Preview
Electronically FILED by Superior Court of California, County of Los Angeles on 05/14/2021 05:54 PM Sherri R. Carter, Executive Officer/Clerk of Court, by J. Tang,Deputy Clerk
1 PETER C. SHERIDAN - State Bar No. 137267
psheridan@glaserweil.com
2 AMIN AL-SARRAF - State Bar No. 265116
aalsarraf@glaserweil.com
3 ALEXANDER J. SUAREZ - State Bar No. 289044
asuarez@glaserweil.com
4 GLASER WEIL FINK HOWARD
AVCHEN & SHAPIRO LLP
5 10250 Constellation Boulevard, 19th Floor
Los Angeles, California 90067
6 Telephone: (310) 553-3000
Facsimile: (310) 556-2920
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Attorneys for Defendant
8 NEXT CENTURY PARTNERS, LLC
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SUPERIOR COURT OF THE STATE OF CALIFORNIA
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FOR THE COUNTY OF LOS ANGELES, CENTRAL DISTRICT
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12 RETROLOCK CORP., a California corporation Case No. 21STCV07384
General Jurisdiction
13 Plaintiffs,
Assigned to the Honorable Gregory Keosian
14 v. Department: 61
15 NEXT CENTURY PARTNERS, LLC, a NEXT CENTURY PARTNERS, LLC’S
Delaware limited liability company; WEBCOR ANSWER TO CROSS-COMPLAINT OF
16 CONSTRUCTION, LP, D.B.A WEBCOR WEBCOR CONSTRUCTION L.P.
BUILDERS, a California limited partnership; JP
17 MORGAN CHASE BANK, NATIONAL
ASSOCIATION, a national association bank; Action Filed: February 24, 2021
18 FIDELITY AND DEPOSIT COMPANY OF Trial Date: Not yet set
MARYLAND, a Maryland corporation; and
19 DOES ONE (1) through TWENTY (20),
inclusive;
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Defendants.
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22 AND RELATED CROSS-COMPLAINTS
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NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT
2003182
1 Defendant Next Century Partners, LLC (“NCP”) answers the Cross-Complaint of Webcor
2 Construction L.P. (“Webcor”) as follows:
3 GENERAL DENIAL
4 Pursuant to Section 431.30 (d) of the California Code of Civil Procedure, NCP hereby
5 denies, both generally and specifically, each and every allegation in the Cross-Complaint, and each
6 purported cause of action therein, and denies that Webcor has sustained or will sustain injuries or
7 damages in the sum or sums alleged, or in any sum at all, by reason of any act, omission, or fault on
8 the part of NCP, its agents, servants, or employees. NCP further denies engaging in any wrongful
9 conduct whatsoever.
10 AFFIRMATIVE DEFENSES
11 NCP asserts the following separate and independent affirmative defenses to the Cross-
12 Complaint and the causes of action attempted to be asserted therein. By labeling these as
13 “Affirmative Defenses,” NCP does not intend to assume, and does not assume, any additional
14 burden of proof or persuasion beyond those assigned to it by applicable law.
15 FIRST AFFIRMATIVE DEFENSE
16 (Failure to State a Cause of Action)
17 The Cross-Complaint, and each of the purported causes of action attempted to be asserted
18 therein, fails to state facts sufficient to constitute a cause of action against NCP.
19 SECOND AFFIRMATIVE DEFENSE
20 (Uncertainty in Pleading)
21 Insofar as it seeks relief against NCP, the Complaint is uncertain, ambiguous, or
22 unintelligible. (Cal Code Civ. Proc., § 430.30, subd. (f).).
23 THIRD AFFIRMATIVE DEFENSE
24 (Unclean Hands)
25 The Cross-Complaint, and each of the purported causes of action attempted to be asserted
26 therein, is barred, in whole or in part, by the doctrine of unclean hands.
