EXHIBIT C

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UNITED STATES DISTRICT COURT

FOR THE WESTERN DISTRICT OF KENTUCKY

LOUISVILLE DIVISION

(ELECTRONICALLY FILED)

LEXINGTON INSURANCE COMPANY, )

)

Plaintiff, ) CASE NO. 3:20-CV-00330-JRW

)

v. ) JUDGE JUSTIN R. WALKER

)

THE AMBASSADOR GROUP LLC )

d/b/a AMBASSADOR CAPTIVE )

SOLUTIONS, et al., GAGLIARDI )

INSURANCE SERVICES, INC.; )

GOLDENSTAR SPECIALTY )

INSURANCE, LLC; PERFORMANCE )

INSURANCE COMPANY SPC on behalf )

of GOLDENSTAR HOLDINGS )

COMPANY SP and on behalf of SMART )

INSURE SP; and BRANDON WHITE )

)

Defendants. )

AGREED ORDER 

Pursuant to the joint request by Plaintiff, Lexington Insurance Company (“Plaintiff” or 

“Lexington”), and all Defendants in this action, for entry of this Order, which is intended to 

maintain the status quo until a decision of this Court is entered on Plaintiff’s motion for a 

preliminary injunction;

WHEREAS, Plaintiff has filed the instant action against Defendants seeking a temporary 

restraining order, preliminary injunction and a permanent injunction, and other relief; 

WHEREAS, Plaintiff has requested injunctive relief on its claims for registered trademark 

infringement under the Lanham Act, 15 U.S.C. § 1114; trademark counterfeiting under the Lanham 

Act, 15 U.S.C. § 1114; unfair competition and false designation of origin under the Lanham Act, 

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15 U.S.C. § 1125(a); unfair competition under the common law of California, Kentucky, 

Pennsylvania, New York, and Texas; statutory unfair competition under California law, Cal. Bus. 

Prof. Code § 17200; insurance fraud under KRS § 304.47-020; and misappropriation of name 

under Kentucky common law;

WHEREAS, Brandon White (“White”), The Ambassador Group LLC (“Ambassador”), 

and Performance Insurance Company SPC (“Performance”) represent and warrant that no person 

or entity involved with or connected in any way to the Madera Residential Insurance Program as 

defined in the Complaint is currently issuing any policies or certificates of insurance in the name 

of Lexington or any other insurance company affiliated with American International Group, Inc. 

(“AIG”), or AIG, and that there is no potential for any claims to be made against Lexington, AIG 

or any other AIG-affiliated insurance company in connection with Madera Residential Insurance 

Program;

WHEREAS, Defendants represent and warrant that (i) the Gagliardi Insurance Program 

(as defined in the Complaint) expired in July 2019 and has not since that time in any way involved 

Lexington or any other AIG-affiliated insurance company; and (ii) there are no active, in-force 

policies or certificates of insurance bearing the name of Lexington, AIG or any other AIGaffiliated insurance company that are being used in any way, or that have been distributed to 

policyholders or certificate holders, in connection with the Gagliardi Insurance Program; 

WHEREAS, Defendants represent and warrant that more than $6 million in premiums 

were collected by Goldenstar Holdings Company SP (“Goldenstar”) in connection with the 

Gagliardi Insurance Program and there is now more than $3 million being held in escrow (the 

“Escrow”) to cover any potential claims made in connection with the Gagliardi Insurance Program, 

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15 U.S.C. § 1125(a); unfair competition under the common law of California, Kentucky, 

Pennsylvania, New York, and Texas; statutory unfair competition under California law, Cal. Bus. 

Prof. Code § 17200; insurance fraud under KRS § 304.47-020; and misappropriation of name 

under Kentucky common law;

WHEREAS, Brandon White (“White”), The Ambassador Group LLC (“Ambassador”), 

and Performance Insurance Company SPC (“Performance”) represent and warrant that no person 

or entity involved with or connected in any way to the Madera Residential Insurance Program as 

defined in the Complaint is currently issuing any policies or certificates of insurance in the name 

of Lexington or any other insurance company affiliated with American International Group, Inc. 

