FILED: NEW YORK COUNTY CLERK 10/16/ :27 PM INDEX NO /2014 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 10/16/2014

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1 FILED: NEW YORK COUNTY CLERK 10/16/ :27 PM INDEX NO /2014 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 10/16/2014 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK BENCHMARK ENTERTAINMENT, LLC, a California limited liability company, v. Plaintiff, BOBBY BROWN, RON DEVOE, MIKE BIVINS, RALPH TRESVANTS, RICKY BELL and JOHNNY GILL p/k/a NEW EDITION and NEW EDITION ENTERPRISES, LLC, a limited liability company, Index No /2014 AFFIDAVIT OF MIKE BIVINS IN SUPPORT OF MOTION TO DISMISS OR, IN THE ALTERNATIVE, STAY ACTION Action Filed: July 28, 2014 Defendants. Mike Bivins, being duly sworn, deposes and says: 1. I am a founding member of the recording group New Edition and a defendant in the instant action. I have personal knowledge of the matters below and, if asked, could and would testify competently to them. I make this affidavit in support of the motion of myself and defendants Ron DeVoe, Johnny Gill, Ralph Tresvant, Ricky Bell and New Edition Enterprises, LLC ( NE LLC ) to dismiss or, in the alternative, to stay the instant action. 2. New Edition is a classic R&B and pop group that first achieved international commercial success in the early 1980s. 3. New Edition had conversations with Kevin Gasser ( Gasser ) and John Hammond ( Hammond ) starting around Fall 2012 about retaining their company, plaintiff Benchmark Entertainment, LLC ( Benchmark ), as the group s personal manager. My best recollection is that the only conversations I participated in were by phone, generally with other members of the group also on the calls. 1

2 4. New Edition was enjoying substantial success at the time. We were scheduled to receive the Soul Train Lifetime Achievement Award on November 12, 2012 and we were planning our thirtieth anniversary tour. We were actively touring and appearing on television and radio. 5. Gasser and Hammond told us that if New Edition hired Benchmark, they would capitalize on our success and the thirtieth anniversary milestone to help us generate more income than before. (They did not do that.) They said they would procure film and book deals for us. They said they would take commissions only on gigs they bought to the table. 6. The group agreed to hire Benchmark in or about September 2012 based on Gasser s and Hammond s promises to procure new opportunities for us and their commitment not to take commissions except on the work they brought us. We had no written agreement. 7. We never discussed how long the agreement would last. We never agreed that, if Benchmark stopped managing New Edition, New Edition would pay Benchmark commissions on income New Edition received afterwards. We did not agree on a commission structure. 8. By mid-2013 we were becoming disillusioned with Benchmark. They had organized no group phone calls since November They were doing a poor job exploiting our thirtieth anniversary milestone. They were advising us to perform basically the same shows at the 2013 New Orleans ESSENCE Festival and the 2013 BET Experience concert in Los Angeles that we had performed in 2012 in New Orleans and Los Angeles, even though both mutli-artist concerts were widely publicized and particularly important for the group. At one point, Benchmark tried to increase our concert ticket prices by $3 a seat by promising fans the opportunity to download an album that did not even exist. The tour accountant Benchmark retained for us made many mistakes. 2

3 9. Therefore, New Edition terminated Benchmark in June 2014, before New Edition performed any of the concerts that Benchmark seeks to commission in this lawsuit. 10. Most of my interactions with Benchmark managers were by phone when I was in Massachusetts or Connecticut, or traveling outside of New York. I never met with anyone from Benchmark in New York and do not recall ever speaking to anyone from Benchmark while I was in New York. It is possible that Hammond was in New York during calls I or the group had with him, but I do not really know. 11. I met Benchmark management in person a couple of times, once at the November 2012 Soul Train Awards show in Las Vegas when we received our Lifetime Achievement Award and once in Orlando, Florida. 12. I am a resident of Boston, Massachusetts, where I have resided most of my life. I also have a home in Connecticut. 13. I have never owned real property in the State of New York. 14. From about 1992 to 2002, I co-owned Biv 10 Records, which was located in New York City. Otherwise, I have had no business or offices in the State of New York. 15. In 2012 and 2013, I was a judge on the BET show Apollo Live. That work consisted of ten consecutive days taping six shows in June 2012 and ten consecutive days taping six shows in September Benchmark had no involvement in that job whatsoever. 16. I visit New York a few times a year to attend sports or music events as a spectator. 17. In 2012, I performed three times in New York with New Edition, on January 1, 2012 at the Paradise Theater in the Bronx, April 21, 2012 at the Theater at Madison Square Garden and on September 19, 2012 at Nassau Coliseum in Long Island /

4 18. New Edition did not perform in New York in I performed once in New York in 2013, as a member of Bell Biv DeVoe on April 5, 2013 at the B.B. King Blues Club and Grill. 19. In 2014, I performed once with New Edition in New York, at a New Edition concert at Barclay s Center in New York City on June 29, Also in 2014, New Edition, including myself, performed the following concerts, some with member Bobby Brown, and some at which he did not appear. June 26, 2014 MGM Foxwoods CT June 27, 2014 Agganis MA June 28, 2014 Mann PA July 2, 2014 Landers MS July 3, 2014 Chastain GA July 5, 2014 PNC Music NC July 6, 2014 KFC Yum! KY July 8, 2014 Municipal TN July 9, 2014 Northern Quest Heights, WA July 10, 2014 Reliant TX July 11, 2014 Winstar OK July 12, 2014 Verizon Theatre at Grand TX July 13, 2014 Oklahoma City Zoo City, OK July 15, 2014 Saenger Orleans, LA July 17, 2014 Red Hat Raleigh, NC July 18, 2014 Farm Bureau Virgina Beach, VA July 19, 2014 Baltimore MD 4

5 July 20, 2014 Verizon D.C. July 22, 2014 Midland City, MO July 24, 2014 St. Charles Family Louis, MO July 25, 2014 Chene MI July 26, 2014 Macy's Jazz OH July 27, 2014 Horseshoe IN August 1, 2014 Thunder Valley Casino CA August 2, 2014 Oracle CA August 3, 2014 Nokia Angeles, CA 21. New Edition formed NE LLC in January 2014 in the State of Florida to be our "touring entity." NE LLC never had any offices, employees or property in New York, and does not and never has regularly conducted business there. cctob::r- Dated: September _I_, 2014 BRENT IACOBELLI ll:ll!t:a Notary Public, State of Connecticut My Commission Expires Aug. 31, / I 5

FILED: NEW YORK COUNTY CLERK 10/16/ :27 PM INDEX NO /2014 NYSCEF DOC. NO. 34 RECEIVED NYSCEF: 10/16/2014

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