Banc of California, Inc. et al v. Farmers and Merchants Bank of Long Beach et al

Filing 27

STIPULATED PROTECTIVE ORDER by Magistrate Judge Alexander F. MacKinnon. (ib)

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101 California Street
San Francisco, CA 94111-5802

Winston & Strawn LLP

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David L. Aronoff (SBN: 152606)
[e-mail]
Gayle I. Jenkins (SBN: 168962)
[e-mail]
Saul S. Rostamian (SBN: 235292)
[e-mail]
Diana Hughes Leiden (SBN: 267606)
[e-mail]
WINSTON & STRAWN LLP
333 South Grand Avenue, 38th Floor
Los Angeles, California 90071-1543
Telephone: [phone]
Facsimile: 213-615-1750
Laura M. Franco (SBN: 186765)
[e-mail]
WINSTON & STRAWN LLP
101 California Street
San Francisco, CA 94111-5802
Telephone: [phone]
Facsimile: 415-591-1400
Attorneys for Plaintiffs
BANC OF CALIFORNIA, INC. and
BANC OF CALIFORNIA, N.A.

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UNITED STATES DISTRICT COURT

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CENTRAL DISTRICT OF CALIFORNIA

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BANC OF CALIFORNIA, INC. AND
BANC OF CALIFORNIA, N.A.,
Plaintiffs,

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Case No. 8:16-CV-01601-CJC-AFM
Hon. Cormac J. Carney
STIPULATED PROTECTIVE
ORDER

v.

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FARMERS & MERCHANTS BANK
OF LONG BEACH, a California
corporation, and DOES 1 through 10,

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Defendants.

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Complaint Filed: August 30, 2016

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STIPULATED PROTECTIVE ORDER

STIPULATED PROTECTIVE ORDER

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1.

A.

PURPOSES AND LIMITATIONS

Discovery in this action is likely to involve production of confidential,

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proprietary or private information for which special protection from public disclosure

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and from use for any purpose other than prosecuting this litigation may be warranted.

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Accordingly, the parties hereby stipulate to and petition the Court to enter the

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following Stipulated Protective Order (“Order”). The parties acknowledge that this

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Order does not confer blanket protections on all disclosures or responses to discovery

101 California Street
San Francisco, CA 94111-5802

Winston & Strawn LLP

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and that the protection it affords from public disclosure and use extends only to the

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limited information or items that are entitled to confidential treatment under the

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applicable legal principles.

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B.

GOOD CAUSE STATEMENT

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This action is likely to involve trade secrets, marketing information, and other

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valuable research, development, commercial, financial, and/or proprietary information

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for which special protection from public disclosure and from use for any purpose

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other than prosecution of this action is warranted. Such confidential and proprietary

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materials and information consist of, among other things, confidential business or

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financial information, including, but not limited to pricing, sales data, profit, and/or

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loss information and corporate financial statements; information regarding

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confidential business practices or other confidential research, development, or

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commercial information (including information implicating privacy rights of third

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parties); information otherwise generally unavailable to the public, or which may be

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privileged or otherwise protected from disclosure under state or federal statutes, court

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rules, case decisions, or common law. Accordingly, to expedite the flow of

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information, to facilitate the prompt resolution of disputes over confidentiality of

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discovery materials, to adequately protect information the parties are entitled to keep
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STIPULATED PROTECTIVE ORDER

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confidential, to ensure that the parties are permitted reasonable necessary uses of such

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material in preparation for and in the conduct of trial, to address their handling at the

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end of the litigation, and serve the ends of justice, a protective order for such

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information is justified in this matter. It is the intent of the parties that information

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will not be designated as confidential for tactical reasons and that nothing be so

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designated without a good faith belief that it has been maintained in a confidential,

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non-public manner, and there is good cause why it should not be part of the public

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record of this case.

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C.

