Gustafson v. Goodman Manufacturing Company LP et al

Filing 113

ORDER: the Joint Motion to Seal Portions of Plaintiff's Motion for Class Certification and Supporting Evidence 77 is granted in part and denied in part as set forth in this order; Goodman's Motion to File under Seal 86 is granted in par t and denied in part as set forth in this order; the Joint Motion to Seal Portions of the Supplemental Declaration of Paul J Sikorsky 93 is granted in part and denied in part as set forth in this order; the Joint Motion to Seal 106 is granted in part and denied in part as set forth in this order; the Clerk shall file under seal the documents lodged at 94 , 100 , 101 , 109 , and 110 ; by no later than 10 days from the date of this Order, the parties shall file a Notice of Compliance appended with versions of the documents at 78 , 80 , 81 , 82 , 84 , 85 , 92 , 107 , and 108 that are redacted in accordance with this Order. Signed by Senior Judge James A Teilborg on 2/1/16. (REW)

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IN THE UNITED STATES DISTRICT COURT

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FOR THE DISTRICT OF ARIZONA

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James Gustafson,

No. CV-13-08274-PCT-JAT
Plaintiff,

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v.

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ORDER

Goodman Manufacturing Company LP, et
al.,

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Defendants.

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Pending before the Court are four motions to seal: (1) a Joint Motion and

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Memorandum of Law in Support of Sealing Portions of Plaintiff’s Motion for Class

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Certification and Supporting Evidence (Doc. 77); (2) Defendants’ Motion to File under

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Seal: (A) Portions of Defendants’ Opposition to Plaintiff’s Motion for Class Certification

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and Memorandum in Support, and Portions of Certain Exhibits Thereto, and (B) Portions

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of Defendants’ Motion to Exclude Certain Opinions of Paul J. Sikorsky and

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Memorandum in Support (Doc. 86); (3) a Joint Motion and Memorandum of Law in

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Support of Sealing Portions of the Supplemental Declaration of Paul J. Sikorsky in

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Support of Plaintiff’s Motion for Class Certification (Doc. 93); and (4) a Joint Motion

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and Memorandum of Law in Support of Sealing (A) Portions of Plaintiff’s Reply in

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Support of Motion for Class Certification, and (B) Certain Exhibits Thereto (Doc. 106).

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The Court now rules on the motions.

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I.

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Legal Standard
It has long been recognized that the public has a general right of access “to inspect

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and copy . . . judicial records and documents.” Nixon v. Warner Commc’ns, Inc., 435

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U.S. 589, 597 (1978). This right of access extends to all judicial records except those that

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have “traditionally been kept secret for important policy reasons,” namely grand jury

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transcripts and certain warrant materials. Kamakana v. City & Cnty. of Honolulu, 447

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F.3d 1172, 1178 (9th Cir. 2006). Nevertheless, “the common-law right of inspection has

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bowed before the power of a court to insure that its records” do not “serve as . . . sources

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of business information that might harm the litigant’s competitive standing.” Nixon, 435

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U.S. at 598.

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“Unless a particular court record is one traditionally kept secret, a strong

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presumption in favor of access is the starting point.” Kamakana, 447 F.3d at 1178

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(quotation omitted). A party seeking to seal a judicial record bears the burden of

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overcoming this presumption by either meeting the “compelling reasons” standard if the

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record is a dispositive pleading, or the “good cause” standard if the record is a non-

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dispositive pleading. Id. at 1180.1

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In a recent opinion, a panel of the Ninth Circuit shifted from the dispositive/nondispositive analysis to a review of the relationship between the underlying motion and the
merits of the case. See Ctr. for Auto Safety v. Chrysler Grp, LLC, No. 15-55084, 2016
WL 142440, at *6 (9th Cir. Jan. 11, 2016) (“Auto Safety”). Specifically, Auto Safety held
that public access to records attached to a motion that is “more than tangentially related
to the merits of a case” will be reviewed under the “compelling interest” standard, while
documents attached to a motion that does not have a “tangential” relationship to the
merits of a case may be sealed if “good cause” is shown. Id. However, because Auto
Safety was only a panel decision and not en banc, prior Ninth Circuit precedent
centralizing the inquiry on whether the record is dispositive or non-dispositive was not
overruled. See Miller v. Gammie, 335 F.3d 889, 899 (9th Cir. 2003) (en banc). Circuit
Judge Sandra S. Ikuta stated as much in her Dissent:
According to the majority, the district court here erred because it “relied on
language in our cases which provides that when a party is attempting to
keep records attached to a ‘non-dispositive’ motion under seal, it need only
show ‘good cause.’” Maj. op. at 5. This comes as a surprise, because the
“language in our cases” constitutes binding precedent. But no matter, the
majority invents a new rule, namely that a party cannot keep records under
seal if they are attached to any motion that is “more than tangentially
related to the merits of a case,” Maj. op. at 17, unless the party can meet the
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What constitutes a “compelling reason” is “best left to the sound discretion of the

