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Stephen H. Sutro (SBN 172168)
Suzanne R. Fogarty (SBN 154319)
Meghan C. Killian (SBN 310195)
DUANE MORRIS LLP
One Market Plaza
Spear Tower, Suite 2200
San Francisco, CA 94105
Tel: 415.957.3000
Fax: 415.957.3001
E-mail: | SHSutro@DuaneMorris.com
SRFogarty@DuaneMorris.com
MCKillian@DuaneMorris.com
Brad Thompson (admitted pro hac vice)
Bert Greene (admitted pro hac vice)
DUANE MORRIS LLP
Las Cimas IV
900 S. Capital of Texas Hwy., Suite 300
Austin, TX 78746-5435
Tel: 512.277.2300
Fax: 512.277.2301
E-mail: BThompson@DuaneMorris.com
BGreene@DuaneMorris.com
Attorneys for Plaintiff? Cross-Defendant,
SUNPOWER CORPORATION
SUPERIOR COURT OF THE STATE OF CALIFORNIA
FOR THE COUNTY OF SANTA CLARA
SUNPOWER CORPORATION,
Plaintiff,
v.
MARTIN DEBONO; STANDARD INDUSTRIES,
INC.; GAF ENERGY; and DOES 1-100,
Defendants.
STANDARD INDUSTRIES INC.,
Cross-Complainant
Vv.
SUNPOWER CORPORATION,
Cross-Defendant.
DMI\I1391141.1
Electronically Filed
by Superior Court of CA,
County of Santa Clara,
on 9/8/2020 3:19 PM
Reviewed By: R. Tien
Case #19CV349042
Envelope: 4896528
Case No. 19-CV-349042
SUNPOWER CORPORATION’S
ANSWER TO STANDARD
INDUSTRIES INC.’S CROSS-
COMPLAINT
Complaint: June 14, 2019
Amended Complaint: November 7, 2019
Second Amended Complaint: February 24,
2020
Cross-Complaint: March 30, 2020
CASE NO. 19-CV-349042}
SUNPOWER’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS-COMPLAINTSunPower Corporation (“SunPower’) hereby sets for the following Answer and Affirmative
Defenses to the unverified cross-complaint (“Cross-Complaint”) of cross-complainant Standard
Industries, Inc. (““Cross-Complainant”), as follows:
ANSWER TO CROSS-COMPLAINT
Pursuant to California Code of Civil Procedure section 431.30(d), SunPower generally
denies each and every allegation contained in the Cross-Complaint, and specifically denies that the
Cross-Complainant has or will sustain injuries in the nature alleged in the Cross-Complaint, to be
alleged, or otherwise.
AFFIRMATIVE DEFENSES
Without admitting any facts alleged by Cross-Complainant, SunPower hereby states the
following defenses to the Cross-Complaint, but does not assume the burden of proof on any such
defense except as required by applicable law. SunPower reserves the right to assert additional
defenses or otherwise supplement this Answer upon discovery of facts or evidence rendering such
action appropriate.
FIRST AFFIRMATIVE DEFENSE
(Failure to State Cause of Action)
The Cross-Complaint, and the cause of action contained therein, fails to state facts sufficient
to constitute a cause of action against SunPower.
SECOND AFFIRMATIVE DEFENSE
(Lack of Standing)
The Cross-Complaint, and the cause of action contained therein, fails because Cross-
Complainant lacks standing to pursue the claim alleged in this action.
THIRD AFFIRMATIVE DEFENSE
(No Injury)
The Cross-Complaint, and the cause of action contained therein, fails because Cross-
Complainant did not suffer an injury.
DMI\N391141.1 1 CASE NO. 19-CV-349042}
SUNPOWER’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS-COMPLAINTFOURTH AFFIRMATIVE DEFENSE
(No Unlawful Practices)
The Cross-Complaint, and the cause of action contained therein, fails because there is no
predicate unlawful conduct to support a violation of Business and Professions Code section 17200.
