Apple Inc. v. Samsung Electronics Co. Ltd. et al

Filing 1502

Declaration of JIM BEAN in Support of 1499 Administrative Motion to File Under Seal APPLES MOTION TO SEAL PRIOR MOTIONS AND EXHIBITS THERETO filed byApple Inc.. (Related document(s) 1499 ) (Jacobs, Michael) (Filed on 7/30/2012)

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HAROLD J. MCELHINNY (CA SBN 66781)
[e-mail]
MICHAEL A. JACOBS (CA SBN 111664)
[e-mail]
RACHEL KREVANS (CA SBN 116421)
[e-mail]
JENNIFER LEE TAYLOR (CA SBN 161368)
[e-mail]
ALISON M. TUCHER (CA SBN 171363)
[e-mail]
RICHARD S.J. HUNG (CA SBN 197425)
[e-mail]
JASON R. BARTLETT (CA SBN 214530)
[e-mail]
MORRISON & FOERSTER LLP
425 Market Street
San Francisco, California 94105-2482
Telephone: [phone]
Facsimile: [phone]

WILLIAM F. LEE
[e-mail]
WILMER CUTLER PICKERING
HALE AND DORR LLP
60 State Street
Boston, MA 02109
Telephone: [phone]
Facsimile: [phone]
MARK D. SELWYN (SBN 244180)
[e-mail]
WILMER CUTLER PICKERING
HALE AND DORR LLP
950 Page Mill Road
Palo Alto, California 94304
Telephone: [phone]
Facsimile: [phone]

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Attorneys for Plaintiff and
Counterclaim-Defendant APPLE INC.

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UNITED STATES DISTRICT COURT

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NORTHERN DISTRICT OF CALIFORNIA

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SAN JOSE DIVISION

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APPLE INC., a California corporation,
Plaintiff,

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v.
SAMSUNG ELECTRONICS CO., LTD., a
Korean corporation; SAMSUNG
ELECTRONICS AMERICA, INC., a New
York corporation; and SAMSUNG
TELECOMMUNICATIONS AMERICA,
LLC, a Delaware limited liability company,

Case No. 11-cv-01846-LHK (PSG)
DECLARATION OF JIM BEAN IN
SUPPORT OF APPLE’S MOTION TO SEAL
PREVIOUSLY FILED MOTIONS AND
EXHIBITS THERETO

Defendants.

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DECLARATION OF JIM BEAN ISO APPLE’S MOTION TO SEAL PREVIOUSLY FILED MOTIONS AND EXHIBITS
CASE NO. 11-CV-01846-LHK (PSG)

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I, Jim Bean, hereby declare as follows:

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1.

I am an employee of Apple Inc. (“Apple”). My title is Vice President of Financial

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Planning & Analysis. As part of my role, I am very familiar with financial information and

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systems at Apple, and the efforts Apple takes to ensure that sensitive financial information is kept

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confidential. I have personal knowledge of the matters set forth below. If called as a witness I

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could and would competently testify as follows.

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2.

Apple seeks to seal financial documents or portions of financial documents that

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contain: (1) capacity data, (ii) product line details beyond general categories such as “iPhone,”

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“iPad,” “iPod touch,” or “iTunes,” (iii) information regarding costs and profit margins, and (iv)

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information regarding the terms of patent license agreements that Apple has entered into, as well

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as information regarding royalties paid under those agreements. Exposure to the public of these

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categories of documents would cause that information to become public where it is currently

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confidential and, in doing so, cause Apple severe harm.

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3.

This confidential financial data is not included in Apple’s SEC filings. Apple goes

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to extensive lengths to protect the confidentiality of its financial data—indeed, this information is

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among the most painstakingly protected information at the company, on par with source code.

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The material is stamped confidential, and only certain individuals at Apple are authorized to view

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Apple’s nonpublic financial information on a need to know basis. Apple restricts system access

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to its nonpublic financial information to a small list of individuals who have been approved by

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myself or one of the other Vice-Presidents of Finance. The list is reviewed at least every quarter

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and revised as appropriate to ensure that Apple employees who no longer require access do not

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receive the information. Apple further protects against the disclosure of nonpublic financial

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information to third parties, such as vendors. On the rare occasions Apple is required to share

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nonpublic financial data with third parties, Apple will only allow them to view this information

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under very restrictive nondisclosure agreements or protective orders.