ACKNOWLEDGMENT OF PROCEDURE FOR FILING UNDER
SEAL

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The parties further acknowledge, as set forth in Section 12.3 below, that this

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Order does not entitle them to file confidential information under seal; Local Civil

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Rule 79-5 sets forth the procedures that must be followed and the standards that will

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be applied when a party seeks permission from the court to file material under seal.

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There is a strong presumption that the public has a right of access to judicial

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proceedings and records in civil cases. In connection with non-dispositive motions,

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good cause must be shown to support a filing under seal. See Kamakana v. City and

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County of Honolulu, 447 F.3d 1172, 1176 (9th Cir. 2006), Phillips v. Gen. Motors

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Corp., 187 F.3d 1206, 1210-11 (9th Cir. 2002), Makar-Welbon v. Sony Electrics, Inc.,

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307 F.R.D. 576, 577 (E.D. Wis. 1999) (even stipulated protective order requires good

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cause showing), and a specific showing of good cause or compelling reasons with

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proper evidentiary support and legal justification, must be made with respect to

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Protected Material that a party seeks to file under seal. The parties’ mere designation

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of Disclosure or Discovery Material as CONFIDENTIAL or HIGHLY

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CONFIDENTIAL - ATTORNEYS’ EYES ONLY does not —without the submission

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of competent evidence by declaration, establishing that the material sought to be filed

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under seal qualifies as confidential, privileged, or otherwise protectable—constitute
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STIPULATED PROTECTIVE ORDER

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good cause.
Any document that is not confidential, privileged, or otherwise protectable in its

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entirety will not be filed under seal if the confidential portions can be redacted. If

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documents can be redacted, then a redacted version for public viewing omitting only

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the confidential, privileged, or otherwise protectable portions of the document, shall

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be filed. Any application that seeks to file documents under seal in their entirety

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should include an explanation of why redaction is not feasible.

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2.

DEFINITIONS

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2.1

Action: This pending federal lawsuit.

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2.2

Challenging Party: A Party or Non-Party that challenges the designation

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of information or items under this Order.
2.3

“CONFIDENTIAL” Information or Items: Information (regardless of

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how it is generated, stored, or maintained) or tangible things that qualify for protection

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under Federal Rule of Civil Procedure 26(c), and as specified above in the Good

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Cause Statement.

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2.4

Counsel: Outside Counsel of Record and House Counsel (as well as their

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support staff and vendors provided that the vendors have signed the

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“Acknowledgment and Agreement to Be Bound” (Exhibit A)).

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2.5

Designating Party: A Party or Non-Party that designates information or

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items that it produces in disclosures or in responses to discovery as

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“CONFIDENTIAL” or “HIGHLY CONFIDENTIAL – ATTORNEYS’ EYES

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ONLY.”

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2.6

Disclosure or Discovery Material: All items or information, regardless of

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the medium or manner in which it is generated, stored, or maintained (including

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among other things, testimony, transcripts, and tangible things), that are produced or

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generated in disclosures or responses to discovery in this matter.

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2.7

Expert: A person with specialized knowledge or experience in a matter
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STIPULATED PROTECTIVE ORDER

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pertinent to the litigation who has been retained by a Party or its counsel to serve as an

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expert witness or as a consultant in this Action.

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2.8

“HIGHLY CONFIDENTIAL” Information or Items: Information

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(regardless of how it is generated, stored or maintained) or tangible things, as defined

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in Paragraph 2.3, that also contain sensitive business or personal information and/or

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trade secret information.

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House Counsel: Attorneys who are employees of a party to this Action.

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House Counsel does not include Outside Counsel of Record or any other outside

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counsel.

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2.10 Non-Party: Any natural person, partnership, corporation, association, or
other legal entity not named as a Party to this action.
2.11 Outside Counsel of Record: Attorneys who are not employees of a party

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to this Action but are retained to represent or advise a party to this Action and have

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appeared in this Action on behalf of that party or are affiliated with a law firm that has

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appeared on behalf of that party, and includes support staff.