FIFTH AFFIRMATIVE DEFENSE
(Conformity to Existing Laws)
All conduct and activities attributed to SunPower in the Cross-Complaint conformed to state
law based upon the state of knowledge existing at all relevant times herein.
SIXTH AFFIRMATIVE DEFENSE
(Good Faith)
The Cross-Complaint, and the cause of action contained therein, is barred, in whole or in
part, because SunPower has at all times acted reasonably and in good faith.
SEVENTH AFFIRMATIVE DEFENSE
(No Entitlement to Injunctive Relief)
The Cross-Complainant, and the cause of action contained therein, fails to allege facts
sufficient to allow for injunctive relief because there is no conduct to enjoin.
EIGHTH AFFIRMATIVE DEFENSE
(Mootness)
The relief sought by Cross-Complainant is barred, in whole or in part, as moot or
inappropriate.
NINTH AFFIRMATIVE DEFENSE
(Unclean Hands)
The Cross-Complainant, and the cause of action contained therein, is barred in whole or in
part, by the doctrine of unclean hands.
TENTH AFFIRMATIVE DEFENSE
(Laches)
The Cross-Complainant, and the cause of action contained therein, is barred in whole or in
part, by the doctrine of laches.
2 CASE NO. 20-CV-36881
SUNPOWER’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS-COMPLAINTELEVENTH AFFIRMATIVE DEFENSE
(Waiver and/or Estoppel)
The Cross-Complainant, and the cause of action contained therein, is barred in whole or in
part, by the doctrine of waiver and/or estoppel.
TWELFTH AFFIRMATIVE DEFENSE
(No Attorneys’ Fees)
Cross-Complainant has failed to state a claim entitling it to attorneys’ fees.
THIRTEENTH AFFIRMATIVE DEFENSE
(Statute of Limitations)
The Cross-Complaint, and the cause of action contained therein, is barred by the applicable
statutes of limitation including, but not limited to, those set forth in Business and Professions Code
§ 17208.
FOURTEENTH AFFIRMATIVE DEFENSE
(Reservation of All Other Defenses)
Cross-Complainant has not set out its claims with sufficient particularity to permit SunPower
to raise all appropriate defenses. SunPower, therefore, gives notice that it intends to rely upon any
and all additional affirmative defenses that become available or apparent during discovery or
otherwise and thus reserve the right to amend its Answer to assert such additional defenses.
WHEREFORE, SunPower prays for judgment as follows:
1. The Cross-Complaint be dismissed, with prejudice and in its entirety;
2. That Cross-Complainant take nothing by reason of the Cross-Complaint;
3. That judgment be entered in favor of SunPower and against Cross-Complainant;
4. For attorneys’ fees, costs of suit and all other fees and costs allowed; and
5. For such other and additional relief as the Court deems just and proper.
3 CASE NO. 20-CV-36881)
SUNPOWER’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS-COMPLAINTDated: September 8, 2020
4
DUANE MORRIS LLP
By:__/s/ Stephen H. Sutro
Stephen H. Sutro (SBN 172168)
Suzanne R. Fogarty (SBN 154319)
Meghan C. Killian (SBN 310195)
Attorneys for Plaintiff? Cross-Defendant,
SunPower Corporation
CASE NO. 20-CV-36881
SUNPOWER’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS-COMPLAINTw oN
PROOF OF SERVICE
SunPower Corporation v. Martin DeBono, Standard Industries, Inc., GAF Energy;
and DOES 1 - 100
Santa Clara County Superior Court, Action No. 19CV349042
I am a citizen of the United States, over the age of 18 years, and not a party to interested in the
cause. I am an employee with Duane Morris LLP and my business address is One Market Plaza,
Spear Tower, Suite 2200, San Francisco, California 94105. I am readily familiar with this firm’s
practices for collecting and processing correspondence for mailing with the United States Postal
Service and for transmitting documents by FedEx, fax, email, messenger and other modes. On the
date stated below, I served the following documents:
SUNPOWER CORPORATION’S ANSWER TO STANDARD INDUSTRIES INC.’S
CROSS-COMPLAINT
x BY ELECTRONIC SERVICE: VIA E-Service by vendor Nationwide Legal LLC on
all counsel on September 8, 2020.
