G | BSON DU N N Jordan Estes Partner T: #1 212.351.3906 jestes@gibsondunn.com
July 14, 2026
VIA ECF Hon. Lorna G. Schofield United States District Court for the Southern District of New York Thurgood Marshall United States Courthouse 40 Foley Square New York, NY 10007 Re: — Binh Thanh Import Export Prod. & Trade Joint Stock Co. v. Amazon.com Servs. LLC, Case No. 1:23-cv-00292 (S.D.N.Y.) Dear Judge Schofield: We represent Defendant Amazon.com Services LLC (“Amazon”) in the above-referenced action. We write pursuant to this Court’s June 30, 2026 Order, Dkt. 270, and Your Honor’s Individual Rule for Civil Cases I.D.3, to provide Amazon’s position regarding whether and which of the documents addressed in Dkt. Nos. 119, 148, and 162 should remain under seal. Amazon respectfully submits that a draft, unexecuted 2022 settlement agreement (the “Draft Settlement Agreement”), filed excerpted as Exhibit 3 to the Declaration of Grace E. Hart in Support of Amazon’s Motion in Limine to Exclude Evidence of Settlement Communications (Dkt. 130-1), and in full as Exhibit 2 to the Declaration of Edward E. Filusch in Support of Plaintiffs Opposition to Amazon’s Motion in Limine to Exclude Evidence of Settlement Communications (Dkt. 150-2), should remain under seal.'! Amazon originally requested that the Court seal the Draft Settlement Agreement on May 2 and May 23, 2025. See Dkts. 119, 160. Amazon does not seek to maintain sealing of any other documents addressed in Dkt. Nos. 119, 148, and 162. The remaining documents that Amazon filed under seal were (or reference documents that were) marked Confidential by Plaintiff pursuant to the February 21, 2023 Stipulation and Confidentiality Order, Dkt. 25, and Amazon filed them under seal solely “out of an abundance of caution and to give Gilimex an opportunity to designate which portions of those documents Gilimex wishes to keep under seal, if any.” Dkt. 162. Amazon respectfully submits that sealing the Draft Settlement Agreement is warranted given the limited presumption of public access to settlement materials, the need to protect Amazon’s 1 References to the Settlement Agreement were also redacted in Amazon’s publicly filed Memorandum of Law in Support of its Motion in Limine to Exclude Evidence of Settlement Communications. See Dkt. 119 at 1, Dkt. 127 at 2-3.
Gibson, Dunn & Crutcher LLP
GIBSON DUNN July 14, 2026 Page 2 confidential business information, and that the request is “narrowly tailored to that interest.” Lugosch v. Pyramid Co. of Onondaga, 435 F.3d 110, 120 (2d Cir. 2006) (citation omitted). To start, “the presumption of access is weak when settlement confidentiality is concerned.” Schoeps v. Museum of Mod. Art, 603 F. Supp. 2d 673, 676 n.2 (S.D.N.Y. 2009) (citing, inter alia, Gambale v. Deutsche Bank AG, 377 F.3d 133, 143-44 (2d Cir. 2004)); see also S.E.C. v. Tel. Grp. Inc., 2020 WL 3264264, at *5 (S.D.N.Y. June 17, 2020) (“protecting the confidentiality of the settlement negotiation process represents a significant countervailing factor that can outweigh the presumption of public access and warrant the sealing of settlement negotiations materials.”). “The Second Circuit has repeatedly affirmed the importance of settlement confidentiality in light of the public interest in promoting settlement.” Jn re: Gen. Motors LLC Ignition Switch Litig., 2016 WL 1317975, at *2 (S.D.N.Y. Mar. 2, 2016); see United States v. Glens Falls Newspapers, Inc., 160 F.3d 853, 856-58 (2d Cir. 1998) (observing that “fostering settlement is an important Article III function of the federal district courts,” and “[f]ew cases would ever be settled if the . . . public were . . . privy to settlement proposals”). Indeed, “the presumption of access to . . . draft [settlement] agreements . . . is negligible to nonexistent,” as they “play a negligible role ... in the trial judge’s exercise of Article III judicial power.” Liu v. Nielsen Co. (US) LLC, 2023 WL 3750116, at *2 (S.D.N.Y. June 1, 2023) (citing Glens Falls Newspapers, Inc., 160 F.3d at 857- 58). Public disclosure of