/30/2021 J Jones Review materials to prepare for court hearing on emergency motion
(1.50); attend hearing (1.50).
3.00 $4,050.00
7/1/2021 D Torborg Disscuss hearing in PIQ motion with Jones. 0.30 $337.50
7/1/2021 G Gordon Review and comment on draft letter to Illinois claimants regarding
dismissal of Illinois lawsuit (.30); review and respond to emails from
Worf, Mercer, Ellman, Schneider, Goodman, Miller regarding same
(.30); review emails from Worf regarding draft order granting motion to
enforce PIQ order (.20); review emails from Ellman, Cassada regarding
same (.20).
1.00 $1,450.00
7/1/2021 G Gordon Review and forward comments on draft objection to preliminary
injunction motion in Illinois litigation (.20); review emails from Worf,
Mercer regarding status of Illinois lawsuit and efforts to contact
plaintiffs’ counsel (.20).
0.40 $580.00
7/1/2021 J Ellman Review and revise letter to Illinois claimants (.40); review
correspondence regarding same (.20).
0.60 $735.00
7/1/2021 J Jones Review and comment on draft correspondence to claimants and their
counsel in S.D. Illinois proceedings (.30); review related memos from co
counsel regarding those proceedings (.50).
- 0.80 $1,080.00

42

Table 1 on page 43. Back to List of Tables
Date Timekeeper Narrative Hours Amount
7/2/2021 G Gordon Review draft order enforcing PIQ order (.30); review and respond to
emails from Worf, Mercer, Ellman, Labovitz, Schneider regarding same
(.30); review Miller comments on same (.20); review and respond to
emails from Mercer, Goodman, Darland regarding issues related to
motion to enforce PIQ order (.30); review motion to dismiss filed in
Illinois litigation (.20); review email from Williams regarding briefing
schedule in Illinois litigation (.20); review email from Worf regarding
update on Illinois litigation (.20); review emails from Culp, Worf
regarding ruling on motion to enforce PIQ order (.20).
1.90 $2,755.00
7/2/2021 J Ellman Review additional correspondence relating to Illinois action. 0.40 $490.00
7/2/2021 J Jones Review memos concerning S.D. Illinois briefing. 0.30 $405.00
7/3/2021 G Gordon Review emails from Badger, Worf regarding Court ruling on motion to
enforce PIQ order
0.20 $290.00
7/5/2021 G Gordon Review email from Worf regarding status of Illinois litigation (.10);
review email from Kiser regarding motion to dismiss (.10).
0.20 $290.00
7/6/2021 C Smith Obtain recently-filed pleadings in Southern District of Illinois case and
update electronic management system with same (.10); update case
calendar for Southern District of Illinois case (.10).
0.20 $80.00

43

Table 1 on page 44. Back to List of Tables
Date Timekeeper Narrative Hours Amount
7/6/2021 G Gordon Review Waldrep comments on draft order enforcing PIQ order (.20);
review and respond to emails from Worf, Ellman, Cassada regarding
same (.30); review and respond to emails from Cassada, Goodman,
Worf regarding order enforcing PIQ order (.30); review emails from
Worf, Kiser regarding draft motion to dismiss Illinois lawsuit (.30);
review notice of dismissal for additional plaintiff in Illinois lawsuit
(.20).
1.30 $1,885.00
7/7/2021 C Smith Obtain recently-filed pleadings in Southern District of Illinois case and
update electronic management system with same.
0.10 $40.00
7/7/2021 G Gordon Review and respond to email from Worf, Goodman regarding issue on
order enforcing PIQ order (.20); review further emails from Worf,
Badger regarding same (.20); review pleadings filed in Illinois litigation
(1.00).
1.40 $2,030.00
7/7/2021 J Jones Call with Gordon and Ellman regarding motion for order of contempt. 0.20 $270.00
7/9/2021 C Smith Update case calendar for Southern District of Illinois case. 0.10 $40.00
7/10/2021 G Gordon Review and respond to email from Cooney regarding contempt hearing
with respect to PIQ order.
0.20 $290.00
7/11/2021 G Gordon Review and respond to further email from Cooney regarding contempt
hearing with respect to PIQ order (.20); telephone conference with
Mercer regarding litigation developments (.50); draft email to Bestwall
team regarding same (.20).
0.90 $1,305.00

