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Contract analysis / litigation-hold-reminder-all-custodians.docx
litigation-hold-reminder-all-custodians.docx
1016-00009 · 24 clauses
High · 1 Medium · 4 Standard · 0
I. PURPOSE OF THIS REMINDER
I. PURPOSE OF THIS REMINDER This memorandum serves as a formal reminder and reaffirmation of the litigation hold originally issued on April 20, 2022 by Calderwood & Harkness LLP on behalf of Dunmore Energy Holdings Ltd. ("Dunmore," "DEH," or the "Company"). As you are aware, the original litigation hold was distributed to all identified custodians on that date, requiring the immediate preservation of all documents an
II. BACKGROUND — THE DOJ INVESTIGATION
II. BACKGROUND — THE DOJ INVESTIGATION On April 19, 2022, the U.S. Department of Justice, National Security Division, Counterintelligence and Export Control Section ("DOJ NSD/CES"), opened a formal inquiry into Dunmore Energy Holdings Ltd. concerning potential violations of U.S. sanctions laws — including economic sanctions programs administered by the U.S. Department of the Treasury, Office of Foreign Assets Control
III. SCOPE OF THE LITIGATION HOLD — WHAT MUST BE PRESERVED
III. SCOPE OF THE LITIGATION HOLD — WHAT MUST BE PRESERVED The following section sets forth the scope of the litigation hold in detail. All custodians are required to preserve all documents and ESI that fall within any of the categories described below. If you have any doubt as to whether a particular document or category of documents falls within the scope of the hold, you should err on the side of preservation and
1. Petronova Trading FZE. Any transaction, dealing, communication, or negotiation with Pe
1. Petronova Trading FZE. Any transaction, dealing, communication, or negotiation with Petronova Trading FZE, including without limitation any communications with or concerning its directors, officers, employees, or agents. This includes, specifically, any communications with or concerning Sergei Volkov, regardless of the capacity in which Mr. Volkov was acting.
2. Volkhov Industrial Group JSC. Any transaction, dealing, communication, or negotiation
2. Volkhov Industrial Group JSC. Any transaction, dealing, communication, or negotiation with Volkhov Industrial Group JSC, including its subsidiaries, affiliates, joint ventures, directors, officers, employees, or agents. This includes, specifically, any communications with or concerning Arkady Volkhov, as well as any documents reflecting awareness of or analysis relating to the OFAC designations of Volkhov Industri
3. Zenith Petroleum DMCC. Any transaction, dealing, communication, or negotiation with Ze
3. Zenith Petroleum DMCC. Any transaction, dealing, communication, or negotiation with Zenith Petroleum DMCC, including its directors, officers, employees, or agents. This includes, specifically, any communications with or concerning Farhan Qureshi, as well as any documents concerning Zenith Petroleum's role as a broker, intermediary, or counterparty in any transaction involving Dunmore or its subsidiaries.
4. Caspian Logistik GmbH. Any transaction, dealing, communication, or negotiation with Ca
4. Caspian Logistik GmbH. Any transaction, dealing, communication, or negotiation with Caspian Logistik GmbH, including its directors, officers, employees, or agents. This includes, specifically, any communications with or concerning Klaus Weidemann, as well as any documents relating to freight forwarding, logistics, or shipping services provided by Caspian Logistik in connection with Dunmore's trading or export acti
5. Russian-Origin Crude Oil and Petroleum Products. Any crude oil, refined products, or c
5. Russian-Origin Crude Oil and Petroleum Products. Any crude oil, refined products, or commodity swap transaction involving Russian-origin crude oil or refined petroleum products, from January 1, 2019 to the present. This includes, without limitation, swap confirmations, trade tickets, pricing communications, volume allocations, delivery schedules, and any analysis or discussion of the origin or provenance of crude
6. Oilfield Equipment Exports and Export-Controlled Items. Any export, re-export, or tran
6. Oilfield Equipment Exports and Export-Controlled Items. Any export, re-export, or transfer of oilfield equipment, drilling components, or items classified under Export Control Classification Number ("ECCN") 2B350 or 2B999, or any other controlled item, to Russia, Belarus, or any entity appearing on the OFAC SDN List, the BIS Entity List, or the Denied Persons List, from January 1, 2019 to the present. This include
7. Crescent Commercial Bank PJSC Transactions. Any payment, wire transfer, or financial t
7. Crescent Commercial Bank PJSC Transactions. Any payment, wire transfer, or financial transaction routed through or involving Crescent Commercial Bank PJSC (Dubai, UAE) in connection with any of the foregoing subject matter areas. This includes payment instructions, wire transfer confirmations, bank statements, correspondent banking records, and any communications with Crescent Commercial Bank or its representative
8. Compliance Reviews and Due Diligence. Any OFAC screening, sanctions compliance review,
8. Compliance Reviews and Due Diligence. Any OFAC screening, sanctions compliance review, export control classification, know-your-customer ("KYC"), know-your-business ("KYB"), or other due diligence performed on any of the above-referenced counterparties, their affiliates, beneficial owners, directors, officers, employees, or agents. This includes screening results, compliance memoranda, compliance committee reports
9. Internal Discussions and Escalations. Any internal discussion, reporting, or escalatio