27 ///
28 ///
2
NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT
2003182
1 FOURTH AFFIRMATIVE DEFENSE
2 (Material Breach of Contract)
3 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
4 therein, is barred, in whole or in part, by Webcor’s material breaches of the contracts relied upon by
5 Webcor as the basis for its purported causes of action.
6 FIFTH AFFIRMATIVE DEFENSE
7 (Waiver)
8 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
9 therein, is barred, in whole or in part, by the doctrine of waiver.
10 SIXTH AFFIRMATIVE DEFENSE
11 (Estoppel)
12 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
13 therein, is barred, in whole or in part, by the doctrine of estoppel.
14 SEVENTH AFFIRMATIVE DEFENSE
15 (Failure to Mitigate)
16 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
17 therein, is barred, in whole or in part, by Webcor’s failure to mitigate its alleged damages.
18 EIGHTH AFFIRMATIVE DEFENSE
19 (Offset)
20 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
21 therein, is barred, in whole or in part, by the doctrine of offset in that NCP is entitled to damages
22 from Webcor for Webcor’s own wrongdoing or breach of contractual or other legal obligations and
23 duties as to NCP.
24 NINTH AFFIRMATIVE DEFENSE
25 (Privilege)
26 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
27 therein, is barred, in whole or in part, by the doctrine of privilege in that NCP was privileged to act
28 as it did.
3
NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT
2003182
1 TENTH AFFIRMATIVE DEFENSE
2 (Justification)
3 The Cross-Complaint, and each of the purported causes of action attempted to be alleged,
4 therein is barred, in whole or in part, by the doctrine of justification in that NCP was justified in
5 acting as it did.
6 ELEVENTH AFFIRMATIVE DEFENSE
7 (Substantial Performance)
8 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
9 therein, is barred, in whole or in part, because NCP has performed, or substantially performed, all its
10 contractual obligations.
11 TWELFTH AFFIRMATIVE DEFENSE
12 (Excuse)
13 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
14 therein, is barred, in whole or in part, because NCP was excused from performing its alleged
15 obligations upon which the Cross-Complaint is purportedly based.
16 THIRTEENTH AFFIRMATIVE DEFENSE
17 (Unjust Enrichment)
18 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
19 therein, is barred, in whole or in part, because any award to or recovery by Webcor as to NCP would
20 result in Webcor’s unjust enrichment.
21 FOURTEENTH AFFIRMATIVE DEFENSE
22 (Failure to Perform)
23 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
24 therein, is barred, in whole or in part, by Webcor’s own failure to perform its obligations.
25 ///
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4
NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT
2003182
1 FIFTEENTH AFFIRMATIVE DEFENSE
2 (Conditions Precedent and/or Antecedent)
3 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
4 therein, is barred, in whole or in part, because any alleged agreements were subject to a condition
5 precedent and/or antecedent and such conditions have occurred or have not occurred thereby
6 extinguishing or precluding liability of NCP under those agreements at this time.
7 SIXTEENTH AFFIRMATIVE DEFENSE
8 (Statutory and Procedural Requirement)
9 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
10 therein, is barred, in whole or in part, because Webcor has not complied with the statutory and
11 procedural requirements necessary to permit it to assert the claims alleged in the Cross-Complaint.
12 SEVENTEENTH AFFIRMATIVE DEFENSE
13 (Liability of Third Parties)
14 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
15 therein, is barred, in whole or in part, because the obligations owed to Webcor, if any, are owed by
16 parties, persons, or entities other than NCP.
17 EIGHTEENTH AFFIRMATIVE DEFENSE
18 (Damages Caused by Others)
19 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
20 therein, is barred, in whole or in part, because Webcor’s claimed damages, if any, were directly and
21 proximately caused by, or contributed to, by Webcor’s own actions or by the actions of other
22 parties, persons, or entities separate and apart from NCP, including, without limitation, unknown
23 third parties, persons, or entities.