44

Table 1 on page 45. Back to List of Tables
Date Timekeeper Narrative Hours Amount
7/12/2021 G Gordon Telephone conference with Cooney regarding potential resolution of
PIQ motion (.30); telephone conference with Mercer regarding sameand
related issues (.50); further telephone conference with Cooneyregarding
potential PIQ resolution (.10); telephone conference with Worf
regarding same (.20); draft email to Cooney regarding resolution of PIQ
issues (.30); review Illinois claimants’ motion to exceed page limits
(.20); review emails from Waldrep, Badger regarding same (.20); review
emails from Worf, Labovitz regarding Illinois litigiation matters (.20);
review emails from Mercer, Kiser, Worf regarding draft motion to
dismiss Illinois lawsuit (.30).
2.30 $3,335.00
7/13/2021 G Gordon Telephone conference with Busch regarding PIQ issues (.20); draft
email to Busch regarding same (.30); review Worf comments on same
(.10); telephone conference with Worf regarding same (.10); review and
comment on draft email to claimant’s counsel regarding withdrawal of
claims in Illinois case (.30); review emails from Ellman, Kiser regarding
motion to dismiss (.20); review email from Worf regarding dismissal of
additional plaintiff in Illinois litigation (.20).
1.40 $2,030.00
7/13/2021 J Ellman Review and comment on memorandum in support of motion to dismiss
Illinois action of claimants (1.80); communicate with King & Spalding
and Robinson Bradshaw regardingsame(.30); attend call with client and
advisors regarding same (.80).
2.90 $3,552.50

45

Table 1 on page 46. Back to List of Tables
Date Timekeeper Narrative Hours Amount
7/14/2021 G Gordon Telephone conferences with Worf, Waldrep regarding potential
resolution of contempt issues (.40); review pleadings to be filed in
Illinois lawsuit (.50); review emails from Kiser, Mercer, Ellman
regarding same (.30); review and respond to email from Worf regarding
claimants’ show cause brief(.20); review brief (.20); review emails from
Goodman, Mercer, Darland regarding resolution of contempt issue(.20);
review emails from Goodman, Worf regarding communication with
Court regarding same (.20); review emails from Lanik, Worf regarding
status of motion to enforce PIQ order (.20).
2.20 $3,190.00
7/14/2021 J Ellman Review and comment on motion to dismiss Illinois lawsuit (1.20);
review additional comments on memorandum of law in support of same
(.70); conference with client, King & Spalding and Robinson Bradshaw
regarding same (.60); review related information (.30).
2.80 $3,430.00
7/15/2021 C Smith Obtain recently-filed pleadings in Southern District of Illinois case and
update electronic management system with same.
0.10 $40.00
7/15/2021 C Smith Emails with Ellman regarding matters relating to S. D. Illinois litigation
and motion to enforce PIQ (.10); review related materials (.10);
communicate with Ellman regarding same (.10); draft and revise
materials relating to S. D. Illinois litigation and motion to enforce PIQ
(1.90); emails with Ellman regarding same (.10); draft email to Ellman
regarding draft materials relating to S. D. Illinois litigation and motion
to enforce PIQ (.10).
2.40 $960.00

46

Table 1 on page 47. Back to List of Tables
Date Timekeeper Narrative Hours Amount
7/15/2021 G Gordon Telephone conference with Cassada, Worf, Ellman, consultant regarding
potential slides for July 22, 2021 hearing (1.00); communicate with
Jones regarrding preparation for July 22, 2021 hearing (.20);
communicate with Ellman regarding same (.20); review information
from Jones regarding same (.20).
1.60 $2,320.00
7/15/2021 G Gordon Review emails from Jones, Ellman regarding information needed for
July22, 2021 hearing (.20); review emails from Kiser, Mercer regarding
motion to dismiss filed in Illinois action (.20); continue reviewing
claimants’ response on contempt issues (.70); review Kiser, Mercer
emails on Court order in Illinois litigation (.20); review emails from
Kiser, Mercer, Worf regarding response to Illinois motion for
preliminary injunction (.20).
1.50 $2,175.00
7/15/2021 J Ellman Review materials relating to Illinois action and motion to enforce PIQ
(.50); communicate with Worf regarding same (.20).
0.70 $857.50
7/16/2021 C Smith Update case calendar for Southern District of Illinois case. 0.10 $40.00

47

Table 1 on page 48. Back to List of Tables
Date Timekeeper Narrative Hours Amount
7/16/2021 C Smith Emails with Ellman, Stone regarding exhibit matters relating to motion
to enforce PIQ (.10); emails with Ellman regarding court order in S.D.
Illinois litigation (.10); email to internal team regarding exhibit matters
relating to motion to enforce PIQ (.10); draft and revise exhibit relating
to motion to enforce PIQ (1.80); emails with internal team regarding
information for same (.20); review Ellman comments to exhibit (.10);
revise same (.10); emails with Ellman regarding revised exhibit (.10);
review revised exhibit (.20); draft email to Ellman regarding issue with
same (.10); further revise exhibit (.40); emails with Ellman regarding
same and related matters (.10); review additional information for exhibit
(.10); revise same (.10); draft email to Ellman regarding same (.10).
3.70 $1,480.00
Fees $87,652.50
Costs Airline ticket for attendance at July 22, 2021 hearing - Greg Gordon $2,205.00
Total $89,857.50