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trial court.” Nixon, 435 U.S. at 599. The Court must “balance the competing interests of

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the public and the party who seeks to keep certain judicial records secret.” Kamakana,

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447 F.3d at 1179. If the Court decides to seal certain judicial records after considering

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these interests, “it must base its decision on a compelling reason and articulate the factual

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basis for its ruling, without relying on hypothesis or conjecture.” Id. “In general,

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‘compelling reasons’ sufficient to outweigh the public’s interest in disclosure and justify

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sealing court records exist when such ‘court files might have become a vehicle for

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improper purposes,’ such as the use of records to . . . release trade secrets.” Id. (quoting

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Nixon, 435 U.S. at 598).

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A “trade secret may consist of any formula, pattern, device or compilation of

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information which is used in one’s business, and which gives him an opportunity to

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obtain an advantage over competitors who do not know or use it.” In re Elec. Arts, Inc.,

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298 F. App’x 568, 569–70 (9th Cir. 2008) (quoting Restatement (First) of Torts § 757,

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cmt. B (1939)). Notably, as this Court has observed in the past, “because confidentiality

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alone does not transform business information into a trade secret, a party alleging trade

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secret protection as a basis for sealing court records must show that the business

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information is in fact a trade secret.” PCT Int’l Inc. v. Holland Elecs. LLC, 2014 WL

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4722326, at *2 (D. Ariz. Sept. 23, 2014) (quotation omitted).

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The less-stringent “good cause” standard requires a “particularized showing” that

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“specific prejudice or harm will result” if the information is disclosed. Phillips ex rel.

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Estates of Byrd v. Gen. Motors Corp., 307 F.3d 1206, 1210–11 (9th Cir. 2002) (quotation

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omitted); see Fed. R. Civ. P. 26(c). “Broad allegations of harm, unsubstantiated by

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specific examples of articulated reasoning” is not enough. Beckman Indus., Inc. v. Int’l

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“stringent standard” of showing that compelling reasons support secrecy,
Maj. op. at 8. Because this decision overrules circuit precedent and vitiates
Rule 26(c) of the Federal Rules of Civil Procedure, I strongly dissent.
Auto Safety, 2016 WL 142440, at *9. Whether Auto Safety will be reheard by the Ninth
Circuit en banc is unknown as of the date of this Order.
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Ins. Co., 966 F.2d 470, 476 (9th Cir. 1992).

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Here, the pending motions to seal concern documents associated with Plaintiff’s

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motion for class certification. Although the Ninth Circuit has not spoken on the issue of

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whether a motion for class certification is a dispositive or non-dispositive pleading, this

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Court has applied the “good cause” standard to the sealing of documents filed with a

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motion for conditional certification, see Hart v. U.S. Bank, N.A., 2013 WL 5965637, at

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*8–9 (D. Ariz. Nov. 8, 2013), and other courts in this circuit have applied the “good

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cause” standard to documents concomitant to class certification motions, see In re High-

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Tech Emp. Antitrust Litig., 2013 WL 5486230 (N.D. Cal. Sept. 30, 2013); In re NCAA

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Student-Athlete Name & Likeness Licensing Litig., 2013 WL 1997252 (N.D. Cal. May

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13, 2013; Nygren v. Hewlett-Packard Co., 2010 WL 2107434 (N.D. Cal. May 25, 2010).

