LITIGATION HOLD NOTICE — CONFIDENTIAL
DOCUMENT PRESERVATION DIRECTIVE
Matter No.: 1016-00009
Date: April 20, 2022
From: Calderwood & Harkness LLP, on behalf of Dunmore Energy Holdings Ltd.
Prepared by: Victoria Chambers, Responsible Partner, White Collar & Investigations Practice Group, Calderwood & Harkness LLP, 1750 Pennsylvania Avenue NW, Suite 800, Washington, DC 20006, USA
Classification: PRIVILEGED AND CONFIDENTIAL — ATTORNEY-CLIENT COMMUNICATION — ATTORNEY WORK PRODUCT
Distribution: For distribution to all identified custodians of Dunmore Energy Holdings Ltd. and its subsidiaries globally. This notice is to be distributed only to individuals specifically identified as custodians in connection with Matter No. 1016-00009 and is not intended for general circulation.
This document is a confidential attorney-client communication and constitutes attorney work product prepared in anticipation of litigation and in connection with the provision of legal advice. It is protected from disclosure by the attorney-client privilege, the work product doctrine, and all other applicable privileges and protections. Any unauthorized disclosure, copying, distribution, or use of this document or its contents is strictly prohibited. If you have received this document in error, please contact Calderwood & Harkness LLP immediately.
Section 1: Custodian Identification
The following fields identify the custodian to whom this Litigation Hold Notice has been issued. If any of the information below is inaccurate or incomplete, please notify Calderwood & Harkness LLP immediately upon receipt of this notice.
Section 2: Purpose of This Notice
Dunmore Energy Holdings Ltd. ("Dunmore" or "DEH"), a Cayman Islands exempted company (Registration No. MC-334821), together with its subsidiaries and affiliated entities worldwide (collectively, the "Company"), is subject to a legal matter that requires the immediate and comprehensive preservation of all potentially relevant documents and information, in whatever form they may exist.
On April 19, 2022, the U.S. Department of Justice ("DOJ"), National Security Division, Counterintelligence and Export Control Section ("CES"), issued grand jury subpoena GJ No. 22-418 through the U.S. District Court for the District of Columbia (Grand Jury 22-2) to Dunmore Energy Holdings Ltd. The subpoena seeks documents and information relating to certain transactions, counterparties, and activities of Dunmore and its subsidiaries, as described in further detail in this notice.
Calderwood & Harkness LLP has been retained as outside counsel to Dunmore in connection with this matter. The engagement became effective on April 14, 2022, following consultation between the undersigned and Marcus Wellbourne, Esq., General Counsel of Dunmore Energy Holdings Ltd. Calderwood & Harkness is responsible for directing and coordinating Dunmore's response to the grand jury subpoena and for conducting any related internal investigation on behalf of the Company.
This notice constitutes a legal directive requiring you to preserve all documents and electronically stored information ("ESI") as described herein. You have been identified as an individual who may possess, have access to, or have custody or control over documents and ESI that are potentially relevant to this matter. Accordingly, you are subject to the preservation obligations set forth in this notice, effective immediately.
Compliance with this Litigation Hold Notice is mandatory. It is not optional or discretionary. This notice applies to all custodians across Dunmore's global entities, including those located in the Cayman Islands, United States, United Arab Emirates, Germany, Nigeria, and the United Kingdom. The preservation obligations described herein apply regardless of the physical or digital location of potentially relevant documents or ESI, and regardless of whether such documents or ESI are stored on Company-owned systems, personal devices, third-party platforms, or cloud-based services.
Failure to preserve documents and ESI in accordance with this notice may result in serious legal consequences for Dunmore and for you individually. Such consequences may include, without limitation, court-imposed sanctions, adverse inference instructions, monetary penalties, obstruction of justice charges, and internal disciplinary action by the Company, up to and including termination of employment. The importance of strict compliance with this notice cannot be overstated.
Section 3: Scope of the Legal Matter
The DOJ inquiry concerns potential violations of U.S. sanctions laws, including sanctions programs administered by the Office of Foreign Assets Control ("OFAC") of the U.S. Department of the Treasury, as well as U.S. export control regulations, including the Export Administration Regulations ("EAR"), as codified at 15 C.F.R. Parts 730–774.