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4.

Much of the financial information that Apple seeks to seal here is treated with an

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even higher level of confidentiality. Apple views even general profit margin information across

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different products and over a lengthy period of time to be confidential and competitively
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sensitive, but specific cost and profit margin information for particular products is even more so

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because it has the most value to companies seeking to compete with Apple. Apple’s cost and

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margin information and its profit and loss data for particular products is only shared with the

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company’s CFO, CEO, Apple’s Board and the Company’s executive team. It is never shared

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externally. Apple even precludes its OEM suppliers from having visibility into its cost structure.

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Although many companies in the industry have their OEM suppliers buy directly from component

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manufacturers, Apple buys from these manufacturers itself and provides the component parts to

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the OEMs so that they are not aware of the cost of Apple’s products.

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Information regarding costs of goods sold, product line details, profit and capacity

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is immensely valuable precisely because of its confidential nature. Companies engaging in free-

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market competition normally do not share this type of sensitive financial information with each

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other and thus must compete without perfect insight into their competitors’ financial status,

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business models, or business plans. Maintaining the confidentiality of its financial data thus

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allows Apple to remain competitive in an opaque and fast-moving marketplace. Making Apple’s

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confidential information available to the public, and thus to Apple’s competitors, would allow

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those competitors to obtain economic value from its disclosure at Apple’s expense.

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Capacity data is valuable because it can reveal when Apple is stretched thinly and

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when it has excess capacity. Armed with this information, Apple’s competitors could alter their

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production timing accordingly. For example, Apple’s competitors could increase production of

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competing products at times when Apple typically has constrained capacity and thus would be

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most vulnerable to an output squeeze, and could lower their prices of competing products at times

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when Apple has excess capacity and thus would be most vulnerable to a price cut. In addition, if

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contract manufacturers gain access to Apple’s capacity data, it would harm Apple immensely.

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Success in Apple’s industry is in large part dependent upon identification and selection of key

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contract manufacturers. If these entities are able to view Apple’s historical and recent capacity

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data, and thereby gain insight into the patterns in the fluctuations of Apple’s supply chain, they

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would be able to predict when Apple may be most driven to increase supply and could negotiate

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exorbitant rates using their unfairly gained knowledge.
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7.

Product line information, i.e. financial details with information as to specific

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versions of a given product (iPhone 3GS vs. iPhone 4S, or different sizes of iPad), is also

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critically sensitive and valuable. Competitors who are permitted to view product line capacity

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information will see what specific lines of products Apple is increasing its supply of and what it is

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decreasing its supply of, giving a significant insight into Apple’s current and future business

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plans. Product line sales and revenue information would similarly reveal to competitors whether

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and to what extent Apple has had success with particular products over precise periods of time,

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and thus allow those competitors insight into how much they should invest in that specific area.

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Competitors will know exactly what products they need to release in order to counter Apple, and

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in what categories—for example, the specific size of phone or tablet that Apple is focusing the

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majority of its attention on.

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Apple’s cost and profit information would also provide an economic boon to

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Apple’s competitors if disclosed, giving them a substantial and unfair advantage over Apple.

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Apple does not follow any formula for setting its margins, nor does it follow an industry

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standard—the specific margins set for particular products are unique to Apple and they are not

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publicly disclosed. As a result, competitors could only learn this information from disclosure of

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Apple’s confidential internal documents. Disclosure of this information would allow competitors

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to tailor their product offerings and pricing to undercut Apple. Competitors would be able to

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determine exactly what price level would make a given product unprofitable to Apple, and target

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their product offerings at exactly that price. Access to Apple’s cost information would also harm

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Apple with respect to component suppliers. Apple’s suppliers could use this information to alter

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their pricing on components Apple uses in its products, looking at the cost of goods for Apple’s

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related products and Apple’s product margins on specific products. Margins alone would allow

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competitors to approximate Apple’s cost, as they could simply research Apple’s prices or publicly

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available total revenue information, and calculate Apple’s cost using that information in

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combination with the highly confidential margin information.

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9.

