Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 1 of 18 Page ID #:692

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UNITED STATES DISTRICT COURT

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CENTRAL DISTRICT OF CALIFORNIA

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EAST BAY RESTAURANT AND

Case No. 2:22-cv-01462-RGK-GJS 10 TAVERN RETIREMENT PLAN and

LIAN ALAN, DOUGLAS

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CORNFORD, YULISA ELENES, STIPULATED PROTECTIVE

ORDER1

12 TAYLOR HUDSON, and JOSE 13 ZARATE, in their capacities as Hon. R. Gary Klausner Trustees of the East Bay Restaurant Hon. Gail J. Standish (Discovery 14 and Tavern Retirement Plan, Mag.) 15 Plaintiffs, v. 16 GRASSWOOD PARTNERS, INC., 17 a California corporation, DALE H. STEVENS, individually and in his 18 capacity as principal of Grasswood 19 Partners, Inc. 20 Defendants and Third- Party Plaintiffs, 21

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26 27 28 1 This Stipulated Protective Order is substantially based on the model protective order provided under Magistrate Judge Gail J. Standish’s Procedures. Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 2 of 18 Page ID #:693

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2 FUNDAMENTAL CAPITAL MANAGEMENT, LLC, a Delaware 3 Corporation, JOHN KRIEGER, 4 individually and in his capacity as principal of Fundamental Capital 5 Management, LLC. 6 Third-Party Defendants. 7

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9 1. A. PURPOSES AND LIMITATIONS 10 Discovery in this action is likely to involve production of confidential, 11 proprietary or private information for which special protection from public 12 disclosure and from use for any purpose other than prosecuting this litigation may 13 be warranted. Accordingly, the parties hereby stipulate to and petition the Court to 14 enter the following Stipulated Protective Order. The parties acknowledge that this 15 Order does not confer blanket protections on all disclosures or responses to 16 discovery and that the protection it affords from public disclosure and use extends 17 only to the limited information or items that are entitled to confidential treatment 18 under the applicable legal principles. 19

B. GOOD CAUSE STATEMENT

20 This action involves discovery produced in a prior arbitration before the 21 American Arbitration Association (“AAA”), with the case name East Bay 22 Restaurant and Tavern Retirement Plan and Lian Alan, Douglas Cornford, Yulisa 23 Elenes, Kevin Gleason, Wei-Ling Huber and Jose Zarate, in their capacities as 24 Trustees of the East Bay Restaurant and Tavern Retirement Plan v. Fundamental 25 Capital Management, LLC and John Woodrow Krieger, and designated as AAA 26 Case No. 01-21-0000-0963. All discovery, documents, deposition transcriptions, or 27 any and all other materials produced in this prior arbitration are subject to a 28 2 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 3 of 18 Page ID #:694

1 confidentiality provision contained in a settlement agreement that prevents either the 2 Plaintiffs or the Third-Party Defendants from disclosing such discovery to other 3 parties without a protective order. The settlement agreement pertaining to this prior 4 arbitration was previously submitted under seal as Docket No. 49 on September 23, 5 2022 in this action. Accordingly, to expedite the flow of information, to facilitate 6 the prompt resolution of disputes over confidentiality of discovery materials, to 7 adequately protect information the parties are entitled to keep confidential, to ensure 8 that the parties are permitted reasonable necessary uses of such material in 9 preparation for and in the conduct of trial, to address their handling at the end of the 10 litigation, and serve the ends of justice, a protective order for such information is 11 justified in this matter. It is the intent of the parties that information will not be 12 designated as confidential for tactical reasons and that nothing be so designated 13 without a good faith belief that it has been maintained in a confidential, non-public 14 manner, and there is good cause why it should not be part of the public record of this 15 case. 16 C. ACKNOWLEDGMENT OF PROCEDURE FOR FILING UNDER SEAL 17 The parties further acknowledge, as set forth in Section 12.3, below, that this 18 Stipulated Protective Order does not entitle them to file confidential information 19 under seal; Local Civil Rule 79-5 sets forth the procedures that must be followed 20 and the standards that will be applied when a party seeks permission from the court 21 to file material under seal. 22 There is a strong presumption that the public has a right of access to judicial 23 proceedings and records in civil cases. In connection with non-dispositive motions, 24 good cause must be shown to support a filing under seal. See Kamakana v. City and 25 County of Honolulu, 447 F.3d 1172, 1176 (9th Cir. 2006), Phillips v. Gen. Motors 26 Corp., 307 F.3d 1206, 1210-11 (9th Cir. 2002), Makar-Welbon v. Sony Electrics, 27 Inc., 187 F.R.D. 576, 577 (E.D. Wis. 1999) (even stipulated protective orders 28 require good cause showing), and a specific showing of good cause or compelling 3 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 4 of 18 Page ID #:695

