B. Aronson Inc. et al v. Bradshaw International, Inc. et al

Filing 63

PROTECTIVE ORDER by Magistrate Judge Suzanne H. Segal re Stipulation for Protective Order 62 ; See order for details. (jy)

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JEFFREY A. ROSENFELD (Bar No. 136896)
[e-mail]
DAVID B. ABEL (Bar No. 156744)
[e-mail]
MATTHEW D. CAPLAN (Bar No. 260388)
[e-mail]
NICOLE C. KING (Bar No. 266672)
[e-mail]
DLA PIPER LLP (US)
2000 Avenue of the Stars
Suite 400 North Tower
Los Angeles, CA 90067-4704
Tel: [phone]
Fax: [phone]
Attorneys for Defendants
BRADSHAW INTERNATIONAL, INC.;
DOUGLAS J. BRADSHAW; and MICHAEL
RODRIGUE

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UNITED STATES DISTRICT COURT

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CENTRAL DISTRICT OF CALIFORNIA

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B. ARONSON INC., dba A. ARONSON
INC., a corporation; PB & J
CONSULTING CORP., a corporation;
BRUCE ARONSON, an individual; and
PHEBE ARONSON, an individual,

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[PROPOSED] STIPULATED
PROTECTIVE ORDER

v.

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[Discovery Document: Referred to
Magistrate Judge Suzanne H. Segal]

Plaintiffs,

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CASE NO. CV11-00531 CAS (ssx)

BRADSHAW INTERNATIONAL,
INC., a corporation; DOUGLAS J.
BRADSHAW, 1 an individual;
MICHAEL RODRIGUE, an individual;
and DOES 1 to 25, inclusive,

Complaint Filed: January 18, 2011
Trial Date:
November 13, 2012

Defendants.

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The Second Amended Complaint does not assert any cause of action as against Douglas J.
Bradshaw.

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BRADSHAW INTERNATIONAL,
INC., a corporation; DOUGLAS J.
BRADSHAW, an individual;
MICHAEL RODRIGUE, an individual,
Counterclaim Plaintiffs,
Third Party Plaintiffs

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v.
B. ARONSON INC. dba A. ARONSON
INC., now PB&J CONSULTING
CORP., a corporation; BRUCE
ARONSON, an individual; PHEBE
ARONSON, an individual and
EVRIHOLDER PRODUCTS LLC, a
limited liability company,
Counterclaim Defendants
Third Party Defendants

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Plaintiffs B. Aronson Inc., dba A. Aronson Inc., PB&J Consulting Corp.,

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Bruce Aronson, and Phebe Aronson (collectively, “Plaintiffs”); Third Party

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Defendant Evriholder Products LLC (“Third Party Defendant” or “Evriholder”);

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Defendants Bradshaw International, Inc. (“Bradshaw”) and Michael Rodrigue

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(“Rodrigue”) (collectively, “Defendants”); and Counterclaim and Third Party

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Plaintiff Douglas J. Bradshaw (“DBradshaw”) hereby STIPULATE and AGREE

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pursuant to Federal Rule of Civil Procedure 26(c), subject to approval of the Court,

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to the following Protective Order:

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1.

Disclosure and discovery activity in this action are likely to involve

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production of confidential, proprietary, or private information for which special

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protection from public disclosure and from use for any purpose other than

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prosecuting this litigation would be warranted. In addition, as the parties are

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competitors, certain business confidential, highly proprietary, and/or private

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information may be appropriate for protection from disclosure to the other party but

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still subject to production on an attorneys eyes only basis. Accordingly, the parties

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hereby stipulate to and petition the Court to enter the following Stipulated

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Protective Order. Plaintiffs, Evriholder, Defendants, and DBradshaw (collectively,

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the “Parties”) acknowledge that this Order does not confer blanket protections on

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all disclosures or responses to discovery and that the protection it affords extends

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only to the limited information or items that are entitled under the applicable legal

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principles to treatment as confidential.

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2.

In connection with discovery and the trial of this action, the Parties

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may designate certain documents and testimony, or other information derived

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therefrom, as “Confidential” or “Highly Confidential – Attorneys’ Eyes Only”

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under the terms of this Stipulation and Stipulated Protective Order (“Order”).

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3.

“Confidential” information is information which has not been made

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public and which concerns or relates to the Parties’ business practices and falls

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within Federal Rule of Civil Procedure 26(c)(1)(G), including within the following

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categories: documents defined as “confidential” in agreements between the Parties,

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lists and contact information for customers or affiliates; documents describing

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concepts, ideas, proposals, designs, inventions, devices, methods of manufacturing,

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techniques, development processes, marketing programs, and trade secrets;

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information or data concerning the products or services provided; and the business

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or financial condition of a Party or its affiliates, specifically financial data or plans,

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budgets, financial statements, business plans, research and development plans,

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strategic, marketing, or sales information concerning customers and suppliers,

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pricing policies, or contracts.