Apple also seeks to seal the terms of various license agreements. In all cases,

these license agreements are subject to strict confidentiality provisions, oftentimes the very
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existence of the agreement itself must be kept confidential. Apple has not disclosed the terms of

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the agreements it is seeking to seal here. Even within Apple, very few employees have access to

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these agreements. They are stamped confidential, and they are maintained in a highly secure

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manner to prevent any inadvertent disclosure. If terms of licenses to patents not subject to any

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FRAND obligation were disclosed—in particular amounts paid, royalty rates and duration—

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potential licensees and licensors could use this information to gain an unfair negotiating

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advantage over Apple and the companies involved in the license agreements. Disclosure of the

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terms of these Apple license agreements would reveal what Apple did in the past, and could

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permanently damage Apple’s negotiations in the future as third parties would expect similar

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terms, basing their expectations on heavily negotiated agreements that were meant to be

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confidential.

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10.

Apple also seeks to seal internal Apple royalty charts. These royalty charts should

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be sealed for the same reasons as Apple’s license agreements with third parties. The royalty

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charts track royalty payments paid on a quarterly basis. Besides being information that is meant

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to be kept confidential under the confidentiality provisions of Apple’s agreements, this

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information could be used by potential licensees and licensors to gain an unfair negotiating

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advantage over Apple and the companies involved in the license agreements. Revealing what

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Apple has done in the past would inhibit Apple’s ability to negotiate in the future as third parties

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would expect similar terms.

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11.

None of the material above has been disclosed publicly by Apple, nor has this type

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of information been publicly disclosed by any competitor of whom I am aware. As a result, if

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Apple’s information were disclosed, Apple’s competitors would have a valuable insight that

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Apple would not have. This is not a matter of Apple wanting to keep secret information that most

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of the world shares—this type of information is generally understood in the industry to be

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critically important to keep under lock and key and is not publicly disclosed by its competitors

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either.

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12.

I have reviewed Exhibits 1 to 21 to the Declaration of Jason Bartlett in Support of

Apple’s Motions to Seal (“Bartlett Declaration”), filed herewith, and Exhibits 1-6, 13, 20 and 21
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to the Reply Declaration of Christopher Price in Support of Samsung’s Motion to Strike, or

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versions thereof redacted of Samsung’s confidential information. Below is a chart detailing the

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specific reasons particular items should be sealed in each documents. Proposed redactions are

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submitted with the Bartlett Declaration where appropriate.

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Document To Be
Sealed

Originally Filed
As

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Ex. 1 to Bartlett
Declaration:
Musika Expert
Report, full report
and exhibits

Exhibit A to
Musika Declaration
in Support of
Apple’s Opposition
to Samsung’s
Daubert Motion

Sensitive Information to be
Redacted, Consistent with
Proposed Redactions Attached to
Bartlett Declaration
¶ 116: operating profit for iTunes
and mobile advertising
¶ 124: profit numbers
¶¶ 127 & 133: capacity information
¶ 136: profits on accessory sales
¶¶ 170, 172: terms of IBM and
Nokia cross-licenses
¶ 187: profit on iPhone and iPad as
compared to general profit
¶ 230: iPhone and iPad gross
margins
Exh. 3, pages 14: identification of
licenses
Exh. 16: incremental profit margin
Exh. 17.2: capacity data
Exh. 20: profit per unit, incremental
profit margin, and capacity

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Exh. 22: gross margins and
operating profit for iTunes and
mobile advertising

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Exhs. 26 and 27: capacity data

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Exh. 32-35: profit and loss
statement including costs, gross
profit, gross margin, operating
expenses, operating profit

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Exh. 39, 39.1, 39.2, 39.3: cost value

Notes

This exhibit consists of the
full report, with exhibits, of
Apple’s damages expert Terry
Musika.
Paragraph 116 sets out
operating profit numbers from
2010 through first quarter
2012 for iTunes and Mobile
Advertising, and Exhibit 22
provides more detailed data to
support the same. Apple is
still in this business, and
numbers from 2010 are very
recent. This margin
information could be used by
Apple’s competitors against it
as described above.
Paragraph 124 provides the
average profit across all
relevant time periods and
products considered in Mr.
Musika’s report, and data that
could be used to calculate that
profit. This is recent data on
products that are currently
being sold, and could be used
by Apple’s competitors
against it as described above.
Paragraph 127 sets out the
amount of capacity Apple
seeks to maintain and its
overall quarterly excess
capacity from 2010 through
2011. These are recent
numbers, a continuing policy,
and they pertain to products
Apple is still selling. Our

