Shnyra et al v. State Street Bank and Trust Co., Inc.

Filing 143

STIPULATED CONFIDENTIALITY AGREEMENT AND PROTECTIVE ORDER...regarding procedures to be followed that shall govern the handling of confidential material... So Ordered. (Signed by Judge Gregory H. Woods on 1/10/2022) (js)

Case 1:19-cv-02420-GHW Document 143 Filed 01/10/22 Page 1 of 10
USDC SDNY
DOCUMENT
ELECTRONICALLY FILED
DOC #:
DATE FILED: 1/10/22

UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
KSENIA SHNYRA, ALEXANDER REYNGOLD, and
KENNETH WALKER,

STIPULATED
CONFIDENTIALITY
AGREEMENT AND
PROTECTIVE ORDER

Plaintiffs,
- against
STATE STREET BANK AND TRUST CO., INC.,

19-CV-02420 (GHW)

Defendant.
GREGORY H. WOODS, District Judge:
WHEREAS,

Procedure 26(c) to protect the confidentiality of nonpublic and competitively sensitive information
that they may need to disclose in connection with discovery in this action;
WHEREAS, the Parties, through counsel, agree to the following terms; and
WHEREAS, this Court finds that good cause exists for issuance of an appropriately tailored
confidentiality order governing the pretrial phase of this action;
IT IS HEREBY ORDERED that the Parties to this action, their respective officers, agents,
servants, employees, and attorneys, any other person in active concert or participation with any of
the foregoing, and all other persons with actual notice of this Order will adhere to the following
terms, upon pain of contempt:

i.e., information of any kind produced

1.
or disclosed in the course of disc

pursuant to this Order, no person subject to this Order may disclose such Confidential Discovery
Material to anyone else except as expressly permitted hereunder:

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2.

The Party or person producing or disclosing Discovery Material (each,

reasonably and in good faith believes consists of:
(a)

previously non-disclosed financial information (including without limitation
profitability reports or estimates, percentage fees, design fees, royalty rates,
minimum guarantee payments, sales reports, and sale margins);

(b)

previously non-disclosed material relating to ownership or control of
any non-public company;

(c)

previously non-disclosed business plans, product-development information,
or marketing plans;

(d)

any information of a personal or intimate nature regarding any individual; or

(e)

any other category of information given confidential status by this
Court after the date of this Order.

3.

With respect to the Confidential portion of any Discovery Material other

than deposition transcripts and exhibits, the Producing Party or its counsel may designate such

protected portion in a manner that will not interfere with legibility or audibility; and (b) producing
for future public use another copy of said Discovery Material with the confidential information
redacted.
4.

A Producing Party or its counsel may designate deposition exhibits or

portions of deposition transcripts as Confidential Discovery Material either by: (a) indicating on the
record during the deposition that a question calls for Confidential information, in which case the
reporter will bind the transcript of the designated testimony in a separate volume and mark it as

counsel of record, in writing, within 30 days after a deposition has concluded, of the specific pages
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receiving the transcript will be responsible for marking the copies of the designated transcript in
their possession or und
During the 30-day period following a deposition, all Parties will treat the entire deposition transcript
as if it had been designated Confidential.
5.

Any Discovery Materials already produced may be designated as Confidential

Discovery Material by providing written notice of same to all parties within thirty (30) days after the
execution of this Order. Thereafter, all persons subject to this Order will treat such designated
portion(s) of the Discovery Material as Confidential. To the extent that Discovery Material
designated under this paragraph is not already labeled as

the Producing Party shall

provide each other Party with replacement versions of such Discovery Material that bears the
five business days of providing such notice. The failure to
designate Discovery Materials as Confidential Discovery Material shall not be deemed a waiver of
confidentiality.
6.

If at any time before the termination of this action a Producing Party realizes

that it should have designated as Confidential some portion(s) of Discovery Material that it
previously produced without limitation, the Producing Party may so designate such material by
notifying all Parties in writing. Thereafter, all persons subject to this Order will treat such designated
portion(s) of the Discovery Material as Confidential. In addition, the Producing Party shall provide
each other Party with replacement versions of such
designation within five business days of providing such notice.
7.

