EXHIBIT D

Case 1:20-cv-22945-RNS Document 95-4 Entered on FLSD Docket 11/04/2020 Page 1 of 4
Anderson, Jill C.

Subject: FW: DeCurtis/Carnival Audit

From: Gustman, David C.

Sent: Monday, March 23,2O2O 9:37 AM

To: Pearce Jr., T. Vann <vpearce@orrick.com>

Subject: RE: DeCurtis/Carnival Audit

VannI write to confirm that Carnival is no longer seeking the materials we offered to produce for your client's review, as

noted in your email below. Given your position, our client will not make arrangements to provide what we agreed to

provide-even though we do not acknowledge your client has the right to obtain any of the information Carnival seeks

under the MSA.

To clarify, we offered to provide documents to which DeCurtis had "reasonable access" because, as your client knows or

should know, the digital deliverables were placed in the local EIC servers and the source code was placed on github, all

at John Padgett's direction. Since the project ended more than 4 years ago, DeCurtis has not had access to these servers

or the source code.

David

From: Pearce Jr., T. Vann <vpearce@orrick.com>

Sent: Friday, March 73,2A2O7:23PM

To: Sprague, Katelyn P. <kspraAue@freeborn.com>

Gc: Gustman, David C. <dgustman@freeborn.com>; Anderson, Jill C. <ianderson@freebo >; Cross, Jeffery M.

<icross@freeborn.com>; Connelly, Matthew T. <mconnellv@freeborn.com>; Routh, Steven J. <srouth@orrick.com>;

Uriarte, Robert L. <ruriarte@orrick.com>

Subject: RE: DeCurtis/Carnival Audit

Counsel,

I'm writing in response to the ietter you sent me yesterday, March 12. DeCurtis's offer to make

an severely limited and conditional production of certain documents does not comply with

Section 3.4 of the MSA and is therefore not acceptabie. Production of a limited set of documents,

selected by DeCurtis on terms of DeCurtis's choosing, not only fails to satis$r Carnival's right to

an "audit" but also is inadequate to permit Carnival to determine compliance with the

MSA. Moreover, there is no basis in the MSA or in law to condition Carnival's access to

information or documents that "can be located" or "to which DeCurtis has reasonable access";

DeCurtis was obligated under the MSA to maintain records of the work it performed under the

MSA and SOWs, and Carnival has a right to "audit" all such records. Finally, your suggestion

that DeCurtis plans to gather up whatever documents in those limited categories that it can find

and to produce them on a "rolling basis" presents serious concerns; such a production could lead

Case 1:20-cv-22945-RNS Document 95-4 Entered on FLSD Docket 11/04/2020 Page 2 of 4
to the spoliation of critical metadata and other information that are part of the records in

question and reflect how they have been maintained and used.

Carnival continues to demand that it be allowed access to audit DeCurtis's books and records, as

is its right under the MSA. Based on your correspondence, Carnival will proceed with the

understanding that DeCurtis has refused to permit such an audit. If DeCurtis has changed its

position, please let us know immediately. Regardless, DeCurtis must ensure that all relevant

records and documents are retained and maintained as they have been kept in the ordinary

course of business rvithout modification, including preservation of all metadata. We will hold

DeCurtis responsible for any loss or destruction of documents or related information.

Best regards,

Vann

Vann Pearce

Partner. I ntellectual Property

Orrick

Washinqton. DC 0

T +1-202-339-8696

vpearce@orrick.com

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From: Sprague, Katelyn P. <ksprague@freeborn.com>

Sent: Thursday, March 72,2O2O 7:34 PM

To: Pearce Jr., T. Vann <vpearce@orrick.com>

Cc: Gustman, David C. <dgustman@freeborn.com>; Anderson, Jill C. <ianderson@freeborn.com>; Cross, Jeffery M

<icross@freeborn.com>; Connelly, Matthew T. <mconnellv@freeborn'com>

Subject: DeCurtis/Carnival Audit

Counsel,

Please see the attached correspondence

Regards,

KATELYN P. SPRAGUE

Attorney at Law

Freeborn fl

.rt v. ,:uanr. lr *t,L F\l,rtar*r

(312) 360-6814 direct

ksprague @freeborn.com

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Case 1:20-cv-22945-RNS Document 95-4 Entered on FLSD Docket 11/04/2020 Page 3 of 4
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Case 1:20-cv-22945-RNS Document 95-4 Entered on FLSD Docket 11/04/2020 Page 4 of 4