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FILED: NEW YORK COUNTY CLERK 12/05/2017 04:30 PM INDEX NO. 655978/2016
NYSCEF DOC. NO. 98 RECEIVED NYSCEF: 12/05/2017
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF NEW YORK
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:
TROJAN MARITIME INC., : Index No.: 655978/2016
:
Plaintiff, : Motion Seq. No. 006
:
Justice Melissa Crane
- against - :
:
:
TPG SIXTH STREET PARTNERS, LLC, f/k/a :
TPG SPECIAL SITUATIONS PARTNERS, LLC :
:
Defendant.
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AFFIRMATION OF ATTORNEY ZOFIA H RUBENS SUBMITTED IN SUPPORT OF
DEFENDANT’S CONSENTED TO MOTION TO SEAL
I, Zofia H. Rubens, an attorney duly admitted to practice before the courts of the State of New
York, hereby affirm the following under penalty of perjury:
1. I am an associate at Felicello & Melchionna LLP, counsel for Defendant TPG Sixth
Street Partners, LLC in the above-captioned action.
2. I am fully familiar with the facts and circumstances set forth herein by virtue of my
personal involvement in this action and a review of the case files.
3. I submit this Affirmation in support of Defendant’s Consented to Motion to Seal
certain documents filed in the above-captioned action.
4. On or about May 23, 2017, Honorable Eileen A. Rakower so-ordered the parties’
Stipulation and Order for the Production and Exchange of the Confidential Information (the
“Stipulation”). A true and accurate copy of the Stipulation is annexed hereto as Exhibit A.
5. On June 9, 2017, Plaintiff filed its Amended Complaint. See, NYSCEF Doc. No. 53.
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6. On July 10, 2017 Defendant filed its Answer to the Amended Complaint with
Counterclaim. See, NYSCEF Doc. No. 68.
7. On August 15, 2017, Honorable Melissa Crane, granted Defendant’s motion to seal
exhibits to its Answer to the Amended Complaint with Counterclaim. A true and accurate copy of the
Order is annexed hereto as Exhibit B.
8. On November 28, 2017, Honorable Melissa Crane, granted Plaintiff’s motion to seal
exhibits to itsAmended Complaint. A true and accurate copy of the Order is annexed hereto as
Exhibit C.
9. On December 1, 2017, Defendant filed its Motion for Summary Judgment. See,
NYSCEF Doc. No. 82 through 95.
10. Paragraph 12(a) of the Stipulation provides that a party who seeks to file with the Court
any document that have previously been designated as compromising or containing Confidential
Information shall file such document on the NYSCEF system in redacted form until the Court renders
a decision on any motion to seal. See, Exhibit A.
11. Pursuant to paragraph 12(a) of the Stipulation, the Exhibits E through H to the
Defendant’s Motion for Summary Judgment have been filed on the NYSCEF system in redacted
form. See, NYSCEF Doc. No. 92 through 95.
12. Exhibit B to the Defendant’s Motion for Summary Judgment, a copy of the Amended
Complaint, was e-filed with its exhibits in redacted form in accordance with the November 28, 2017
Order granting Plaintiff’s motion to seal.
13. Exhibit C1 to the Defendant’s Motion for Summary Judgment, a copy of the Answer
to the Amended Complaint with Counterclaim, was e-filed with its exhibits in redacted form in
accordance with the August 15, 2017 Order granting Defendnat’s motion to seal.
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14. Paragraph 12(d) of the Stipulation provides that any party filing documents in redacted
form in accordance with paragraph 12, shall provide the other party and the Court with a complete
and unredacted version of the filing.
15. On December 1, 2017, Defendant provided the Plaintiff’s attorney with a complete and
unredacted version of its filing. Defendant will provide the Court with a complete and unredacted
version of the filing on the return date of its Motion for Summary Judgment which is now set for
January 10, 2018.
16. On December 1, 2017, I asked Plaintiff’s attorney whether she would consent to the
motion to seal exhibits to the Defendant’s Motion for Summary Judgment. On December 4, 2017
Plaintiff’s attorney consented to Defendant’s motion to seal exhibits to its Motion for Summary
Judgment. A true and accurate copy of the email correspondence in which Plaintiff’s attorney
consented to Defendant’s motion to seal exhibits to its Motion for Summary Judgment is annexed
hereto as Exhibit D.