24 ///
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27 ///
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5
NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT
2003182
1 NINETEENTH AFFIRMATIVE DEFENSE
2 (Comparative Fault)
3 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
4 therein, is barred, in whole or in part, because Webcor itself was responsible, in whole or in part, for
5 the purported damages it contends it has suffered, and Webcor was fully aware and assumed the
6 risks of the purported circumstances and events alleged in the Cross-Complaint. Under principles of
7 comparative fault, Webcor’s recovery, if any, must be barred entirely or reduced based on Webcor’s
8 own culpability.
9 TWENTIETH AFFIRMATIVE DEFENSE
10 (Negligent Conduct)
11 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
12 therein, is barred, in whole or in part, because Webcor’s damages, if any, were proximately caused
13 and/or contributed to by the negligence and/or otherwise wrongful or unlawful conduct of Webcor
14 and/or persons or entities whose conduct is imputable to Webcor such that recovery by Webcor is
15 precluded in whole or in part.
16 TWENTY-FIRST AFFIRMATIVE DEFENSE
17 (Conduct)
18 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
19 therein, is barred, in whole or in part, because the conduct of Webcor and/or persons or entities
20 whose conduct is imputable to Webcor precludes recovery, in whole or in part, by Webcor against
21 NCP for any claims asserted in the Cross-Complaint.
22 TWENTY-SECOND AFFIRMATIVE DEFENSE
23 (Defective Labor)
24 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
25 therein, is barred, in whole or in part, to the extent that the labor allegedly supplied by Webcor was,
26 in whole or in part, unsatisfactory and/or unnecessary and not pursuant to any proper requirement
27 for such labor.
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6
NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT
2003182
1 TWENTY-THIRD AFFIRMATIVE DEFENSE
2 (Defective Material or Equipment)
3 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
4 therein, is barred, in whole or in part, to the extent that any material supplied by Webcor was
5 defective and/or not in conformance with the requirements for such material.
6 TWENTY-FOURTH AFFIRMATIVE DEFENSE
7 (Release)
8 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
9 therein, is barred, in whole or in part, to the extent that Webcor’s conduct constitutes a complete or
10 partial release of any and all claims it may have had against NCP.
11 TWENTY-FIFTH AFFIRMATIVE DEFENSE
12 (Secondary Liability)
13 The Cross-Complaint, and each of the purported causes of action attempted to be alleged
14 therein, is barred, in whole or in part, because, to the extent NCP is held liable to Webcor (and NCP
15 denies that there is any basis for NCP to be held liable to Webcor), NCP’s liability would be
16 passive, imputed, or secondary while Webcor, Plaintiff Retrolock Corp., or third parties would be
17 actively or primarily liable for Webcor’s alleged damages.
18 TWENTY-SIXTH AFFIRMATIVE DEFENSE
19 (Reservation of Other Defenses)
20 NCP hereby gives notice that it reserves the right (a) to rely on other and further defenses as
21 may become available during discovery and/or investigation in this action, and (b) to amend this
22 Answer to assert those defenses.
23 PRAYER
24 WHEREFORE, NCP prays as follows:
25 1. That Webcor take nothing on the Cross-Complaint and that no relief be awarded
26 against NCP;
27 2. That the Cross-Complaint be dismissed, with prejudice and in its entirety, as to NCP
28 and that judgment be entered on the Cross-Complaint in NCP’s favor and against Webcor.
7
NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT
2003182
1 3. That NCP be awarded its costs of suit and expenses incurred in this action, including
2 reasonable attorneys’ fees to the extent it has a right to their recovery under the law; and
3 4. That NCP be awarded such other, different, and further relief as the Court may deem
4 just and proper.