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As noted, however, a panel of the Ninth Circuit recently muddied the waters regarding

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the standards applicable to a motion to seal. On one hand, if the Court were to follow the

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Auto Safety test, a motion for class certification likely involves issues that are “more than

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tangentially related to the merits of the case,” thereby invoking the “compelling reasons”

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standard. See Hanon v. Dataproducts Corp., 976 F.2d 497, 509 (9th Cir. 1992) (noting

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that courts must “consider evidence which goes to the requirements of Rule 23 [at the

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class certification stage] even [if] the evidence may also relate to the underlying merits of

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the case”). On the other hand, if the Court were to apply the traditional dispositive/non-

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dispositive approach, the “good cause” standard would likely apply. See, e.g., In re High-

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Tech Emp. Antitrust Litig., 2013 WL 5486230, at *2 n.1. Nonetheless, the Court finds

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that deciding which standard applies in this case is inconsequential because the same

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records would be sealed under either standard.

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II.

Analysis

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Goodman seeks to seal three categories of information: (1) warranty claim rate

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information for Goodman evaporator coils, (2) the design and manufacturing processes

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used by Goodman to produce evaporator coils, and (3) pricing details related to payments

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made by Goodman for replacements of evaporator coils. See (Docs. 77, 86, 93, 106). The

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Court will analyze each in turn.

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A.

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A residential air conditioner includes three integrated components: (1) an

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evaporator coil, (2) a condenser coil, and (3) a compressor. Goodman argues that all

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documents containing the warranty claim rate and related information for its evaporator

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coil product should be sealed because disclosing such data “would unfairly equip

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competitors with information to attempt to dissuade distributors and dealers from selling

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Goodman products.” (Doc. 77 at 2). According to Goodman, publicizing this information

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would “unfairly disadvantage Goodman and allow a competitor to attempt to use that

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information to the competitor’s commercial advantage.” (Id.) Goodman highlights the

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fact that it keeps its warranty claim rate data strictly confidential and limits access only to

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those people who “need to know.” (Id.) Goodman also comments that two other district

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courts permitted Goodman to file its warranty claim rate information under seal. (Id.

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(citing McVicar v. Goodman Global, Inc., No. SA CV 13-1223-DOC(RNBx) (C.D. Cal.);

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Kotsur v. Goodman Global, Inc., et al., No. 14-CV-1147-NS (E.D. Pa.))).2

Warranty Claim Rate for Goodman Evaporator Coils

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The Court agrees with Kotsur and McVicar that the warranty claim rate for

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Goodman evaporator coils satisfies the “good cause” standard and also concludes that

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“compelling reasons” exist to seal the claim rates. In Goodman’s industry, warranty claim

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rates are deemed classified commercial information that are kept strictly confidential

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from competitors. Accordingly, Goodman maintains its rates in a highly securitized

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manner.

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For this reason, the Court will permit Goodman to file under seal documents that

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reflect Goodman’s actual warranty claim rate and data that could be manipulated to

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ascertain that rate. Many of Goodman’s proposed redactions, however, are far too broad.

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For manufacturing companies that offer a warranty program, warranty claims are a

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business reality. Simply because a document addresses warranty claims in nonspecific

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Both of these courts applied the “good cause” standard when determining
whether the documents should be filed under seal.
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77

Declaration of
Paul J. Sikorsky
(Doc. 80)

¶ 18, last sentence5;
¶ 20; ¶ 21; ¶ 23,
sentence nos. 1 and
2

77

Tostrud
Exhibit D
(Stephen Griffin
Deposition)
(Doc. 82)

119:1–7; 119:19–
120:11

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Tostrud
Exhibit D
(Stephen Griffin
Deposition)
(Doc. 82)

117:12–14; 117:24–
118:25; 119:8–18;
120:12–24

77

Tostrud

Entirety

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under seal. If the information as
expressed in this document was
made public, Goodman’s
competitive standing could be
unfairly prejudiced.
DENIED. The fact that this
testimony innocuously refers to the
existence of warranty claims—
without expressing the actual rate or
data that could be manipulated to
determine the actual rate—is not
enough to merit sealing the
information from the public eye
under either the “good cause” or
“compelling reasons” standard.
GRANTED. This testimony reflects
Goodman’s internal analysis of
warranty claims. Specifically, it
reviews a document that analyzes
claims reporting a leak based on the
year of manufacture. Disclosure of
this data could unfairly prejudice
Goodman’s competitive standing.
DENIED. The fact that this
testimony innocuously refers to the
existence of warranty claims or
“leak counts”—without expressing
the actual rate or data that could be
manipulated to determine the actual
rate—is not enough to merit sealing
the information from the public eye
under either the “good cause” or
“compelling reasons” standard.
GRANTED. This testimony reflects