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2.12 Party: Any party to this Action, including all of its officers, directors,

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employees, consultants, retained experts, and Outside Counsel of Record (and their

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support staffs).

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2.13 Producing Party: A Party or Non-Party that produces Disclosure or
Discovery Material in this Action.
2.14 Professional Vendors: Persons or entities that provide litigation support

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services (e.g., photocopying, videotaping, translating, preparing exhibits or

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demonstrations, and organizing, storing, or retrieving data in any form or medium)

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and their employees and subcontractors.

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2.15 Protected Material: Any Disclosure or Discovery Material that is

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designated as “CONFIDENTIAL” or “HIGHLY CONFIDENTIAL – ATTORNEYS’

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EYES ONLY.”

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2.16 Receiving Party: A party that receives Disclosure or Discovery Material
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STIPULATED PROTECTIVE ORDER

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from a Producing Party.

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3.

SCOPE
The protections conferred by this Order cover not only Protected Material (as

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defined above), but also (1) any information copied or extracted from Protected

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Material; (2) all copies, excerpts, summaries, or compilations of Protected Material;

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and (3) any testimony, conversations, or presentations by Parties or their Counsel that

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might reveal Protected Material. However, the protections conferred by this

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Stipulation and Order do not cover the following information: (a) any information that

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is in the public domain at the time of disclosure to a Receiving Party or becomes part

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of the public domain after its disclosure to a Receiving Party as a result of publication

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not involving a violation of this Order, including becoming part of the public record

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through trial or otherwise; and (b) any information known to the Receiving Party prior

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to the disclosure as confirmed by written records or obtained by the Receiving Party

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after the disclosure from a source who obtained the information lawfully and under no

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obligation of confidentiality to the Designating Party.
Any use of Protected Material at trial shall be governed by the orders of the trial

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judge. This Order does not govern the use of Protected Material at trial.

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4.

DURATION
Even after final disposition of this litigation, the confidentiality obligations

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imposed by this Order shall remain in effect until a Designating Party agrees

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otherwise in writing or a court order otherwise directs. Final disposition shall be

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deemed to be the later of (1) dismissal of all claims and defenses in this action, with or

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without prejudice; and (2) final judgment herein after the completion and exhaustion

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of all appeals, rehearings, remands, trials, or reviews of this action, including the time

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limits for filing any motions or applications for extension of time pursuant to

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applicable law.

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Once a case proceeds to trial, information that was designated as
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STIPULATED PROTECTIVE ORDER

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CONFIDENTIAL or HIGHLY CONFIDENTIAL – ATTORNEY’S EYES ONLY or

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maintained pursuant to this Order, is used or introduced as an exhibit at trial becomes

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public and will be presumptively available to all members of the public, including the

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press, unless compelling reasons supported by specific factual findings to proceed

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otherwise are made to the trial judge in advance of the trial. See Kamakana, 447 F.3d

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at 1180-81 (distinguishing “good cause” showing for sealing documents produced in

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discovery from “compelling reasons” standard when merits-based documents are part

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of court record).

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5.

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DESIGNATING PROTECTED MATERIAL
5.1

Exercise of Restraint and Care in Designating Material for Protection.

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Each Party or Non-Party that designates information or items for protection under this

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Order must take care to limit any such designation to specific material that qualifies

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under the appropriate standards. The Designating Party must designate for protection

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only those parts of material, documents, items or oral or written communications that

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qualify so that other portions of the material, documents, items or communications for

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which protection is not warranted are not swept unjustifiably within the ambit of this

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Order.

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Mass, indiscriminate or routinized designations are prohibited. Designations

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that are shown to be clearly unjustified or that have been made for an improper

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purpose (e.g., to unnecessarily encumber the case development process or to impose

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unnecessary expenses and burdens on other parties) may expose the Designating Party

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to sanctions.