the Draft Settlement Agreement, which was never agreed to by the parties, would discourage the exchange of such draft documents as part of settlement negotiations without advancing the administration of justice. Additionally, the Draft Settlement Agreement reflects Amazon’s confidential business information. “Courts in the Second Circuit routinely ... protect[] from disclosure proprietary, sensitive, and confidential business information.” Markowitz v. KBI Servs., 2021 WL 4555833, at *2 (S.D.N.Y. Oct. 5, 2021) (Schofield, J.) (collecting cases); accord IBM Corp. v. Micro Focus (US), Inc., 2024 WL 343265, at *1 (S.D.N.Y. Jan. 30, 2024). The Draft Settlement Agreement should remain under seal to protect Amazon’s interest in maintaining the confidentiality of a draft contract that was always intended to be confidential, the disclosure of which would put it at a competitive disadvantage in its attempts to resolve any future disputes. Cf Tropical Sails Corp. v. Yext, Inc., 2016 WL 1451548, at *4-5 (S.D.N.Y. Apr. 12, 2016) (recognizing that avoiding “competitive injury” is a “higher value[]” and granting motion to seal). Amazon’s sealing request is narrowly tailored to serve that interest—the only document it is seeking to seal is the Draft Settlement Agreement itself. For these reasons, Amazon respectfully requests that the Court seal Dkts. 130-1 and 150-2. Respectfully submitted, /s/ Jordan Estes Barry H. Berke Jordan Estes cc: All counsel of record (by ECF)
GIBSON DUNN July 14, 2026 Page 3 Pursuant to Your Honor’s Individual Rule I-D.3, included below is a list of all parties and attorneys of record who should have access to the sealed documents:
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G | BSON DU N N Jordan Estes Partner T: #1 212.351.3906 jestes@gibsondunn.com
July 14, 2026
VIA ECF Hon. Lorna G. Schofield United States District Court for the Southern District of New York Thurgood Marshall United States Courthouse 40 Foley Square New York, NY 10007 Re: — Binh Thanh Import Export Prod. & Trade Joint Stock Co. v. Amazon.com Servs. LLC, Case No. 1:23-cv-00292 (S.D.N.Y.) Dear Judge Schofield: We represent Defendant Amazon.com Services LLC (“Amazon”) in the above-referenced action. We write pursuant to this Court’s June 30, 2026 Order, Dkt. 270, and Your Honor’s Individual Rule for Civil Cases I.D.3, to provide Amazon’s position regarding whether and which of the documents addressed in Dkt. Nos. 119, 148, and 162 should remain under seal. Amazon respectfully submits that a draft, unexecuted 2022 settlement agreement (the “Draft Settlement Agreement”), filed excerpted as Exhibit 3 to the Declaration of Grace E. Hart in Support of Amazon’s Motion in Limine to Exclude Evidence of Settlement Communications (Dkt. 130-1), and in full as Exhibit 2 to the Declaration of Edward E. Filusch in Support of Plaintiffs Opposition to Amazon’s Motion in Limine to Exclude Evidence of Settlement Communications (Dkt. 150-2), should remain under seal.'! Amazon originally requested that the Court seal the Draft Settlement Agreement on May 2 and May 23, 2025. See Dkts. 119, 160. Amazon does not seek to maintain sealing of any other documents addressed in Dkt. Nos. 119, 148, and 162. The remaining documents that Amazon filed under seal were (or reference documents that were) marked Confidential by Plaintiff pursuant to the February 21, 2023 Stipulation and Confidentiality Order, Dkt. 25, and Amazon filed them under seal solely “out of an abundance of caution and to give Gilimex an opportunity to designate which portions of those documents Gilimex wishes to keep under seal, if any.” Dkt. 162. Amazon respectfully submits that sealing the Draft Settlement Agreement is warranted given the limited presumption of public access to settlement materials, the need to protect Amazon’s 1 References to the Settlement Agreement were also redacted in Amazon’s publicly filed Memorandum of Law in Support of its Motion in Limine to Exclude Evidence of Settlement Communications. See Dkt. 119 at 1, Dkt. 127 at 2-3.