1 reasons with proper evidentiary support and legal justification, must be made with 2 respect to Protected Material that a party seeks to file under seal. The parties’ mere 3 designation of Disclosure or Discovery Material as CONFIDENTIAL does not— 4 without the submission of competent evidence by declaration, establishing that the 5 material sought to be filed under seal qualifies as confidential, privileged, or 6 otherwise protectable—constitute good cause. 7 Further, if a party requests sealing related to a dispositive motion or trial, then 8 compelling reasons, not only good cause, for the sealing must be shown, and the 9 relief sought shall be narrowly tailored to serve the specific interest to be protected. 10 See Pintos v. Pacific Creditors Ass’n, 605 F.3d 665, 677-79 (9th Cir. 2010). For 11 each item or type of information, document, or thing sought to be filed or introduced 12 under seal in connection with a dispositive motion or trial, the party seeking 13 protection must articulate compelling reasons, supported by specific facts and legal 14 justification, for the requested sealing order. Again, competent evidence supporting 15 the application to file documents under seal must be provided by declaration. 16 Any document that is not confidential, privileged, or otherwise protectable in 17 its entirety will not be filed under seal if the confidential portions can be redacted. 18 If documents can be redacted, then a redacted version for public viewing, omitting 19 only the confidential, privileged, or otherwise protectable portions of the document, 20 shall be filed. Any application that seeks to file documents under seal in their 21 entirety should include an explanation of why redaction is not feasible. 22 2. DEFINITIONS 23 2.1 Action means the above-entitled proceeding, designated as case No. 24 2:22-cv-01462-RGK-GJS. 25 2.2 Challenging Party: a Party or Non-Party that challenges the 26 designation of information or items under this Order. 27 2.3 “CONFIDENTIAL” Information or Items: information (regardless of 28 how it is generated, stored or maintained) or tangible things that qualify for 4 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 5 of 18 Page ID #:696

1 protection under Federal Rule of Civil Procedure 26(c), and as specified above in 2 the Good Cause Statement. 3 2.4 Counsel: Outside Counsel of Record and House Counsel (as well as 4 their support staff). 5 2.5 Designating Party: a Party or Non-Party that designates information or 6 items that it produces in disclosures or in responses to discovery as 7 “CONFIDENTIAL.” 8 2.6 Disclosure or Discovery Material: all items or information, regardless 9 of the medium or manner in which it is generated, stored, or maintained (including, 10 among other things, testimony, transcripts, and tangible things), that are produced or 11 generated in disclosures or responses to discovery in this matter. 12 2.7 Expert: a person with specialized knowledge or experience in a matter 13 pertinent to the litigation who has been retained by a Party or its counsel to serve as 14 an expert witness or as a consultant in this Action. 15 2.8 House Counsel: attorneys who are employees of a party to this Action. 16 House Counsel does not include Outside Counsel of Record or any other outside 17 counsel. 18 2.9 Non-Party: any natural person, partnership, corporation, association or 19 other legal entity not named as a Party to this action. 20 2.10 Outside Counsel of Record: attorneys who are not employees of a 21 party to this Action but are retained to represent or advise a party to this Action and 22 have appeared in this Action on behalf of that party or are affiliated with a law firm 23 that has appeared on behalf of that party, and includes support staff. 24 2.11 Party: any party to this Action, including all of its officers, directors, 25 employees, consultants, retained experts, and Outside Counsel of Record (and their 26 support staffs). 27 2.12 Producing Party: a Party or Non-Party that produces Disclosure or 28 Discovery Material in this Action. 5 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 6 of 18 Page ID #:697