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If it comes to a Designating Party’s attention that information or items that it

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designated for protection do not qualify for protection, that Designating Party must

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promptly notify all other Parties that it is withdrawing the inapplicable designation.

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5.2

Manner and Timing of Designations. Except as otherwise provided in

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this Order (see, e.g., second paragraph of section 5.2(a) below), or as otherwise

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stipulated or ordered, Disclosure of Discovery Material that qualifies for protection
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STIPULATED PROTECTIVE ORDER

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under this Order must be clearly so designated before the material is disclosed or

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produced.

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Designation in conformity with this Order requires:
(a) for information in documentary form (e.g., paper or electronic

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documents, but excluding transcripts of depositions or other pretrial or trial

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proceedings), that the Producing Party affix at a minimum the legend

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“CONFIDENTIAL” (hereinafter “CONFIDENTIAL legend”) or “HIGHLY

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CONFIDENTIAL – ATTORNEYS’ EYES ONLY” (hereinafter “HIGHLY

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CONFIDENTIAL – ATTORNEYS’ EYES ONLY legend”), to each page that

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contains protected material. If only a portion of the material on a page qualifies for

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protection, the Producing Party also must clearly identify the protected portion(s)

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(e.g., by making appropriate markings in the margins).

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A Party or Non-Party that makes original documents available for inspection

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need not designate them for protection until after the inspecting Party has indicated

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which documents it would like copied and produced. During the inspection and

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before the designation, all of the material made available for inspection shall be

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deemed “CONFIDENTIAL” or “HIGHLY CONFIDENTIAL – ATTORNEYS’

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EYES ONLY.” After the inspecting Party has identified the documents it wants

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copied and produced, the Producing Party must determine which documents, or

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portions thereof, qualify for protection under this Order. Then, before producing the

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specific documents, the Producing Party must affix the “CONFIDENTIAL legend” or

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“HIGHLY CONFIDENTIAL legend” to each page that contains Protected Material.

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If only a portion of the material on a page qualifies for protection, the Production

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Party also must clearly identify the protected portion(s) (e.g., by making appropriate

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markings in the margins).
(b) for testimony given in depositions or in other pretrial or trial

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proceedings,
Designating Party will have 14 days after receipt of the deposition transcript to
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STIPULATED PROTECTIVE ORDER

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inform the other Party or Parties to the action of the portions of the transcript to be

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designated “CONFIDENTIAL” or “HIGHLY CONFIDENTIAL – ATTORNEYS’

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EYES ONLY.” Only those portions of the testimony that are appropriately designated

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for protection within the 14 days shall be covered by the provisions of this Stipulated

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Protective Order. Alternatively, a Designating Party may specify, at the deposition

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portions of the transcript that shall be treated as “CONFIDENTIAL” or “HIGHLY

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CONFIDENTIAL – ATTORNEYS’ EYES ONLY.”

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The use of a document as an exhibit at a deposition shall not in any way affect
its designation as “CONFIDENTIAL” or “HIGHLY CONFIDENTIAL –
ATTORNEYS’ EYES ONLY.”
Each deposition transcript shall be treated to be designated “HIGHLY

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CONFIDENTIAL – ATTORNEYS’ EYES ONLY” in its entirety until the expiration

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of the 14-day period for the Designating Party to specifically designate the deposition

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transcript, unless otherwise agreed. After the expiration of that period, the transcript

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shall be treated only as actually designated.

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(c) for information produced in some form other than documentary and

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for any other tangible items, that the Producing Party affix in a prominent place on the

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exterior of the container or containers in which the information is stored the legend

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“CONFIDENTIAL” or “HIGHLY CONFIDENTIAL – ATTORNEYS’ EYES

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ONLY.” If only a portion or portions of the information warrants protection, the

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Producing Party, to the extent practicable, shall identify the protected portion(s).