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4.

Information or materials designated as “Highly Confidential –

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Attorneys’ Eyes Only” shall be documents and things that include highly sensitive

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business information under Federal Rule of Civil Procedure 26(c)(1)(G), including

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currently competitive trade secrets, confidential technical information, methods, or

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other know-how, minutes of Board meetings, pricing data, financial data, sales

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information, customer-confidential information, agreements or relationships with

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non-parties designated as confidential between the parties to such agreements,

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market projections or forecasts, strategic business plans, selling or marketing

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strategies or new product development, testing, manufacturing costs or information

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about employees, and therefore protected from disclosure to a competitor.

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5.

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Bradshaw and Evriholder are direct competitors, and Evriholder currently

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employs or formerly employed Bruce Aronson and Phebe Aronson, all Parties to

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this suit, and this suit cannot be used to gain a competitive advantage through open

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discovery and public disclosure of sensitive commercial information. Bradhaw and

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Evriholder believe that the designation of certain documents as “Highly

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Confidential – Attorneys’ Eyes Only” is necessary because the Parties currently

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compete in the same markets, and thus, there is significant risk in disclosing certain

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highly sensitive information beyond their counsel. The Parties could be irreparably

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GOOD CAUSE STATEMENT.

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harmed if information designated as “Confidential” or “Highly Confidential –

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Attorneys’ Eyes Only” is divulged or somehow wrongly misused by the Parties or

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non-parties. The unfettered disclosure of the above-listed information, including

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but not limited to the filing of the documents in the public record, could be harmful

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to the commercial interests of one or more of the Parties in this action. There is

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good cause to enter this Protective Order to ensure adequate protection against the

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wrongful use or disclosure of Protected Material, and to protect the value associated

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with the Protected Material. Any violation of the confidentiality obligations set

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forth in this Protective Order could be detrimental and prejudicial to one or more

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Parties. The Aronsons believe that Bradshaw’s and Evriholder’s concerns set forth

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in this paragraph are asserted in good faith.

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6.

A party receiving (“Receiving Party”) material protected under this

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agreement (“Protected Material”) may use Protected Material disclosed or produced

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by another Party or by a non-party in connection with this case only for

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prosecuting, defending, or attempting to settle this litigation.

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7.

By designating a document, testimony or other information derived

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therefrom as Protected Material labeled either “Confidential” or “Highly

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Confidential – Attorneys’ Eyes Only” under the terms of this Stipulation and

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Protective Order, the Parties are certifying that there is a good faith basis both in

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law and in fact for the designation. Such “Confidential” and “Highly Confidential

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– Attorneys’ Eyes Only” materials shall be used solely in connection with this

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lawsuit, and not for any business, competitive, or governmental purpose or

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function, and such information shall not be disclosed to anyone except as provided

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herein.

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Except as otherwise provided in this Order, or as otherwise stipulated

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or ordered, material that qualifies for protection under this Order should be clearly

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so designated before the material is disclosed or produced. Designation in

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conformity with this Order requires:

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(a)

for information in documentary form (apart from transcripts of

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depositions or other pretrial or trial proceedings), that the party producing Protected

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material (“Producing Party”) affix the legend “Confidential” or “Highly

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Confidential – Attorneys’ Eyes Only” on each page that contains protected

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material, or prominently on each electronic media that contains protected material.

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(b)

for testimony given in deposition or in other pretrial

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proceedings, testimony taken at a deposition may be designated as “Confidential”

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or “Highly Confidential – Attorneys’ Eyes Only” by making a statement to that

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effect on the record at the deposition or other proceeding. Following the

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deposition, the party wishing to designate certain testimony as Protected Material

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(“Designating Party”) shall have 30 days, after the transcript becomes available, to

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identify the specific portions of the testimony as to which protection is sought.

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Only those portions of the testimony that are appropriately designated for protection

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within the 30 days shall be covered by the provisions of this Stipulated Protective

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Order.

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(c)

for information produced in any other form, including any

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tangible items, that the Producing Party affix in a prominent place on the exterior of

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the container or containers in which the information or item is stored the legend

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“Confidential” or “Highly Confidential – Attorneys’ Eyes Only.” If only

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portions of the information or item warrant protection, the Producing Party, to the

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extent practicable, shall identify the protected portions.

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9.