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Goodman cites to and discloses the essence of this sentence in its Opposition to
Plaintiff’s Motion for Class Certification and Memorandum in Support but does not seek
to seal that portion of its Opposition. See (Doc. 85 at 7). As this information has been
made available for public review, sealing it would serve no purpose. See Gambale v.
Deutsche Bank AG, 377 F.3d 133, 144 n.11 (2d Cir. 2004) (noting that “[o]nce
[information] is public, it necessarily remains public” and further stating that “[o]nce the
cat is out of the bag, the ball game is over” (quotation omitted)).
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Exhibit Q
(Doc. 82)

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Page 2, line 8;
Page 6, line 21;
Page 14, line 28;
Page 16, line 13;
Page 22, line 17;
Page 29, line 27;
Page 35, line 2

86

Defendants’
Opposition to
Plaintiff’s
Motion for Class
Certification and
Memorandum in
Support
(Doc. 85)

86

Page 8, lines 1–2;
Defendants’
Page 12, line 22;
Opposition to
Page 13, lines 14–28
Plaintiff’s
Motion for Class
Certification and
Memorandum in
Support
(Doc. 85)

86

Exhibit B to
Defendants’
Opposition to
Plaintiff’s
Motion to Class
Certification,
Declaration of
Marshall
Blackham
(Doc. 85)

Portions of ¶¶ 20, 21

86

Exhibit E to
Defendants’
Opposition to
Plaintiff’s

Portions of ¶ 13;
Footnote 3

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Goodman’s internal analysis of
warranty claims. Specifically, it
reviews a document that analyzes
claims reporting a leak based on the
year of manufacture. Disclosure of
this data could unfairly prejudice
Goodman’s competitive standing.
GRANTED. The warranty claim
rate and data that could be
manipulated to determine the
warranty claim rate for Goodman
evaporator coils should be kept
under seal. If the information as
expressed in this document was
made public, Goodman’s
competitive standing could be
unfairly prejudiced.
DENIED. The fact that a document
innocuously refers to the existence
of warranty claims—without
expressing the actual rate or
information that could be
manipulated to determine the actual
rate—is not enough to merit sealing
the information from the public eye
under either the “good cause” or
“compelling reasons” standard.
DENIED. The fact that a document
innocuously refers to the existence
of warranty claims—without
expressing the actual rate or
information that could be
manipulated to determine the actual
rate—or to the percentage of coils
that have an extended warranty, is
not enough to merit sealing the
information from the public eye
under either the “good cause” or
“compelling reasons” standard.
GRANTED. The warranty claim
rate and data that could be
manipulated to determine the
warranty claim rate for Goodman

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86

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86

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18

Motion to Class
Certification,
Declaration of
Dr. Itamar
Simonson
(Doc. 85)
Exhibit E to
Defendants’
Opposition to
Plaintiff’s
Motion to Class
Certification,
Declaration of
Dr. Itamar
Simonson
(Doc. 85)
Exhibit F to
Defendants’
Opposition to
Plaintiff’s
Motion to Class
Certification,
Deposition of
Paul J. Sikorsky
(Doc. 85)

86

Exhibit F to
Defendants’
Opposition to
Plaintiff’s
Motion to Class
Certification,
Deposition of
Paul J. Sikorsky
(Doc. 85)

86

Exhibit G to
Defendants’
Opposition to
Plaintiff’s
Motion to Class
Certification,
Declaration of

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27
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evaporator coils should be kept
under seal. If the information as
expressed in this document was
made public, Goodman’s
competitive standing could be
unfairly prejudiced.
Portions of ¶ 34
DENIED. The fact that this
testimony innocuously refers to the
existence of warranty claims—
without expressing the actual rate or
information that could be
manipulated to determine the actual
rate—is not enough to merit sealing
the information from the public eye
under either the “good cause” or
“compelling reasons” standard.
11:16–17; 11:21–22; GRANTED. The warranty claim
14:2; 36:4–5; 53:5– rate and data that could be
manipulated to determine the
54:14; 55:6–10
warranty claim rate for Goodman
evaporator coils should be kept
under seal. If the information as
expressed in this document was
made public, Goodman’s
competitive standing could be
unfairly prejudiced.
54:17–55:2; 55:11– DENIED. The fact that this
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testimony innocuously refers to the
existence of warranty claims—
without expressing the actual rate or
information that could be
manipulated to determine the actual
rate—is not enough to merit sealing
the information from the public eye
under either the “good cause” or
“compelling reasons” standard.
Portions of ¶¶ 27,
DENIED. The fact that this
28, 29
testimony innocuously refers to the
existence of warranty claims—
without expressing the actual rate or
information that could be
manipulated to determine the actual
rate—is not enough to merit sealing
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86

