`Transaction ID 70962732
`;°;anuy)
`Case No. 2022-0881-JTL Bes5}of
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`‘rs
`IN THE COURT OF CHANCERYOF THE STATE OF DELAWARE
`orp
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`PURVI GANDHI-KAPOOR,
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`Petitioner,
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`CA. No. 2022-0881-JTL
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`Vv
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`HONE CAPITAL LLC AND CSC UPSHOT)
`VENTURES J, L.P.,
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`Respondents.
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`)
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`RESTRAINING ORDER REQUIRING ADVANCE NOTICE
`BEFORE ANY TRANFER OF ASSETS
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`WHEREAS:
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`A.
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`By order dated April 5, 2023, the court held that Purvi Gandhi-Kapooris
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`entitled to advancement from both Hone Capital LLC (“Hone’’) and CSC Upshot Ventures
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`I, L.P. (the “Upshot Fund,” and together with Hone, the “Companies’”) for the claims in a
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`consolidated action pending in California. Dkt. 46.
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`B.
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`On July 19, 2023, the court issued an opinion holding the Companies in
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`contempt and entered an order granting Gandhi’s motion for sanctions in part. Dkt. 55;
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`Dkt. 56. The court ordered Hone to pay Gandhi $946,445.16 and Upshot Fund to pay
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`Gandhi $849,264.76 (the amounts due through the April 2023 demands). Dkt. 56.
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`C,
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`On August 10, 2023, Gandhifiled a Renewed Motion For Further Sanctions.
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`Dkt. 65.
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`EFiled: Sep 26 2023 07:31PM EDT
`Transaction ID 70962732
`Case No. 2022-0881-JTL
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`
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`D.
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`The parties briefed the Renewed Motion For Further Sanctions, and on
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`September 26, 2023, the Court heard oral argument from the parties.
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`IT IS HEREBY ORDERED:
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`1.
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`To prevent either Honeor the Upshot Fund from transferring assets outside
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`of the court’s jurisdiction, thereby limiting this court’s ability to provide relief, Hone and
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`the Upshot Fundare each restrained from taking a Restricted Action, as defined below,
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`until ten business days after providing notice to Gandhi’s Delaware counsel (the “Notice
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`Period”’).
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`2.
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`For purposes of this order, a “Restricted Action” means (1) transferring any
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`asset to a third party or (ii) moving any asset from a custodial location in the United States
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`to a custodial location outside of the United States.
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`3.
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`Notice must be provided in writing and be sent by email and by overnight
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`courier. The notice must contain all material information about the transfer, including
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`(i) the nature of the asset, (ii) the value of the asset as carried on the transferor’s books,
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`(iii) a good faith estimate of the market value oftheasset,(iv) the currentcustodiallocation
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`of the asset, (v) the post-transfer custodial location of the asset, and (vi) the reason for the
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`transfer. A non-compliantnoticeis ineffective and does not start the running of the Notice
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`Period.
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`4.
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`If Gandhi consents to the transfer after notice or if the Notice Period expires
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`without Gandhifiling an application with this court to restrain the transfer, then the transfer
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`may proceed.
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`5.
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`If Gandhifiles an application with this court to restrain the transfer before
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`the Notice Period expires, then the transfer may not proceed until this court has ruled on
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`the application.
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`6.
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`This order applies to Hone, the Upshot Fund,their officers, agents, servants,
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`employees, and attorneys, any entity undertheir control, and those personsacting in active
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`concert or participation with any of the foregoing whoreceive actual notice of the order by
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`personal service or otherwise.
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`7.
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`This order is not conditioned on any bond.If notice is given of any proposed
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`transfer and an application is made to enjoin the transfer, then the court will consider
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`whether any bondis required.
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` e Chancettog4Lad er
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`tember 26, 2023
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