1 2.13 Professional Vendors: persons or entities that provide litigation 2 support services (e.g., photocopying, videotaping, translating, preparing exhibits or 3 demonstrations, and organizing, storing, or retrieving data in any form or medium) 4 and their employees and subcontractors. 5 2.14 Protected Material: any Disclosure or Discovery Material that is 6 designated as “CONFIDENTIAL.” 7 2.15 Receiving Party: a Party that receives Disclosure or Discovery 8 Material from a Producing Party. 3. SCOPE 9 This Stipulated Protective Order shall apply to all prior produced discovery, 10 documents, deposition transcriptions, or any and all other materials related to the 11 prior AAA matter, with the case name East Bay Restaurant and Tavern Retirement 12 Plan and Lian Alan, Douglas Cornford, Yulisa Elenes, Kevin Gleason, Wei-Ling 13 Huber and Jose Zarate, in their capacities as Trustees of the East Bay Restaurant 14 and Tavern Retirement Plan v. Fundamental Capital Management, LLC and John 15 Woodrow Krieger, and designated as AAA Case No. 01-21-0000-0963. 16 The protections conferred by this Stipulation and Order cover not only 17 Protected Material (as defined above), but also (1) any information copied or 18 extracted from Protected Material; (2) all copies, excerpts, summaries, or 19 compilations of Protected Material; and (3) any testimony, conversations, or 20 presentations by Parties or their Counsel that might reveal Protected Material. 21 Any use of Protected Material at trial shall be governed by the orders of the 22 trial judge. This Order does not govern the use of Protected Material at trial. 23 4. DURATION 24 FINAL DISPOSITION of the action is defined as the conclusion of any 25 appellate proceedings, or, if no appeal is taken, when the time for filing of an appeal 26 has run. Except as set forth below, the terms of this protective order apply through 27 FINAL DISPOSITION of the action. The parties may stipulate that the they will be 28 6 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 7 of 18 Page ID #:698

1 contractually bound by the terms of this agreement beyond FINAL DISPOSITION, 2 but will have to file a separate action for enforcement of the agreement once all 3 proceedings in this case are complete. 4 Once a case proceeds to trial, information that was designated as 5 CONFIDENTIAL or maintained pursuant to this protective order used or introduced 6 as an exhibit at trial becomes public and will be presumptively available to all 7 members of the public, including the press, unless compelling reasons supported by 8 specific factual findings to proceed otherwise are made to the trial judge in advance 9 of the trial. See Kamakana, 447 F.3d at 1180-81 (distinguishing “good cause” 10 showing for sealing documents produced in discovery from “compelling reasons” 11 standard when merits-related documents are part of court record). Accordingly, for 12 such materials, the terms of this protective order do not extend beyond the 13 commencement of the trial. 14 5. DESIGNATING PROTECTED MATERIAL 15 5.1 Exercise of Restraint and Care in Designating Material for Protection. 16 Each Party or Non-Party that designates information or items for protection under 17 this Order must take care to limit any such designation to specific material that 18 qualifies under the appropriate standards. The Designating Party must designate for 19 protection only those parts of material, documents, items or oral or written 20 communications that qualify so that other portions of the material, documents, items 21 or communications for which protection is not warranted are not swept unjustifiably 22 within the ambit of this Order. 23 Mass, indiscriminate or routinized designations are prohibited. Designations 24 that are shown to be clearly unjustified or that have been made for an improper 25 purpose (e.g., to unnecessarily encumber the case development process or to impose 26 unnecessary expenses and burdens on other parties) may expose the Designating 27 Party to sanctions. 28 If it comes to a Designating Party’s attention that information or items that it 7 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 8 of 18 Page ID #:699

1 designated for protection do not qualify for protection, that Designating Party must 2 promptly notify all other Parties that it is withdrawing the inapplicable designation. 3 5.2 Manner and Timing of Designations. Except as otherwise provided in 4 this Order (see, e.g., second paragraph of section 5.2(a) below), or as otherwise 5 stipulated or ordered, Disclosure or Discovery Material that qualifies for protection 6 under this Order must be clearly so designated before the material is disclosed or 7 produced. 8 Designation in conformity with this Order requires: 9 (a) for information in documentary form (e.g., paper or electronic 10 documents, but excluding transcripts of depositions or other pretrial or trial 11 proceedings), that the Producing Party affix at a minimum, the legend 12 “CONFIDENTIAL” (hereinafter “CONFIDENTIAL legend”), to each page that 13 contains protected material. If only a portion of the material on a page qualifies for 14 protection, the Producing Party also must clearly identify the protected portion(s) 15 (e.g., by making appropriate markings in the margins). 16 A Party or Non-Party that makes original documents available for inspection 17 need not designate them for protection until after the inspecting Party has indicated 18 which documents it would like copied and produced. During the inspection and 19 before the designation, all of the material made available for inspection shall be 20 deemed “CONFIDENTIAL.” After the inspecting Party has identified the 21 documents it wants copied and produced, the Producing Party must determine which 22 documents, or portions thereof, qualify for protection under this Order. Then, 23 before producing the specified documents, the Producing Party must affix the 24 “CONFIDENTIAL legend” to each page that contains Protected Material. If only a 25 portion of the material on a page qualifies for protection, the Producing Party also 26 must clearly identify the protected portion(s) (e.g., by making appropriate markings 27 in the margins). 28 (b) for testimony given in depositions that the Designating Party identifies 8 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 9 of 18 Page ID #:700