48

Table 1 on page 49. Back to List of Tables
Timekeeper Transaction Date Base To Bill AmountNarrative
Hours
Cassada, Garland (044) 6/22/2021 1.80 $1,188.00Review and analysis of Illinois PIQ injunction action including conferrng with RC Worf, and SL Pratt
None None None None
Pratt, Stuart (1007) 6/22/2021 0.50 $210.00 Confer with GS Cassada, and RC Worf re Illinois PIQ litigation and Delaware subpoena proceedings
Pratt, Stuart (1007) 6/22/2021 0.90 $378.00 Confer with GS Cassada re Illinois PIQ litigation and Delaware subpoena proceedings
Worf, Jr., Richard (939) 6/22/2021 0.20 $98.00 Confer with GS Cassada re Illinois lawsuit
Worf, Jr., Richard (939) 6/22/2021 6.20 $3,038.00 Draft motion to enforce PIQ Order against Illinois claimants
Cassada, Garland (044) 6/23/2021 1.20 $792.00 Review and input re draft motion to enforce PIQ Order including conferring with RC Worf
Riggins, Satyra (909) 6/23/2021 0.60 $156.00 Prepare exhibits to motion for enforce PIQ for filing; finalize and e-file motion to enforce PIQ
Schilli, David (223) 6/23/2021 0.60 $345.00 Review and analyze motion seeking order enforcing PIQ discovery orders
Worf, Jr., Richard (939) 6/23/2021 0.30 $147.00 Confer with GS Cassada re Illinois lawsuit
Worf, Jr., Richard (939) 6/23/2021 6.80 $3,332.00 Continue preparing and file motion to enforce PIQ Order against Illinois claimants
Bostian, Demi (1204) 6/24/2021 3.20 $1,056.00 Work on Illinois litigation project including time conferring with P. Rini, M. Wilson, and RC Worf
Riggins, Satyra (909) 6/24/2021 0.40 $104.00 Draft motion and memo to dismiss Illinois action
Riggins, Satyra (909) 6/24/2021 0.50 $130.00 Download and process pleadings in SD Illinois matter re PIQ order
Riggins, Satyra (909) 6/24/2021 0.60 $156.00 Draft, finalize and e-file notice of hearing on motion to enforce PIQ; coordinate service of motion and notice of hearing
Rini, Preetha S. (1288) 6/24/2021 2.90 $899.00 Call with DL Bostian and M Wilson re Illinois lawsuit; Work on project related to Illinois lawsuit including some time conferring with RC
Worf
Wilson, Michael S. (1304) 6/24/2021 1.10 $286.00 Confer with P. Rini and D. Bostian re Illinois lawsuit
Worf, Jr., Richard (939) 6/24/2021 0.40 $196.00 Confer with DL Bostian and P Rini re Illinois lawsuit response
Worf, Jr., Richard (939) 6/24/2021 2.10 $1,029.00 Prepare for hearing on motion to enforce PIQ Order on Illinois claimants
Bostian, Demi (1204) 6/25/2021 7.00 $2,310.00 Draft opposition to Illinois Preliminary Injunction Motion
Riggins, Satyra (909) 6/25/2021 0.60 $156.00 Draft motion and order to shorten notice on motion to enforce PIQ order
Rini, Preetha S. (1288) 6/25/2021 3.90 $1,209.00 Work on Illinois lawsuit project; Confer with DL Bostian on Illinois lawsuit filings
Wilson, Michael S. (1304) 6/25/2021 3.40 $884.00 Work on Illinois litigation project
Worf, Jr., Richard (939) 6/25/2021 0.30 $147.00 Work re Illinois lawsuit
Worf, Jr., Richard (939) 6/25/2021 2.30 $1,127.00 Prepare opposition to Illinois PI Motion
Bostian, Demi (1204) 6/26/2021 8.90 $2,937.00 Draft Opposition to Illinois Motion for Preliminary Injunction
Rini, Preetha S. (1288) 6/26/2021 3.10 $961.00 Work on Illinois lawsuit project
Bostian, Demi (1204) 6/27/2021 5.30 $1,749.00 Draft opposition to Illinois motion for preliminary injunction
Rini, Preetha S. (1288) 6/27/2021 0.30 $93.00 Work on Illinois lawsuit project
Worf, Jr., Richard (939) 6/27/2021 5.60 $2,744.00 Prepare for argument on motion to enforce PIQ Order on Illinois claimants
Cassada, Garland (044) 6/28/2021 0.50 $330.00 Conference with RC Worf and counsel for Illinois plaintiff firms includimg time preparing for same
Riggins, Satyra (909) 6/28/2021 0.20 $52.00 Confer with notice agent re supplement service of motion to enforce PIQ and notice of hearing for same
Riggins, Satyra (909) 6/28/2021 0.40 $104.00 Review and analyze court statistics re motion to transfer venue
Rini, Preetha S. (1288) 6/28/2021 0.90 $279.00 Continue work on Illinois project; Confer with RBH Team on Illinois project and discovery issues
Wilson, Michael S. (1304) 6/28/2021 1.00 $260.00 Confer with P. Rini re Illinois project
Worf, Jr., Richard (939) 6/28/2021 0.20 $98.00 Confer with T. Waldrep and GS Cassada re Illinois lawsuit
Worf, Jr., Richard (939) 6/28/2021 1.70 $833.00 Prepare for hearing on motion to enforce PIQ Order on Illinois claimants
Worf, Jr., Richard (939) 6/28/2021 4.40 $2,156.00 Continue work on opposition to PI Motion in Illinois lawsuit
Bostian, Demi (1204) 6/29/2021 2.80 $924.00 Work on hearing preparation
Cassada, Garland (044) 6/29/2021 0.30 $198.00 Conference with counsel for Simmons firm re settlement of Illinois action
Riggins, Satyra (909) 6/29/2021 0.40 $104.00 Confer with noticing agent re service of emergency motion and affidavits of service for same; e-file affidavit of service
Riggins, Satyra (909) 6/29/2021 0.80 $208.00 Work on pulling items cited in Illinois brief re PIQ order
Rini, Preetha S. (1288) 6/29/2021 0.50 $155.00 Work on Illinois lawsuit project
Schilli, David (223) 6/29/2021 0.20 $115.00 Review, analyze, communicate with Robinson Bradshaw team and coordinate filing re service documents for motion to enforce PIQ order
Schilli, David (223) 6/29/2021 0.30 $172.50 Communicate with RC Worf re motion for enforcement of PIQ order on Illinois plaintiffs