Information or material produced which is designated as

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“Confidential” may be disclosed or made available only to the Court, to counsel for

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a party (including the paralegal, clerical, and secretarial staff employed by such

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counsel), and to the “qualified persons” designated below:

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a. in-house counsel of a party, or an officer, director, or employee of a party

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deemed necessary by counsel to aid in the prosecution, defense, or

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settlement of this action;

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b. experts or consultants (together with their clerical staff) retained to assist

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in the prosecution, defense, or settlement of this action who sign an

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undertaking confirming that they have reviewed and agree to be bound by

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the terms of the protective order;

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c. court reporter(s) employed in this action;

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d. a witness at any proceeding in this action; and,

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e. any other person as to whom the Disclosing Party agrees in writing.

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10.

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Information or material designated as “Highly Confidential –

Attorneys’ Eyes Only” or copies or extracts there from and compilations and

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summaries thereof, may be disclosed, summarized, described, characterized, or

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otherwise communicated or made available in whole or in part only to the following

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persons:

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a. Parties’ outside counsel of record in this action and employees of such

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counsel to whom it is necessary that the information or material be shown

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for the purpose of this lawsuit;

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b. witnesses of the party producing the information in this lawsuit;

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c. experts or consultants (together with their clerical staff) retained to assist

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in the prosecution, defense, or settlement of this action who sign an

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undertaking confirming that they have reviewed and agree to be bound by

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the terms of the protective order;

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d. the Court;

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e. court reporter(s) employed in this action; and

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f. any other person as to whom the Disclosing Party agrees in writing.

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11.

Nothing herein shall impose any restrictions on the use or disclosure

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by a party of material obtained by such party independent of discovery in this

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action, whether or not such material is also obtained through discovery in this

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action, or from disclosing its own Protected Material as it deems appropriate.

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12.

In the event that any Protected Material is used in any proceeding in
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this action, it shall not lose its confidential status through such use, and the party

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using such shall take all reasonable steps to maintain its confidentiality during such

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use; however, this Paragraph does not apply where the Protected Material appears

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in the public record.

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13.

Without written permission from the Designating Party or a court

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order secured after appropriate notice to all interested persons, a Party may not file

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in the public record in this action any Protected Material. A Party that seeks to file

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under seal any Protected Material must comply with Local Rule 79-5 and this

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Court’s published procedures requiring an application to the Court for an order to

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seal documents.

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14.

This Stipulation is entered solely for the purpose of facilitating the

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exchange of documents and information between the Parties to this action without

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involving the Court unnecessarily in the process. Nothing in this Stipulation nor

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the production of any information or document under the terms of this Stipulation

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nor any proceedings pursuant to this Stipulation shall be deemed to have the effect

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of an admission or waiver by any party or of altering the confidentiality or non-

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confidentiality of any such document or information or altering any existing

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obligation of any party or the absence thereof. Neither the stipulation nor its

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contents, nor designation of a document as “Confidential” or “Highly Confidential

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– Attorney’s Eyes Only”, nor any party’s objection or failure to object to such a

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designation is admissible as evidence for the purpose of proving or disproving any

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matter at issue in the litigation. Further, the Parties agree that the “Confidential” or

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“Highly Confidential – Attorney’s Eyes Only” designations provided on documents

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for purposes of production under this Protective Order are not admissible for any

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purpose. In addition, the parties agree that the “Confidential” and “Highly

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Confidential” designations added pursuant to this Protective Order shall not appear

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on any trial exhibit or any other document shown to the jury.

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15.

Inadvertent production of privileged material, or the inadvertent failure
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to designation material as “Confidential” or “Highly Confidential – Attorneys’ Eyes

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Only,” does not waive the privileged or confidential status of the document or

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information.

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16.

If timely corrected, an inadvertent failure to designate qualified

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information or items as “Confidential” or “Highly Confidential – Attorneys’ Eyes

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Only” does not, standing alone, waive the Designating Party’s right to secure

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protection under this Order for such material. If material is appropriately

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designated as “Confidential” or “Highly Confidential – Attorneys’ Eyes Only” after

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the material was initially produced, the Receiving Party, on timely notification of

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the designation, must make reasonable efforts to assure that the material is treated

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in accordance with the provisions of this Order, and must immediately (a) notify in

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writing the Designating Party of any disclosures of such Protected Material, (b) use

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its best efforts to retrieve all copies of the Protected Material, and (c) inform the

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person or persons to whom disclosures were made of all the terms of this Order. If

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the undesignated documents have already been filed with the Court without the

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confidential designation, the Designating Party may move the court for filing of the

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document under seal.

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17.