5
6 DATED: May 14, 2021 GLASER WEIL FINK HOWARD
AVCHEN & SHAPIRO LLP
7
8
By:
PETER C. SHERIDAN
9
AMIN AL-SARRAF
ALEXANDER J. SUAREZ
10
Attorneys for Defendant
NEXT CENTURY PARTNERS, LLC
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NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT
2003182
1 PROOF OF SERVICE
2 STATE OF CALIFORNIA, COUNTY OF LOS ANGELES
3 I am employed in the County of Los Angeles, State of California; I am over the age of 18
and not a party to the within action; my business address is 10250 Constellation Boulevard, 19th
4 Floor, Los Angeles, California 90067.
5 On May 14, 2021, I served the foregoing document(s) described as NEXT CENTURY
6
PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT OF WEBCOR CONSTRUCTION
L.P. on the interested parties to this action by delivering thereof in a sealed envelope addressed to
7 each of said interested parties at the following address(es):
8 (BY MAIL) I am readily familiar with the business practice for collection and processing of
correspondence for mailing with the United States Postal Service. This correspondence shall
9 be deposited with the United States Postal Service this same day in the ordinary course of
business at our Firm’s office address in Los Angeles, California. Service made pursuant to
10 this paragraph, upon motion of a party served, shall be presumed invalid if the postal
cancellation date of postage meter date on the envelope is more than one day after the date of
11 deposit for mailing contained in this affidavit.
12 (BY ELECTRONIC SERVICE) by causing the foregoing document(s) to be electronically
filed using the Court’s Electronic Filing System which constitutes service of the filed
13 document(s) on the individual(s) listed on the attached mailing list.
14 (BY E-MAIL SERVICE) I caused such document to be delivered electronically via e-mail
to the e-mail address of the addressee(s) set forth in the attached service list.
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(BY OVERNIGHT DELIVERY) I served the foregoing document by FedEx, an express
16 service carrier which provides overnight delivery, as follows: I placed true copies of the
foregoing document in sealed envelopes or packages designated by the express service
17 carrier, addressed to each interested party as set forth above, with fees for overnight delivery
paid or provided for.
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(BY PERSONAL SERVICE) I caused such envelope to be delivered by hand to the offices
19 of the above named addressee(s).
20 (State) I declare under penalty of perjury under the laws of the State of California that
the above is true and correct.
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Executed on May 14, 2021, at Los Angeles, California.
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24 GWENDOLYN EDWARDS
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PROOF OF SERVICE
2003182
1 Retrolock Corp. vs Next Century Partners, LLC, et al.
LASC Case No.: 21STCV07384
2
SERVICE LIST
3
Grant A. Nigolian Attorneys for Plaintiff RETROLOCK
4 GRANT NIGOLIAN, P.C. CORP.
695 Town Center Drive, Suite 700
5 Costa Mesa, CA 92626
Tel: (310) 853-2777
6 grant@gnpclaw.com
process@gnpclaw.com,
7 paralegal@gnpclaw.com
8 David M. Huff Attorneys for JPMORGAN CHASE BANK,
Anthony Mejia N.A.
9 Paul Rayburn
Serje Havandjian
10 ORBACH HUFF SUAREZ &
HENDERSON LLP
11 1901 Avenue of the Stars, Suite 575
Los Angeles, California 90067
12 dhuff@ohshlaw.com
amejia@ohshlaw.com
13 prayburn@ohshlaw.com
shavandjian@ohshlaw.com
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Bennett J. Lee Attorneys for WEBCOR CONSTRUCTION,
15 Garrett E. Dillon LP & FIDELITY and DEPOSIT
Paolo Hermoso COMPANY OF MARYLAND.