Gibson, Dunn & Crutcher LLP
GIBSON DUNN July 14, 2026 Page 2 confidential business information, and that the request is “narrowly tailored to that interest.” Lugosch v. Pyramid Co. of Onondaga, 435 F.3d 110, 120 (2d Cir. 2006) (citation omitted). To start, “the presumption of access is weak when settlement confidentiality is concerned.” Schoeps v. Museum of Mod. Art, 603 F. Supp. 2d 673, 676 n.2 (S.D.N.Y. 2009) (citing, inter alia, Gambale v. Deutsche Bank AG, 377 F.3d 133, 143-44 (2d Cir. 2004)); see also S.E.C. v. Tel. Grp. Inc., 2020 WL 3264264, at *5 (S.D.N.Y. June 17, 2020) (“protecting the confidentiality of the settlement negotiation process represents a significant countervailing factor that can outweigh the presumption of public access and warrant the sealing of settlement negotiations materials.”). “The Second Circuit has repeatedly affirmed the importance of settlement confidentiality in light of the public interest in promoting settlement.” Jn re: Gen. Motors LLC Ignition Switch Litig., 2016 WL 1317975, at *2 (S.D.N.Y. Mar. 2, 2016); see United States v. Glens Falls Newspapers, Inc., 160 F.3d 853, 856-58 (2d Cir. 1998) (observing that “fostering settlement is an important Article III function of the federal district courts,” and “[f]ew cases would ever be settled if the . . . public were . . . privy to settlement proposals”). Indeed, “the presumption of access to . . . draft [settlement] agreements . . . is negligible to nonexistent,” as they “play a negligible role ... in the trial judge’s exercise of Article III judicial power.” Liu v. Nielsen Co. (US) LLC, 2023 WL 3750116, at *2 (S.D.N.Y. June 1, 2023) (citing Glens Falls Newspapers, Inc., 160 F.3d at 857- 58). Public disclosure of the Draft Settlement Agreement, which was never agreed to by the parties, would discourage the exchange of such draft documents as part of settlement negotiations without advancing the administration of justice. Additionally, the Draft Settlement Agreement reflects Amazon’s confidential business information. “Courts in the Second Circuit routinely ... protect[] from disclosure proprietary, sensitive, and confidential business information.” Markowitz v. KBI Servs., 2021 WL 4555833, at *2 (S.D.N.Y. Oct. 5, 2021) (Schofield, J.) (collecting cases); accord IBM Corp. v. Micro Focus (US), Inc., 2024 WL 343265, at *1 (S.D.N.Y. Jan. 30, 2024). The Draft Settlement Agreement should remain under seal to protect Amazon’s interest in maintaining the confidentiality of a draft contract that was always intended to be confidential, the disclosure of which would put it at a competitive disadvantage in its attempts to resolve any future disputes. Cf Tropical Sails Corp. v. Yext, Inc., 2016 WL 1451548, at *4-5 (S.D.N.Y. Apr. 12, 2016) (recognizing that avoiding “competitive injury” is a “higher value[]” and granting motion to seal). Amazon’s sealing request is narrowly tailored to serve that interest—the only document it is seeking to seal is the Draft Settlement Agreement itself. For these reasons, Amazon respectfully requests that the Court seal Dkts. 130-1 and 150-2. Respectfully submitted, /s/ Jordan Estes Barry H. Berke Jordan Estes cc: All counsel of record (by ECF)
GIBSON DUNN July 14, 2026 Page 3 Pursuant to Your Honor’s Individual Rule I-D.3, included below is a list of all parties and attorneys of record who should have access to the sealed documents:
Marc E. Kasowitz Barry H. Berke Edward E. Filusch Jordan Estes Daniel J. Koevary Grace E. Hart Sondra D. Grigsby Daniel M. Ketani Michael C. Pecorini GIBSON, DUNN & CRUTCHER LLP Kasow1Tz LLP 200 Park Avenue 1633 Broadway New York, NY 10166 New York, New York 10019 bberke@gibsondunn.com mkasowitz@kasowitz.com jestes@gibsondunn.com efilusch@kasowitz.com ghart@gibsondunn.com dkoevary@kasowitz.com dketani@gibsondunn.com sgrigsby@kasowitz.com mpecorini@kasowitz.com Andrew LeGrand (admitted pro hac vice) GIBSON, DUNN & CRUTCHER LLP ThucMinh Nguyen (admitted pro hac vice) 2001 Ross Avenue KasowiITz LLP Ste 2100 101 California Street, Dallas, TX 75201 Suite 3950 alegrand@gibsondunn.com San Francisco, CA 94111 tnguyen@kasowitz.com Alan B. Howard Adam R. Mandelsberg Attorneys for Plaintiff Margaret Winterkorn Meyers ASHURST PERKINS CorE US LLP 1155 Avenue of Americas, 22nd Floor New York, NY 10036 alan. howard@ashurstperkins.com adam.mandelsberg@ashurstperkins.com margaret.meyers@ashurstperkins.com Attorneys for Defendant GRANTED. A three-part inquiry determines whether to seal a document. See Lugosch v. Pyramid Co. of Onondaga, 435 F.3d (2d Cir. 2006). As to the first and second steps, the exhibits submitted in connection with motions in limine are judicial document to a presumption of public access, but that presumption is entitled to lesser weight because the motions were non-dispositive ant mooted by the dismissal of this action. See Loomis Sayles Tr. Co., LLC v. Citigroup Glob. Mkts. Inc., No. 22 Civ. 6706, 2026 WL at *1 (S.D.N.Y. June 10, 2026). As to the third step, the Court finds that Defendant's interest in protecting confidential settleme information overcomes the presumption of access to such documents. The sealing is narrowly tailored because Defendant seeks only the draft settlement agreement itself. Accordingly, Dkts. 130-1 and 150-2 shall remain under seal. By August 19, 2026, the part publicly file the documents addressed in Dkts. 119, 148 and 162, including all exhibits, in accordance with this Order. Clerk of Court is respectfully directed to terminate Dkt. No. 273. 7 | □ □