More specifically, the inquiry relates to transactions conducted by Dunmore Trading International Ltd. ("DTI"), the Company's Dubai-based trading subsidiary (Dubai International Financial Centre License No. CL-4827), and related activities across Dunmore's other subsidiaries and affiliated entities. The nature, scope, and full parameters of the DOJ's investigation are still developing, and the Company's preservation obligations may be modified or expanded as additional information becomes available.
The following regulatory and legal authorities are implicated by the inquiry and are referenced here for context. This list is illustrative and not exhaustive:
• International Emergency Economic Powers Act ("IEEPA"), 50 U.S.C. §§ 1701–1706, which provides the statutory authority for the imposition of U.S. economic sanctions against foreign countries, entities, and individuals that pose a threat to U.S. national security, foreign policy, or economy;
• Export Control Reform Act ("ECRA"), 50 U.S.C. §§ 4801–4852, which provides the statutory framework for the regulation of exports, reexports, and transfers of items subject to the EAR;
• Executive Order 14024 (April 15, 2021), "Blocking Property With Respect To Specified Harmful Foreign Activities of the Government of the Russian Federation," which authorizes OFAC to impose blocking sanctions on persons determined to operate or have operated in specified sectors of the Russian Federation economy;
• Executive Order 13662 (March 20, 2014), "Blocking Property of Additional Persons Contributing to the Situation in Ukraine," and OFAC Directive 2 issued thereunder, which imposes prohibitions on dealing in new debt of certain identified Russian entities;
• 31 C.F.R. Part 589, the regulations implementing the Russia-related sanctions programs administered by OFAC;
• EAR § 746.5, which imposes comprehensive export and reexport restrictions on items destined for Russia and Belarus; and
• Export Control Classification Numbers ("ECCNs") 2B350 and 2B999, which classify certain chemical and biological equipment and items controlled for anti-terrorism and other purposes, including certain oilfield and industrial equipment.
You should be aware that the scope of the DOJ's inquiry may expand or contract over time. Calderwood & Harkness LLP will issue supplemental hold notices as necessary to address any material changes in scope. In the interim, you are directed to preserve broadly and to err on the side of over-inclusion when determining whether a particular document or category of ESI falls within the scope of this hold.
Section 4: Relevant Time Period
You are required to preserve all documents and ESI created, sent, received, modified, or last accessed from January 1, 2019 through the date of this notice (April 20, 2022) and continuing forward until you are notified in writing that this litigation hold has been formally released.
The January 1, 2019 start date corresponds to the scope of the document requests set forth in grand jury subpoena GJ No. 22-418. Calderwood & Harkness LLP has determined, in consultation with Dunmore's General Counsel, that preservation from this date forward is necessary and appropriate to ensure compliance with Dunmore's legal obligations.
This hold remains in effect indefinitely. It will not expire or terminate automatically. The hold will remain in full force and effect until you receive express written notification from Calderwood & Harkness LLP or from Marcus Wellbourne, Esq., General Counsel of Dunmore Energy Holdings Ltd., that the hold has been lifted in whole or in part. No oral communication, passage of time, or other circumstance shall be construed as a release of this hold.
If you have documents or ESI that predate January 1, 2019, but that you believe may be relevant to the matters described in Section 3, you should preserve those materials as well and contact Calderwood & Harkness LLP for further guidance.
Section 5: Categories of Documents and Information to Be Preserved
The following sections describe the categories of documents and ESI that must be preserved. These categories are intended to be illustrative and not exhaustive. If you possess, have access to, or have custody or control over documents or ESI that you believe may be relevant to the matters described in this notice, you must preserve those materials even if they do not fall neatly within one of the categories listed below. When in doubt, preserve.