Jonathan A. Patchen, Esq. Counsel for Defendant, Martin DeBono
Daniel P. Martin, Esq.
Baker Botts L.L.P. Via Electronic Service
101 California Street, Suite 3600
San Francisco, CA 94111
Telephone: 415.291.6209
E-mail: jonathan.patchen@bakerbotts.com
daniel.martin@bakerbotts.com
Cheryl A. Cauley, Esq. Counsel for Defendant, Martin DeBono
Baker Botts L.L.P.
1001 Page Mill Road Via Electronic Service
Building One, Suite 200
Palo Alto, CA 94304
Telephone: 650-739-7500
E-mail: cheryl.cauley@bakerbotts.com
John (Jay) Neukom, Esq. Counsel for Defendants, Standard/GAF
Caroline Van Ness, Esq. Energy
Michelle Kao, Esq.
Skadden, Arps, Slate, Meagher & Flom Via Electronic Service
LLP
525 University Avenue, Suite 1400
Palo Alto, CA 94301-1908
Telephone: 650.470.4560
E-mail: john.neukom@skadden.com
Caroline. VanNess@skadden.com
Michelle.Kao@skadden.com
PROOF OF SERVICE
DMIN11368895.1Ov
Abraham A. Tabaie, Esq. Counsel for Defendants, Standard/GAF
Raza Rasheed, Esq. Energy
Skadden, Arps, Slate, Meagher & Flom LLP
300 S. Grand Avenue, Suite 3400 Via Electronic Service
Los Angeles, CA 90071
E-mail: atabaie@skadden.com
raza.rasheed@skadden.com
I declare under penalty of perjury under the laws of the State of California that the foregoing
is true and correct.
Dated: September 8, 2020 /s/_Jean Marie Reed
Jean Marie Reed
2
DM1\11368895.1
PROOF OF SERVICE
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Stephen H. Sutro (SBN 172168) Suzanne R. Fogarty (SBN 154319) Meghan C. Killian (SBN 310195) DUANE MORRIS LLP One Market Plaza Spear Tower, Suite 2200 San Francisco, CA 94105 Tel: 415.957.3000 Fax: 415.957.3001 E-mail: | SHSutro@DuaneMorris.com SRFogarty@DuaneMorris.com MCKillian@DuaneMorris.com Brad Thompson (admitted pro hac vice) Bert Greene (admitted pro hac vice) DUANE MORRIS LLP Las Cimas IV 900 S. Capital of Texas Hwy., Suite 300 Austin, TX 78746-5435 Tel: 512.277.2300 Fax: 512.277.2301 E-mail: BThompson@DuaneMorris.com BGreene@DuaneMorris.com Attorneys for Plaintiff? Cross-Defendant, SUNPOWER CORPORATION SUPERIOR COURT OF THE STATE OF CALIFORNIA FOR THE COUNTY OF SANTA CLARA SUNPOWER CORPORATION, Plaintiff, v. MARTIN DEBONO; STANDARD INDUSTRIES, INC.; GAF ENERGY; and DOES 1-100, Defendants. STANDARD INDUSTRIES INC., Cross-Complainant Vv. SUNPOWER CORPORATION, Cross-Defendant. DMI\I1391141.1 Electronically Filed by Superior Court of CA, County of Santa Clara, on 9/8/2020 3:19 PM Reviewed By: R. Tien Case #19CV349042 Envelope: 4896528 Case No. 19-CV-349042 SUNPOWER CORPORATION’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS- COMPLAINT Complaint: June 14, 2019 Amended Complaint: November 7, 2019 Second Amended Complaint: February 24, 2020 Cross-Complaint: March 30, 2020 CASE NO. 19-CV-349042} SUNPOWER’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS-COMPLAINTSunPower Corporation (“SunPower’) hereby sets for the following Answer and Affirmative Defenses to the unverified cross-complaint (“Cross-Complaint”) of cross-complainant Standard Industries, Inc. (““Cross-Complainant”), as follows: ANSWER TO CROSS-COMPLAINT Pursuant to California Code of Civil Procedure section 431.30(d), SunPower generally denies each and every allegation contained in the Cross-Complaint, and specifically denies that the Cross-Complainant has or will sustain injuries in the nature alleged in the