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per unit

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Exh. 41.3: margin information

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Exh. 46, 47: income and costs
organized by patent

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2010 information includes the
iPhone 3GS and iPhone 4
models, which we still
currently sell. While 2010
information concerns the first
iPad only, that product is not
as mature, and this data is
representative of our current
information. This capacity
data could be used against
Apple by competitors and
suppliers as described above,
as they reveal Apple’s ability
to withstand supply/demand
shifts, and the amount
quarterly excess over recent
years. Because Apple is not
seeking to seal unit
information on a general
product level, competitors
could therefore use this
information to determine
when Apple was likely
stretched, as they could
simply examine when Apple
sold a number of units near
the upper end of its quarterly
excess.
Paragraph 133 sets out
specific times of shortages in
Apple’s capacity, including
recent quarters. It therefore
provides exactly the
information described in more
detail in this declaration, and
would allow competitors to
predict Apple’s fluctuations
in capacity.
Paragraph 136 provides
Apple’s profits for
accessories by product. As
seen in the exhibits to which
this paragraph refers (exhibits
34 and 35), these numbers are
fairly recent, and they are on
products still sold today.
Moreover, although there is
some fluctuation, the numbers
do not drop change
substantially as a function of
time, and accordingly, even
accessories sales from 2010
are representative of our

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current information.

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Paragraphs 170 and 172 set
out specific payment terms
and durations of licenses.
The payment terms discussed
in paragraph 170 are for an
expired license, but as set out
in paragraph 170, the parties
reentered into a new license.
The license described in
paragraph 172 is active.

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Paragraph 187 sets out a
comparison between Apple’s
profit on specific products
and its companywide profit,
which would allow
competitors to roughly
determine the range of
Apple’s profit for those
products.
Paragraph 230 reveals
Apple’s gross profit and
operating profit on iPhone
and iPad, and a comparison
with Samsung’s profits. As
with the accessories profit
discussed above, this data is
from recent years and
includes currently sold
products. The comparison
would allow competitors, in
particular Samsung, to
roughly determine the range
of Apple’s profit for these
products.
Exhibit 3, page 14, identifies
several of Apple’s licenses
where the very existence of
such an agreement is nonpublic information.
Exhibit 16 identifies an
approximation of profit
margin based on the
subsequent slides. As
described above, these are
recent numbers, covering
from 2010 through 2012,
including products that are
still sold.
Exhibits 17.2, 26, and 27
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identify specific capacity
numbers. This disclosure of
historical and recent capacity
numbers poses precisely the
risk discussed in this
declaration—it would allow
competitors and suppliers to
see Apple’s fluctuations of
supply and predict when
Apple may be stretched thinly
or have oversupply in the
future.
Exhibit 20 identifies profit,
incremental profit margin,
and capacity for individual
units, organized by patents.
This is highly specific and
recent information that
competitors could use to
Apple’s disadvantage as
described above.
Exhibits 26 and 27 show
capacity data and product line
details from 2010 through
2012. As above, this
exemplifies the risk described
in this declaration—it would
allow competitors to see how
Apple is changing its sales,
what products it is pushing
more strongly now as
compared to last year or the
year before, and also displays
Apple’s fluctuations in
supply.
This information relates to
our current iPhone and iPad
models. Our 2010
information includes the 3GS
and iPhone 4 models of the
iPhones, which we still
currently sell. While 2010
information concerns the first
iPad only, that product is not
as mature, and this data is
representative of our current
information.
Exhibits 32 through 35 are
detailed profit and loss
statements including costs,
gross profit, gross margin,
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operating expenses, and
operating profit from 2010
through the present. These
are very recent numbers, and
the exhibit itself shows a
relative lack of fluctuation
that demonstrates a third party
could use these numbers to
estimate the most current
numbers very easily.