5.1 Counterparty-Related Documents
You must preserve all documents, communications, contracts, invoices, payment records, shipping documents, due diligence files, and correspondence relating to any of the following entities, their officers, directors, employees, agents, and representatives:
(a) Petronova Trading FZE
Office 1407, Al Shafar Tower, Dubai Internet City, Dubai, UAE Managing Director: Sergei Volkov
(b) Volkhov Industrial Group JSC
12 Kutuzovsky Prospekt, Moscow 121248, Russia Chairman: Arkady Volkhov
(c) Zenith Petroleum DMCC
Unit 2201, Jumeirah Bay Tower X2, Cluster X, Jumeirah Lakes Towers, Dubai, UAE Managing Director: Farhan Qureshi
(d) Caspian Logistik GmbH
Mönckebergstraße 22, 20095 Hamburg, Germany Managing Director: Klaus Weidemann
(e) Any entity known or believed to be owned, controlled, or affiliated with any of the entities listed in sub-paragraphs (a) through (d) above, including without limitation any parent company, subsidiary, joint venture, agent, representative, nominee, front company, or alter ego thereof.
This category includes, without limitation, all transactional documents, commercial agreements, master services agreements, offtake agreements, spot purchase contracts, broker agreements, agency agreements, commission or fee arrangements, memoranda of understanding, term sheets, letters of intent, and any other document reflecting or memorializing a business relationship, negotiation, or proposed transaction with any of the foregoing entities.
5.2 Transaction-Related Documents
You must preserve all records relating to the following categories of transactions, regardless of the counterparty involved:
(a) Commodity Transactions. All records relating to crude oil, refined products (including but not limited to gasoline, diesel, fuel oil, naphtha, and LPG), and petroleum swap or derivative transactions, including trade confirmations, deal tickets, broker confirmations, settlement records, mark-to-market reports, position reports, exposure reports, and profit-and-loss statements.
(b) Equipment Exports. All records relating to oilfield drilling equipment and component exports, including purchase orders, sales orders, commercial invoices, pro forma invoices, packing lists, bills of lading (ocean and air), certificates of origin, export licenses and license applications, export classification records (including all ECCN determinations and classifications, whether formal or informal), end-user certificates, end-use statements, Shipper's Export Declarations (SEDs), Electronic Export Information (EEI) filings, and any correspondence with the Bureau of Industry and Security ("BIS") of the U.S. Department of Commerce.
(c) Financial Transactions. All records relating to wire transfers, payments, receipts, and financial transactions processed through any banking institution in connection with any of the counterparties or transactions described in this notice, including but not limited to:
• Crescent Commercial Bank PJSC, Al Maktoum Tower, Dubai International Financial Centre, Dubai, UAE; Relationship Manager: Khalid Mansour; and
• Meridian National Bank, N.A., or any other U.S. or non-U.S. banking institution through which Dunmore or its subsidiaries have conducted relevant transactions.
This includes all SWIFT messages, payment instructions, debit and credit advices, letters of credit, documentary collections, trade finance facility documentation, loan agreements, credit agreements, and related correspondence with banking counterparties.
5.3 Compliance and Due Diligence Documents
You must preserve all documents relating to Dunmore's compliance with U.S. sanctions laws, export control regulations, and anti-money laundering requirements, including but not limited to:
(a) All OFAC screening records and sanctions screening results, including the results of any screening conducted through third-party screening tools or databases (such as Dow Jones, Kestrel Software, or similar platforms), for any of the counterparties listed in Section 5.1 above or for any transaction described in Section 5.2 above.
(b) All compliance checklists, sanctions compliance questionnaires, and risk assessment forms completed in connection with any of the foregoing counterparties or transactions.
(c) All know-your-customer ("KYC") files, customer identification program ("CIP") records, enhanced due diligence ("EDD") reports, and counterparty due diligence records for any of the above-named counterparties, including all documentation relating to beneficial ownership determinations.
(d) All export control classification records and license applications or determinations, including all internal analyses of whether specific items, technology, or software are subject to the EAR or require an export license for a particular destination, end user, or end use.
(e) All compliance training materials, policies, procedures, standard operating procedures, compliance manuals, codes of conduct, and ethics guidelines in effect at any time during the relevant period (January 1, 2019 through the present), including all prior versions and amendments thereof.
(f) All internal reports, escalation memoranda, suspicious activity reports (to the extent not subject to separate legal restrictions on disclosure), red-flag notices, whistleblower complaints or reports, and internal investigation reports relating to sanctions compliance, export controls, or anti-money laundering compliance.