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10

Michael E.
Stevenson,
Ph.D, P.E.
(Doc. 85)
Exhibit K to
Defendants’
Opposition to
Plaintiff’s
Motion to Class
Certification,
Declaration of
William E.
Wecker, Ph.D
(Doc. 85)

the information from the public eye
under either the “good cause” or
“compelling reasons” standard.
Portions of ¶¶ 9, 10;
¶ 11; Footnotes 5, 6;
Exhibits 2–5

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86

Page 17, line 3;
Defendants’
Page 17, line 24
Motion to
Exclude Certain
Opinions of Paul
J. Sikorsky
(Doc. 84)

86

Page 11, line 4
Defendants’
Motion to
Exclude Certain
Opinions of Paul
J. Sikorsky
(Doc. 84)

93

Supplemental
Declaration of
Paul J. Sikorsky
in Support of

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¶¶ 5, 7, 8; Exhibit A

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DENIED. While this testimony
explains trends in the warranty
claim rates for Goodman’s
evaporator coil product it does not
disclose the actual rates. The fact
that this testimony innocuously
refers to the existence of warranty
claims—without expressing the
actual rate or information that could
be manipulated to determine the
actual rate—is not enough to merit
sealing the information from the
public eye under either the “good
cause” or “compelling reasons”
standard.
GRANTED. The warranty claim
rate and data that could be
manipulated to determine the
warranty claim rate for Goodman
evaporator coils should be kept
under seal. If the information as
expressed in this document was
made public, Goodman’s
competitive standing could be
unfairly prejudiced.
DENIED. The fact that a document
innocuously refers to the existence
of warranty claims—without
expressing the actual rate or
information that could be
manipulated to determine the actual
rate—is not enough to merit sealing
the information from the public eye
under either the “good cause” or
“compelling reasons” standard.
GRANTED. The warranty claim
rate and data that could be
manipulated to determine the
warranty claim rate for Goodman

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Plaintiff’s
Motion for Class
Certification
(Doc. 92)

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4
5

93

¶ 10
Supplemental
Declaration of
Paul J. Sikorsky
in Support of
Plaintiff’s
Motion for Class
Certification
(Doc. 92)

106

Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 107)

Page 3, lines 5–8;
Page 3, lines 11–12;
Page 3, lines 14–15;
Page 3, lines 18–21;
Page 4, lines 1–4;
Page 4, lines 14–16;
Page 4, line 19;
Page 4, line 22;
Page 4, line 24;
Page 4, line 27–
Page 5, line 5;
Page 5, line 25–
page 6, line 1

106

Exhibit F to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)

106

Exhibit F to
Plaintiff’s Reply
in Support of

The following
sections:
(1) “Estimated
Exposure,”
(2) “Assessment
Notes/Special Notes
relative to
information above,”
and (3) “Project
Details”
All else

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evaporator coils should be kept
under seal. If the information as
expressed in this document was
made public, Goodman’s
competitive standing could be
unfairly prejudiced.
DENIED. The fact that a document
innocuously refers to the existence
of warranty claims—without
expressing the actual rate or
information that could be
manipulated to determine the actual
rate—is not enough to merit sealing
the information from the public eye
under either the “good cause” or
“compelling reasons” standard.
DENIED. The fact that Plaintiff’s
reply brief innocuously refers to the
existence of warranty claims—
without expressing the actual rate or
information that could be
manipulated to determine the actual
rate—is not enough to merit sealing
the information from the public eye
under either the “good cause” or
“compelling reasons” standard.

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27
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GRANTED. These portions of the
document display pricing
information that, if disclosed, could
unfairly prejudice Goodman’s
competitive standing.