16 VARELA LEE METZ & GUARINO LLP
333 Bush Street, Suite 1500
17 San Francisco, CA 94104
(415) 623-7000
18 gdillon@vlmglaw.com
blee@vlmglaw.com
19 phermoso@vlmglaw.com
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PROOF OF SERVICE
2003182
Preview
Electronically FILED by Superior Court of California, County of Los Angeles on 05/14/2021 05:54 PM Sherri R. Carter, Executive Officer/Clerk of Court, by J. Tang,Deputy Clerk 1 PETER C. SHERIDAN - State Bar No. 137267 psheridan@glaserweil.com 2 AMIN AL-SARRAF - State Bar No. 265116 aalsarraf@glaserweil.com 3 ALEXANDER J. SUAREZ - State Bar No. 289044 asuarez@glaserweil.com 4 GLASER WEIL FINK HOWARD AVCHEN & SHAPIRO LLP 5 10250 Constellation Boulevard, 19th Floor Los Angeles, California 90067 6 Telephone: (310) 553-3000 Facsimile: (310) 556-2920 7 Attorneys for Defendant 8 NEXT CENTURY PARTNERS, LLC 9 SUPERIOR COURT OF THE STATE OF CALIFORNIA 10 FOR THE COUNTY OF LOS ANGELES, CENTRAL DISTRICT 11 12 RETROLOCK CORP., a California corporation Case No. 21STCV07384 General Jurisdiction 13 Plaintiffs, Assigned to the Honorable Gregory Keosian 14 v. Department: 61 15 NEXT CENTURY PARTNERS, LLC, a NEXT CENTURY PARTNERS, LLC’S Delaware limited liability company; WEBCOR ANSWER TO CROSS-COMPLAINT OF 16 CONSTRUCTION, LP, D.B.A WEBCOR WEBCOR CONSTRUCTION L.P. BUILDERS, a California limited partnership; JP 17 MORGAN CHASE BANK, NATIONAL ASSOCIATION, a national association bank; Action Filed: February 24, 2021 18 FIDELITY AND DEPOSIT COMPANY OF Trial Date: Not yet set MARYLAND, a Maryland corporation; and 19 DOES ONE (1) through TWENTY (20), inclusive; 20 Defendants. 21 22 AND RELATED CROSS-COMPLAINTS 23 24 25 26 27 28 1 NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT 2003182 1 Defendant Next Century Partners, LLC (“NCP”) answers the Cross-Complaint of Webcor 2 Construction L.P. (“Webcor”) as follows: 3 GENERAL DENIAL 4 Pursuant to Section 431.30 (d) of the California Code of Civil Procedure, NCP hereby 5 denies, both generally and specifically, each and every allegation in the Cross-Complaint, and each 6 purported cause of action therein, and denies that Webcor has sustained or will sustain injuries or 7 damages in the sum or sums alleged, or in any sum at all, by reason of any act, omission, or fault on 8 the part of NCP, its agents, servants, or employees. NCP further denies engaging in any wrongful 9 conduct whatsoever. 10 AFFIRMATIVE DEFENSES 11 NCP asserts the following separate and independent affirmative defenses to the Cross- 12 Complaint and the causes of action attempted to be asserted therein. By labeling these as 13 “Affirmative Defenses,” NCP does not intend to assume, and does not assume, any additional 14 burden of proof or persuasion beyond those assigned to it by applicable law. 15 FIRST AFFIRMATIVE DEFENSE 16 (Failure to State a Cause of Action) 17 The Cross-Complaint, and each of the purported causes of action attempted to be asserted 18 therein, fails to state facts sufficient to constitute a cause of action against NCP. 19 SECOND AFFIRMATIVE DEFENSE 20 (Uncertainty in Pleading) 21 Insofar as it seeks relief against NCP, the Complaint is uncertain, ambiguous, or 22 unintelligible. (Cal Code Civ. Proc., § 430.30, subd. (f).). 23 THIRD AFFIRMATIVE DEFENSE 24 (Unclean Hands) 25 The Cross-Complaint, and each of the purported causes of action attempted to be asserted 26 therein, is barred, in whole or in part, by the doctrine of unclean hands. 27 /// 28 /// 2 NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT 2003182 1 FOURTH AFFIRMATIVE DEFENSE 2 (Material Breach of Contract) 3 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 4 therein, is barred, in whole or in part, by Webcor’s material breaches of the contracts relied upon by 5 Webcor as the basis for its purported causes of action. 