Cross-Complaint, to be alleged, or otherwise. AFFIRMATIVE DEFENSES Without admitting any facts alleged by Cross-Complainant, SunPower hereby states the following defenses to the Cross-Complaint, but does not assume the burden of proof on any such defense except as required by applicable law. SunPower reserves the right to assert additional defenses or otherwise supplement this Answer upon discovery of facts or evidence rendering such action appropriate. FIRST AFFIRMATIVE DEFENSE (Failure to State Cause of Action) The Cross-Complaint, and the cause of action contained therein, fails to state facts sufficient to constitute a cause of action against SunPower. SECOND AFFIRMATIVE DEFENSE (Lack of Standing) The Cross-Complaint, and the cause of action contained therein, fails because Cross- Complainant lacks standing to pursue the claim alleged in this action. THIRD AFFIRMATIVE DEFENSE (No Injury) The Cross-Complaint, and the cause of action contained therein, fails because Cross- Complainant did not suffer an injury. DMI\N391141.1 1 CASE NO. 19-CV-349042} SUNPOWER’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS-COMPLAINTFOURTH AFFIRMATIVE DEFENSE (No Unlawful Practices) The Cross-Complaint, and the cause of action contained therein, fails because there is no predicate unlawful conduct to support a violation of Business and Professions Code section 17200. FIFTH AFFIRMATIVE DEFENSE (Conformity to Existing Laws) All conduct and activities attributed to SunPower in the Cross-Complaint conformed to state law based upon the state of knowledge existing at all relevant times herein. SIXTH AFFIRMATIVE DEFENSE (Good Faith) The Cross-Complaint, and the cause of action contained therein, is barred, in whole or in part, because SunPower has at all times acted reasonably and in good faith. SEVENTH AFFIRMATIVE DEFENSE (No Entitlement to Injunctive Relief) The Cross-Complainant, and the cause of action contained therein, fails to allege facts sufficient to allow for injunctive relief because there is no conduct to enjoin. EIGHTH AFFIRMATIVE DEFENSE (Mootness) The relief sought by Cross-Complainant is barred, in whole or in part, as moot or inappropriate. NINTH AFFIRMATIVE DEFENSE (Unclean Hands) The Cross-Complainant, and the cause of action contained therein, is barred in whole or in part, by the doctrine of unclean hands. TENTH AFFIRMATIVE DEFENSE (Laches) The Cross-Complainant, and the cause of action contained therein, is barred in whole or in part, by the doctrine of laches. 2 CASE NO. 20-CV-36881 SUNPOWER’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS-COMPLAINTELEVENTH AFFIRMATIVE DEFENSE (Waiver and/or Estoppel) The Cross-Complainant, and the cause of action contained therein, is barred in whole or in part, by the doctrine of waiver and/or estoppel. TWELFTH AFFIRMATIVE DEFENSE (No Attorneys’ Fees) Cross-Complainant has failed to state a claim entitling it to attorneys’ fees. THIRTEENTH AFFIRMATIVE DEFENSE (Statute of Limitations) The Cross-Complaint, and the cause of action contained therein, is barred by the applicable statutes of limitation including, but not limited to, those set forth in Business and Professions Code § 17208. FOURTEENTH AFFIRMATIVE DEFENSE (Reservation of All Other Defenses) Cross-Complainant has not set out its claims with sufficient particularity to permit