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5.3

Inadvertent Failures to Designate. If timely corrected, an inadvertent

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failure to designate qualified information or items does not, standing alone, waive the

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Designating Party’s right to secure protection under this Order for such material.

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Upon timely correction of a designation, the Receiving Party must make reasonable

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efforts to assure that the material is treated in accordance with the provisions of this

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Order.
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STIPULATED PROTECTIVE ORDER

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6.

CHALLENGING CONFIDENTIALITY DESIGNATIONS
6.1

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Timing of Challenges. Any Party or Non-Party may challenge a

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designation of confidentiality at any time that is consistent with the Court’s

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scheduling order. A Party does not waive its right to challenge a confidentiality

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designation by electing not to mount a challenge promptly after the original

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designation is disclosed.
6.2

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resolution process under Local Rule 37-1 et seq.
6.3

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Meet and Confer. The Challenging Party shall initiate the dispute

Joint Stipulation. Any challenge submitted to the Court shall be via a

joint stipulation pursuant to Local Rule 37-2.
6.4

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The burden of persuasion in any such challenge proceeding shall be on

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the Designating Party. Frivolous challenges, and those made for an improper purpose

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(e.g., to harass or impose unnecessary expenses and burdens on other parties) may

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expose the Challenging Party to sanctions. Unless the Designating Party has waived

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or withdrawn the confidentiality designation, all parties shall continue to afford the

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material in question the level of protection to which it is entitled under the Producing

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Party’s designation until the Court rules on the challenge.

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7.

ACCESS TO AND USE OF PROTECTED MATERIAL
7.1

Basic Principles. A Receiving Party may use Protected Material that is

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disclosed or produced by another Party or by a Non-Party in connection with this

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Action only for prosecuting, defending or attempting to settle this Action. Such

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Protected Material may be disclosed only to categories of persons and under the

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conditions described in this Order. When the Action has been terminated, a Receiving

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Party must comply with the provisions of section 13 below (FINAL DISPOSITION).

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Protected Material must be stored and maintained by a Receiving Party at a
location and in a secure manner that ensures that access is limited to the persons
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STIPULATED PROTECTIVE ORDER

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authorized under this Order.
7.2

Disclosure of “CONFIDENTIAL” Information or Items. Unless

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otherwise ordered by the court or permitted in writing by the Designating Party, a

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Receiving Party may disclose any information or item designated “CONFIDENTIAL”

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only to:

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(a) the Receiving Party’s Outside Counsel of Record in this Action, as

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well as employees of said Outside Counsel of Record to whom it is reasonably

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necessary to disclose the information for this Action;

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(b) the officers, directors, and employees (including House Counsel) of
the Receiving Party to whom disclosure is reasonably necessary for this Action;
(c) Experts (as defined in this Order) of the Receiving Party to whom

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disclosure is reasonably necessary for this Action and who have signed the

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“Acknowledgment and Agreement to Be Bound” (Exhibit A);

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(d) the court and its personnel;

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(e) court reporters and their staff;

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(f) professional jury or trial consultants, mock jurors, and Professional

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Vendors to whom disclosure is reasonably necessary for this Action and who have

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signed the “Acknowledgment and Agreement to Be Bound” (Exhibit A);

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(g) the author or recipient of a document containing the information or a
custodian or other person who otherwise possessed or knew the information;
(h) during the depositions, witnesses, and attorneys for witnesses, in the

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Action to whom disclosure is reasonably necessary provided that: (1) the deposing

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party requests that the witness sign the form attached as Exhibit A hereto; and (2) they

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will not be permitted to keep any confidential information unless they sign the

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“Acknowledgment and Agreement to Be Bound” (Exhibit A), unless otherwise agreed

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by the Designating Party or ordered by the court. Pages of transcribed deposition

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testimony or exhibits to depositions that reveal Protected Material may be separately

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bound by the court reporter and may not be disclosed to anyone except as permitted
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STIPULATED PROTECTIVE ORDER

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under this Order; and
(i) any mediator or settlement officer, and their supporting personnel