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Exhibits 39, 39.1, 39.2, and
39.3 contain cost value per
unit. This information could
be used to estimate total cost,
or even cost of components,
and thereby be used against
Apple as described above.

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Exhibit 41.3 provides margin
information, and as described
in the notes on the exhibit,
this is determined from the
2010 through 2012 margin
information discussed above.
This information is very
recent, and could be used
against Apple as described
above.

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Exhibit 2 to Bartlett
Declaration:
Musika Expert
Report, full report
without exhibits

Exhibit 3 to
Declaration of Joby
Martin in Support
of Samsung’s
Daubert Motion

¶ 116: operating profit for iTunes
and mobile advertising
¶ 124: profit numbers
¶¶ 127 & 133: capacity information

Exhibits 46 and 47 provide
income and cost by patent.
Like exhibits 39, 39.1, 39.2,
and 39.3, this information
could be used to estimate total
income or cost, or cost of
components, and be used
against Apple accordingly.
This exhibit is identical to the
previous exhibits, but for the
exclusion of exhibits. The
same material is therefore
highly sensitive, for the same
reasons set out above.

¶ 136: profits on accessory sales
¶¶ 170, 172: terms of IBM and
Nokia cross-licenses
¶ 187: profit on iPhone and iPad as
compared to general profit
¶ 230: iPhone and iPad gross
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margins
Exhibit 3 to Bartlett
Declaration:
Musika Expert
Report, excerpts
without exhibits

Exhibit Q to Mazza
Declaration in
Support of Apple’s
Opposition to
Samsung’s Daubert
Motion

¶ 124: dollar amounts of lost profit
damages

Exhibit 4 to Bartlett
Declaration:
Musika Expert
Report, exhibit 32

Exhibit 6 to Martin
Declaration in
Support of
Samsung’s Daubert
Motion

Profit and loss statement including
costs, gross profit, gross margin,
operating expenses, operating profit

This exhibit consists of a
single exhibit from one of the
entries above, and is highly
sensitive for the reasons set
out above.

Exhibit 5 to Bartlett
Declaration:
Musika
Supplemental
Expert Report, full
report with exhibits

Exhibit B to
Musika Declaration
in Support of
Apple’s Opposition
to Samsung’s
Daubert Motion

Exh. 16: incremental profit margin

These exhibits are updated or
supplemented versions of the
same exhibits discussed
above.

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Exh. 39-S, 39.1-S, 39.2-S, 39.3-S:
cost value per unit

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Exh. 41.3-S: margin information

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Exhibits 16, 22, 26, 27, 34,
and 35 are identical to the
Exhibits 16, 22, 26, 27, 34,
and 35 discussed above, and
are highly sensitive for the
same reasons.
Exhibits 17.2-S, 20-S, 32-S,
33-S, 39-S, 39.1-S, 39.2-S,
39.3-S, 41.3-S, 46-S, and 47S are identical to 17.2, 20,
32, 33, 39, 39.1, 39.2, and
39.3, 41.3, 46, and 47
discussed above, but with
additional/supplemental data.
These exhibits are therefore
highly sensitive for the same
reasons as the original
exhibits, discussed above.

Exh. 46-S, 47-S: income and costs
organized by patent

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Exh. 20-S: profit per unit,
incremental profit margin, and
capacity

Exh. 32-S, 33-S, 34, 35: profit and
loss statements including costs,
gross profit, gross margin, operating
expenses, operating profit

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Exh. 17.2-S: capacity data

Exhs. 26 and 27: capacity data

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¶ 136: profits on accessory sales

Exh. 22: gross margins and
operating profit for iTunes and
mobile advertising

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¶¶ 127 & 133: capacity info

This exhibit consists of
excerpts from the previous
exhibits. The same material
is therefore highly sensitive,
for the same reasons set out
above.

Exhibit 6 to Bartlett
Declaration:
Musika Supp.
Expert Report,
selected exhibits

Exhibit 1 to Martin
Declaration in
Support of
Samsung’s Daubert
Motion

Exh. 41.3-S: iPhone and iPad
margin

This exhibit is a repeat filing
of 41.3-S, discussed above.

