Stipulation,Agreement: Plymouth Street Llc, Derivatively On Behalf Of Gold Capital Fund Llc (Counterclaim Defendant) v. Abraham Sitt (Counterclaim Plaintiff), Dumbo Capital Holdings Llc (Counterclaim Plaintiff), Simmons Capital Llc, Gold Capital Fund Llc (Nominal Defendant) (Crossclaim Defendant)

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                                SUPREME COURT OF THE STATE OF NEW YORK
   COUNTY OF NEW YORK: COMMERCIAL DIVISION
   ---------------------------------------------------------------------------X
    Plymouth Street LLC, derivatively on behalf of
    Gold Capital Fund LLC                       Plaintiff(s),                            652864/2023
                                                                                  Index No.
                              -against-                                           STIPULATION FOR THE
  Abraham Sitt, Dumbo Capital Holdings LLC                                        EXCHANGE OF
  and Simmons Capital LLC                       Defendant(s).                     CONFIDENTIAL
   ---------------------------------------------------------------------------X   INFORMATION
  Sitt et ano v Mishaan et al                   - Third-Party Caption

           This matter having come before the Court by stipulation of plaintiff,
Plymouth Street LLC, derivatively on behalf of
Gold_____________________________________
      Capital Fund LLC                                            Abraham Sitt and Dumbo Capital
                                                , and defendant, _________________________,

   for the entry of a protective order pursuant to CPLR 3103(a), limiting the review, copying,

   dissemination and filing of confidential and/or proprietary documents and information to be

   produced by either party and their respective counsel or by any non-party in the course of

   discovery in this matter to the extent set forth below; and the parties, by, between and among

   their respective counsel, having stipulated and agreed to the terms set forth herein, and good

   cause having been shown;

            IT IS hereby ORDERED that:

   1. This Stipulation is being entered into to facilitate the production, exchange and discovery of

   documents and information that the parties agree merit confidential treatment (hereinafter the

   "Documents" or "Testimony").

   2. Either party may designate Documents produced, or Testimony given, in connection with this

   action as "confidential," either by notation on the document, statement on the record of the

   deposition, written advice to the respective undersigned counsel for the parties hereto, or by

   other appropriate means.

   3. As used herein:
       (a) "Confidential Information" shall mean all Documents and Testimony, and all

information contained therein, and other information designated as confidential, if such

Documents or Testimony contain trade secrets, proprietary business information, competitively

sensitive information, or other information the disclosure of which would, in the good faith

judgment of the party designating the material as confidential, be detrimental to the conduct of

that party's business or the business of any of that party's customers or clients.

       (b) "Producing party" shall mean the parties to this action and any third-parties producing

"Confidential Information" in connection with depositions, document production or otherwise, or

the party asserting the confidentiality privilege, as the case may be.

       (c) "Receiving party” shall mean the party to this action and/or any non-party receiving

"Confidential Information" in connection with depositions, document production or otherwise.

4. The Receiving party may, at any time, notify the Producing party that the Receiving party

does not concur in the designation of a document or other material as Confidential Information.

If the Producing party does not agree to declassify such document or material, the Receiving

party may move before the Court for an order declassifying those documents or materials. If no

such motion is filed, such documents or materials shall continue to be treated as Confidential

Information. If such motion is filed, the documents or other materials shall be deemed

Confidential Information unless and until the Court rules otherwise.

5. Except with the prior written consent of the Producing party or by Order of the Court,

Confidential Information shall not be furnished, shown or disclosed to any person or entity

except to:
       (a) personnel of plaintiff or defendant actually engaged in assisting in the preparation of

this action for trial or other proceeding herein and who have been advised of their obligations

hereunder;

       (b) counsel for the parties to this action and their associated attorneys, paralegals and

other professional personnel (including support staff) who are directly assisting such counsel in

the preparation of this action for trial or other proceeding herein, are under the supervision or

control of such counsel, and who have been advised by such counsel of their obligations

hereunder;

       (c) expert witnesses or consultants retained by the parties or their counsel to furnish

technical or expert services in connection with this action or to give testimony with respect to the

subject matter of this action at the trial of this action or other proceeding herein; provided,

however, that such Confidential Information is furnished, shown or disclosed in accordance with

paragraph 7 hereof;

       (d) the Court and court personnel, if filed in accordance with paragraph 12 hereof;

       (e) an officer before whom a deposition is taken, including stenographic reporters and

any necessary secretarial, clerical or other personnel of such officer, if furnished, shown or

disclosed in accordance with paragraph 10 hereof;

       (f) trial and deposition witnesses, if furnished, shown or disclosed in accordance with

paragraphs 9 and 10, respectively, hereof; and

       (g) any other person agreed to by the parties.

