J.M. Woodworth Risk Retention Group, Inc. v. Uni-Ter Underwriting Management Corporation et al
Filing
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ORDER that Exhibits 2 and 3 to Plaintiff's Supplemental Brief in Support of Motion to Remand 73 shall remain under seal. Signed by Magistrate Judge Peggy A. Leen on 5/19/14. (Copies have been distributed pursuant to the NEF - MMM)
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UNITED STATES DISTRICT COURT
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DISTRICT OF NEVADA
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J.M. WOODWORTH RISK RETENTION
GROUP, INC.,
Case No. 2:13-cv-00911-JAD-PAL
ORDER
Plaintiff,
v.
UNI-TER UNDERWRITING
MANAGEMENT CORP., et al.,
Defendant.
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This matter is before the court on Plaintiff J.M. Woodworth Risk Retention Group, Inc.’s
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Memorandum of Points and Authorities in Support of Filing Documents Under Seal (Dkt. #84)
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filed April 17, 2014.
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Constance L. Akridge, Esq., filed in support of the Memorandum.
The court has considered the Memorandum and the Declaration of
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On April 3, 2014, the court entered an Order (Dkt. #78) denying Plaintiff J.M.
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Woodworth Risk Retention Group, Inc.’s Motion for Leave to File Documents Under Seal (Dkt.
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#72) in support of its Supplemental Brief in Support of its Motion to Remand (Dkt. #71).
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Plaintiff sought an order to file its Confidential Offering Memorandum and Bylaws under seal
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because they discussed confidential business information that was designated confidential under
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the Protective Order (Dkt. #44). The court denied Plaintiff’s request without prejudice, finding it
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had not shown compelling reasons to keep the documents under seal as required by the Ninth
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Circuit in Kamakana v. City & County of Honolulu, 447 F.3d 1172 (9th Cir. 2006). The court
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allowed Plaintiff to file a Memorandum of Points and Authorities in support of its request to file
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these documents under seal. Plaintiff complied and filed the instant Memorandum.
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First, Plaintiff asserts that its Confidential Offering Memorandum should remain under
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seal because it includes discussion between Plaintiff and a potential business partner and because
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it includes information about Plaintiff’s proprietary business practices, the structure of its
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business, and specific information about its finances and relationships with its insureds and
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service providers. Allowing these documents in the public record would cause interfere with
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Plaintiff’s ability to negotiate future deals with its service providers.
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Second, Plaintiff asserts that its Bylaws should remain under seal because they contain
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proprietary and confidential information about the corporate structure and internal governance of
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Plaintiff’s business. Allowing this information in the public record would place Plaintiff “in a
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position of strategic disadvantage” if it were used by Plaintiff’s competitors.
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The Ninth Circuit has indicated that compelling reasons sufficient to outweigh the
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public’s interest in disclosure and justify sealing court records exist when such court files might
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“become a vehicle for improper purposes,” such as the use of records to gratify private spite,
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promote public scandal, circulate libelous statements, or release trade secrets. See Kamakana,
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447 F.3d at 1179 (citing Nixon v. Warner Commc’ns, Inc., 435 U.S. 589, 598 (1978). The Ninth
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Circuit has adopted the Restatement’s definition of “trade secret,” which includes any “formula,
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pattern, device or compilation of information which is used in one’s business, and which gives
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him an opportunity over competitors who does not know or use it.” Apple Inc. v. Samsung
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Electronics Co., Ltd., 727 F.3d 1214, 1222 (Fed Cir. 2013) (applying Ninth Circuit law and
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citing Restatement (First) of Torts § 757 cmt. B). In In Re Electronic Arts, for example, the
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Ninth Circuit held that the district court had abused its discretion in failing to seal pricing terms,
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royalty rates, and guaranteed minimum payment terms in a license agreement, finding that
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information “plainly falls within the definition of trade secrets.” 298 Fed. Appx. 568, 569-70 (9th
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Cir. 2008); see also Clark v. Bunker, 453 F.2d 1006, 1009 (9th Cir. 1972) (finding detailed plan
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for creation, promotion, financing, and sale of contracts constitutes a trade secret).
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The court has reviewed the Offering Memorandum and Bylaws and finds they contain
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confidential information and trade secrets. Plaintiff has established that compelling reasons exist
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to keep these documents under seal.
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Having reviewed and considered the matter,
IT IS ORDERED that Exhibits 2 and 3 to Plaintiff’s Supplemental Brief in Support of
Motion to Remand (Dkt. #73) shall remain under seal.
DATED this 19th day of May, 2014.
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PEGGY A. LEEN
UNITED STATES MAGISTRATE JUDGE
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