SunPower to raise all appropriate defenses. SunPower, therefore, gives notice that it intends to rely upon any and all additional affirmative defenses that become available or apparent during discovery or otherwise and thus reserve the right to amend its Answer to assert such additional defenses. WHEREFORE, SunPower prays for judgment as follows: 1. The Cross-Complaint be dismissed, with prejudice and in its entirety; 2. That Cross-Complainant take nothing by reason of the Cross-Complaint; 3. That judgment be entered in favor of SunPower and against Cross-Complainant; 4. For attorneys’ fees, costs of suit and all other fees and costs allowed; and 5. For such other and additional relief as the Court deems just and proper. 3 CASE NO. 20-CV-36881) SUNPOWER’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS-COMPLAINTDated: September 8, 2020 4 DUANE MORRIS LLP By:__/s/ Stephen H. Sutro Stephen H. Sutro (SBN 172168) Suzanne R. Fogarty (SBN 154319) Meghan C. Killian (SBN 310195) Attorneys for Plaintiff? Cross-Defendant, SunPower Corporation CASE NO. 20-CV-36881 SUNPOWER’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS-COMPLAINTw oN PROOF OF SERVICE SunPower Corporation v. Martin DeBono, Standard Industries, Inc., GAF Energy; and DOES 1 - 100 Santa Clara County Superior Court, Action No. 19CV349042 I am a citizen of the United States, over the age of 18 years, and not a party to interested in the cause. I am an employee with Duane Morris LLP and my business address is One Market Plaza, Spear Tower, Suite 2200, San Francisco, California 94105. I am readily familiar with this firm’s practices for collecting and processing correspondence for mailing with the United States Postal Service and for transmitting documents by FedEx, fax, email, messenger and other modes. On the date stated below, I served the following documents: SUNPOWER CORPORATION’S ANSWER TO STANDARD INDUSTRIES INC.’S CROSS-COMPLAINT x BY ELECTRONIC SERVICE: VIA E-Service by vendor Nationwide Legal LLC on all counsel on September 8, 2020. Jonathan A. Patchen, Esq. Counsel for Defendant, Martin DeBono Daniel P. Martin, Esq. Baker Botts L.L.P. Via Electronic Service 101 California Street, Suite 3600 San Francisco, CA 94111 Telephone: 415.291.6209 E-mail: jonathan.patchen@bakerbotts.com daniel.martin@bakerbotts.com Cheryl A. Cauley, Esq. Counsel for Defendant, Martin DeBono Baker Botts L.L.P. 1001 Page Mill Road Via Electronic Service Building One, Suite 200 Palo Alto, CA 94304 Telephone: 650-739-7500 E-mail: cheryl.cauley@bakerbotts.com John (Jay) Neukom, Esq. Counsel for Defendants, Standard/GAF Caroline Van Ness, Esq. Energy Michelle Kao, Esq. Skadden, Arps, Slate, Meagher & Flom Via Electronic Service LLP 525 University Avenue, Suite 1400 Palo Alto, CA 94301-1908 Telephone: 650.470.4560 E-mail: john.neukom@skadden.com Caroline. VanNess@skadden.com Michelle.Kao@skadden.com PROOF OF SERVICE DMIN11368895.1Ov Abraham A. Tabaie, Esq. Counsel for Defendants, Standard/GAF Raza Rasheed, Esq. Energy Skadden, Arps, Slate, Meagher & Flom LLP 300 S. Grand Avenue, Suite 3400 Via Electronic Service Los Angeles, CA 90071 E-mail: atabaie@skadden.com raza.rasheed@skadden.com I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Dated: September 8, 2020 /s/_Jean Marie Reed Jean Marie Reed 2 DM1\11368895.1 PROOF OF SERVICE