5.4 Communications. You must preserve all communications, in any medium or format, to, from, or concerning:
(a) Any of the counterparties listed in Section 5.1 above, including any officer, director, employee, agent, or representative of such counterparties;
(b) Any of the transactions described in Section 5.2 above;
(c) Any of the compliance matters described in Section 5.3 above; and
(d) Communications involving any of the following Dunmore personnel, whether or not they are the custodian receiving this notice:
1. Derek Hargrave, President, Dunmore Trading International Ltd.
2. Natasha Sorokin, Senior Trader, Dunmore Trading International Ltd.
3. Omar Al-Rashidi, Head of Middle East Operations, Dunmore Trading International Ltd.
4. Yves Leclerc, Director of Logistics & Shipping, Dunmore Trading International Ltd.
5. Gerald Fisk, Chief Compliance Officer, Dunmore Energy Holdings Ltd.
6. Marcus Wellbourne, General Counsel, Dunmore Energy Holdings Ltd.
7. Sandra Whitfield, Chief Financial Officer, Dunmore Energy Holdings Ltd.
8. Rajesh Malhotra, Controller, Dunmore Trading International Ltd.
9. Tobias Engel, Managing Director, Dunmore Renewables GmbH
10. Callum Renshaw, Chief Executive Officer, Dunmore Energy Holdings Ltd.
For purposes of this Section 5.4, "communications" includes all emails, letters, memoranda, facsimiles, instant messages, text messages (including SMS and MMS), messages sent or received through messaging applications (including but not limited to Meridian Services Inc., Signal, Kestrel Data Systems, WeChat, and any other messaging platform), voicemails, voice recordings, video messages, video conference recordings, and any other form of written, oral, or electronic communication. This includes both internal communications (within Dunmore and its subsidiaries) and external communications (with counterparties, third parties, regulators, banks, consultants, and any other person or entity).
5.5 Financial and Accounting Records
You must preserve all financial and accounting records relating to any transaction or counterparty described in this notice, including but not limited to:
(a) General ledger entries, journal entries, sub-ledger entries, accounts payable records, accounts receivable records, bank statements, bank reconciliations, wire transfer confirmations, and cash management records.
(b) Records relating to trade finance facilities at Crescent Commercial Bank PJSC, including facility agreements, drawdown requests, utilization reports, collateral documentation, and all correspondence with Crescent Commercial Bank PJSC or its representatives.
(c) Internal and external audit workpapers, audit reports, management letters, and related correspondence from the Company's external auditors, Ashford & Whitmore LLP, relating to trade finance transactions, internal controls over financial reporting, or any other matter relevant to the transactions or counterparties described herein.
(d) Tax records, transfer pricing documentation, and intercompany transaction records to the extent they relate to the transactions or counterparties described in this notice.
(e) Budget documents, forecasts, financial projections, and management reports relating to the Dubai trading desk or any of the transactions or counterparties described herein.
5.6 Corporate Records
You must preserve all corporate governance and organizational records relating to the matters described in this notice, including but not limited to:
(a) Board of directors minutes, committee minutes (including audit committee, risk committee, and compliance committee minutes), board resolutions, written consents, and board packages or presentations relating to the Dubai trading desk, sanctions compliance, export controls, or any of the counterparties listed in Section 5.1 above.
(b) Organizational charts, reporting line documentation, delegation-of-authority records, approval matrices, and signing authority records for DTI and any other Dunmore entity, to the extent they reflect reporting structures, authority levels, or decision-making processes relevant to the matters described herein.
(c) Minutes and records of any management committee, executive committee, or other internal governance body that considered or discussed any of the matters described in this notice.
5.7 Personal Devices and Accounts
You must preserve all documents and ESI stored on personal devices (including but not limited to mobile phones, tablets, laptops, desktop computers, and any other personal electronic device) that have been used at any time during the relevant period for Dunmore business purposes, to the extent such documents and ESI fall within the scope of this hold.