(“AIG”), or AIG, and that there is no potential for any claims to be made against Lexington, AIG 

or any other AIG-affiliated insurance company in connection with Madera Residential Insurance 

Program;

WHEREAS, Defendants represent and warrant that (i) the Gagliardi Insurance Program 

(as defined in the Complaint) expired in July 2019 and has not since that time in any way involved 

Lexington or any other AIG-affiliated insurance company; and (ii) there are no active, in-force 

policies or certificates of insurance bearing the name of Lexington, AIG or any other AIGaffiliated insurance company that are being used in any way, or that have been distributed to 

policyholders or certificate holders, in connection with the Gagliardi Insurance Program; 

WHEREAS, Defendants represent and warrant that more than $6 million in premiums 

were collected by Goldenstar Holdings Company SP (“Goldenstar”) in connection with the 

Gagliardi Insurance Program and there is now more than $3 million being held in escrow (the 

“Escrow”) to cover any potential claims made in connection with the Gagliardi Insurance Program, 

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and that, except as necessary to pay claims in the ordinary course with respect to the Gagliardi 

Insurance Program, the Escrow will remain in place;

WHEREAS, Ambassador, White and Performance represent and warrant that, with the 

exception of the Gagliardi Insurance Program, the Madera Residential Insurance Program, the 

Streamline program, the Performance 1 program, and the Prewett Insurance SP program, they 

know of no other insurance program involving the use or sale of policies or certificates of insurance 

bearing the name of Lexington, AIG or any other AIG-affiliated insurance company;

WHEREAS, Defendants represent and warrant that they are not currently engaging in any 

of the activity requested to be enjoined and agree to maintain the status quo until a decision is 

made by this Court on Plaintiff’s motion for a preliminary injunction, and that because they 

consent to the requested relief, a Temporary Restraining Order hearing against Defendants is 

unnecessary; 

WHEREAS, Lexington has agreed to the entry of this Agreed Order based on the 

representations and warranties set forth herein, and without waiving any rights and expressly 

preserving all claims; 

WHEREAS, Defendants agree to the requested injunctive relief and an order compelling 

expedited discovery until there is a decision by this Court on Plaintiff’s Motion for a Preliminary 

Injunction;

IT IS HEREBY ORDERED, ON CONSENT OF THE PARTIES:

1) By entering into this Agreed Order, Plaintiff is not limiting its claims and 

Defendants are not admitting liability or waiving any defenses or other rights they have. Rather, 

this Agreed Order is being entered into to avoid unnecessary judicial proceedings, preserve 

resources, and maintain the status quo pending further proceedings in this Court;

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2) Defendants, their agents, employees, officers, attorneys, successors, assigns, 

affiliates, and all persons in privity or in active concert or participation with any of them, shall not 

represent to anyone that AIG, Lexington, or another AIG-affiliated insurance company issued any 

insurance policies or insurance certificates, or is responsible for any loss, with respect to the 

Gagliardi Insurance Program or Madera Residential Insurance program, as both are defined in the 

Complaint; 

3) Defendants, their agents, employees, officers, attorneys, successors, assigns, 

affiliates, and all persons in privity or in active concert or participation with any of them, shall not 

issue any additional insurance policies bearing the name of Lexington, AIG or any other AIGaffiliated insurance company;

4) Defendants, their agents, employees, officers, attorneys, successors, assigns, 

affiliates, and all persons in privity or in active concert or participation with any of them, shall not 

use in any manner the Lexington Mark and Lexington Trade Name (as those terms are defined in 

the Complaint) in offering for sale, selling, distributing, or advertising any and all goods or 

services, including, but not limited to, all insurance products, insurance policies, certificates of 

insurance, insurance forms, or any other documents purporting to evidence insurance; 

5) Defendants, their agents, employees, officers, attorneys, successors, assigns, 

affiliates, and all persons in privity or in active concert or participation with any of them, shall not 

transfer, diminish or dissipate the Escrow or other monies received from the sale of any insurance 

policies bearing the Lexington Mark (as those terms are defined in the Complaint) other than to 

adjust, pay or settle claims made by policyholders and certificated holders in the Gagliardi 