Exhibit 7 to Bartlett
Declaration:
Musika Supp.
Expert Report, Exh.
32-S

Exhibit C to
Musika Declaration
in Support of
Apple’s Opposition
to Samsung’s
Motion for

iPhone profit and loss statement
including costs, gross profit, gross
margin, operating expenses,
operating profit

This exhibit is a repeat filing
of 32-S, discussed above.

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Summary Judgment
Exhibit 8 to Bartlett
Declaration:
Musika Supp.
Expert Report, Exh.
33-S

Exhibit E to Musika
Declaration in
Support of Apple’s
Opposition to
Samsung’s Motion
for Summary
Judgment

iPad profit and loss statement
including costs, gross profit, gross
margin, operating expenses,
operating profit

This exhibit is a repeat filing
of 33-S, discussed above.

Exhibit 9 to Bartlett
Declaration:
Musika Supp.
Expert Report, Exh.
20-S

Exhibit K to
Musika Declaration
in Support of
Apple’s Opposition
to Samsung’s
Daubert Motion

Profit per unit, incremental profit
margin, and capacity

This exhibit is a repeat filing
of 20-S, discussed above.

Exhibit 10 to
Bartlett
Declaration:
Musika Supp.
Expert Report,
exhibits

Exhibit Y to
Musika Declaration
in Support of
Apple’s Opposition
to Samsung’s
Daubert Motion

Exh. 39-S, 39.1-S, 39.2-S, 39.3-S:
cost estimates by patent

This exhibit consists of repeat
filings of exhibits discussed
above.

Exhibit 11 to
Bartlett
Declaration:
Musika Supp.
Expert Report,
exhibits
Exhibit 12 to
Bartlett
Declaration:
Musika Supp.
Expert Report,
exhibits

Exhibit 10 to
Martin Declaration
in Support of
Samsung’s Daubert
Motion

Exh. 17.2-S: capacity data

This exhibit is a repeat filing
of 17.2-S, discussed above.

Exhibit Z to Musika
Declaration in
Support of Apple’s
Opposition to
Samsung’s Daubert
Motion

Exh. 46-S: income and costs
organized by patent

This exhibit is a repeat filing
of 46-S, discussed above.

Exhibit 13 to
Bartlett
Declaration:
Musika Supp.
Expert Report (Exh.
32-S)
Exhibit 14 to
Bartlett
Declaration:
Samsung’s Reply
ISO MTS Expert
Testimony Based on
Undisclosed Facts
and Theories and
Wagner Decl.
thereto
Exhibit 15 to

Exhibit 7 to Martin
Declaration in
Support of
Samsung’s Daubert
Motion

iPhone profit & loss statement
including cost information, gross
profit, gross margin, operating
expenses, operating profit

This exhibit is a repeat filing
of 32-S, discussed above.

Samsung Reply in
Support of Motion
to Strike and
Wagner Declaration
in Support Thereof

Pages 2-3, 5 of Reply: Details of
licenses, payments made pursuant to
licenses

As explained above, this
document contains highly
confidential Apple and third
party information relating to
non-public confidential
license agreements.

Exhibit B to

¶ 175, 178-80, 188, 193: Discussion

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Exh. 41.3-S: margin of iPhone and
iPad

¶¶ 16-34: Details of licenses

Paragraphs 175, 178-80, 188,

DECLARATION OF JIM BEAN ISO APPLE’S MOTION TO SEAL PREVIOUSLY FILED MOTIONS AND EXHIBITS
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Bartlett
Declaration:
Wagner Expert
Report

Wagner Declaration
in Support of
Samsung’s Reply in
Support of Motion
to Strike

of supply constraints, in particular in
2010

Exhibit 16 to
Bartlett
Declaration: Exh.
AA to Musika Decl
ISO Apple’s
Opposition to
Samsung Daubert

Exhibit AA to
Musika Declaration
in Support of
Apple’s Opposition
to Samsung’s
Daubert Motion

Operating margin

Exhibit 17 to
Bartlett
Declaration:
Teksler Dep
Testimony

Exhibit P1 to Hecht
Declaration in
Support of
Samsung’s
Opposition to
Apple’s Motion for
Partial Summary
Judgment

This short excerpt contains
testimony regarding confidential
business information related to
specific license negotiations
between Apple and various third
parties.