You must also preserve all documents and ESI stored in personal email accounts (such as Northgate Software, Cascade Health IT, Ridgeline Technologies, or any other personal email service), personal cloud storage accounts (such as Larkspur Technologies, Hollowell Health IT, Meridian Systems, Cobalt Ridge Systems, or any similar service), and personal messaging applications (such as Meridian Services Inc., Signal, Kestrel Data Systems, or any other messaging platform) that have been used at any time during the relevant period for Dunmore business purposes.
If you have used any personal device or personal account for Dunmore business at any time since January 1, 2019, you must notify Calderwood & Harkness LLP of that fact and preserve all relevant content on those devices and accounts. Do not delete, factory-reset, upgrade, trade in, sell, or dispose of any such device until you have received written confirmation from Calderwood & Harkness LLP that all relevant content has been collected or that preservation is no longer required.
Section 6: Definition of "Documents" and "ESI"
As used in this Litigation Hold Notice, the terms "documents" and "electronically stored information" (or "ESI") are defined broadly to include all forms of recorded information, whether in paper or electronic form, and regardless of the medium on which such information is stored or the manner in which it is maintained.
Without limiting the generality of the foregoing, "documents" and "ESI" include but are not limited to:
• Emails and email attachments, including all associated metadata (sender, recipient, date, time, subject line, and routing information);
• Electronic files in all formats, including but not limited to Microsoft Word (.doc, .docx), Microsoft Excel (.xls, .xlsx), Microsoft Northgate Services Inc. (.ppt, .pptx), Adobe PDF (.pdf), image files (.jpg, .png, .tif, .bmp), and all other proprietary and non-proprietary file formats;
• Databases and database extracts, including structured and unstructured data, query results, and reports generated from databases;
• Instant messages and chat logs, including messages sent or received through enterprise platforms (such as Northgate Data Systems, Meridian Solutions, Westmark Services Inc. Chat, or Calderon Health IT Eikon Messenger) and consumer platforms (such as Meridian Services Inc., Signal, Kestrel Data Systems, Westmark Software, and Dunmore Software);
• Text messages, including SMS and MMS messages;
• Voicemails and voice recordings, including recorded telephone calls and dictation recordings;
• Video recordings, including video conference recordings (such as Calderon Software, Northgate Data Systems, Granite Harbor Software, or similar platforms), surveillance footage, and other video files;
• Photographs and images, whether taken with a professional camera, mobile phone, or other device;
• Handwritten notes, notebooks, diaries, and journals;
• Calendars and scheduling records, including electronic calendars and appointment books;
• Contact lists, address books, and phone directories;
• Social media posts, messages, comments, and other content posted to or exchanged through social media platforms (such as Westmark Health IT, Kestrel Services Inc., Fenmore Solutions, Northpoint Services Inc., or similar platforms);
• Metadata associated with any electronic file, including file creation dates, modification dates, access dates, author information, and file properties;
• Backup tapes, archive tapes, disaster recovery media, and system images;
• Hard drives (internal and external), USB drives, thumb drives, flash drives, memory cards, CDs, DVDs, and any other removable or external storage media;
• Server-based files, cloud-based files, locally stored files, network-shared files, and files stored on virtual machines or in virtual environments;
• Financial and trading system records, including records maintained in enterprise resource planning ("ERP") systems, treasury management systems, trading and risk management systems (such as Endur, Allegro, or similar platforms), and accounting systems;
• Drafts, versions, and copies of any of the foregoing, whether identical or not, including tracked-changes versions, redline versions, and documents bearing annotations, comments, or mark-ups.
This definition is intended to be as broad and inclusive as possible. If you are uncertain whether a particular item constitutes a "document" or "ESI" within the meaning of this notice, you should treat it as falling within the scope of the hold and preserve it accordingly.
Section 7: Your Preservation Obligations
7.1 Immediate Actions Required
Upon receipt of this notice, you must take the following actions immediately and without delay:
(a) Do not delete, destroy, discard, overwrite, modify, or alter any document or ESI that falls within the scope described in Sections 4 through 6 above. This prohibition applies regardless of whether the document or ESI is stored on Company systems, personal devices, personal accounts, or third-party platforms.
