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10000024317

10000024317

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Published by Chapter 11 Dockets

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Published by: Chapter 11 Dockets on Nov 17, 2012
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12/04/2012

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CHI-1514851v2
 
UNITED STATES BANKRUPTCY COURTFOR THE EASTERN DISTRICT OF MICHIGANSOUTHERN DIVISIONIn re:COLLINS & AIKMAN CORPORATION,Debtors.:::::::Chapter 11Case No. 05-55927(Jointly Administered)Honorable Steven W. RhodesAGREED PROTECTIVE ORDER REGARDING CONFIDENTIAL INFORMATIONPROVIDED BY WL ROSS & CO. LLC PURSUANT TO THE ORDER REQUIRINGRULE 2004 EXAMINATION AND PRODUCTION OF DOCUMENTS
Pursuant to Rule 26 of the Federal Rules of Civil Procedure, which are incorporated inthis proceeding by Rules 9014 and 7026 of the Federal Rules of Bankruptcy Procedure (the"Bankruptcy Rules"), it is hereby agreed, by and between the parties referenced below (each, a"Party"), the above-captioned debtors and debtors in possession (collectively, the "Debtors"), theOfficial Committee of Unsecured Creditors in the Debtors' chapter 11 bankruptcy cases (the"Committee"); JPMorgan Chase Bank, N.A., as administrative agent (the “Pre-Petition Agent”)for the pre-petition and post-petition senior secured lenders (the “Pre-Petition Secured Lenders”);
 
and WL Ross & Co. LLC ("Ross")
 
through their respective counsel, as follows:
IT IS HEREBY STIPULATED AND ORDERED AS FOLLOWS:
1.
 
Confidential Information. This Agreed Protective Order (the "Agreed Order")shall apply to and govern the disclosure, maintenance and retention of Confidential Information(as defined below) supplied by Ross to a Party or the Court in connection with the Court’s OrderRequiring Rule 2004 Examination and Production of Documents (the "Rule 2004 Order"). If and when Ross produces Confidential Information, it shall mark or otherwise designate suchConfidential Information as "CONFIDENTIAL" information.
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0555927060119000000000007
 
 For purposes of this Agreed Order, "Confidential Information" means any nonpublic,commercially-sensitive information, including, but not limited to, information related to thebusiness affairs and strategies of Ross, that is disclosed in any manner (whether in written form,orally or through any electronic, facsimile or computer-related communication) to a Partypursuant to the Rule 2004 Order. For purposes of this Agreed Order, Confidential Informationalso shall include all estimates, analyses, notes, summaries, extracts and other materials anddocuments prepared by or for a Party or its Representatives based on or derived from, orcontaining, any Confidential Information. For purposes of this Agreed Order, a "Representative"shall mean, with respect to any person or entity, any of such person's or entity's officers, partners,employees, agents, representatives, consultants, accountants, experts, counsel of record orfinancial advisors who are acting on such person's or entity's behalf in connection with theDebtors’ chapter 11 bankruptcy case.2.
 
Inadvertent Failure To Designate or Inadvertent Designation. Any inadvertentfailure to designate Confidential Information as "CONFIDENTIAL" information shall notrelieve a Party or its Representatives from their obligations under this Agreed Order or bedeemed a waiver of any claim of confidentiality as to such matter. Furthermore, any inadvertentdesignation of information as "CONFIDENTIAL" shall not cause such information to be deemedConfidential Information if such information does not indeed constitute Confidential Informationas provided by this Agreed Order.3.
 
Permitted Disclosure.a.
 
Any information which is designated as "CONFIDENTIAL" by Ross shallnot be disclosed other than to (i) in-house counsel of record for the Party to whom theinformation is sent, (ii) other professionals, such as financial advisors or investment bankers,
 
 retained by such Party in connection with the Debtors’ chapter 11 bankruptcy case, provided thatsuch professionals agree to be bound by the terms of this Order, and (iii) the Court and itspersonnel, under seal, as set forth in Paragraph 5 herein.b.
 
Disclosure of Confidential Information to any person or entity who is notidentified in paragraph 3.a. hereto, may be made by a Party only upon that Party: (i) providingRoss with prior notice and (ii) obtaining a prior Order of the Court or the prior written consent of Ross permitting such disclosure.4.
 
Counsel of Record. As used in this Agreed Order, the Debtors' counsel of recordrefers exclusively to Kirkland & Ellis LLP and Carson Fischer, P.L.C.; the Committee’s counselof record refers exclusively to Butzel Long and Akin Gump Strauss Hauer & Feld LLP; the Pre-Petition Agent’s counsel of record refers exclusively to Wachtell, Lipton, Rosen & Katz andDykema Gossett PLLC; and Ross's counsel of record refers exclusively to Bodman LLP andJones Day.5.
 
Filing With Court. In the event any Party files with the Court documents thatcontain or reflect Confidential Information, that Party must (a) provide the Court with writtennotice that Confidential Information is being filed and (b) place any such ConfidentialInformation in a sealed envelope or other sealed container, which the Clerk of the Court shallthen maintain in an area not accessible to the public. Each such sealed container or envelopeshall be endorsed with the title of this proceeding, the words "CONFIDENTIAL-Subject toProtective Order" and a statement containing substantially the following information:This envelope (container) is sealed pursuant to Order of the Courtand contains CONFIDENTIAL information filed in the bankruptcycase styled
Collins & Aikman Corporation, et al.
, Case No. 05-55927, by [INSERT NAME OF THE PARTY OR PERSONFILING SUCH CONFIDENTIAL INFORMATION] and is not to

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