¶¶ 397–398, 404, 524 (Fig. 68):
specific details of an acquisition

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and 193 discuss at length
documents and deposition
testimony relating to specific
supply and capacity issues in
2010 and 2011. As discussed
above, this information would
provide competitors and
suppliers with detailed
information that they can use
to predict fluctuations in
Apple’s supply. Paragraphs
397-398, 404, and 524 discuss
specific details of an
acquisition and agreement,
confidential for the same
reasons discussed above with
respect to licenses and
agreements.
This exhibit sets out
apportioned operating margin,
and a footnote explains that it
is determined by Exhibit
41.3-S. This in turn is an
update to Exhibit 41.3, as
discussed above, which
provides margin information
and describes in the that it is
determined from the 2010
through 2012 margin
information discussed above.
This information is very
recent, and could be used
against Apple as described
above. This information
relates to our current iPhone
and iPad models. Our 2010
information includes the 3GS
and iPhone 4 models of the
iPhones, which we still
currently sell. While 2010
information concerns the first
iPad only, that product is not
as mature, and this data is
representative of our current
information.
As explained above, this
document contains highly
confidential Apple and third
party information relating to
licensing negotiations.

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Exhibit 18 to
Bartlett
Declaration:
Donaldson Expert
Report

Exhibit 32 to
Martin Declaration
in Support of
Samsung’s Daubert
Motion

Footnote 18 contains highly
sensitive and confidential Apple and
third party information about the
cost of certain components in
Apple’s products.

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Pages 28, 29, 31, 39 contains
information regarding various
license agreements between Apple
and third parties where the very
existence of such an agreement is
non-public information.

As explained above, this
document contains highly
confidential Apple and third
party information relating to
non-public confidential
license agreements.

Exhibit 20 to
Bartlett
Declaration:
Ordover Expert
Report

Exhibit A to
Ordover
Declaration in
Support of Apple’s
Opposition to
Samsung’s Motion
for Summary
Judgment

Footnote 161 contains analysis
reflecting the scope of certain
confidential license agreements with
third parties.

As explained in the attached
declaration, this document
contains highly confidential
Apple and third party
information relating to nonpublic confidential license
agreements. [FRAND team
to confirm in the morning]

Exhibit 21 to
Bartlett
Declaration:
Wagner Decl Exh. C

Exhibit C to
Wagner Declaration
(summary of
Apple’s Licenses
and Agreements)

This entire document contains
information regarding various
license agreements between Apple
and third parties where the very
existence of such an agreement is
non-public information.

Sealed in their
Entirety: iPhone
and iPad Supply
and Sales
spreadsheets

Exhibits 20 and 21
to Price Declaration
in Support of
Samsung’s Reply in
Support of Motion
to Strike

Capacity data from Q2’10–2011

As explained in the attached
declaration, this document
contains highly confidential
Apple and third party
information relating to nonpublic confidential license
agreements.
These documents consist
entirely of capacity and
product line information from
2010 through 2011. This
disclosure of historical and
recent capacity numbers
poses precisely the risk
discussed in this
declaration—it would allow
competitors and suppliers to
see Apple’s fluctuations of
supply and predict when
Apple may be stretched thinly
or have oversupply in the
future. This information
would be even more
damaging to Apple because it
is divided by specific product
line.

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As explained in this
declaration, this document
contains highly confidential
cost information.

Exhibit 67 to
Arnold Declaration
in Support of
Samsung’s Motion
for Summary
Judgment

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As explained above, this
document contains highly
confidential Apple and third
party information relating to
non-public confidential
license agreements.

Exhibit 19 to
Bartlett
Declaration: Apple
Responses to 4th Set
of Interrogatories

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Pages 23-29 contain payment,
royalty, and duration information
regarding specific licenses between
Apple and various third parties.

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Sealed in their
Entirety: License
Agreements and
Licensing-Related
Documents

Price Exhibit 1 

The entire document should be
withheld. It contains a notice of
election pursuant to a license
agreement between Apple and a
third party. The notice of election
contains confidential royalty and
term information.  