6 FIFTH AFFIRMATIVE DEFENSE 7 (Waiver) 8 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 9 therein, is barred, in whole or in part, by the doctrine of waiver. 10 SIXTH AFFIRMATIVE DEFENSE 11 (Estoppel) 12 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 13 therein, is barred, in whole or in part, by the doctrine of estoppel. 14 SEVENTH AFFIRMATIVE DEFENSE 15 (Failure to Mitigate) 16 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 17 therein, is barred, in whole or in part, by Webcor’s failure to mitigate its alleged damages. 18 EIGHTH AFFIRMATIVE DEFENSE 19 (Offset) 20 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 21 therein, is barred, in whole or in part, by the doctrine of offset in that NCP is entitled to damages 22 from Webcor for Webcor’s own wrongdoing or breach of contractual or other legal obligations and 23 duties as to NCP. 24 NINTH AFFIRMATIVE DEFENSE 25 (Privilege) 26 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 27 therein, is barred, in whole or in part, by the doctrine of privilege in that NCP was privileged to act 28 as it did. 3 NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT 2003182 1 TENTH AFFIRMATIVE DEFENSE 2 (Justification) 3 The Cross-Complaint, and each of the purported causes of action attempted to be alleged, 4 therein is barred, in whole or in part, by the doctrine of justification in that NCP was justified in 5 acting as it did. 6 ELEVENTH AFFIRMATIVE DEFENSE 7 (Substantial Performance) 8 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 9 therein, is barred, in whole or in part, because NCP has performed, or substantially performed, all its 10 contractual obligations. 11 TWELFTH AFFIRMATIVE DEFENSE 12 (Excuse) 13 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 14 therein, is barred, in whole or in part, because NCP was excused from performing its alleged 15 obligations upon which the Cross-Complaint is purportedly based. 16 THIRTEENTH AFFIRMATIVE DEFENSE 17 (Unjust Enrichment) 18 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 19 therein, is barred, in whole or in part, because any award to or recovery by Webcor as to NCP would 20 result in Webcor’s unjust enrichment. 21 FOURTEENTH AFFIRMATIVE DEFENSE 22 (Failure to Perform) 23 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 24 therein, is barred, in whole or in part, by Webcor’s own failure to perform its obligations. 25 /// 26 /// 27 /// 28 /// 4 NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT 2003182 1 FIFTEENTH AFFIRMATIVE DEFENSE 2 (Conditions Precedent and/or Antecedent) 3 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 4 therein, is barred, in whole or in part, because any alleged agreements were subject to a condition 5 precedent and/or antecedent and such conditions have occurred or have not occurred thereby 6 extinguishing or precluding liability of NCP under those agreements at this time. 7 SIXTEENTH AFFIRMATIVE DEFENSE 8 (Statutory and Procedural Requirement) 9 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 10 therein, is barred, in whole or in part, because Webcor has not complied with the statutory and 11 procedural requirements necessary to permit it to assert the claims alleged in the Cross-Complaint. 12 SEVENTEENTH AFFIRMATIVE DEFENSE 13 (Liability of Third Parties) 14 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 15 therein, is barred, in whole or in part, because the obligations owed to Webcor, if any, are owed by 16 parties, persons, or entities other than NCP. 17 EIGHTEENTH AFFIRMATIVE DEFENSE 18 (Damages Caused by Others) 19 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 20 therein, is barred, in whole or in part, because Webcor’s claimed damages, if any, were directly and 21 proximately caused by, or contributed to, by Webcor’s own actions or by the actions of other 22 parties, persons, or entities separate and apart from NCP, including, without limitation, unknown 23 third parties, persons, or entities. 