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Tarr, Andrew (795) 6/29/2021 0.20 $106.00 Analyze strategy matters for hearing on emergency motion to enforce PIQ order
Worf, Jr., Richard (939) 6/29/2021 0.50 $245.00 Confer with DM Schilli re Illinois lawsuit issues
Worf, Jr., Richard (939) 6/29/2021 1.00 $490.00 Continue work on opposition to PI Motion in Illinois lawsuit
Worf, Jr., Richard (939) 6/29/2021 6.80 $3,332.00 Continue preparing for hearing on motion to enforce PIQ Order on Illinois claimants
Bostian, Demi (1204) 6/30/2021 1.30 $429.00 Work on Illinois litigation project
Bostian, Demi (1204) 6/30/2021 1.40 $462.00 Prepare for PIQ hearing
Bostian, Demi (1204) 6/30/2021 2.00 $660.00 Attend PIQ hearing
Cassada, Garland (044) 6/30/2021 0.40 $264.00 Conference with Bestwall and co-counsel re follow-up to hearing on motion to enforce PIQ order
Cassada, Garland (044) 6/30/2021 0.50 $330.00 Teleconference with RC Worf re preparation for hearing to enforce PIQ
Cassada, Garland (044) 6/30/2021 1.60 $1,056.00 Attendance at hearing on motion to enforce PIQ Order
Crandall, Kevin (1108) 6/30/2021 1.90 $627.00 Attend hearing on motion to enforce PIQ Order and automatic stay related to Illinois lawsuit
Riggins, Satyra (909) 6/30/2021 1.50 $390.00 Work on tasks re 6/30 hearing including delivery of slides and exhibits to courthouse
Tarr, Andrew (795) 6/30/2021 0.20 $106.00 Review summary of PIQ enforcement hearing and next steps
Worf, Jr., Richard (939) 6/30/2021 0.30 $147.00 Confer with client, co-counsel, and GS Cassada re hearing on motion to enforce PIQ Order on Illinois claimants
Worf, Jr., Richard (939) 6/30/2021 0.60 $294.00 Work on tasks to effectuate court's order on emergency motion re Illinois lawsuit
Worf, Jr., Richard (939) 6/30/2021 1.70 $833.00 Appear and argue at hearing on emergency motion to enforce PIQ Order on Illinois claimants
Worf, Jr., Richard (939) 6/30/2021 7.90 $3,871.00 Prepare for hearing re emergency motion to enforce PIQ Order on Illinois claimants
Bostian, Demi (1204) 7/1/2021 1.50 $495.00 Work on Illinoins PIQ-related project
Riggins, Satyra (909) 7/1/2021 3.10 $806.00 Prepare exhibits for Illinois briefing
Worf, Jr., Richard (939) 7/1/2021 1.70 $833.00 Draft order granting emergency motion wrt Illinois lawsuit
Worf, Jr., Richard (939) 7/1/2021 2.90 $1,421.00 Draft and send letter to Illinois claimants requesting dismissal of suit
Bostian, Demi (1204) 7/2/2021 0.80 $264.00 Work on PIQ Illinois litigation project
Riggins, Satyra (909) 7/2/2021 0.30 $78.00 Draft notice of hearing for show cause order re Illinois claimants
Riggins, Satyra (909) 7/2/2021 5.10 $1,326.00 Compile and index exhibits for Illinois opposition to motion for pi
Rini, Preetha S. (1288) 7/2/2021 0.60 $186.00 Work on Illinois lawsuit project opposition brief to preliminary injunction
Tarr, Andrew (795) 7/2/2021 0.30 $159.00 Review transcript of hearing on PIQ enforcement motion
Worf, Jr., Richard (939) 7/2/2021 1.20 $588.00 Continue drafting order on emergency motion to enforce PIQ Order
Riggins, Satyra (909) 7/3/2021 0.80 $208.00 Continue work on compiling and preparing exhibits for opposition to Illinois motion for pi
Bostian, Demi (1204) 7/5/2021 1.10 $363.00 Work on Illinois litigation-related project
Worf, Jr., Richard (939) 7/5/2021 1.40 $686.00 Continue work on defense of Illinois action
Bostian, Demi (1204) 7/6/2021 0.20 $66.00 Work on Illinois PIQ project including time conferring with SL Pratt
Cassada, Garland (044) 7/6/2021 0.30 $198.00 Correspondence with co-counsel re ACC member firm's filings in Illinois action
Cassada, Garland (044) 7/6/2021 0.30 $198.00 Review, analysis and correspondence re further filiings in Illinois action
Cassada, Garland (044) 7/6/2021 0.60 $396.00 Review and provide input re Illinois plaintiff counsel comments on show cause order
Pratt, Stuart (1007) 7/6/2021 0.20 $84.00 Confer with DL Bostian re status of personal injury questionnaire litigation in Illinois and North Carolina
Worf, Jr., Richard (939) 7/6/2021 0.60 $294.00 Continue work on order on emergency motion to enforce PIQ order
Riggins, Satyra (909) 7/7/2021 0.20 $52.00 Finalize and upload order granting motion to enforce PIQ
Worf, Jr., Richard (939) 7/7/2021 0.70 $343.00 Finish and submit draft order on emergency motion to enforce PIQ order
Bostian, Demi (1204) 7/9/2021 0.20 $66.00 Work on Illinois PIQ litigation project
Bostian, Demi (1204) 7/11/2021 1.00 $330.00 Work on Illinois Motion to Dismiss
Bostian, Demi (1204) 7/12/2021 0.50 $165.00 Work on PIQ Illinois motion to dismiss
Cassada, Garland (044) 7/12/2021 1.10 $726.00 Review, analysis, and comment re draft motion to dismiss Illinois complaint.
Crandall, Kevin (1108) 7/12/2021 0.10 $33.00 Work on tasks related to show cause hearing for Illinois lawsuit
Riggins, Satyra (909) 7/12/2021 0.30 $78.00 Work on response to Illinois pi
Worf, Jr., Richard (939) 7/12/2021 0.20 $98.00 Confer with co-counsel re Illinois lawsuit issues
Worf, Jr., Richard (939) 7/12/2021 1.20 $588.00 Prepare notice of hearing for show cause hearing on Illinois lawsuit
Worf, Jr., Richard (939) 7/12/2021 2.20 $1,078.00 Begin preparing for show cause hearing on Illinois lawsuit
Worf, Jr., Richard (939) 7/12/2021 2.50 $1,225.00 Draft motion to dismiss Illinois lawsuit
Bostian, Demi (1204) 7/13/2021 2.40 $792.00 Work on PIQ Illinois hearing slide deck