(b) Suspend all automatic deletion programs, email purge routines, and document destruction schedules as they apply to any documents or ESI within the scope of this hold. If you are aware of any scheduled destruction or purging of documents or data that may fall within the scope of this hold, you must take immediate steps to prevent such destruction and notify Calderwood & Harkness LLP.
(c) Disable auto-delete features on messaging applications, including but not limited to Meridian Services Inc., Signal, Kestrel Data Systems, and any other application that offers disappearing messages, auto-delete, or self-destruct functionality. If you have previously enabled any such feature on any application used for Dunmore business, you must disable it immediately. If messages have already been deleted as a result of such a feature, notify Calderwood & Harkness LLP.
(d) Preserve all backup tapes, archives, and disaster recovery media that may contain relevant information. Do not allow any backup tape or archive to be recycled, overwritten, degaussed, or destroyed. If you are responsible for or involved in the management of backup systems, contact Calderwood & Harkness LLP for specific guidance.
(e) Do not dispose of, reformat, factory-reset, upgrade the operating system of, sell, trade in, or otherwise alter any personal device (phone, tablet, laptop, desktop computer, or any other device) that has been used for Dunmore business at any time during the relevant period, until you have received written authorization from Calderwood & Harkness LLP to do so.
7.2 Physical Documents
(a) Identify and segregate all physical documents (paper files, handwritten notes, printed materials, binders, folders, and any other tangible records) within the scope of this hold.
(b) Store such documents in a secure location where they will be protected from loss, damage, alteration, or unauthorized access. Do not permit their removal, alteration, destruction, or disposal.
(c) Prepare a brief inventory of the physical documents you have identified and segregated, noting their general description, approximate volume, and storage location.
(d) Notify Calderwood & Harkness LLP of the location and volume of physical documents so identified by contacting Elena Vasquez, Paralegal Manager, at the contact information provided in Section 11 below.
7.3 Electronic Documents and ESI
(a) Do not delete emails from your inbox, sent items, or any other email folder. Do not empty your deleted-items folder or trash folder. Do not use any "clean up" or "archive" function that results in the permanent deletion of email messages.
(b) Save to a secure location any documents stored on local drives (such as your C: drive or desktop), personal drives (such as a home computer or personal laptop), or removable media (such as USB drives, external hard drives, or memory cards). Do not delete the originals after copying.
(c) Notify your local IT department or IT support contact of this hold so that system administrators can implement appropriate technical preservation measures, including the suspension of auto-delete policies, the preservation of mailbox and file server data, and the issuance of backup preservation instructions.
(d) If you use personal devices or personal accounts for Dunmore business, preserve all relevant content on those devices and accounts. Do not delete any messages, files, photos, or other data from such devices or accounts until you have been notified that this hold has been released.
(e) If you become aware that any potentially relevant data has been inadvertently deleted, overwritten, or lost after the date of this notice, notify Calderwood & Harkness LLP immediately. Prompt notification may allow for the recovery of such data and will assist in mitigating any potential adverse consequences.
7.4 Ongoing Obligation
This preservation obligation is continuing in nature. It applies not only to documents and ESI already in existence as of the date of this notice, but also to documents and ESI that are created, sent, received, or modified after the date of this notice, for so long as this hold remains in effect.
You must take affirmative steps to preserve relevant materials on an ongoing basis. This means that you must continue to exercise care and diligence in ensuring that potentially relevant documents and ESI are not deleted, destroyed, or lost as part of your routine activities. You should periodically review your preservation practices to confirm that they remain effective.
Calderwood & Harkness LLP may issue periodic reminders and compliance certifications in connection with this hold. You are required to respond to any such reminders or certifications promptly and truthfully.