24 /// 25 /// 26 /// 27 /// 28 /// 5 NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT 2003182 1 NINETEENTH AFFIRMATIVE DEFENSE 2 (Comparative Fault) 3 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 4 therein, is barred, in whole or in part, because Webcor itself was responsible, in whole or in part, for 5 the purported damages it contends it has suffered, and Webcor was fully aware and assumed the 6 risks of the purported circumstances and events alleged in the Cross-Complaint. Under principles of 7 comparative fault, Webcor’s recovery, if any, must be barred entirely or reduced based on Webcor’s 8 own culpability. 9 TWENTIETH AFFIRMATIVE DEFENSE 10 (Negligent Conduct) 11 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 12 therein, is barred, in whole or in part, because Webcor’s damages, if any, were proximately caused 13 and/or contributed to by the negligence and/or otherwise wrongful or unlawful conduct of Webcor 14 and/or persons or entities whose conduct is imputable to Webcor such that recovery by Webcor is 15 precluded in whole or in part. 16 TWENTY-FIRST AFFIRMATIVE DEFENSE 17 (Conduct) 18 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 19 therein, is barred, in whole or in part, because the conduct of Webcor and/or persons or entities 20 whose conduct is imputable to Webcor precludes recovery, in whole or in part, by Webcor against 21 NCP for any claims asserted in the Cross-Complaint. 22 TWENTY-SECOND AFFIRMATIVE DEFENSE 23 (Defective Labor) 24 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 25 therein, is barred, in whole or in part, to the extent that the labor allegedly supplied by Webcor was, 26 in whole or in part, unsatisfactory and/or unnecessary and not pursuant to any proper requirement 27 for such labor. 28 6 NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT 2003182 1 TWENTY-THIRD AFFIRMATIVE DEFENSE 2 (Defective Material or Equipment) 3 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 4 therein, is barred, in whole or in part, to the extent that any material supplied by Webcor was 5 defective and/or not in conformance with the requirements for such material. 6 TWENTY-FOURTH AFFIRMATIVE DEFENSE 7 (Release) 8 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 9 therein, is barred, in whole or in part, to the extent that Webcor’s conduct constitutes a complete or 10 partial release of any and all claims it may have had against NCP. 11 TWENTY-FIFTH AFFIRMATIVE DEFENSE 12 (Secondary Liability) 13 The Cross-Complaint, and each of the purported causes of action attempted to be alleged 14 therein, is barred, in whole or in part, because, to the extent NCP is held liable to Webcor (and NCP 15 denies that there is any basis for NCP to be held liable to Webcor), NCP’s liability would be 16 passive, imputed, or secondary while Webcor, Plaintiff Retrolock Corp., or third parties would be 17 actively or primarily liable for Webcor’s alleged damages. 18 TWENTY-SIXTH AFFIRMATIVE DEFENSE 19 (Reservation of Other Defenses) 20 NCP hereby gives notice that it reserves the right (a) to rely on other and further defenses as 21 may become available during discovery and/or investigation in this action, and (b) to amend this 22 Answer to assert those defenses. 23 PRAYER 24 WHEREFORE, NCP prays as follows: 25 1. That Webcor take nothing on the Cross-Complaint and that no relief be awarded 26 against NCP; 27 2. That the Cross-Complaint be dismissed, with prejudice and in its entirety, as to NCP 28 and that judgment be entered on the Cross-Complaint in NCP’s favor and against Webcor. 