6. Confidential Information shall be utilized by the Receiving party and its counsel only for

purposes of this litigation and for no other purposes.
7. Before any disclosure of Confidential Information is made to an expert witness or consultant

pursuant to paragraph 5(c) hereof, counsel for the Receiving party shall provide the expert's

written agreement, in the form of Exhibit A attached hereto, to comply with and be bound by its

terms. Counsel for the party obtaining the certificate shall supply a copy to counsel for the other

party at the time of the disclosure of the information required to be disclosed by CPLR 3101(d),

except that any certificate signed by an expert or consultant who is not expected to be called as a

witness at trial is not required to be supplied.

8. All depositions shall presumptively be treated as Confidential Information and subject to this

Stipulation during the deposition and for a period of fifteen (15) days after a transcript of said

deposition is received by counsel for each of the parties. At or before the end of such fifteen day

period, the deposition shall be classified appropriately.

9. Should the need arise for any of the parties to disclose Confidential Information during any

hearing or trial before the Court, including through argument or the presentation of evidence,

such party shall notify all other parties and only upon a showing of good cause, will the

information be deemed confidential. Such a showing may be made by application to the court by

motion or order to show cause.

10. This Stipulation shall not preclude counsel for the parties from using during any deposition

in this action any documents or information which have been designated as "Confidential

Information" under the terms hereof. Any court reporter and deposition witness who is given

access to Confidential Information shall, prior thereto, be provided with a copy of this

Stipulation and shall execute the certificate annexed hereto. Counsel for the party obtaining the

certificate shall supply a copy to counsel for the other party.
11. A party may designate as Confidential Information subject to this Stipulation any document,

information, or deposition testimony produced or given by any non-party to this case, or any

portion thereof. In the case of Documents, designation shall be made by notifying all counsel in

writing of those documents which are to be stamped and treated as such at any time up to fifteen

(15) days after actual receipt of copies of those documents by counsel for the party asserting the

confidentiality privilege. In the case of deposition Testimony, designation shall be made by

notifying all counsel in writing of those portions which are to be stamped or otherwise treated as

such at any time up to fifteen (15) days after the transcript is received by counsel for the party

asserting the confidentiality privilege. Prior to the expiration of such fifteen (15) day period (or

until a designation is made by counsel, if such a designation is made in a shorter period of time),

all such documents shall be treated as Confidential Information.

12. A Receiving Party who seeks to file with the Court any deposition transcripts, exhibits,

answers to interrogatories, and other documents which have previously been designated as

comprising or containing Confidential Information, and any pleading, brief or memorandum

which reproduces, paraphrases or discloses Confidential Information, shall provide all other

parties with seven (7) days' written notice of its intent to file such material with the Court, so that

the Producing Party may file by Order to Show Cause a motion to seal such Confidential

Information asserting good cause for such sealing. The Confidential Information shall not be

filed until the Court renders a decision on the motion to seal. In the event the motion to seal is

granted, all documents which are the subject of the order to seal, shall be filed in sealed

envelopes or other appropriate sealed container on which shall be endorsed the caption of this

litigation, the words "CONFIDENTIAL MATERIAL- SUBJECT TO STIPULATION FOR THE

PRODUCTION AND EXCHANGE OF CONFIDENTIAL INFORMATION" as an indication of
the nature of the contents, and a statement in substantially the following form: "This envelope,

containing documents which are filed in this case by (name of party), is not to be opened nor are

the contents thereof to be displayed or revealed other than to the Court, the parties and their

counsel of record, except by order of the Court or consent of all the parties. Violation hereof may

be regarded as contempt of the Court." All pleadings, briefs or memoranda which reproduce,

paraphrase or disclose any documents which have previously been designated by a party as

comprising or containing Confidential Information, shall identify such documents by the

production number ascribed to them at the time of production.

13. Any person receiving Confidential Information shall not reveal or discuss such information

to or with any person not entitled to receive such information under the terms hereof.

14. Any document or information that may contain Confidential Information that has been

inadvertently produced without identification as to its "confidential" nature as provided in

paragraphs 2 and/or 11 of this Stipulation, may be so designated by the party asserting the

confidentiality privilege by written notice to the undersigned counsel for the Receiving party

identifying the document or information as "confidential" within a reasonable time following the

discovery that the document or information has been produced without such designation.