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Cassada, Garland (044) 7/13/2021 0.50 $330.00 Review and analysis of proposed revisions to draft motion to dismiss
Riggins, Satyra (909) 7/13/2021 0.30 $78.00 Finalize and e-file notice of hearing on show cause and coordinate service of same
Riggins, Satyra (909) 7/13/2021 0.50 $130.00 Draft pro hac vice motion for Illinois co-counsel
Bostian, Demi (1204) 7/14/2021 3.90 $1,287.00 Work on PIQ Illinois Motion to Dismiss
Cassada, Garland (044) 7/14/2021 0.70 $462.00 Review and analysis of memorandum by Illinois plaintiffs and lawyers re show cause proceedings
Cassada, Garland (044) 7/14/2021 0.80 $528.00 Correspondence re preparation for show cause hearing re Illinois plaintiffs and law firms
Cassada, Garland (044) 7/14/2021 0.80 $528.00 Further review of brief supporting motion to dismiss Illinois action
Crandall, Kevin (1108) 7/14/2021 0.30 $99.00 Review and analyze briefing re show cause hearing related to Illinois lawsuit
Misner, Timothy (1220) 7/14/2021 4.40 $1,210.00 Work on PIQ compliance project; assist with motion to dismiss
Riggins, Satyra (909) 7/14/2021 0.30 $78.00 Draft notice of withdrawal of emergency motion enforce PIQ
Riggins, Satyra (909) 7/14/2021 0.30 $78.00 Prepare for 7/22 hearing
Riggins, Satyra (909) 7/14/2021 0.40 $104.00 Draft pro hac vice motion for Illinois co-counsel to be filed in WDNC
Riggins, Satyra (909) 7/14/2021 0.60 $156.00 Draft pro hac vice motions and secure ECF credentials for Illinois action
Riggins, Satyra (909) 7/14/2021 0.80 $208.00 Review, analyze and update PIQ record index and record for opposition to Illinois pi motion
Riggins, Satyra (909) 7/14/2021 1.30 $338.00 Compile exhibits and index of same for Illinois motion to dismiss
Rini, Preetha S. (1288) 7/14/2021 0.30 $93.00 Work on SD Illinois lawsuit project
Rini, Preetha S. (1288) 7/14/2021 1.70 $527.00 Work on Illinois motion to dismiss project
Worf, Jr., Richard (939) 7/14/2021 0.20 $98.00 Confer with co-counsel re Illinois lawsuit issues
Worf, Jr., Richard (939) 7/14/2021 2.70 $1,323.00 Continue drafting motion to dismiss Illinois lawsuit
Bostian, Demi (1204) 7/15/2021 0.60 $198.00 Work on Illinois PIQ litigation
Pratt, Stuart (1007) 7/15/2021 0.90 $378.00 Confer with co-counsel, consultant, GS Cassada, and RC Worf re preparations for upcoming hearings re PIQ Order enforcement in North
Carolina and Illinois
Riggins, Satyra (909) 7/15/2021 0.20 $52.00 Confer with court re dial-in process for 7/22 hearing
Riggins, Satyra (909) 7/15/2021 0.30 $78.00 Continue compiling PIQ record for use in SD Illinois action per recent filings
Riggins, Satyra (909) 7/15/2021 0.40 $104.00 Assist with reply in support of motion to enforce PIQ
Rini, Preetha S. (1288) 7/15/2021 6.20 $1,922.00 Work on PIQ Enforcement Motion reply brief
Worf, Jr., Richard (939) 7/15/2021 0.10 $49.00 Confer with P Rini re reply in support of emergency motion re Illinois lawsuit
Worf, Jr., Richard (939) 7/15/2021 0.90 $441.00 Confer with co-counsel, GS Cassada, and SL Pratt re contempt hearing re Illinois lawsuit
Worf, Jr., Richard (939) 7/15/2021 9.50 $4,655.00 Draft reply in support of motion to enforce PIQ Order against Illinois lawsuit
$77,242.50