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mutually agreed upon by any of the parties engaged in settlement discussions.
7.3

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Disclosure of “HIGHLY CONFIDENTIAL – ATTORNEYS’ EYES

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ONLY” Information or Items. Unless otherwise ordered by the court or permitted in

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writing by the Designating Party, a Receiving Party may disclose any information or

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item designated “HIGHLY CONFIDENTIAL – ATTORNEYS’ EYES ONLY” only

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to:

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(a) the Receiving Party’s Outside Counsel of Record in this Action, as

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well as employees of said Outside Counsel of Record to whom it is reasonably

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necessary to disclose the information for this Action;

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(b) House Counsel of Plaintiffs, as agreed to by Defendant or as
approved by the Court.
(c) Experts (as defined in this Order) of the Receiving Party to whom

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disclosure is reasonably necessary for this Action and who have signed the

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“Acknowledgment and Agreement to Be Bound” (Exhibit A);

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(d) the court and its personnel;

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(e) court reporters and their staff;

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(f) the author or recipient of a document containing the information or a

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custodian or other person who otherwise possessed or knew the information;

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(g) professional jury or trial consultants, and to whom disclosure is

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reasonably necessary for this litigation and who have signed the “Acknowledgment

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and Agreement to Be Bound” (Exhibit A); and

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(h) any mediator or settlement officer, and their supporting personnel
mutually agreed upon by any of the parties engaged in settlement discussions.

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STIPULATED PROTECTIVE ORDER

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8.

PROTECTED MATERIAL SUBPOENAED OR ORDERED PRODUCED

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IN ANOTHER LITIGATION

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If a Party is served with a subpoena or a court order issued in other litigation

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that compels disclosure of any information or items designated in this Action as

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“CONFIDENTIAL” or “HIGHLY CONFIDENTIAL – ATTORNEY’S EYES

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ONLY,” that Party must:
(a) promptly notify in writing the Designating Party. Such notification

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shall include a copy of the subpoena or court order;

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(b) promptly notify in writing the party who caused the subpoena or

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order to issue in the other litigation that some or all of the material covered by the

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subpoena or order is subject to this Order. Such notification shall include a copy of

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this Order; and
(c) cooperate with respect to all reasonable procedures sought to be

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pursued by the Designating Party whose Protected Material may be affected.
If the Designating Party timely seeks a protective order, the Party served with

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the subpoena or court order shall not produce any information designated in this

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action as “CONFIDENTIAL” or “HIGHLY CONFIDENTIAL – ATTORNEYS’

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EYES ONLY” before a determination by the court from which the subpoena or order

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issued, unless the Party has obtained the Designating Party’s permission. The

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Designating Party shall bear the burden and expense of seeking protection in that

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court of its confidential material and nothing in these provisions should be construed

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as authorizing or encouraging a Receiving Party in this Action to disobey a lawful

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directive from another court.

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9.

A NON-PARTY’S PROTECTED MATERIAL SOUGHT TO BE
PRODUCED IN THIS LITIGATION
(a) The terms of this Order are applicable to information produced by a

Non-Party in this Action and designated as “CONFIDENTIAL” or “HIGHLY
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STIPULATED PROTECTIVE ORDER

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CONFIDENTIAL – ATTORNEYS’ EYES ONLY.” Such information produced by

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Non-Parties in connection with this litigation is protected by the remedies and relief

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provided by this Order. Nothing in these provisions should be construed as

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prohibiting a Non-Party from seeking additional protections.
(b) In the event that a Party is required, by a valid discovery request, to

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produce a Non-Party’s confidential information in its possession, and the Party is

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subject to an agreement with the Non-Party not to produce the Non-Party’s

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confidential information, then the Party shall:
(1) promptly notify in writing the Requesting Party and the Non-

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Party that some or all of the information requested is subject to a confidentiality

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agreement with a Non-Party;

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(2) promptly provide the Non-Party with a copy of this Order, the

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relevant discovery request(s), and a reasonably specific description of the information

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requested; and
(3) make the information requested available for inspection by the

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Non-Party, if requested.
(c) If the Non-Party fails to seek a protective order from this court within

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14 days of receiving the notice and accompanying information, the Receiving Party

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may produce the Non-Party’s confidential information responsive to the discovery

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request. If the Non-Party timely seeks a protective order, the Receiving Party shall

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not produce any information in its possession or control that is subject to the

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confidentiality agreement with the Non-Party before a determination by the court.