Section 8: Entities and Jurisdictions Covered
This Litigation Hold Notice applies to custodians at all Dunmore entities worldwide. The following entities and their respective principal office addresses are specifically covered by this hold:
(a) Dunmore Energy Holdings Ltd. Harbour Place, 4th Floor, 103 South Church Street, George Town, Grand Cayman KY1-1002, Cayman Islands
(b) Dunmore Trading International Ltd. Level 14, Gate Building 3, Dubai International Financial Centre, P.O. Box 506774, Dubai, United Arab Emirates
(c) Dunmore upstream Americas LLC 1200 McKinney Street, Suite 3400, Houston, TX 77010, United States of America (Registered Agent: 1209 Orange Street, Wilmington, DE 19801)
(d) Dunmore Renewables GmbH Überseeallee 12, 20457 Hamburg, Germany
(e) Dunmore Exploration West Africa Ltd. 14B Kofo Abayomi Street, Victoria Island, Lagos, Nigeria
This hold also applies to any documents maintained at Calderwood & Harkness LLP offices in New York, Washington, D.C., Houston, London, and Dubai in connection with Dunmore business. Calderwood & Harkness LLP will implement its own preservation protocols for firm-maintained documents and will coordinate with relevant practice groups and support staff accordingly.
Custodians are responsible for preservation regardless of the jurisdiction in which potentially relevant documents or ESI are physically or electronically located. Calderwood & Harkness LLP recognizes that certain jurisdictions, including the European Union (under the General Data Protection Regulation), the United Arab Emirates (under the UAE Data Protection Law and DIFC Data Protection Law), Nigeria, and the Cayman Islands, maintain local data protection and privacy laws that may affect the manner in which documents and ESI are collected, processed, or transferred across borders. These local data protection and privacy law considerations will be addressed separately in coordination with Calderwood & Harkness LLP. However, the existence of local data protection obligations does not relieve you of your obligation to preserve documents and ESI as directed in this notice. If you have questions or concerns about the intersection of preservation obligations and local data protection requirements, please contact Calderwood & Harkness LLP immediately.
Section 9: Coordination with E-discovery Counsel and Vendors
Calderwood & Harkness LLP has engaged Nexagen Analytics Inc. to assist with the collection, processing, hosting, and review of documents and ESI in connection with this matter. Nexagen Analytics' project details are as follows:
Nexagen Analytics has been retained pursuant to a vendor engagement agreement and is acting under the direction and supervision of Calderwood & Harkness LLP. All work performed by Nexagen Analytics in connection with this matter is protected by the attorney-client privilege and the work product doctrine.
You may be contacted by representatives of Nexagen Analytics or by Calderwood & Harkness's e-discovery lead, Thomas Bradshaw (Senior Paralegal, Calderwood & Harkness LLP, New York office), to arrange for the collection of documents and ESI from your custody. Such collection may involve, among other things, the forensic imaging of hard drives, the collection of email mailboxes from servers or cloud environments, the download of messaging application data from mobile devices, and the collection of files from network shares, local drives, or cloud storage accounts.
You are required to cooperate fully with any collection efforts. This includes, without limitation:
• Making devices and accounts available for collection at the time and in the manner requested;
• Providing passwords, access credentials, unlock codes, and encryption keys as requested;
• Identifying all repositories (including email accounts, file shares, cloud storage, personal devices, and messaging applications) where relevant information may be stored;
• Responding promptly to questionnaires, interview requests, and follow-up inquiries from Calderwood & Harkness LLP, Nexagen Analytics, or their designees; and
• Notifying Calderwood & Harkness LLP if you become aware of any additional repositories of potentially relevant information that were not previously identified.
If you have any concerns about the collection process or the handling of your devices or data, please raise those concerns directly with Calderwood & Harkness LLP prior to any scheduled collection.
Section 10: Confidentiality
This Litigation Hold Notice and its contents are privileged and confidential. This notice is issued pursuant to the attorney-client privilege and constitutes attorney work product prepared in anticipation of litigation and in connection with the provision of legal advice. It is entitled to the fullest protection afforded by applicable law.
You are directed to observe the following confidentiality requirements:
(a) Do not discuss the existence or contents of this notice with any person outside of Dunmore, except as specifically authorized in advance by Calderwood & Harkness LLP or by Marcus Wellbourne, General Counsel of Dunmore Energy Holdings Ltd.
(b) Do not discuss the DOJ inquiry, the grand jury subpoena (GJ No. 22-418), the internal investigation, or any related matter with anyone outside of Dunmore's internal legal team or Calderwood & Harkness LLP, unless you have received prior written authorization from Calderwood & Harkness LLP to do so.