Sealed in their
Entirety: License
Agreements and
Licensing-Related
Documents

Price Exhibit 2 

Sealed in their
Entirety: License
Agreements and
Licensing-Related
Documents

Price Exhibit 3 

The entire document should be
withheld. It is a license agreement
between Apple and a third party.
Clause 7.0 requires the parties keep
this license agreement strictly
confidential and not disclose it. The
license agreement contains highly
confidential information, including
information about pricing and the
license term.
The entire document should be
withheld. It is a license agreement
between Apple and a third
party. Clause 7.0 requires the
parties keep this license agreement
strictly confidential and not disclose
it. The license agreement contains
highly confidential information,
including information about pricing
and the license term.  

Sealed in their
Entirety: License
Agreements and
Licensing-Related
Documents

Price Exhibit 4 

The entire document should be
withheld. It is a license agreement
between Apple and a third
party. Clause 5.0 governs
confidentiality under the
agreement. The license agreement
contains highly confidential
information, including information
about the royalty rate, pricing and
the license term. 

As explained in the attached
declaration, this document
contains highly confidential
Apple and third party
information. This is a nonpublic license agreement
which contains a
confidentiality provision. 

Sealed in their
Entirety: License
Agreements and
Licensing-Related
Documents

Price Exhibit 5 

The entire document should be
withheld. It is a license agreement
between Apple and a third
party. Clause 11.2 explains the
agreement is confidential and should

As explained in the attached
declaration, this document
contains highly confidential
Apple and third party
information. This is a non-

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This information relates to
our current iPhone and iPad
models. Our 2010
information includes the 3GS
and iPhone 4 models of the
iPhones, which we still
currently sell.
As explained in the attached
declaration, this document
contains highly confidential
Apple and third party
information. It relates to a
license agreement which
contains a confidentiality
provision and that is a nonpublic document. 
As explained in the attached
declaration, this document
contains highly confidential
Apple and third party
information. This is a nonpublic license agreement
which contains a
confidentiality provision.

As explained in the attached
declaration, this document
contains highly confidential
Apple and third party
information. This is a nonpublic license agreement
which contains a
confidentiality provision. 

DECLARATION OF JIM BEAN ISO APPLE’S MOTION TO SEAL PREVIOUSLY FILED MOTIONS AND EXHIBITS
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only be disclosed pursuant to a valid
discovery order under a protective
order. The license agreement
contains highly confidential
information, including information
about the pricing and the license
term.

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Sealed in their
Entirety: License
Agreements and
Licensing-Related
Documents

Price Exhibit 6

Sealed in their
Entirety: License
Agreements and
Licensing-Related
Documents

Price Exhibit 13

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public license agreement
which contains a
confidentiality provision. 

This document includes an entire
license agreement between Apple
and a third party. Section 7.1 of this
agreement requires the parties keep
this license agreement strictly
confidential and not disclose it. The
license agreement contains highly
confidential information, such as the
compensation and other
consideration to be exchanged under
the agreement and the duration of
the agreement.
This document includes an entire
license agreement between Apple
and a third party. Section 9.1 of this
agreement requires that requires the
parties keep this license agreement
strictly confidential and not disclose
it. The license agreement contains
highly confidential information,
such as information pertaining to the
compensation to be paid and the
duration of the license.

As explained in the attached
declaration, this document
contains highly confidential
Apple and third party
information. This is a nonpublic license agreement
which contains a
confidentiality provision.

As explained in the attached
declaration, this document
contains highly confidential
Apple and third party
information. This is a nonpublic license agreement
which contains a
confidentiality provision.

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I declare under penalty of perjury that the foregoing is true and correct. Executed this
30th day of July, 2012 at Cupertino, California.

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/s/ Jim Bean
Jim Bean

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DECLARATION OF JIM BEAN ISO APPLE’S MOTION TO SEAL PREVIOUSLY FILED MOTIONS AND EXHIBITS
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ATTESTATION OF E-FILED SIGNATURE
I, Michael A. Jacobs, am the ECF User whose ID and password are being used to file this

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Declaration. In compliance with General Order 45, X.B., I hereby attest that Jim Bean has

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concurred in this filing.

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Dated: July 30, 2012

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/s/ Michael A. Jacobs
Michael A. Jacobs

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DECLARATION OF JIM BEAN ISO APPLE’S MOTION TO SEAL PREVIOUSLY FILED MOTIONS AND EXHIBITS
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