Clifford et al v. Tron Foundation et al
Filing
127
STIPULATED PROTECTIVE ORDER GOVERNING THE TREATMENT OF CONFIDENTIAL MATERIALS...regarding procedures to be followed that shall govern the handling of confidential material... (Signed by Judge Vernon S. Broderick on 1/29/2025) (rro)
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
COREY HARDIN and CHASE WILLIAMS,
individually and on behalf of all others
similarly situated,
Plaintiffs,
v.
TRON FOUNDATION, JUSTIN SUN, and
ZHIQIANG (LUCIEN) CHEN,
Case No. 1:20-cv-02804 (VSB)
STIPULATED
PROTECTIVE ORDER
GOVERNING THE TREATMENT
OF CONFIDENTIAL
MATERIALS
Defendants.
VERNON S. BRODERICK, United States District Judge:
WHEREAS, Plaintiffs Corey Hardin and Chase Williams and Defendants TRON
Foundation and Justin Sun (collectively, the “Parties,” and individually, a “Party”) request that this
Court issue a protective order pursuant to Federal Rule of Civil Procedure 26(c) to protect the
confidentiality of certain nonpublic and confidential material that they may need to disclose in
connection with discovery in this case; and
WHEREAS, the Parties, through counsel, agree to the following terms; and
WHEREAS, the 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 any person subject to this Stipulated Protective Order
(“Protective Order”)—including without limitation the Parties to this action, their
representatives, agents, experts and consultants, all third parties providing discovery in this
action, and all other interested persons with actual or constructive notice of this Protective
Order—shall adhere to the following terms:
1.
Any person subject to this Protective Order who receives from any other person subject
any “Discovery Material” (i.e., information of any kind produced or disclosed
pursuant to and in the course of discovery in this action) that is designated as
“Confidential” or “Highly Confidential – Attorneys’ Eyes Only” pursuant to the
terms of this Protective Order (hereinafter “Confidential Discovery Material”) shall
not disclose such Confidential Discovery Material to anyone else except as
expressly permitted hereunder.
2.
The person producing any given Discovery Material or that person’s counsel may
designate such material as “Confidential”, in whole or in part, only if counsel
determines reasonably and in good faith that such designation is necessary to
protect the interests of the client in information that is proprietary, a trade secret,
or otherwise sensitive and non-public financial or business information; that is of
a personal or intimate nature regarding any individual; that is subject to a
contractual or other duty of confidentiality owed by the client to a third party; or
which the producing party otherwise believes in good faith to be entitled to
protection under Rule 26(C)(1)(G) of the Federal Rules of Civil Procedure,
including copies, information extracted from protected material, summaries or
compilations, and conversations or presentations by the parties or their counsel
that might reveal Confidential material.
3.
4.
5.
The person producing any given Discovery Material or that person’s counsel may
designate such material as “Highly Confidential – Attorneys’ Eyes Only”, in
whole or in part, only if counsel determines reasonably and in good faith that such
designation is necessary to protect the interests of the client in proprietary and/or
competitively sensitive technical, marketing, financial, sales or other confidential
business information, or highly sensitive business or personal information, the
disclosure of which is likely to cause significant harm to an individual or to the
business or competitive position of the designating party. The Parties should meet
and confer if any produced materials require a designation of “Highly Confidential
– Attorneys’ Eyes Only”, provided that absent further agreement, such designated
materials shall only be disclosed to the individuals or entities expressly
enumerated in Section 8 below.
With respect to the Confidential portion of any Discovery Material other than
deposition transcripts and exhibits, the producing person or that person’s counsel
may designate such portion as “Confidential” or “Highly Confidential – Attorneys’ Eyes
Only” by stamping or otherwise clearly marking as “Confidential” or “Highly
Confidential – Attorneys’ Eyes Only” the protected portion in a manner that will not
interfere with legibility or audibility.
With respect to deposition transcripts and exhibits, and associated recordings of any
deposition, a producing person or that person’s counsel may designate such portion as
“Confidential” or “Highly Confidential – Attorneys’ Eyes Only” either by (a) indicating
on the record during the deposition that a question calls for Confidential or Highly
Confidential information, in which case the reporter will bind the transcript of the
designated testimony (consisting of question and answer) in a separate volume and mark
it as “Confidential Information Governed by Protective Order” or “Highly Confidential
Information Governed by Protective Order”; or (b) notifying the reporter and all counsel
of record, in writing, within 30 days after each party receives a deposition transcript, of
the specific pages and lines of the transcript and/or the specific exhibits that are to be
designated “Confidential” or “Highly Confidential – Attorneys’ Eyes Only”, in which
case all counsel receiving the transcript will be responsible for marking the copies of the
designated transcript or exhibit (as the case may be) in their possession or under their
control as directed by the producing person or that person’s counsel by the reporter. All
depositions shall presumptively be treated as Confidential Discovery Material and
subject to this Protective Order during the deposition and for a period of thirty (30) days
after a transcript of said deposition is received by counsel for each of the parties. At or
before the end of such thirty-day period, the deposition shall be classified appropriately.