Any party may challenge the confidentiality designation of the other

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party, but shall be required to maintain the confidentiality of the information unless

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and until a ruling issues designating that the information ought not be deemed

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“Confidential” or “Highly Confidential – Attorneys’ Eyes Only,” or the

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Designating Party fails to seek a ruling on the confidentiality of the designated

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material, as set forth in detail in Paragraph 20.

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18.

A party that elects to initiate a challenge to a Designating Party’s

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confidentiality designation must begin the process by conferring directly with

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counsel for the Designating Party, pursuant to the Local Rules. In conferring, the

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challenging Party must explain the basis for its belief that the confidentiality

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designation was not proper and must give the Designating Party an opportunity to

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review the designated material, to reconsider the circumstances, and, if no change

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in designation is offered, to explain the basis for the chosen designation.

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19.

If the parties are unable to resolve their dispute regarding the

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confidentiality of the designated material following the meet and confer process set

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forth in Paragraph 18, the Designating Party must, pursuant to Federal Rule of Civil

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Procedure 26, and the rules of this Court, file and serve a motion for a protective

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order that identifies the material designated as confidential and affirms that the

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movant has complied with the meet and confer requirements imposed in the

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preceding paragraph. The Designating Party bears the burden of persuading the

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Court that the information is Confidential within the definition of that term set forth

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above.

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20.

In the case of a dispute, the material designated as confidential will be

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deemed confidential until thirty (30) days following the start of the meet and confer

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process set forth in Paragraph 18. If the Designating Party files a motion for a

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protective order, as set forth in Paragraph 19, the designated material maintains its

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confidentiality designation until the court orders otherwise. If the Designating

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Party fails to file a motion for a protective order following the meet and confer

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process, after thirty days from the start of the meet and confer process, the material

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is no longer considered confidential.

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21.

Upon written request, at the conclusion of this matter, the Parties

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hereby agree to promptly return all copies of all Protected Material received; or, in

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the alternative, such parties may shred all copies of all such Protected Material and

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promptly send written confirmation from the other Party that it has complied with

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the terms of this Stipulation. Notwithstanding, Counsel shall be able to retain a

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copy of confidential information that has been submitted in a pleading or marked as

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an exhibit in a deposition.

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22.

Even after the termination of this litigation, the confidentiality

obligations imposed by this Order shall remain in effect until a Designating Party
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agrees otherwise in writing or a court order otherwise directs. This Court retains

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and shall have jurisdiction over the Parties, their attorneys and all recipients of

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discovery designated “Confidential” or “Highly Confidential – Attorneys’ Eyes

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Only” for the enforcement of the provisions of this Order following termination of

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this case, and/or to terminate all or some of the provisions of this Order on

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application by any party.

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23.

This Order shall not preclude a party from exercising any rights or

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raising any objections otherwise available to them under the rules of discovery and

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evidence.

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24.

This Order shall be binding upon the Parties to this action, the

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attorneys for each party and upon any recipient of discovery designated as

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“Confidential” or “Highly Confidential – Attorneys’ Eyes Only” and upon any

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successor, executor, personal representative, administrator, heir, legal

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representative, assignee, subsidiaries, division, employee, agent, independent

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contractor, or other person or legal entity over which any party or attorney or

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recipient of documents covered by this Order may have control.

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IT IS SO STIPULATED by counsel of record:
Dated: December 22, 2011

DLA PIPER LLP (US)

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By

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/s/ Matthew D. Caplan
JEFFREY A. ROSENFELD
DAVID B. ABEL
MATTHEW D. CAPLAN
NICOLE C. KING
Attorneys for Defendants
BRADSHAW INTERNATIONAL, INC.;
DOUGLAS J. BRADSHAW; and
MICHAEL RODRIGUE

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1 DATED: December 21, 2011
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LAW OFFICES OF WORTHE HANSON &
WORTHE

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By

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/s/ Siobhan M. Bishop
JOHN R. HANSON
TODD C. WORTHE
SIOBHAN M. BISHOP
Attorneys for Plaintiffs B. ARONSON
INC., DBA A. ARONSON, INC., PB&J
CONSULTING CORP., BRUCE
ARONSON, AND PHEBE ARONSON

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DATED: December 22, 2011

ELKINS KALT WEINTRAUB REUBEN
GARTSIDE LLP

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By /s/ Eric. J. Lorenzini
JEFF RIFFER
ERIC J. LORENZINI
Attorneys for Third Party Claim
Defendant EVRIHOLDER PRODUCTS
LLC

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IT IS SO ORDERED

__/S/ Suzanne H. Segal______
U.S. Magistrate Judge

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