Insurance Program in the normal course. Defendants shall provide sufficient documentation 

concerning the amount and location (e.g., depository institution) of the funds in the Escrow; 

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6) Expedited discovery is hereby ordered as follows: (i) the parties to this action may 

immediately serve upon each other and pursuant to Rule 45 on nonparties requests for the 

production of documents and the receiving party shall respond to such requests and produce 

documents within fifteen (15) days of receipt of such requests; (ii) the parties may immediately 

serve upon each other interrogatories and the receiving party shall respond to and answer such 

interrogatories within fifteen (15) days; and (iii) thirty days before the preliminary injunction 

hearing, the parties shall designate in writing all persons other than counsel who either (a) will 

submit a declaration in connection with the preliminary injunction hearing, or (b) in the event the 

Court orders a live witness hearing, will testify on behalf of any party, and each party designating 

any such persons shall make such person available for an in-person or video deposition on threedays’ written notice. 

7) This Order shall remain in effect until such time as the Court rules on Plaintiff’s 

pending motion for preliminary injunction.

8) The hearing on Plaintiff’s motion for a preliminary injunction is set for July ____, 

2020. Lexington may submit additional papers in support of its motion on ______,____; 

Defendants may submit opposition papers no later than _____._____; and Plaintiff shall submit 

reply papers, if any, no later than ______,_____. 

_______________________________________

HON. JUSTIN R. WALKER

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AGREED TO BY:

/s/ Elisabeth S. Gray (with permission)_______________

Elisabeth S. Gray

Brian P. McGraw

MIDDLETON REUTLINGER

401 S. Fourth Street, Suite 2600

Louisville, KY 40202

Phone: (502) 584-1135

egray@middletonlaw.com

bmcgraw@middletonlaw.com

Counsel for Defendants 

The Ambassador Group LLC d/b/a Ambassador Captive Solutions, 

Brandon White, Gagliardi Insurance Services, Inc., 

Goldenstar Specialty Insurance, LLC and 

Performance Insurance Company SPC

/s/ Joel T. Beres__________________________________

Joel T. Beres

STITES & HARBISON, PLLC

400 West Market Street, Suite 1800

Louisville, KY 40202

(502) 587-3400

jberes@stites.com

- and –

Adam J. Kaiser

Joanna H. Schorr

ALSTON & BIRD, LLP

90 Park Avenue

New York, NY 10016

(212) 210-9400

adam.kaiser@alston.com

joanna.schorr@alston.com

Counsel for Plaintiff

Lexington Insurance Company

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UNITED STATES DISTRICT COURT

WESTERN DISTRICT OF KENTUCKY

LEXINGTON INSURANCE COMPANY PLAINTIFF

v. CIVIL ACTION NO. 3:20-CV-330-JRW

THE AMBASSADOR GROUP LLC, et al. DEFENDANTS

ORDER FOLLOWING TELEPHONIC HEARING

The Court held a telephonic hearing on May 13, 2020. Adam Kaiser, Joel Beres, and 

Carolyn Michener appeared for Lexington Insurance Company. Elisabeth Gray and Brian 

McGraw appeared for the Defendants. 

The Court ORDERS:

1. The Court GRANTS Lexington’s two unopposed pro hac motions (DNs 7 & 8).

2. The Court GRANTS in part and DENIES in part the parties’ joint motion for a 

hearing (DN 11). 

a. The Court will hold an in-person hearing on Lexington’s motion for a 

preliminary injunction on July 28, 2020 at 10:00 A.M.; the hearing will 

continue the next day, if necessary. 

b. Given the parties’ agreement that a hearing on a temporary restraining order

isn’t necessary, the Court denies the request to schedule that hearing as moot. 

c. Lexington’s supplemental filing is due June 26.

d. Defendants’ response is due July 10.

e. Lexington’s reply is due July 22.

3. The Court DENIES as moot the parties’ first proposed agreed order (DN 15).

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4. The Court ADOPTS the parties’ second proposed agreed order (DN 16) in full.

May 14, 2020

:10

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