Case 3:11-cv-03079-AKK Document 1-1

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FILED
2011 Aug-23 AM 10:44 U.S. DISTRICT COURT N.D. OF ALABAMA

EXHIBIT 1

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IN THE CIRCUIT COURT OF FRANKLIN COUNTY, ALABAMA SUNSHINE MILLS, INC. Plaintiff, v. ILLINOIS UNION INSURANCE COMPANY and ROSS SYSTEMS, INC., Defendants. ) ) ) ) ) ) ) ) ) )

CIVIL ACTION NO. _________

COMPLAINT Plaintiff Sunshine Mills, Inc. (Sunshine Mills) alleges as follows against Defendants Illinois Union Insurance Company (Illinois Union) and Ross Systems, Inc. (Ross): PARTIES AND VENUE 1. Sunshine Mills is a Delaware Corporation with its principal place of business in

Red Bay, Alabama. Sunshine Mills is a leading producer of high quality pet foods in the United States. 2. Defendant Illinois Union is an insurance company incorporated in Pennsylvania

with its principal place of business in Chicago, Illinois. Upon information and belief, it does business in Alabama. 3. Defendant Ross is a Delaware Corporation with its principal place of business in

Atlanta, Georgia. Ross is a computer software company and a subsidiary of CDC Software, Inc. At all relevant times, Ross does business in Red Bay, Alabama and is properly subject to the jurisdiction of this court. Ross is a necessary party to this action. 4. A substantial part of the events or omissions giving rise to the claims in this

lawsuit occurred in Franklin County, Alabama. 5. Venue is proper in Franklin County pursuant to Ala. Code 6-3-7(a)(1) and (3). 1

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FACTUAL ALLEGATIONS 6. On information and belief, Illinois Union issued various policies that provide

insurance coverage for claims made against CDC and Ross for technology and professional liability. One such policy is the ACE DigiTech Digital Technology & Professional Liability Insurance Policy to CDC Software, Inc. (CDC), policy number EON G21662951 005. This policy covers damages resulting from claims made against Ross, CDCs affiliate, for technology and internet errors and omissions between December 15, 2007 and December 15, 2008. More specifically, it covers any award of damages as a result of any such claim up to a limit of $10,000,000, with a $10,000,000 aggregate limit. 7. In April of 2008, Sunshine Mills sued Ross in the Circuit Court of Franklin

County for damages caused to Sunshine Mills business by its use of the Ross IRen ERP software. That case was styled Sunshine Mills, Inc. v. Ross Systems, Inc., Case No. 33-CV-2008900023.00. This claim is covered by one or more policies issued by Illinois Union. 8. On December 3, 2010, a Franklin County jury returned a verdict against Ross for

$16,381,343 in compensatory damages and $45,000,000 punitive damages. A final judgment was entered against Ross on December 7, 2010 in the amount of $61,381,343. The automatic stay provided by Rule 62 of the ARCP has expired and that judgment remains unsatisfied. COUNT ONE 9. 10. Sunshine Mills adopts and incorporates by reference the above paragraphs. Sunshine Mills is a judgment creditor of Ross, Illinois Unions insured. As such,

Sunshine Mills is entitled to have the insurance money provided for in all applicable contracts

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between CDC and Illinois Union applied to the satisfaction of the $61,381,343 judgment against Ross. WHEREFORE, Sunshine Mills requests that the Court enter judgment in favor of Sunshine and against Illinois Union for the full amount of insurance coverage available to Ross, and, upon payment of that judgment by Illinois Union to Sunshine, apply a credit in that amount to the amount owed by Ross on the underlying judgment. Sunshine also seeks costs and any and all other relief to which it is entitled.

/s/ Daniel G. McDowell Attorney for Plaintiff Sunshine Mills, Inc.

OF COUNSEL: Daniel G. McDowell McDowell & Beason 507 North Jackson Avenue P.O. Box 818 Russellville, AL 35653-0818

PLEASE SERVE DEFENDANTS BY CERTIFIED MAIL AS FOLLOWS: Illinois Union Insurance Company c/o Frank Czekay, President 1601 Chestnut St., TL 20J Philadelphia, PA 19103-51 Ross Systems Inc. c/o Eric Musser, CEO Two Concourse Parkway Suite 800 Atlanta, GA 30328

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