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Table 1 on page 52. Back to List of Tables
Inv: 10449920 Inv Date: 07/19/21 None None None
TIME None None None
Tran Date TKPR Name Narrative Value Hours
06/28/2021 Kiser, Liv Analysis of response dates 112.50 0.1
06/28/2021 Kiser, Liv Review and revise opposition to motion to continue hearing 675.00 0.6
06/28/2021 Kiser, Liv Send comments to D. Schneider 112.50 0.1
06/28/2021 Trummel, Rachael Asses response dates in Southern District of Illinois (SDIL) matter, including related
communications with R. Schneider, R. Worf, and L. Kiser; review and edit draft
opposition to motion to continue the hearing on Bestwall’s emergency motion to
enforce PIQ order and automatic stay
772.00 0.8
06/29/2021 Kiser, Liv Confer with R. Trummel to prepare for call on Illinois lawsuit 337.50 0.3
06/29/2021 Trummel, Rachael Participate in defense team call regarding preparation for hearing on Bestwall’s
emergency motion in Bankruptcy Court and responding to SDIL action; telephone
conference with L. Kiser regarding same
1,930.00 2.0
06/30/2021 Kiser, Liv Confer with R. Trummel on defenses to Illinois lawsuit 900.00 0.8
06/30/2021 Kiser, Liv Analysis of Southern District of Illinois complaint and motion for preliminary
injunction
675.00 0.6
06/30/2021 Kiser, Liv Attend Virtual Hearing in WDNC Bankruptcy Court on Motion to Enforce PIQ
Order
1,350.00 1.2
06/30/2021 Trummel, Rachael Review IL claimants’ opposition to Bestwall’s motion to enforce the PIQ order and
automatic stay; related communications with R. Schneider; attend hearing;
participate in follow-up call with client and team; research and analysis in support
jurisdictional issues in support of motion to dismiss SDIL action; related
communications with L. Kiser
3,184.50 3.3
07/01/2021 Kiser, Liv Prepare brief in support of motion to dismiss complaint 8,100.00 7.2
07/01/2021 Kiser, Liv Analysis of legal research and review of authorities in connection with drafting
motion to dismiss
2,025.00 1.8
07/01/2021 Trummel, Rachael Review jurisdictional arguments in connection with motion to dismiss SDIL action,
including research and related communications with L. Kiser; work on opposition
to plaintiffs’ motion for preliminary injunction in SDIL
7,527.00 7.8
07/02/2021 Kiser, Liv Review order from court and circulate to team 112.50 0.1
07/02/2021 Kiser, Liv Conference with R. Trummel regarding briefing 225.00 0.2
07/02/2021 Kiser, Liv Analyze and prepare response to Motion for Preliminary Injunction 1,237.50 1.1
07/02/2021 Kiser, Liv Finalize draft of brief in support of motion to dismiss 7,650.00 6.8