DENIED. The remainder of this
document does not contain
information that, by either “good

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106

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5
6

Motion for Class
Certification
(Doc. 108)
Exhibit G to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)

7
8
9

106

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12
13

106

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16
17

106

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21

106

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Exhibit G to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)
Exhibit I to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)
Exhibit I to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)
Exhibit J to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)

25
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27
28

106

Exhibit J to
Plaintiff’s Reply
in Support of
Motion for Class

The following
sections:
(1) “Estimated
Exposure,” (2)
“Business
Justification,” and
(3) User Joe
McAbee’s
11/30/2010 Log
All else

All “Action”
sections

All else

First paragraph of
Wednesday, July 23,
2003 8:19 AM email from Steve
Griffin that begins
with “Here is the
report . . .” and
ending with “. . .
Apartments).”
All else

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cause” or “compelling reasons,”
overcomes the public’s presumed
access to court records.
GRANTED. These portions of the
document display pricing
information that, if disclosed, could
unfairly prejudice Goodman’s
competitive standing.

DENIED. The remainder of this
document does not contain
information that, by either “good
cause” or “compelling reasons,”
overcomes the public’s presumed
access to court records.
GRANTED. The “Action” sections
of the document describe internal
testing techniques of Goodman
evaporator coils that, if disclosed,
could give competitors of Goodman
an unfair competitive advantage.
DENIED. The remainder of this
document does not contain any
information that could be deemed a
trade secret or that would unfairly
prejudice Goodman if disclosed.
GRANTED. This portion of the
document includes a warranty claim
value for a specific customer, the
disclosure of which could unfairly
prejudice Goodman’s competitive
standing.

DENIED. The remainder of this
document does not discuss warranty
claim rates and only references one
dealer’s interactions with Goodman.

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Certification
(Doc. 108)

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3
4

106

Entirety
Exhibit L to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)

106

Exhibit N to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)
Exhibit N to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)
Exhibit O to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)
Exhibit O to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)
Exhibit P to

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106

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106

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106

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106

“Estimated
Exposure” section

All else

“Estimated
Exposure” section

All else

The information in this document
does not satisfy the “good cause” or
“compelling reasons” standards to
be sealed from the public eye.
DENIED. This document does not
reference an actual warranty claim
rate, but concerns a design
modification that was implemented
years ago and impact projections of
that modification. Because
Goodman physically modified a
product that entered the market, the
changes are already subject to public
scrutiny. Consequently, documents
evincing the changes do not meet
either the “good cause” or
“compelling reasons” standard to
merit sealing.
GRANTED. This portion of the
document displays pricing
information that, if disclosed, could
unfairly prejudice Goodman’s
competitive standing.
DENIED. The remainder of this
document does not contain
information that overcomes the
public’s presumed access to court
records by either “good cause” or
“compelling reasons.”
GRANTED. This portion of the
document displays pricing
information that, if disclosed, could
unfairly prejudice Goodman’s
competitive standing.
DENIED. The remainder of this
document does not contain
information that overcomes the
public’s presumed access to court
records by either “good cause” or
“compelling reasons.”
DENIED. This document does not

Entirety
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106

contain information that overcomes
the public’s presumed access to
court records by either “good cause”
or “compelling reasons.”

Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)
Entirety
Exhibit Q to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)

DENIED. This document does not
contain information that overcomes
the public’s presumed access to
court records by either “good cause”
or “compelling reasons.” The
warranty claim rate is not disclosed
nor is data that could be
manipulated to determine the
warranty claim rate.

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B.

Goodman’s Design and Manufacturing Processes

Goodman hopes to seal all information related to its “design and manufacturing
processes, including what Goodman ultimately did and did not elect to implement.”
(Doc. 77 at 3). Like before, the Court agrees that—in general—material of this type may
satisfy both the “good cause” and “compelling interest” standards. As Goodman
observes, certain design and manufacturing processes entail “substantial cost” and are
developed only through “substantial effort spanning multiple years.” (Id. at 10). Thus,
disclosing the details of particular design and manufacturing processes could unfairly
equip Goodman’s competitors with the opportunity to mimic the processes without the
time and cost of development through trial and error.
Again, however, many of Goodman’s proposed redactions do not fall into the
bucket of design and manufacturing processes such that the information should be sealed
from the public. For example, Goodman has not shown that “specific prejudice or harm”
would result from disclosing its Engineering Change Request (“ECR”) notification
process. See Phillips, 307 F.3d at 1210–11. Nor is there any protectable interest in ECR
documents describing physical alterations to Goodman products that have been in the
market for years. See Restatement (First) of Torts § 757, cmt. b (1939) (“Matters which
are completely disclosed by the goods which one markets cannot be his secret.”). Finally,
“[t]he mere fact that the production of records may lead to a litigant’s embarrassment,
- 14 -