Parties shall give the other parties notice if they reasonably expect a deposition, hearing,
or other proceeding to include Confidential Discovery Material so that the other parties
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can ensure that only authorized individuals, who have signed a Non-Disclosure
Agreement in the form annexed as an Exhibit hereto, are present at those proceedings.
The use of a document as an exhibit at a deposition shall not in any way affect its
designation as “Confidential” or “Highly Confidential.” Recorded portions of any such
deposition so designated will likewise be treated by the Parties as Confidential or
Highly Confidential – Attorneys’ Eyes Only.
6.
If at any time prior to the trial of this action, a producing person realizes that some
portion(s) of Discovery Material that it previously had produced without
limitation should be designated as “Confidential” or “Highly Confidential –
Attorneys’ Eyes Only”, such producing person may so designate such material by
so apprising all prior recipients in writing, and thereafter such designated
portion(s) of the Discovery Material will be deemed to be and treated as
“Confidential” or “Highly Confidential – Attorneys’ Eyes Only” under the terms
of this Protective Order.
7.
No person subject to this Protective Order other than the producing person shall
disclose any of the Confidential Discovery Material designated by the producing
person as Confidential to any other person whomsoever, except to:
a. the Parties to this action, their insurers, and counsel to their insurers;
b. counsel for the Parties, including in-house counsel, and any paralegal,
clerical and other assistant employed by such counsel and assigned to this
matter;
c. outside vendors or service providers (such as copy-service providers and
document-management consultants, graphic production services or other
litigation support services) that counsel hire and assign to this matter,
including computer service personnel performing duties in relation to a
computerized litigation system;
d. any mediator or arbitrator engaged by the Parties or appointed by the Court
in this matter, provided such person has first executed a Non-Disclosure
Agreement in the form annexed as an Exhibit 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 an
Exhibit hereto;
g. at any deposition or court proceeding to any fact witness who is testifying,
provided (i) such person has first executed a Non-Disclosure Agreement
in the form annexed as an Exhibit hereto, or (ii) that if, prior to such
witness’s testimony, the witness does not sign a copy of Exhibit A, the
witness may be shown Confidential Discovery Material after the counsel
examining the witness advises the witness on the record as follows: “By
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order of the Court in this litigation, you may not disclose in any manner
any Confidential Discovery Material to any person or entity except in
strict compliance with the provisions of this Protective Order, and if you
fail to comply with this Protective Order, you may be subject to sanction
by the Court”;
h. any person retained by a Party to serve as a consultant or expert to assist in
the prosecution or defense of this action, to the extent deemed necessary by
counsel, provided such person has first executed a Non-Disclosure
Agreement in the form annexed as an Exhibit hereto;
i. stenographers engaged to transcribe depositions conducted in this action;
and
j. this Court, including any appellate court, and the court reporters and support
personnel for the same.
8.
Unless otherwise ordered by the Court or permitted in writing by the designating
party, a receiving party may disclose any information or item designated “Highly
Confidential – Attorneys’ Eyes Only” only to:
a. The receiving party’s outside counsel of record, as well as employees or
other personnel of such counsel assigned to and necessary to assist in the
litigation;
b. outside vendors or service providers (such as copy-service providers and
document-management consultants, graphic production services or other
litigation support services) that counsel hire and assign to this matter,
including computer service personnel performing duties in relation to a
computerized litigation system;
c. any mediator or arbitrator engaged by the Parties or appointed by the Court
in this matter, provided such person has first executed a Non-Disclosure
Agreement in the form annexed as an Exhibit hereto;
d. as to any document, its author, its addressee and any other person
indicated on the face of the document as having received a copy;
e. any person retained by a Party to serve as a consultant or expert to assist in
the prosecution or defense of this action, to the extent deemed necessary by
counsel, provided such person has first executed a Non-Disclosure
Agreement in the form annexed as an Exhibit hereto;
f. at any deposition or court proceeding to any fact witness who is testifying,
provided (i) such person has first executed a Non-Disclosure Agreement in
the form annexed as an Exhibit hereto, or (ii) that if, prior to such witness’s
testimony, the witness does not sign a copy of Exhibit A, the witness may
be shown Confidential Discovery Material after the counsel examining the
witness advises the witness on the record as follows: “By order of the Court
in this litigation, you may not disclose in any manner any Confidential
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Discovery Material to any person or entity except in strict compliance with
the provisions of this Protective Order, and if you fail to comply with this
Protective Order, you may be subject to sanction by the Court”;
g. stenographers engaged to transcribe depositions conducted in this action;
and;
h. this Court, including any appellate court, and the court reporters and support
personnel for the same
9.