1 the Disclosure or Discovery Material on the record, before the close of the 2 deposition all protected testimony. 3 (c) for information produced in some form other than documentary and 4 for any other tangible items, that the Producing Party affix in a prominent place on 5 the exterior of the container or containers in which the information is stored the 6 legend “CONFIDENTIAL.” If only a portion or portions of the information 7 warrants protection, the Producing Party, to the extent practicable, shall identify the 8 protected portion(s). 9 5.3 Inadvertent Failures to Designate. If timely corrected, an inadvertent 10 failure to designate qualified information or items does not, standing alone, waive 11 the Designating Party’s right to secure protection under this Order for such material. 12 Upon timely correction of a designation, the Receiving Party must make reasonable 13 efforts to assure that the material is treated in accordance with the provisions of this 14 Order. 15 6. CHALLENGING CONFIDENTIALITY DESIGNATIONS 16 6.1 Timing of Challenges. Any Party or Non-Party may challenge a 17 designation of confidentiality at any time that is consistent with the Court’s 18 Scheduling Order. 19 6.2 Meet and Confer. The Challenging Party shall initiate the dispute 20 resolution process under Local Rule 37.1 et seq. 21 6.3 The burden of persuasion in any such challenge proceeding shall be on 22 the Designating Party. Frivolous challenges, and those made for an improper 23 purpose (e.g., to harass or impose unnecessary expenses and burdens on other 24 parties) may expose the Challenging Party to sanctions. Unless the Designating 25 Party has waived or withdrawn the confidentiality designation, all parties shall 26 continue to afford the material in question the level of protection to which it is 27 entitled under the Producing Party’s designation until the Court rules on the 28 challenge. 9 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 10 of 18 Page ID #:701

1 7. ACCESS TO AND USE OF PROTECTED MATERIAL 2 7.1 Basic Principles. A Receiving Party may use Protected Material that is 3 disclosed or produced by another Party or by a Non-Party in connection with this 4 Action only for prosecuting, defending or attempting to settle this Action. Such 5 Protected Material may be disclosed only to the categories of persons and under the 6 conditions described in this Order. When the Action has been terminated, a 7 Receiving Party must comply with the provisions of section 13 below (FINAL 8 DISPOSITION). 9 Protected Material must be stored and maintained by a Receiving Party at a 10 location and in a secure manner that ensures that access is limited to the persons 11 authorized under this Order. 12 7.2 Disclosure of “CONFIDENTIAL” Information or Items. Unless 13 otherwise ordered by the court or permitted in writing by the Designating Party, a 14 Receiving Party may disclose any information or item designated 15 “CONFIDENTIAL” only to: 16 (a) the Receiving Party’s Outside Counsel of Record in this Action, as 17 well as employees of said Outside Counsel of Record to whom it is reasonably 18 necessary to disclose the information for this Action; 19 (b) the officers, directors, and employees (including House Counsel) of 20 the Receiving Party to whom disclosure is reasonably necessary for this Action; 21 (c) Experts (as defined in this Order) of the Receiving Party to whom 22 disclosure is reasonably necessary for this Action and who have signed the 23 “Acknowledgment and Agreement to Be Bound” (Exhibit A); 24 (d) the court and its personnel; 25 (e) court reporters and their staff; 26 (f) professional jury or trial consultants, mock jurors, and Professional 27 Vendors to whom disclosure is reasonably necessary for this Action and who have 28 signed the “Acknowledgment and Agreement to Be Bound” (Exhibit A); 10 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 11 of 18 Page ID #:702