17. The exhibits attached to the Defendant’s Motion for Summary Judgment contain
competitively sensitive, confidential propriety business information concerning both Plaintiff and
Defendant, not otherwise available to the general public information, disclosure of which could be
detrimental to the conduct of the parties’ business.
18. Exhibit E to the Defendant’s Motion for Summary Judgment contains a true and
accurate copy of the Term Sheet. The Term Sheet provides that the parties shall maintain the
existence, nature and substance of the terms sheet, and alldiscussions relating thereto in strictest
confidence. Exhibits F and G to the Defendant’s Motion for Summary Judgment contain confidential
email correspondence between Plaintiff, Defendant and a third-party concerning the contemplated
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transaction and expenses. Exhibit H to the Defendant’s Motion for Summary Judgment contain
invoices.
19. The sealing order for Exhibits E through H would preserve the confidentiality of the
documents concerning the internal confidential discussions relating to the parties’ transaction and
financial information that are of minimal public interest.
20. The parties’ interest in preserving the confidentiality of such information supersedes
the interest in maintaining a completely public docket.
21. No prior application has been made for the relief requested herein.
WHEREFORE, Defendant respectfully request that its Consented to Motion to Seal be
granted together with such other and further relief as this Court may deem just and proper.
Dated: New York, New York
December 5, 2017
/s/ Zofia Rubens
_______________________
Zofia H. Rubens
FELICELLO & MELCHIONNA LLP
1330 Avenue of the Americas, 12th Floor
New York, NY 10019
Tel: 212-400-6920
Attorneys for Defendant
TPG Sixth Street Partners, LLC
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FILED: NEW YORK COUNTY CLERK 12/05/2017 04:30 PM INDEX NO. 655978/2016 NYSCEF DOC. NO. 98 RECEIVED NYSCEF: 12/05/2017 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK ------------------------------------- x : TROJAN MARITIME INC., : Index No.: 655978/2016 : Plaintiff, : Motion Seq. No. 006 : Justice Melissa Crane - against - : : : TPG SIXTH STREET PARTNERS, LLC, f/k/a : TPG SPECIAL SITUATIONS PARTNERS, LLC : : Defendant. ------------------------------------- x AFFIRMATION OF ATTORNEY ZOFIA H RUBENS SUBMITTED IN SUPPORT OF DEFENDANT’S CONSENTED TO MOTION TO SEAL I, Zofia H. Rubens, an attorney duly admitted to practice before the courts of the State of New York, hereby affirm the following under penalty of perjury: 1. I am an associate at Felicello & Melchionna LLP, counsel for Defendant TPG Sixth Street Partners, LLC in the above-captioned action. 2. I am fully familiar with the facts and circumstances set forth herein by virtue of my personal involvement in this action and a review of the case files. 3. I submit this Affirmation in support of Defendant’s Consented to Motion to Seal certain documents filed in the above-captioned action. 4. On or about May 23, 2017, Honorable Eileen A. Rakower so-ordered the parties’ Stipulation and Order for the Production and Exchange of the Confidential Information (the “Stipulation”). A true and accurate copy of the Stipulation is annexed hereto as Exhibit A. 5. On June 9, 2017, Plaintiff filed its Amended Complaint. See, NYSCEF Doc. No. 53. 1 1 of 4 FILED: NEW YORK COUNTY CLERK 12/05/2017 04:30 PM INDEX NO. 655978/2016 NYSCEF DOC. NO. 98 RECEIVED NYSCEF: 12/05/2017 6. On July 10, 2017 Defendant filed its Answer to the Amended Complaint with Counterclaim. See, NYSCEF Doc. No. 68. 7. On August 15, 2017, Honorable Melissa Crane, granted Defendant’s motion to seal exhibits to its Answer to the Amended Complaint with Counterclaim. A true and accurate copy of the Order is annexed hereto as Exhibit B. 8. On November 28, 2017, Honorable Melissa Crane, granted Plaintiff’s motion to seal exhibits to itsAmended Complaint. A true and accurate copy of the Order is annexed hereto as Exhibit C. 9. On December 1, 2017, Defendant filed its Motion for Summary Judgment. See, NYSCEF Doc. No. 82 through 95. 