15. Extracts and summaries of Confidential Information shall also be treated as confidential in

accordance with the provisions of this Stipulation.

16. The production or disclosure of Confidential Information shall in no way constitute a waiver

of each party's right to object to the production or disclosure of other information in this action or

in any other action.

17. This Stipulation is entered into without prejudice to the right of either party to seek relief

from, or modification of, this Stipulation or any provisions thereof by properly noticed motion to
the Court or to challenge any designation of confidentiality as inappropriate under the Civil

Practice Law and Rules or other applicable law.

18. The provisions of this Stipulation shall, absent prior written consent of both parties, continue

to be binding after the conclusion of this action, except:

       (a) that there shall be no restriction on documents that are used in Court (unless such

exhibits are permitted by court order to be filed under seal or redacted); and

       b) that a party may seek the written permission of the Producing party or further order of

the Court with respect to dissolution or modification of the Stipulation.

19. Nothing herein shall be deemed to waive any privilege recognized by law, or shall be

deemed an admission as to the admissibility in evidence of any facts or documents revealed in

the course of disclosure.

20. Within sixty (60) days after the final termination of this litigation by settlement or

exhaustion of all appeals, all Confidential Information produced or designated and all

reproductions thereof, shall be returned to the Producing Party or shall be destroyed, at the

option of the Producing Party. In the event that any party chooses to destroy physical objects and

documents, such party shall certify in writing within sixty (60) days of the final termination of

this litigation that it has undertaken its best efforts to destroy such physical objects and

documents, and that such physical objects and documents have been destroyed to the best of its

knowledge. Notwithstanding anything to the contrary, counsel of record for the parties may

retain one copy of documents constituting work product, a copy of pleadings, motion papers,

discovery responses, deposition transcripts and deposition and trial exhibits. This Stipulation

shall not be interpreted in a manner that would violate any applicable cannons of ethics or codes

of professional responsibility. Nothing in this Stipulation shall prohibit or interfere with the
ability of counsel for any party, or of experts specially retained for this case, to represent any

individual, corporation, or other entity adverse to any party or its affiliate(s) in connection with

any other matters.

           21. This Stipulation may be changed by further order of this Court, and is without

prejudice to the rights of a party to move for relief from any of its provisions, or to seek or agree

to different or additional protection for any particular material or information.

Attorneys for Plaintiff Attorneys for Defendant

Tel.    212-949-7501                                   Tel. 646-201-9392 - jason@jasonrebhun.com

Date:   December 20, 2023                              Date: December 4, 2023

By:      Moshe Sasson                                  By:     Jason J. Rebhun

        msasson@sassonlawpllc.com


 /s Moshe Sasson
_____________________________                          _____________________________

Counsel for Plaintiff                                    Counsel for Defendants/Third-Party Plaintiffs
                                                         Sitt and Dumbo




                                                       SO ORDERED:




                                                       _________________________

                                                                       J.S.C.
                                            EXHIBIT "A"

SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF NEW YORK: COMMERCIAL DIVISION
----------------------------------------------------------------------X
 Plymouth Street LLC, derivatively on behalf of
 Gold Capital Fund LLC

                                            Plaintiff(s),                 Index No.
                 -against-                                                AGREEMENT WITH RESPECT TO
                                                                          CONFIDENTIAL MATERIAL
 Abraham Sitt, Dumbo Capital Holdings LLC
 and Simmons Capital LLC                     Defendant(s).
----------------------------------------------------------------------X


I, _______________________________, state that:

1. My address Is ___________________________________________________________.

2. My present employer is

_________________________________________________________________________.

3. My present occupation or job description is

_________________________________________________________________________.

4. I have received a copy of the Stipulation for the Production and Exchange of

CONFIDENTIAL INFORMATION (the "Stipulation") entered in the above-entitled action on

________________________________________.                            .

5. I have carefully read and understand the provisions of the Stipulation.

6. I will comply with all of the provisions of the Stipulation.

7. I will hold in confidence, will not disclose to anyone not qualified under the Stipulation, and

will use only for purposes of this action, any Confidential Information that is disclosed to me.
8. I will return all Confidential Information that comes into my possession, and documents or

things that I have prepared relating thereto, to counsel for the party by whom I am employed or

retained, or to counsel from whom I received the Confidential Information.

9. I hereby submit to the jurisdiction of this court for the purpose of enforcement of the

Stipulation in this action.

Dated:

                                              ____________________________________