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Absent a court order to the contrary, the Non-Party shall bear the burden and expense

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of seeking protection in this court of its Protected Material.

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10.

UNAUTHORIZED DISCLOSURE OF PROTECTED MATERIAL
If a Receiving Party learns that, by inadvertence or otherwise, it has disclosed

Protected Material to any person or in any circumstance not authorized under this
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Order, the Receiving Party must immediately (a) notify in writing the Designating

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Party of the unauthorized disclosures, (b) use its best efforts to retrieve all

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unauthorized copies of the Protected Material, (c) inform the person or persons to

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whom unauthorized disclosures were made of all of the terms of this Order, and (d)

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request such person or persons to execute the “Acknowledgment and Agreement to Be

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Bound” that is attached hereto as Exhibit A.

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11.

INADVERTENT PRODUCTION OF PRIVILEGED OR OTHERWISE
PROTECTED MATERIAL
When a Producing Party gives notice to Receiving Parties that certain

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inadvertently produced material is subject to a claim of privilege or other protection,

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the obligations of the Receiving Parties are those set forth in Federal Rule of Civil

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Procedure 26(b)(5)(B). If information subject to a claim of attorney-client privilege or

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work product immunity is inadvertently or unintentionally produced, such production

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shall in no way prejudice or otherwise constitute a waiver of, or estoppel as to, any

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claim of privilege or work-product immunity for such information. If a party has

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inadvertently or unintentionally produced information subject to a claim of immunity

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or privilege, the information for which a claim of inadvertent or unintentional

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production is made shall be returned to the producing party within five (5) days of the

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producing party’s written request. Moreover, any notes or summaries referring or

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relating to any such inadvertently, or unintentionally, produced information shall be

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destroyed. In the event that any such information is contained in a produced

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document, all copies of that document, and any notes or summaries relating thereto

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that may have been made, shall be destroyed to the extent practicable. Nothing herein

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shall prevent the party returning such information from moving the Court for an Order

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compelling production of such information, but the unintentional or inadvertent

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production of that information shall not be a basis for such a motion.

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STIPULATED PROTECTIVE ORDER

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12.

12.1 Right to Further Relief. Nothing in this Order abridges the right of any

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3

MISCELLANEOUS

person to seek its modification by the Court in the future.
12.2 Right to Assert Other Objections. By stipulating to the entry of this

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5

Order, no Party waives any right it otherwise would have to object to disclosing or

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producing any information or item on any ground not addressed in this Order.

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Similarly, no Party waives any right to object on any ground to use in evidence of any

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of the material covered by this Order.

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12.3 Filing Protected Material. A Party that seeks to file under seal any

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Protected Material must comply with Local Civil Rule 79-5. Protected Material may

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only be filed under seal pursuant to a court order authorizing the sealing of the

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specific Protected Material at issue. If a Party’s request to file Protected Material

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under seal is denied by the court, then the Receiving Party may file the information in

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the public record unless otherwise instructed by the court.

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13.

