Aya Healthcare Services, Inc. et al v. AMN Healthcare, Inc.

Filing 184

ORDER Granting Defendants' Renewed Motion to File Documents Under Seal [Doc. No. 166 ]. Signed by Judge Michael M. Anello on 5/7/2020. (anh)

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UNITED STATES DISTRICT COURT

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SOUTHERN DISTRICT OF CALIFORNIA

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AYA HEALTHCARE SERVICES, INC.,
and AYA HEALTHCARE, INC.,

Case No. 17cv205-MMA (MDD)

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v.

ORDER GRANTING DEFENDANTS’
RENEWED MOTION TO FILE
DOCUMENTS UNDER SEAL

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AMN HEALTHCARE, INC., et al.,

[Doc. No. 166]

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Plaintiffs,

Defendants.

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Defendants AMN Healthcare, Inc., AMN Healthcare Services, Inc., AMN

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Healthcare Services LLC, Medefis, Inc., and Shiftwise Inc. (collectively, “AMN”) move

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to file under seal portions of Exhibit 1 to the Declaration of Amanda Fitzsimmons in

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support of AMN’s motion for summary judgment (lodged as Doc. No. 97-2) (hereinafter,

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“Mutual Termination Agreement”) and correspondence included in Exhibit 56 of the

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Declaration of William Markham in support of Plaintiffs’ (“Aya”) Opposition to AMN’s

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motion for summary judgment (lodged as Doc. No. 108-59) (hereinafter,

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“Correspondence”). See Doc. No. 166. Aya filed a response to AMN’s motion, to which

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AMN replied. See Doc. Nos. 173, 180.

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AMN argues that compelling reasons support sealing Exhibits A and B to the

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Mutual Termination Agreement. Specifically, AMN asserts that “[p]ublicizing AMN’s

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client lists would cause AMN irreparable harm because it would provide others in the

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market with information that they would not otherwise be able to readily ascertain and
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make it easier for competitors to target AMN’s client relationships.” Doc. Nos. 166-1 at

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3; 1 166-2 at ¶ 4. AMN also argues that “having the names of AMN clients publicized in

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litigation with a competitor could have an adverse impact on AMN’s relationships with

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those clients.” Id. Aya does not oppose AMN’s motion to seal these portions of the

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Mutual Termination Agreement. The Court finds that AMN has supported its motion to

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seal Exhibits A and B to the Mutual Termination Agreement with the compelling reason

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that publicizing its clients would provide AMN’s competitors with sensitive information

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that they might not otherwise be able to readily ascertain. See Doc. No. 141 at 12 (citing

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In re Qualcomm Litig., No. 17-CV-00108, 2019 WL 1557656, at *3 (S.D. Cal. Apr. 10,

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2019) (granting motions to seal “confidential business information of the parties,

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including trade secrets, proprietary business records, discussions of internal strategy,

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company dealings, and materials designated as ‘Highly Confidential’”).

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AMN further argues that compelling reasons support sealing the Correspondence

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because it “relates to a confidential Settlement Agreement between AMN and a third

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party and reflects the terms of that confidential agreement.” Doc. No. 166-1 at 4. AMN

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asserts that the disclosure of the Correspondence “would provide others in the market

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with information that they would not otherwise have regarding Defendants’ terms and

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practices . . . in settling disputes, thereby providing an unfair strategic negotiating

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advantage . . . [and] deprive the parties to the Settlement Agreement of the benefit of

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their bargain for confidentiality.” Id. (citing Doc. No. 166-2 at ¶ 5). Aya “declines to

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oppose [AMN’s] motion” because it agreed to respect the designation of Supplemental

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Healthcare, Inc. (“SHC”), the counterparty to the Settlement Agreement. Doc. No. 175 at

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4. However, Aya notes its disagreement that “public disclosure of [the Correspondence]

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might expose AMN to the harm of the kind that the Protective Order is supposed to

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Unless the Court indicates otherwise, the Court’s citations to electronically filed documents refer to the
pagination assigned by the document’s author, rather than the pagination assigned by the CM/ECF
system.
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protect – harm caused by disclosure of trade secrets and other commercial sensitive

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information . . ., not liability that might arise from the public disclosure” of the

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Correspondence. Id.

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The Court finds compelling reasons support sealing the Correspondence. In its

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April 20, 2020 sealing order, the Court agreed with AMN that compelling reasons

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supported sealing the Settlement Agreement between it and SHC and references thereto

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for the reasons AMN provided, see Doc. No. 141 at 9-10, 20-21, which are the same

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reasons again provided by AMN. Compare Doc. No. 96-1 at 5 with Doc. No. 166-1 at 4.

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Aya does not address these reasons, but imply that they are pretextual and that AMN

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instead would like to seal the Correspondence to protect itself from liability that might

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arise from the public disclosure of the non-solicitation covenants discussed in the

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Correspondence. See Doc. No. 175 at 4. The Court is not persuaded by this bare

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assertion. Non-solicitation covenants like the kind embodied in the Settlement

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Agreement similarly appear in AMN’s associate vendor agreements (see, e.g., Doc. No.

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108-89 at AMN0000102619-620) and reflect some of the “specific terms” upon which

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AMN is willing to collaborate with other healthcare staffing agencies. See Doc. No. 141

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at 5-6 (citing In re Google Inc. Gmail Litig., No. 13-MD-02430, 2014 WL 10537440, at

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*5 (N.D. Cal. Aug. 6, 2014) (granting motion to seal specific terms of Google’s contracts

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as “trade secrets that, if disclosed, could cause competitive harm to Google”)).

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Therefore, for the foregoing reasons, the Court GRANTS AMN’s renewed motion

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to file documents under seal (Doc. No. 166). Accordingly, the Court DIRECTS the

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Clerk of Court to FILE UNDER SEAL: 2
• Exhibit 1 to the Declaration of Amanda Fitzsimmons in support of AMN’s motion

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for summary judgment (lodged as Doc. No. 97-2). AMN must file an

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appropriately redacted version of the Mutual Termination Agreement consistent

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Pursuant to the Court’s CM/ECF policies and procedures, the entire documents discussed herein need
to be placed under seal, rather than only the specified portions of such documents.
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with the Court’s ruling no later than ten (10) business days from the date this Order

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is filed; and

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• Exhibit 56 of the Declaration of William Markham (lodged as Doc. No. 108-59).

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Aya must file an appropriately redacted version of Exhibit 56 consistent with the

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Court’s ruling no later than ten (10) business days from the date this Order is filed.

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IT IS SO ORDERED.

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Dated: May 7, 2020
_____________________________
HON. MICHAEL M. ANELLO
United States District Judge

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