1
2
3
4

77

Tostrud Exhibit D
(Stephen Griffin
Deposition)
(Doc. 82)

68:17–21; 105:22–
106:5; 182:22–
183:3

77

Tostrud Exhibit E
(Marshall
Blackham
Deposition)
(Doc. 82)

189:16–191:21;
193:1–6; 194:4–14;
194:18–195:24

77

Tostrud Exhibit F
(Doc. 82)

77

Tostrud Exhibit F
(Doc. 82)

First paragraph of
Wednesday, July
23, 2003 8:19 AM
e-mail from Steve
Griffin that begins
with “Here is the
report . . . .” and
ending with “. . .
Apartments).”
All else

77

Tostrud Exhibit I
(Doc. 82)

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Entirety

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(Doc. 82-1 at 136), while another
was publicly disclosed in Paul J.
Sikorsky’s testimony, see (Doc. 80
at 12–13).
DENIED. This testimony does not
concern trade secret information
about Goodman’s manufacturing
or design processes. Nor does
Goodman present “good cause” or
a “compelling reason” to
overcome the presumption of
public access to this record.
DENIED. Much of this testimony
pertains to a self-described
“marketing” scheme that, based on
the records, did not entail
“substantial cost” or “substantial
effort spanning multiple years” to
develop. Moreover, the design
changes in this testimony were
implemented in products that have
been on the market for years.
Finally, the gist of one of the
design changes was publicly
disclosed in Exhibit E to Jon A.
Tostrud’s Declaration. See
(Doc. 82-1 at 136).
GRANTED. This portion of the
document includes a warranty
claim value for a specific
customer, the disclosure of which
could unfairly prejudice
Goodman’s competitive standing.

DENIED. The remainder of this
document does not reference
information that must be sealed
from the public.
GRANTED. This document
contains information regarding
Goodman’s product development

1

that, if disclosed, could give
competitors of Goodman an unfair
commercial advantage.
DENIED. This document
concerns a design modification
that was implemented years ago.
Because Goodman physically
modified a product that has
entered the market, the changes are
already subject to public scrutiny.
Documents evincing the changes
therefore do not satisfy either the
“good cause” or “compelling
reasons” standard. Finally, this
design change was publicly
disclosed in Paul J. Sikorsky’s
testimony. See (Doc. 80 at 12–13).
DENIED. This document
concerns a design modification
that was implemented years ago.
Because Goodman physically
modified a product that has
entered the market, the changes are
already subject to public scrutiny.
Documents evincing the changes
therefore do not satisfy either the
“good cause” or “compelling
reasons” standard. Finally, this
design change was publicly
disclosed in Paul J. Sikorsky’s
testimony. See (Doc. 80 at 12–13).
DENIED. This document does not
describe a Goodman
manufacturing or design process
that warrants sealing under either
the “good cause” or “compelling
interests” standard.
DENIED. This document
concerns a design modification
that was implemented years ago.
Because Goodman physically
modified a product that has
entered the market, the changes are

2
3

77

Tostrud Exhibit O
(Doc. 82)

Entirety

77

Tostrud Exhibit P
(Doc. 82)

Entirety

77

Tostrud Exhibit R
(Doc. 82)

Entirety

77

Tostrud Exhibit S
(Doc. 82)

Entirety

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1
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77

Tostrud Exhibit T
(Doc. 82)

106

Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 107)

106

Exhibit C to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)