Nothing contained in this Order will be construed as: (a) a waiver by a Party

or person of its right to object to any discovery request; (b) a waiver of any privilege or protection;
or (c) a ruling regarding the admissibility at trial of any document, testimony, or other evidence.
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8.

Where a Producing Party has designated Discovery Material as Confidential,

other persons subject to this Order may disclose such information only to the following persons:
(a)

the Parties to this action, their insurers, and counsel to their insurers;

(b)

counsel retained specifically for this action, including any paralegal, clerical,
or other assistant that such outside counsel employs and assigns to this
matter;

(c)

outside vendors or service providers (such as copy-service providers and
document-management consultants) that counsel hire and assign to this
matter;

(d)

any mediator or arbitrator that the Parties engage in this matter or that this
Court appoints, provided such person has first executed a Non-Disclosure
Agreement in the form annexed as Exhibit A hereto;

(e)

as to any document, its author, its addressee, and any other person indicated
on the face of the document as having received a copy;

(f)

any witness who counsel for a Party in good faith believes may be called to
testify at trial or deposition in this action, provided such person has first
executed a Non-Disclosure Agreement in the form annexed as Exhibit A
hereto;

(g)

any person a Party retains to serve as an expert witness or otherwise provide
specialized advice to counsel in connection with this action, provided such
person has first executed a Non-Disclosure Agreement in the form annexed
as Exhibit A hereto;

(h)

stenographers engaged to transcribe depositions the Parties conduct in this
action; and
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(i)

this Court, including any appellate court, its support personnel, and court
reporters.

9.

Before disclosing any Confidential Discovery Material to any person referred

to in subparagraphs 8(d), 8(f), or 8(g) above, counsel must provide a copy of this Order to such
person, who must sign a Non-Disclosure Agreement in the form annexed as Exhibit A hereto
stating that he or she has read this Order and agrees to be bound by its terms. Said counsel must
retain each signed Non-Disclosure Agreement, hold it in escrow, and produce it to opposing
counsel either before such person is permitted to testify (at deposition or trial) or at the conclusion
of the case, whichever comes first.
10.

This Order binds the Parties and certain others to treat as Confidential any

Discovery Materials so classified. The Court has not, however, made any finding regarding the
confidentiality of any Discovery Materials, and retains full discretion to determine whether to afford
confidential treatment to any Discovery Material designated as Confidential hereunder. All persons
are placed on notice that the Court is unlikely to seal or otherwise afford confidential treatment to
any Discovery Material introduced into evidence at trial, even if such material has previously been
sealed or designated as Confidential.
11.

In filing Confidential Discovery Material with this Court, or filing portions

of any pleadings, motions, or other papers that disclose such Confidential Discovery Material

Confidential Court Submission via the Electronic Case Filing System. In accordance with Rule

copy of the Confidential Court Submission under seal with the Clerk of this Court, and the
Parties shall serve this Court and opposing counsel with unredacted courtesy copies of the

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Practice in Civil Cases, any Party that seeks to file Confidential Discovery Material under seal
must file an application and supporting declaration justifying

on a particularized basis

the

sealing of such documents. The parties should be aware that the Court will unseal documents if it
. . . demonstrating that closure is essential to
Lugosch v. Pyramid Co. of
Onondaga, 435 F.3d 110, 120 (2d Cir. 2006).
12.

Any Party who objects to any designation of confidentiality may at any time

before the trial of this action serve upon counsel for the Producing Party a written notice stating
with particularity the grounds of the objection. If the Parties cannot reach agreement promptly,
counsel for all affected Parties will address their dispute to this Court in accordance with paragraph

13.
his action serve upon
counsel for the recipient Parties a written notice stating with particularity the grounds of the request.
If the Parties cannot reach agreement promptly, counsel for all affected Parties will address their
dispute to this Court in acc
Civil Cases.
14.