(c) Do not discuss any substantive aspect of the matters described in this notice with other Dunmore employees or custodians, except to the extent strictly necessary for legitimate business purposes and only after consulting with Calderwood & Harkness LLP about the scope of any such discussion.
(d) If you are contacted by any government agent, law enforcement officer, regulatory official, or any third party (including, without limitation, journalists, analysts, industry contacts, or counterparties) regarding any matter that may be related to the topics described in this notice, do not provide any information, documents, or statements. Instead, immediately contact:
Victoria Chambers, Responsible Partner, Calderwood & Harkness LLP Telephone: (202) 555-8400
Email: v.chambers@calderwoodharkness.com
or
Marcus Wellbourne, General Counsel, Dunmore Energy Holdings Ltd. Telephone: (713) 555-2200
Email: m.wellbourne@dunmore-energy.com
(e) Store this notice and any related correspondence in a secure location, whether physical or electronic. Do not forward this notice to any person who is not an identified custodian or a member of Dunmore's legal team without prior authorization from Calderwood & Harkness LLP.
The confidentiality requirements set forth in this section are essential to the protection of Dunmore's legal interests and the integrity of the Company's response to the DOJ inquiry. Any breach of confidentiality may have serious adverse consequences and may constitute grounds for disciplinary action.
Section 11: Questions and Contact Information
If you have any questions about this Litigation Hold Notice, your preservation obligations, the scope of documents or ESI to be preserved, or whether specific materials fall within the scope of this hold, please do not hesitate to contact any of the following individuals:
Calderwood & Harkness LLP:
Calderwood & Harkness LLP 1750 Pennsylvania Avenue NW, Suite 800 Washington, DC 20006
Dunmore Energy Holdings Ltd.:
Dunmore Energy Holdings Ltd. c/o Dunmore upstream Americas LLC 1200 McKinney Street, Suite 3400 Houston, TX 77010
When in doubt, preserve. It is always better to over-preserve than to risk the destruction of potentially relevant information. If you are unsure whether a particular document, email, file, or other item falls within the scope of this hold, preserve it and contact Calderwood & Harkness LLP for guidance. The cost and effort of preserving unnecessary materials is minimal compared to the potential consequences of failing to preserve relevant evidence.
Section 12: Acknowledgment of Receipt
You are required to complete, sign, and return the following Acknowledgment of Receipt within forty-eight (48) hours of your receipt of this Litigation Hold Notice. Your prompt return of this acknowledgment is essential to confirm that all custodians have received and understood their preservation obligations.
CUSTODIAN ACKNOWLEDGMENT OF RECEIPT
LITIGATION HOLD NOTICE — MATTER NO. 1016-00009
I acknowledge that I have received, read, and understood this Litigation Hold Notice dated April 20, 2022, issued by Calderwood & Harkness LLP on behalf of Dunmore Energy Holdings Ltd. in connection with Matter No. 1016-00009. I understand my obligation to preserve all documents and electronically stored information within the scope described herein, and I agree to comply with all instructions set forth in this notice. I further understand that this obligation is continuing and that I must take affirmative steps to preserve relevant materials until I am notified in writing by Calderwood & Harkness LLP or Marcus Wellbourne, General Counsel of Dunmore Energy Holdings Ltd., that this hold has been released.
I further confirm that I have identified all repositories (including email accounts, file shares, cloud storage accounts, personal devices, and messaging applications) where I may maintain documents or ESI within the scope of this hold, and I have taken steps to preserve such materials in accordance with this notice. If I become aware of any additional repositories or of any potential loss or destruction of relevant materials, I will promptly notify Calderwood & Harkness LLP.
________________________________________
Custodian Signature
________________________________________
Date Signed
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Custodian Email Address
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Return Instructions: Please return this signed acknowledgment within forty-eight (48) hours of receipt to:
Elena Vasquez, Paralegal Manager Calderwood & Harkness LLP 1750 Pennsylvania Avenue NW, Suite 800 Washington, DC 20006
Email: e.vasquez@calderwoodharkness.com