Any Party who objects to any designation of confidentiality may at any time prior to
the trial of this action serve upon counsel for the designating person 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 3 of this Court’s Individual Rules & Practices in
Civil Cases.
10.
Any Party who requests additional limits on disclosure beyond those described herein
may at any time prior to the trial of this action serve upon counsel for the receiving
Party a written notice stating with particularity the grounds of the objection or request.
If the Parties cannot reach agreement promptly, counsel for the Parties will address
their dispute to this Court in accordance with Paragraph 3 of this Court’s Individual
Rules & Practices in Civil Cases.
11.
Recipients of Confidential Discovery Material under this Protective Order may use
such material solely for the prosecution and defense of this action, and specifically
(and by way of example and not limitation) may not use Confidential Discovery
Material for any business, commercial or competitive purpose. Nothing contained in
this Protective Order, however, will affect or restrict the rights of any person with
respect to its own documents or information produced in this action. Nor does
anything contained in this Protective Order limit or restrict the rights of any person to
use or disclose information or material obtained independently from and not through
or pursuant to discovery in this action.
12.
Nothing in this Protective Order will prevent any person subject to it from
producing any Confidential Discovery Material in its possession in response to a
lawful subpoena or other compulsory process, or if required to produce by law or
by any government agency having jurisdiction; provided, however, that such person
receiving such a request will (unless prohibited by law from doing so) provide
written notice to the producing person before disclosure and as soon as reasonably
possible, and unless otherwise limited by the time allowed under the request, no
later than 10 days before any disclosure. This notice is intended to enable the
producing person to seek to oppose compliance with the subpoena, other
compulsory process, or other legal notice if the producing person deems it
appropriate to do so.
13.
Any documents (including briefs), tangible things or information designated as
Confidential or Highly Confidential – Attorneys’ Eyes Only that are submitted
to the Court in support of or in opposition to a motion or introduced at a hearing
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or during trial must be filed in accordance with this Court’s procedures regarding
same. Specifically, the parties shall follow the following procedures:
a. Any Party or third-party that intends to file in support of or in
opposition to a motion, or during a hearing or trial, documents or
information produced by a party or third-party (the “Producing Party”)
and designated as Confidential or Highly Confidential - Attorneys’
Eyes Only (the “Filing Party”) shall, prior to the intended submission
or introduction of that document or information, provide notice to the
Producing Party identifying those documents or information the Filing
Party intends to file by Bates number or other identifying
characteristics, and/or provide copies of those documents or
information it intends to file to the Producing Party.
b. The Parties shall thereafter meet and confer and attempt to narrow the
scope of any motion to seal in accordance with Section 5.B.iii.a of this
Court’s Individual Rules & Practices in Civil Cases.
c. To the extent the Producing Party does not agree to the public filing of
any documents or information designated Confidential or Highly
Confidential – Attorneys’ Eyes Only, Filing Party shall preliminarily
file such documents under seal and/or with redactions, and shall file
together with the filing a letter motion seeking leave to file the
document or information under seal via the Court’s Electronic Case
Filing system (“ECF”) pursuant to Section 5.B.iii.b or Section 5.B.iii.c
of this Court’s Individual Rules & Practices in Civil Cases on the
grounds that the Producing Party has requested sealing and/or
redacting.
d. Within three (3) days of the filing of said letter motion, the Producing
Party must file, within three days, a letter explaining the need to seal
or redact the document pursuant to Section 5.B.iii.a of this Court’s
Individual Rules & Practices in Civil Cases.
e. To the extent a Producing Party seeks to file under seal or in redacted
form documents or information which they themselves designated as
Confidential or Highly Confidential – Attorneys’ Eyes Only, they
shall, together with such filing, file a letter motion explaining the need
to seal or redact the document pursuant to Section 5.B.iii.b of this
Court’s Individual Rules & Practices in Civil Cases.
14.
Each person who has access to Discovery Material that has been designated as
“Confidential” or “Highly Confidential – Attorneys’ Eyes Only” shall take all due
precautions to prevent the unauthorized or inadvertent disclosure of such material.
15.