Recipients of Confidential Discovery Material under this Order may use such

material solely for the prosecution and defense of this action and any appeals thereto, and not for
any other purpose or in any other litigation proceeding. Nothing contained in this Order, however,
will affect or restrict the rights of any Party with respect to its own documents or information
produced in this action.
15.

Nothing in this Order will prevent any Party from producing any

Confidential Discovery Material in its possession in response to a lawful subpoena or other
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compulsory process, or if required to produce by law or by any government agency having
jurisdiction, provided that such Party gives written notice to the Producing Party as soon as
reasonably possible, and if permitted by the time allowed under the request, at least 10 days before
any disclosure. Upon receiving such notice, the Producing Party will bear the burden to oppose
compliance with the subpoena, other compulsory process, or other legal notice if the Producing
Party deems it appropriate to do so.
16.

Each person who has access to Discovery Material designated as

Confidential pursuant to this Order must take all due precautions to prevent the unauthorized or
inadvertent disclosure of such material.
17.

Within 60 days of the final disposition of this action

all recipients of Confidential Discovery Material must either return it

including all appeals

including all copies thereof

to the Producing Party, or, upon permission of the Producing Party, destroy such material
including all copies thereof. In either event, by the 60-day deadline, the recipient must certify its
return or destruction by submitting a written certification to the Producing Party that affirms that it
has not retained any copies, abstracts, compilations, summaries, or other forms of reproducing or
capturing any of the Confidential Discovery Material. Notwithstanding this provision, the attorneys
that the Parties have specifically retained for this action may retain an archival copy of all pleadings,
motion papers, transcripts, expert reports, legal memoranda, correspondence, or attorney work
product, even if such materials contain Confidential Discovery Material. Any such archival copies that
contain or constitute Confidential Discovery Material remain subject to this Order.
18.

This Order will survive the termination of the litigation and will continue to

be binding upon all persons subject to this Order to whom Confidential Discovery Material is
produced or disclosed.

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19.

This Court will retain jurisdiction over all persons subject to this Order to

the extent necessary to enforce any obligations arising hereunder or to impose sanctions for any
contempt thereof.

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Case 1:19-cv-02420-GHW Document 143 Filed 01/10/22 Page 9 of 10

SO STIPULATED AND AGREED.
PLAINTIFFS KSENIA SHNYRA,
ALEXANDER REYNGOLD, and
KENNETH WALKER

DEFENDANT STATE STREET BANK
AND TRUST CO.

By their attorneys,

By its attorneys,

By:_________________________
M. Todd Parker
David M. Pohl
PARKER POHL LLP
99 Park Avenue, Suite 1510
New York, New York 10016

By:_________________________
David S. Rosenthal, Esq.
Morgan C. Nighan, Esq.
NIXON PEABODY, LLP
53 State Street
Boston, MA 02109

Dated: January ___, 2022

Dated: January ___, 2022

SO ORDERED:
Dated: January 10, 2022
New York, New York

________________________________
GREGORY H. WOODS
United States District Judge

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Exhibit A
To Stipulated Confidentiality
Agreement and Protective Order
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
KSENIA SHNYRA, ALEXANDER REYNGOLD, and
KENNETH WALKER,
Plaintiffs,
- against

NON-DISCLOSURE
AGREEMENT
19-CV-02420 (GHW)

STATE STREET BANK AND TRUST CO., INC.,
Defendant.
I, _____________________________________ , acknowledge that I have read and
understand the Protective Order in this action governing the non-disclosure of those portions of
Discovery Material that have been designated as Confidential. I agree that I will not disclose such
Confidential Discovery Material to anyone other than for purposes of this litigation and that at the
conclusion of the litigation I will return all discovery information to the Party or attorney from
whom I received it. By acknowledging these obligations under the Protective Order, I understand
that I am submitting myself to the jurisdiction of the United States District Court for the Southern
District of New York for the purpose of any issue or dispute arising hereunder and that my willful
violation of any term of the Protective Order could subject me to punishment for contempt of
Court.

____________________________
Name:
Date:

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