7 NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT 2003182 1 3. That NCP be awarded its costs of suit and expenses incurred in this action, including 2 reasonable attorneys’ fees to the extent it has a right to their recovery under the law; and 3 4. That NCP be awarded such other, different, and further relief as the Court may deem 4 just and proper. 5 6 DATED: May 14, 2021 GLASER WEIL FINK HOWARD AVCHEN & SHAPIRO LLP 7 8 By: PETER C. SHERIDAN 9 AMIN AL-SARRAF ALEXANDER J. SUAREZ 10 Attorneys for Defendant NEXT CENTURY PARTNERS, LLC 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 8 NEXT CENTURY PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT 2003182 1 PROOF OF SERVICE 2 STATE OF CALIFORNIA, COUNTY OF LOS ANGELES 3 I am employed in the County of Los Angeles, State of California; I am over the age of 18 and not a party to the within action; my business address is 10250 Constellation Boulevard, 19th 4 Floor, Los Angeles, California 90067. 5 On May 14, 2021, I served the foregoing document(s) described as NEXT CENTURY 6 PARTNERS, LLC’S ANSWER TO CROSS-COMPLAINT OF WEBCOR CONSTRUCTION L.P. on the interested parties to this action by delivering thereof in a sealed envelope addressed to 7 each of said interested parties at the following address(es): 8 (BY MAIL) I am readily familiar with the business practice for collection and processing of correspondence for mailing with the United States Postal Service. This correspondence shall 9 be deposited with the United States Postal Service this same day in the ordinary course of business at our Firm’s office address in Los Angeles, California. Service made pursuant to 10 this paragraph, upon motion of a party served, shall be presumed invalid if the postal cancellation date of postage meter date on the envelope is more than one day after the date of 11 deposit for mailing contained in this affidavit. 12 (BY ELECTRONIC SERVICE) by causing the foregoing document(s) to be electronically filed using the Court’s Electronic Filing System which constitutes service of the filed 13 document(s) on the individual(s) listed on the attached mailing list. 14 (BY E-MAIL SERVICE) I caused such document to be delivered electronically via e-mail to the e-mail address of the addressee(s) set forth in the attached service list. 15 (BY OVERNIGHT DELIVERY) I served the foregoing document by FedEx, an express 16 service carrier which provides overnight delivery, as follows: I placed true copies of the foregoing document in sealed envelopes or packages designated by the express service 17 carrier, addressed to each interested party as set forth above, with fees for overnight delivery paid or provided for. 18 (BY PERSONAL SERVICE) I caused such envelope to be delivered by hand to the offices 19 of the above named addressee(s). 20 (State) I declare under penalty of perjury under the laws of the State of California that the above is true and correct. 21 22 Executed on May 14, 2021, at Los Angeles, California. 23 24 GWENDOLYN EDWARDS 25 26 27 28 1 PROOF OF SERVICE 2003182 1 Retrolock Corp. vs Next Century Partners, LLC, et al. LASC Case No.: 21STCV07384 2 SERVICE LIST 3 Grant A. Nigolian Attorneys for Plaintiff RETROLOCK 4 GRANT NIGOLIAN, P.C. CORP. 695 Town Center Drive, Suite 700 5 Costa Mesa, CA 92626 Tel: (310) 853-2777 6 grant@gnpclaw.com process@gnpclaw.com, 7 paralegal@gnpclaw.com 8 David M. Huff Attorneys for JPMORGAN CHASE BANK, Anthony Mejia N.A. 9 Paul Rayburn Serje Havandjian 10 ORBACH HUFF SUAREZ & HENDERSON LLP 11 1901 Avenue of the Stars, Suite 575 Los Angeles, California 90067 12 dhuff@ohshlaw.com amejia@ohshlaw.com 13 prayburn@ohshlaw.com shavandjian@ohshlaw.com 14 Bennett J. Lee Attorneys for WEBCOR CONSTRUCTION, 15 Garrett E. Dillon LP & FIDELITY and DEPOSIT Paolo Hermoso COMPANY OF MARYLAND. 16 VARELA LEE METZ & GUARINO LLP 333 Bush Street, Suite 1500 17 San Francisco, CA 94104 (415) 623-7000 18 gdillon@vlmglaw.com blee@vlmglaw.com 19 phermoso@vlmglaw.com 20 21 22 23 24 25 26 27 28 2 PROOF OF SERVICE 2003182