9. Internal Discussions and Escalations. Any internal discussion, reporting, or escalation related to sanctions compliance, export control compliance, or potential exposure to sanctioned entities in connection with any of the above subject matter areas. This includes internal emails, memoranda, presentations, meeting notes, whistleblower reports, compliance hotline records, and any communications with internal or ext
10. Internal Investigation Materials. All documents relating to the internal investigatio Medium
⚑ Liability cap to check against exposure
10. Internal Investigation Materials. All documents relating to the internal investigation being conducted by Calderwood & Harkness LLP, including any communications with counsel, interview preparation materials, investigation memoranda, and related documents. These materials are separately maintained by Calderwood & Harkness LLP and are subject to heightened privilege protections. Custodians should not delete, alter
IV. ENTITIES AND LOCATIONS COVERED
IV. ENTITIES AND LOCATIONS COVERED This litigation hold applies globally to all employees, officers, directors, contractors, consultants, temporary workers, and agents of the following Dunmore entities: • Dunmore Energy Holdings Ltd. — Registered Office: Harbour Place, 4th Floor, 103 South Church Street, George Town, Grand Cayman, Cayman Islands. Operational Headquarters: 1200 McKinney Street, Suite 3400, Houston, TX
V. SPECIFIC OBLIGATIONS OF ALL CUSTODIANS Medium
⚑ Liability cap to check against exposure
V. SPECIFIC OBLIGATIONS OF ALL CUSTODIANS Each custodian identified under this litigation hold bears personal responsibility for ensuring compliance with the preservation obligations described herein. The following sections set forth your specific obligations in detail. Please review them carefully and take immediate action where required. A. Do Not Destroy, Delete, or Alter Any Documents You must not destroy, delete
VI. UPDATES SINCE THE INITIAL HOLD (APRIL 20, 2022)
VI. UPDATES SINCE THE INITIAL HOLD (APRIL 20, 2022) Since the issuance of the initial litigation hold on April 20, 2022, several significant developments have occurred in connection with the DOJ investigation and the Company's response. These developments underscore the importance of continued strict compliance with all preservation obligations and are summarized below for your awareness. Retention of E-discovery Ven
VII. CONSEQUENCES OF NON-COMPLIANCE High
⚑ Penalty / liquidated damages
VII. CONSEQUENCES OF NON-COMPLIANCE The Company and its outside counsel take document preservation obligations with the utmost seriousness, and all custodians are expected to do the same. Non-compliance with the obligations set forth in this memorandum may result in severe consequences at both the corporate and individual level. Criminal Liability. The destruction, alteration, or concealment of documents relevant to
VIII. CONFIDENTIALITY Medium
⚑ Liability cap to check against exposure
VIII. CONFIDENTIALITY The existence and content of this memorandum, the DOJ investigation, the grand jury subpoena GJ No. 22-418, and the internal investigation conducted by Calderwood & Harkness LLP are strictly confidential. The confidential nature of these matters is essential to protect the Company's legal interests, preserve applicable privileges, and comply with the obligations of secrecy that attach to grand j
IX. ACKNOWLEDGMENT REQUIREMENT
IX. ACKNOWLEDGMENT REQUIREMENT Each custodian who receives this memorandum is required to complete, sign, and return the attached Acknowledgment and Certification Form (Attachment A). The Acknowledgment and Certification Form confirms the following:
1. Receipt and Review. That the custodian has received and carefully reviewed this Litiga
1. Receipt and Review. That the custodian has received and carefully reviewed this Litigation Hold Reminder Memorandum dated July 15, 2022.
2. Understanding. That the custodian understands the document preservation obligations de
2. Understanding. That the custodian understands the document preservation obligations described herein, including the scope of the hold, the types of documents and ESI covered, and the consequences of non-compliance.
3. Compliance Certification. That no documents within the scope of this hold have been de
3. Compliance Certification. That no documents within the scope of this hold have been destroyed, deleted, or altered since the issuance of the initial litigation hold on April 20, 2022. If a custodian is unable to make this certification, the custodian must immediately contact Calderwood & Harkness LLP or the Dunmore Legal Department.
4. Identification of New Repositories. Whether the custodian has identified any newly dis
4. Identification of New Repositories. Whether the custodian has identified any newly discovered repositories of potentially relevant documents that were not previously disclosed. The signed Acknowledgment and Certification Form must be returned within five (5) business days of receipt to: Elena Vasquez Paralegal Manager Calderwood & Harkness LLP 1750 Pennsylvania Avenue NW, Suite 800 Washington, DC 20006 Email: evas
X. CONTACT INFORMATION FOR QUESTIONS Medium
⚑ Confidentiality undertaking
X. CONTACT INFORMATION FOR QUESTIONS All custodians are encouraged to contact any of the following individuals with questions about the scope of the hold, document identification, collection procedures, or any other matter addressed in this memorandum: Calderwood & Harkness LLP Dunmore Legal Department Nexagen Analytics Inc. (e-discovery Vendor) All custodians are reminded that questions should be directed to the con