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Table 1 on page 53. Back to List of Tables
07/02/2021 Trummel, Rachael Work on motion to dismiss SDIL action; review docket entry regarding hearing on
motion for preliminary injunction; related communications with L. Kiser
1,737.00 1.8
07/06/2021 Kiser, Liv Communicate internally regarding briefing and filing dates 112.50 0.1
07/12/2021 Trummel, Rachael Review SDIL claimants’ motion to extend page limit for their brief in opposition to
Bestwall’s emergency motion to enforce the PIQ Order, which was filed in
response to the filing of the SDIL action; related internal communications; work on
motion to dismiss brief in SDIL
3,088.00 3.2
07/12/2021 Kiser, Liv Continue to develop responsive pleading and ancillary filings 5,175.00 4.6
07/13/2021 Trummel, Rachael Conference with co-counsel on motion to dismiss and opposition to preliminary
injunction motion in SDIL action; work on motion to dismiss in SDIL action,
including revise brief and do supplemental research; related communications with
L. Kiser
6,465.50 6.7
07/13/2021 Kiser, Liv Coordinate filings and exhibits for briefing with R. Trummel 900.00 0.8
07/13/2021 Kiser, Liv Continue to develop filings in Southern District of Illinois 450.00 0.4
07/13/2021 Kiser, Liv Confer with co-counsel on defenses to Southern District of Illinois filings 2,025.00 1.8
07/13/2021 Kiser, Liv Confer with client and co-counsel on status and responses in the Southern District
of Ilinois
1,350.00 1.2
07/14/2021 Trummel, Rachael Draft motion to dismiss; review SDIL local rules and Judge Yandle case
management procedures to confirm compliance with motion practice
requirements; prepare notice of appearance in SDIL action; continue work on SDIL
motion to dismiss, supporting memorandum of law, supporting declarations and
other exhibits and review comments from co-counsel; finalize and coordinate
filing
9,360.50 9.7
07/14/2021 Kiser, Liv Continue to develop memorandum in support of motion to dismiss; strategize and
finalize exhibits, motion, and other filings
6,525.00 5.8
07/14/2021 Kiser, Liv Finalize and attend to filings 900.00 0.8
07/14/2021 Kiser, Liv Confer with co-counsel on response to the Motion for Preliminary Injunction 1,350.00 1.2
07/15/2021 Trummel, Rachael Review as-filed motion and supporting materials in SDIL action; related
communications with L. Kiser and J. Worsham; attention to Judge Yandle order
setting date for plaintiffs to respond to Bestwall’s MTD; related communications
with L. Kiser and team; work on opposition to preliminary injunction motion in
SDIL action; prepare PHV applications
7,430.50 7.7
07/15/2021 Kiser, Liv Review order from district court setting deadline for response to motion to
dismiss
337.50 0.3
07/15/2021 Kiser, Liv Note to client and co-counsel on court order 225.00 0.2

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Table 1 on page 54. Back to List of Tables
07/15/2021 Kiser, Liv Prepare motion for pro hac vice admission 450.00 0.4
07/15/2021 Kiser, Liv Confer with client and co-counsel on preparation for hearing on Motion for
Preliminary Injunction
562.50 0.5
DISB None None None
Tran Date Cost Code Desc Narrative Value None None None
None None None
Grand Total: 85,370.00 None None None

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Table 1 on page 55. Back to List of Tables
Date
incurred
Employee Hours Expense Category Notes Bill rate Professional
fees
6/29/2021 Gallardo-Garcia, Jorge 0.7 $ - Report Work on data declaration $ 850.00 $ 595.00
6/29/2021 Kincheloe, Connor 2.0 $ - Report Preparing and updating declaration $ 475.00 $ 950.00
Total $ 1,545.00

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EXHIBIT C

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rworf@robinsonbradshaw.com 704.377.8135 : Direct Phone 704.339.3435 : Direct Fax July 1, 2021 VIA EMAIL G. Patrick Murphy Beth Gori Murphy & Murphy LLC The Gori Law Firm 3415 Office Park Dr., Ste. D 156 N Main St Marion, IL 62959 Edwardsville, IL 62025 patrick@murphymurphyllc.com beth@gorijulianlaw.com Stephen C. Williams John D. Cooney Kuehn, Beasley & Young, PC Cooney & Conway 23 South 1st Street 120 N Lasalle St. Belleville, IL 62220 Suite 3000 swilliams@kuehnlawfirm.com Chicago, IL 60602 jcooney@cooneyconway.com Marcus E. Raichle, Jr. John L. Steffan Tom Waldrep Chris McKean Waldrep Wall Babcock & Bailey PLLC Maune, Raichle, Hartley, French & Mudd, 1076 W. Fourth St. LLC Winston-Salem, NC 27101 1015 Locust St. Suite 1200 twaldrep@waldrepwall.com St. Louis, MO 63101 mraichle@mrhfmlaw.com jsteffan@mrhfmlaw.com cmckean@mrhfmlaw.com Re: In re Bestwall LLC, Case No. 17-31795 (Bankr. W.D.N.C.) Dear Counsel: At the June 30, 2021 hearing in the above-captioned bankruptcy case on the Debtor’s Emergency Motion to Enforce PIQ Order and Automatic Stay (Dkt. 1833) (the “Motion”), the Court: 1. Granted the Motion; ROBINSON, BRADSHAW & HINSON, P.A. : robinsonbradshaw.com