Any Personally Identifying Information (“PII”) (e.g., social security numbers,
financial account numbers, passwords, and information that may be used for
identity theft) exchanged in discovery shall be maintained by the persons who
receive such information and are bound by this Protective Order in a manner
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that is secure and confidential. In the event that the person receiving PII
experiences a data breach, she, he or it immediately shall notify the producing
person of the same and cooperate with the producing person to address and
remedy the breach. Nothing herein shall preclude the producing person from
asserting legal claims or constitute a waiver of legal rights or defenses in the
event of litigation arising out of the receiving person’s failure to appropriately
protect PII from unauthorized disclosure.
16.
When a producing party gives notice to receiving parties that certain inadvertently
produced material is subject to a claim of privilege or other protection, the
obligations of the Receiving Parties are those set forth in Federal Rule of Civil
Procedure 26(b)(5)(B). If Discovery Material or other information subject to a
claim of attorney-client privilege, work-product immunity, or any other applicable
claim of privilege or immunity is inadvertently produced or otherwise disclosed to
any Party or Non-Party, pursuant to Rule 502(d) of the Federal Rules of Evidence,
such production or disclosure shall in no way prejudice or otherwise constitute a
waiver of, or estoppel as to, any claim of privilege or immunity for such Discovery
Material or other information. Discovery Material or other information subject to
a claim of privilege or immunity must be returned, sequestered, or destroyed as
soon as it is discovered, without any need to show the production was inadvertent.
The receiving party shall not use the inadvertently produced Discovery Material
or other information for any purpose other than in connection with a motion to
compel production in this matter. Upon request by the producing party pursuant to
this Section, the receiving party shall immediately return, sequester, or destroy all
copies of such document(s) or thing(s) and shall return, sequester, or destroy any
newly created derivative document such as a summary or comment on the
inadvertently produced information. The receiving party may then move the court
for an order compelling production of such information, but the motion shall not
assert as a ground for production the fact or circumstances of the inadvertent
production. If a claim is disputed, the receiving party shall not use or disclose any
Discovery Material or other information for which a claim of privilege or
immunity is made pursuant to this Section for any purpose or until the matter is
resolved by agreement of the parties or by a decision of the court.
17.
Any producing party may redact from Discovery Material matter that the
producing party claims is (i) subject to the attorney-client privilege, work-product
immunity, or any other applicable claim of privilege or immunity; or (ii) other
sensitive, Confidential Information that is non-responsive and irrelevant to the
issues in the action but is included in otherwise responsive documents. The
producing party shall mark each redaction with a legend stating “REDACTED,”
and specify the basis for the redaction as appropriate, or a comparable notice. The
right to challenge and process for challenging the designation of redactions shall
be the same as the right to challenge and process for challenging the designation
of Confidential Information as set forth in Paragraph 9.
18.
This Protective Order shall survive the termination of the litigation. Within 30 days
of the final disposition of this action, all Confidential Discovery Material and all
copies thereof, shall be promptly returned to the producing person, or, upon
permission of the producing person, destroyed. As used in this subdivision, “all
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Protected Material” includes all copies, abstracts, compilations, summaries, and any
other format reproducing or capturing any of the Confidential Discovery Material.
19.
All persons subject to this Protective Order acknowledge that willful violation of
this Protective Order could subject them to punishment for contempt of Court. This
Court shall retain jurisdiction over all persons subject to this Protective Order to
the extent necessary to enforce any obligations arising hereunder or to impose
sanctions for any contempt thereof.
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SO STIPULATED AND AGREED:
s/ Jordan A. Goldstein__________
Dated: January 28, 2025
s/ Dean S. Kristy (by consent)___
Dated: January 28, 2025
Jordan A. Goldstein
Oscar Shine
David A. Coon
SELENDY GAY PLLC
1290 Sixth Avenue, 20th Floor
New York, New York 10104
jgoldstein@selendygay.com
oshine@selendygay.com
dcoon@selendygay.com
Dean S. Kristy
Michael S. Dicke
Casey O’Neill
FENWICK & WEST LLP
555 California Street, 12th Floor
San Francisco, CA 94104
dkristy@fenwick.com
mdicke@fenwick.com
coneill@fenwick.com
Attorneys for Plaintiffs and the Proposed Class
Attorneys for Defendants TRON Foundation
and Justin Sun
SO ORDERED:
VERNON S. BRODERICK
United States District Judge
Dated: January 29, 2025
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UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
COREY HARDIN and CHASE WILLIAMS,
individually and on behalf of all others
similarly situated,
Plaintiffs,
Case No. 1:20-cv-02804 (VSB)
NON-DISCLOSURE AGREEMENT
v.
TRON FOUNDATION, JUSTIN SUN, and
ZHIQIANG (LUCIEN) CHEN,
Defendants.
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 and Highly Confidential –
Attorneys’ Eyes Only. 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.
Dated: ___________________
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