At an IAS Part 3 of the SupremeCourt of the State of New York,located at 60 Centre Street, held inand for the County of New York, onAugust__, 2016

Present: Hon. Eileen Bransten

SUPREME COURT OF THE STATE OF NEW YORKCOUNTY OF NEW YORK

MILL FINANCIAL, LLC and MILL FOOTBALLHOLDINGS, PLC,

Plaintiffs,v.

GEORGE N. GILLETT, JR.; BOOTH CREEKMANAGEMENT CORP.; GILLETT FAMILY SKI,LLC; BOOTH CREEK PARTNERS LIMITED II,LLLP; GILLETT COLEMAN, LLC;GILLETT WHEAT LLC; FOOTBALLINVESTMENTS, LLC; GILLETT GEMS, LLC;BOOTH CREEK INC.; SPRADDLE CREEK AUTOINVESTMENT, LLC; SPRADDLE CREEKAUTOMOTIVE REAL ESTATE, LLC; GILVEST GP,LLC; GILLETT SUMMIT, LLC; GILLETTFOOTBALL, LLC and THE ROYAL BANK OFSCOTLAND, PLC,

Defendants.

Index No. 652055/10(Bransten, J.)

Motion Seq. No. 013

ORDER TO SHOW CAUSE

Upon the Verified Second Amended Complaint; the annexed Affirmation of Seth A.

Moskowitz, dated August 10, 2016, and the exhibits attached thereto; the annexed memorandum

of law; the Rule 19-A Counter-Statement of Facts of plaintiffs Mill Financial, LLC and Mill

Football Holding, plc (“Mill”), submitted in support of Mill’s opposition to defendant The Royal

Bank of Scotland plc’s (“RBS”) motion for summary judgment (the “Motion”) (Dkt. No. 619);

the affirmation of Seth A Moskowitz, dated November 5, 2015, and the exhibits attached thereto,

submitted in support of Mill’s opposition to the Motion (Dkt. Nos. 381-609); the affidavit of

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Mill Financial, LLC v. Gillett, et al.Motion Seq. No. 013

Index No. 652055/2010Page 2 of 3

Timothy Cummins, sworn to on October 27, 2015, and the exhibits attached thereto (Dkt. No.

610-612); the affirmation of Barry Isaacs, dated October 28, 2015 and the exhibit attached

thereto (Dkt. Nos. 613-614); the affidavit of Ronald Devine, sworn to on October 29, 2015 (Dkt.

No. 615); the affidavit of Dwight Schar, sworn to on October 30, 2015 (Dkt. No. 616); the

affidavit of Paul Simonson, sworn to on October 30, 2015 (Dkt. No. 617); and the affidavit of

Jeffrey J. Joyce, sworn to on November 2, 2015 (Dkt. No. 618); and for good cause having been

show, it is hereby

ORDERED that RBS shall show cause before this Court at Part __, Room ___ thereof,

to be held at the Courthouse, located at 60 Centre Street, New York, New York 10007, on the

___ day of __________, 2016, at ___ a.m./p.m., or as soon thereafter as counsel can be heard,

why an Order should not be made granting Mill’s motion for reargument pursuant to CPLR

2221(d) and denying RBS’s motion for summary judgment.

IT IS FURTHER ORDERED that service upon RBS of a conformed copy of this Order

to Show Cause, together with the papers upon which it is granted, shall be made upon RBS by

electronic mail on its counsel Freshfields, Bruckhaus, Deringer LLP, 601 Lexington Avenue,

New York, New York 10022, on or before this ___ day of August, 2016, which shall be deemed

good an sufficient service thereof.

IT IS FURTHER ORDERED that opposition papers, if any, shall be served upon Mill

by electronic mail on its counsel Kasowitz, Benson, Torres & Friedman, LLP, 1633 Broadway,

New York, New York 10019, on or before this ____ day of August, 2016.

IT IS FURTHER ORDERED that reply papers, if any, shall be served upon RBS in the

manner set forth above, on or before this ____ day of September, 2016.

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Mill Financial, LLC v. Gillett, et al.Motion Seq. No. 013

Index No. 652055/2010Page 3 of 3

Signed this ____ day of _______, 2016, at New York, New York.

ENTER,

_______________________________

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