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Page 2 2. Found that the Illinois Claimants and Illinois Law Firms1 received notice of the PIQ Motion and had the opportunity to present objections to that motion in the Bankruptcy Court; 3. Found that the Illinois Claimants and Illinois Law Firms are bound by the PIQ Order and are required to comply; 4. Found that the Illinois Claimants and the Maune Raichle firm violated the PIQ Order by filing the Illinois Lawsuit rather than seeking relief from the PIQ Order in the Court, and may have violated the automatic stay; 5. Ordered the Illinois Claimants and Illinois Law Firms to show cause at a hearing on July 22, 2021 at 9:30 a.m. why they should not be held in contempt of court for violating the PIQ Order and automatic stay, and set a briefing schedule. The Debtor has suffered, and continues to suffer, significant monetary and other damages as a result of the violation of the PIQ Order and automatic stay by the Illinois Claimants and Illinois Law Firms. In the Fourth Circuit, a court “may impose sanctions for civil contempt to coerce obedience to a court order or to compensate the complainant for losses sustained as a result of the contumacy.” In re General Motors Corp., 61 F.3d 256, 258 (4th Cir. 1995). “The appropriate remedy for civil contempt is within the court’s broad discretion.” Id. at 259. “Remedies include ordering the contemnor to reimburse the complainant for losses sustained and for reasonable attorney’s fees.” Id. Those losses include costs and attorney’s fees in connection with a contempt proceeding. Id. The losses the Debtor has suffered to date include but are not limited to the substantial cost of its professionals’ time in (a) preparing the Motion, including the proposed order on the Motion, (b) preparing for and presenting argument at the hearing on the Motion, including preparation of the Bates White declaration in support of the Motion, (c) preparing responses to the complaint, PI Motion, and motion for expedited hearing in the Illinois Lawsuit, and (d) undertaking additional necessary and appropriate tasks to defend the Illinois Lawsuit and prosecute the Motion. The Debtor will incur further losses in connection with the show cause hearing scheduled for July 22. The Debtor will prepare an enumeration of all these losses to present to the Court at the show cause hearing. I left messages for both Mr. Waldrep and Mr. Murphy on the evening of June 30, following the hearing and ruling on the Motion, requesting once again that the Illinois Claimants immediately dismiss the Illinois Lawsuit.2 I requested dismissal of the Illinois Lawsuit again in a conversation with Mr. Murphy on July 1, 2021. The Illinois Lawsuit has been found to be in 1 Capitalized terms not otherwise defined herein have the meaning given in the Motion. For purposes of this letter, “Illinois Claimants” includes all of the plaintiffs in the Illinois Lawsuit but excludes Terri Martinek as personal representative of the Estate of William Martinek and William Quigley as personal representative of the Estate of Marie Quigley. For purposes of this letter, “Illinois Law Firms” includes Cooney, Gori, and Maune Raichle but excludes Simmons Hanly. 2 I first made this request in an email to Mr. Murphy, Mr. Williams, Mr. Steffan, Ms. Gori, Mr. McKean, and Mr. Cooney on June 23, 2021, to which I have not received a response.

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Page 3 violation of the PIQ Order and is causing continued damages to the Debtor, including but not limited to the significant continuing costs associated with preparing responses to the complaint, PI Motion, and motion for expedited hearing in the Illinois Lawsuit and otherwise defending the Illinois Lawsuit. Please confirm immediately in writing that the Illinois Claimants will dismiss the Illinois Lawsuit no later than the close of business today and that the Debtor is not required to respond to the complaint, PI Motion, or motion for expedited hearing in the Illinois Lawsuit. Upon receiving this confirmation, the Debtor and its counsel will cease work relating to the Illinois Lawsuit in order to mitigate the damages the Debtor is continuing to incur as a result of the Illinois Claimants’ and Illinois Law Firms’ actions. Please also confirm immediately that (a) the Illinois Claimants will comply with the PIQ Order according to its terms, and (b) Cooney, Gori, Maune Raichle, and all the Pending Mesothelioma Claimants (as defined in the PIQ order) whom those three firms represent will comply with the PIQ Order according to its terms (whether or not such Pending Mesothelioma Claimants have filed lawsuits against the Debtor, or manifested mesothelioma before or after November 2, 2017). The Debtor reserves all rights to take further action to remedy the violations of the PIQ Order and automatic stay and ensure compliance with those orders. Very truly yours, ROBINSON, BRADSHAW & HINSON, P.A. Richard C. Worf, Jr. cc: Gregory Gordon Jeffrey Ellman Garland Cassada Mark Goodman M. Natasha Labovitz Jack Miller Natalie Ramsey Davis Wright Edwin Harron Sharon Zieg Glenn Thompson Felton Parrish

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