106

Exhibit C to
Plaintiff’s Reply
in Support of
Motion for Class
Certification

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already subject to public scrutiny.
Consequently, documents evincing
the changes do not satisfy either
the “good cause” or “compelling
reasons” standard.
Entirety
DENIED. This document
concerns a design modification
that was implemented years ago.
Because Goodman physically
modified a product that has
entered the market, the changes are
already subject to public scrutiny.
Consequently, documents evincing
the changes do not satisfy either
the “good cause” or “compelling
reasons” standard.
Page 3, lines 22–23; DENIED. These portions of
Page 3, lines 27–28 Plaintiff’s reply relate to design
modifications that were
implemented years ago. Because
Goodman physically modified a
product that has since entered the
market, the changes are already
subject to public scrutiny.
Consequently, documents evincing
the changes do not satisfy either
the “good cause” or “compelling
reasons” standard.
GRANTED. This paragraph
Paragraph 3 of
Tuesday, November discusses confidential design
17, 2009, 8:36 AM information the disclosure of
which could give competitors of
e-mail from Neel
Goodman and unfair competitive
Gupte, beginning
advantage.
with “George,
Vinny is working
on . . . .” and ending
with “. . . but it has
been done.”
All else
DENIED. The remainder of this
document concerns a design
modification that was
implemented years ago. Because
Goodman physically modified a
- 18 -

1

(Doc. 108)

product that has since entered the
market, the changes are already
subject to public scrutiny.
Consequently, documents evincing
the changes do not satisfy either
the “good cause” or “compelling
reasons” standard.
GRANTED. This document
reflects confidential information
regarding internal analyses of
products and materials used in
manufacturing Goodman products.
If disclosed, this document could
give competitors of Goodman an
unfair commercial advantage.
DENIED. This document
concerns a design modification
that was implemented years ago.
Because Goodman physically
modified a product that has since
entered the market, the changes are
already subject to public scrutiny.
Consequently, documents evincing
the changes do not satisfy either
the “good cause” or “compelling
reasons” standard.

2
3
4
5
6

106

Exhibit K to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)

Entirety

106

Exhibit M to
Plaintiff’s Reply
in Support of
Motion for Class
Certification
(Doc. 108)

Entirety

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C.

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Goodman’s Pricing Information

Goodman also seeks to seal Exhibit H to Plaintiff’s Reply in Support of Motion
for Class Certification arguing that the document references confidential pricing
information. (Doc. 106). The Court finds that the details contained in Exhibit H are
sensitive information that justifies sealing. See In re Elec. Arts, Inc., 298 F. App’x 568,
569–70 (9th Cir. 2008) (permitting a party to file under seal the pricing terms of a
licensing agreement).
III.

Conclusion
Accordingly,
IT IS ORDERED that the Joint Motion and Memorandum of Law in Support of

Sealing Portions of Plaintiff’s Motion for Class Certification and Supporting Evidence
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1

(Doc. 77) is GRANTED IN PART and DENIED IN PART as set forth above.

2

IT IS FURTHER ORDERED that Goodman’s Motion to File under Seal: (1)

3

Portions of Defendants’ Opposition to Plaintiff’s Motion for Class Certification and

4

Memorandum in Support, and Portions of Certain Exhibits Thereto; and (2) Portions of

5

Defendants’ Motion to Exclude Certain Opinions of Paul J. Sikorsky and Memorandum

6

in Support (Doc. 86) is GRANTED IN PART and DENIED IN PART as set forth

7

above.

8

IT IS FURTHER ORDERED that the Joint Motion and Memorandum of Law in

9

Support of Sealing Portions of the Supplemental Declaration of Paul J. Sikorsky in

10

Support of Plaintiff’s Motion for Class Certification (Doc. 93) is GRANTED IN PART

11

and DENIED IN PART as set forth above.

12

IT IS FURTHER ORDERED that the Joint Motion and Memorandum of Law in

13

Support of Sealing (1) Portions of Plaintiff’s Reply in Support of Motion for Class

14

Certification; and (2) Certain Exhibits Thereto (Doc. 106) is GRANTED IN PART and

15

DENIED IN PART as set forth above.

16
17

IT IS FURTHER ORDERED that the Clerk of Court shall file under seal the
documents lodged at Docket Nos. 94, 100, 101, 109, and 110.

18

IT IS FINALLY ORDERED that by no later than ten (10) days from the date of

19

this Order, the parties shall file a Notice of Compliance appended with versions of the

20

documents at Docket Nos. 78, 80, 81, 82, 84, 85, 92, 107, and 108 that are redacted in

21

accordance with this Order.

22

Dated this 1st day of February, 2016.

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