10. Paragraph 12(a) of the Stipulation provides that a party who seeks to file with the Court any document that have previously been designated as compromising or containing Confidential Information shall file such document on the NYSCEF system in redacted form until the Court renders a decision on any motion to seal. See, Exhibit A. 11. Pursuant to paragraph 12(a) of the Stipulation, the Exhibits E through H to the Defendant’s Motion for Summary Judgment have been filed on the NYSCEF system in redacted form. See, NYSCEF Doc. No. 92 through 95. 12. Exhibit B to the Defendant’s Motion for Summary Judgment, a copy of the Amended Complaint, was e-filed with its exhibits in redacted form in accordance with the November 28, 2017 Order granting Plaintiff’s motion to seal. 13. Exhibit C1 to the Defendant’s Motion for Summary Judgment, a copy of the Answer to the Amended Complaint with Counterclaim, was e-filed with its exhibits in redacted form in accordance with the August 15, 2017 Order granting Defendnat’s motion to seal. 2 2 of 4 FILED: NEW YORK COUNTY CLERK 12/05/2017 04:30 PM INDEX NO. 655978/2016 NYSCEF DOC. NO. 98 RECEIVED NYSCEF: 12/05/2017 14. Paragraph 12(d) of the Stipulation provides that any party filing documents in redacted form in accordance with paragraph 12, shall provide the other party and the Court with a complete and unredacted version of the filing. 15. On December 1, 2017, Defendant provided the Plaintiff’s attorney with a complete and unredacted version of its filing. Defendant will provide the Court with a complete and unredacted version of the filing on the return date of its Motion for Summary Judgment which is now set for January 10, 2018. 16. On December 1, 2017, I asked Plaintiff’s attorney whether she would consent to the motion to seal exhibits to the Defendant’s Motion for Summary Judgment. On December 4, 2017 Plaintiff’s attorney consented to Defendant’s motion to seal exhibits to its Motion for Summary Judgment. A true and accurate copy of the email correspondence in which Plaintiff’s attorney consented to Defendant’s motion to seal exhibits to its Motion for Summary Judgment is annexed hereto as Exhibit D. 17. The exhibits attached to the Defendant’s Motion for Summary Judgment contain competitively sensitive, confidential propriety business information concerning both Plaintiff and Defendant, not otherwise available to the general public information, disclosure of which could be detrimental to the conduct of the parties’ business. 18. Exhibit E to the Defendant’s Motion for Summary Judgment contains a true and accurate copy of the Term Sheet. The Term Sheet provides that the parties shall maintain the existence, nature and substance of the terms sheet, and alldiscussions relating thereto in strictest confidence. Exhibits F and G to the Defendant’s Motion for Summary Judgment contain confidential email correspondence between Plaintiff, Defendant and a third-party concerning the contemplated 3 3 of 4 FILED: NEW YORK COUNTY CLERK 12/05/2017 04:30 PM INDEX NO. 655978/2016 NYSCEF DOC. NO. 98 RECEIVED NYSCEF: 12/05/2017 transaction and expenses. Exhibit H to the Defendant’s Motion for Summary Judgment contain invoices. 19. The sealing order for Exhibits E through H would preserve the confidentiality of the documents concerning the internal confidential discussions relating to the parties’ transaction and financial information that are of minimal public interest. 20. The parties’ interest in preserving the confidentiality of such information supersedes the interest in maintaining a completely public docket. 21. No prior application has been made for the relief requested herein. WHEREFORE, Defendant respectfully request that its Consented to Motion to Seal be granted together with such other and further relief as this Court may deem just and proper. Dated: New York, New York December 5, 2017 /s/ Zofia Rubens _______________________ Zofia H. Rubens FELICELLO & MELCHIONNA LLP 1330 Avenue of the Americas, 12th Floor New York, NY 10019 Tel: 212-400-6920 Attorneys for Defendant TPG Sixth Street Partners, LLC 4 4 of 4