FINAL DISPOSITION
After the final disposition of this Action, as defined in paragraph 4, within 60

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days of a written request by the Designating Party, each Receiving Party must return

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all Protected Material to the Producing Party or destroy such material. As used in this

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subdivision, “all Protected Material” includes all copies, abstracts, compilations,

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summaries, and any other format reproducing or capturing any of the Protected

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Material. Whether the Protected Material is returned or destroyed, the Receiving

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Party must submit a written certification to the Producing Party (and, if not the same

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person or entity, to the Designating Party) by the 60 day deadline that (1) identifies

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(by category, where appropriate) all the Protected Material that was returned or

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destroyed and (2) affirms that the Receiving Party has not retained any copies,

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abstracts, compilations, summaries or any other format reproducing or capturing any

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of the Protected Material. Notwithstanding this provision, Counsel are entitled to
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STIPULATED PROTECTIVE ORDER

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retain an archival copy of all pleadings, motion papers, trial, deposition, and hearing

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transcripts, legal memoranda, correspondence, deposition and trial exhibits, expert

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reports, attorney work product, and consultant and expert work product, even if such

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materials contain Protected Material. Any such archival copies that contain or

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constitute Protected Material remain subject to this Order as set forth in section 4

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(DURATION).

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14.

VIOLATION
Any violation of this Order may be punished by appropriate measures

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including, without limitation, contempt proceedings and/or monetary sanctions.

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///

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///

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///

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STIPULATED PROTECTIVE ORDER

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IT IS SO STIPULATED, THROUGH COUNSEL OF RECORD.

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Dated: February 7, 2017

WINSTON & STRAWN LLP

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By: /s/ Diana Hughes Leiden
David L. Aronoff
Gayle I Jenkins
Saul S. Rostamian
Laura M. Franco
Diana Hughes Leiden

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Attorneys for Plaintiffs
BANC OF CALIFORNIA, INC. and
BANC OF CALIFORNIA, N.A.

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Dated: February 7, 2017

KNOBBE, MARTENS, OLSON & BEAR LLP

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By: /s/ Lauren Keller Katzenellenbogen
Michael K. Friedland
Lauren Keller Katzenellenbogen
David Cohen

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Attorneys for Defendant
FARMERS & MERCHANTS BANK OF
LONG BEACH

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FOR GOOD CAUSE SHOWN, IT IS SO ORDERED.

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Dated: 2/7/2017

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___________________________
Alexander F. MacKinnon
United States Magistrate Judge

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17
STIPULATED PROTECTIVE ORDER

ATTESTATION

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I, Diana Hughes Leiden, attest that the above listed signatories on whose behalf

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this document is being filed, have concurred in the context and have authorized the

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filing.

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/s/ Diana Hughes Leiden
Diana Hughes Leiden

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18
STIPULATED PROTECTIVE ORDER

1

EXHIBIT A

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ACKNOWLEDGMENT AND AGREEMENT TO BE BOUND

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I, ___________________________ [print or type full name], of

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__________________________ [print or type full address], declare under penalty of

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perjury that I have read in its entirety and understand the Stipulated Protective Order

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that was issued by the United States District Court for the Central District of

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California on _______________ [date] in the case ____________________________

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[insert formal name of the case and the number and initials assigned to it the court]

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(the “Order”). I agree to company with and to be bound by all the terms of this Order

101 California Street
San Francisco, CA 94111-5802

Winston & Strawn LLP

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and I understand and acknowledge that failure to comply could expose me to

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sanctions and punishment in the nature of contempt. I solemnly promise that I will

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not disclose in any manner any information or item that is subject to this Order to any

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person or entity except in strict compliance with the provisions of this Order. I further

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agree to submit to the jurisdiction of the United States District Court for the Central

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District of California for enforcing the terms of this Order, even if such enforcement

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proceedings occur after termination of this action. I hereby

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appoint______________________ [print or type full name] of _________________

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[print or type full address and telephone number] as my California agent for service of

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process in connection with this action or any proceedings related to enforcement of

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this Order.

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Date: __________________________________

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City and State where sworn and signed: _______________________________

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Printed Name: ____________________________

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Signature: ________________________________
ACKNOWLEDGMENT AND AGREEMENT TO BE BOUND