1 (g) the author or recipient of a document containing the information or a 2 custodian or other person who otherwise possessed or knew the information; 3 (h) during their depositions, witnesses, and attorneys for witnesses, in the 4 Action to whom disclosure is reasonably necessary provided: (1) the deposing party 5 requests that the witness sign the form attached as Exhibit 1 hereto; and (2) they will 6 not be permitted to keep any confidential information unless they sign the 7 “Acknowledgment and Agreement to Be Bound” (Exhibit A), unless otherwise 8 agreed by the Designating Party or ordered by the court. Pages of transcribed 9 deposition testimony or exhibits to depositions that reveal Protected Material may 10 be separately bound by the court reporter and may not be disclosed to anyone except 11 as permitted under this Stipulated Protective Order; and 12 (i) any mediator or settlement officer, and their supporting personnel, 13 mutually agreed upon by any of the parties engaged in settlement discussions. 14 8. PROTECTED MATERIAL SUBPOENAED OR ORDERED PRODUCED 15 IN OTHER LITIGATION 16 If a Party is served with a subpoena or a court order issued in other litigation 17 that compels disclosure of any information or items designated in this Action as 18 “CONFIDENTIAL,” that Party must: 19 (a) promptly notify in writing the Designating Party. Such notification 20 shall include a copy of the subpoena or court order; 21 (b) promptly notify in writing the party who caused the subpoena or order 22 to issue in the other litigation that some or all of the material covered by the 23 subpoena or order is subject to this Protective Order. Such notification shall include 24 a copy of this Stipulated Protective Order; and 25 (c) cooperate with respect to all reasonable procedures sought to be 26 pursued by the Designating Party whose Protected Material may be affected. 27 If the Designating Party timely seeks a protective order, the Party served with 28 the subpoena or court order shall not produce any information designated in this 11 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 12 of 18 Page ID #:703

1 action as “CONFIDENTIAL” before a determination by the court from which the 2 subpoena or order issued, unless the Party has obtained the Designating Party’s 3 permission. The Designating Party shall bear the burden and expense of seeking 4 protection in that court of its confidential material and nothing in these provisions 5 should be construed as authorizing or encouraging a Receiving Party in this Action 6 to disobey a lawful directive from another court. 7 9. A NON-PARTY’S PROTECTED MATERIAL SOUGHT TO BE 8 PRODUCED IN THIS LITIGATION 9 (a) The terms of this Order are applicable to information produced by a 10 Non-Party in this Action and designated as “CONFIDENTIAL.” Such information 11 produced by Non-Parties in connection with this litigation is protected by the 12 remedies and relief provided by this Order. Nothing in these provisions should be 13 construed as prohibiting a Non-Party from seeking additional protections. 14 (b) In the event that a Party is required, by a valid discovery request, to 15 produce a Non-Party’s confidential information in its possession, and the Party is 16 subject to an agreement with the Non-Party not to produce the Non-Party’s 17 confidential information, then the Party shall: 18 (1) promptly notify in writing the Requesting Party and the Non-Party 19 that some or all of the information requested is subject to a confidentiality 20 agreement with a Non-Party; 21 (2) promptly provide the Non-Party with a copy of the Stipulated 22 Protective Order in this Action, the relevant discovery request(s), and a reasonably 23 specific description of the information requested; and 24 (3) make the information requested available for inspection by the 25 Non-Party, if requested. 26 (c) If the Non-Party fails to seek a protective order from this court within 27 14 days of receiving the notice and accompanying information, the Receiving Party 28 may produce the Non-Party’s confidential information responsive to the discovery 12 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 13 of 18 Page ID #:704

1 request. If the Non-Party timely seeks a protective order, the Receiving Party shall 2 not produce any information in its possession or control that is subject to the 3 confidentiality agreement with the Non-Party before a determination by the court. 4 Absent a court order to the contrary, the Non-Party shall bear the burden and 5 expense of seeking protection in this court of its Protected Material. 6 10. UNAUTHORIZED DISCLOSURE OF PROTECTED MATERIAL 7 If a Receiving Party learns that, by inadvertence or otherwise, it has disclosed 8 Protected Material to any person or in any circumstance not authorized under this 9 Stipulated Protective Order, the Receiving Party must immediately (a) notify in 10 writing the Designating Party of the unauthorized disclosures, (b) use its best efforts 11 to retrieve all unauthorized copies of the Protected Material, (c) inform the person or 12 persons to whom unauthorized disclosures were made of all the terms of this Order, 13 and (d) request such person or persons to execute the “Acknowledgment and 14 Agreement to Be Bound” that is attached hereto as Exhibit A. 15 11. INADVERTENT PRODUCTION OF PRIVILEGED OR OTHERWISE 16 PROTECTED MATERIAL 17 When a Producing Party gives notice to Receiving Parties that certain 18 inadvertently produced material is subject to a claim of privilege or other protection, 19 the obligations of the Receiving Parties are those set forth in Federal Rule of Civil 20 Procedure 26(b)(5)(B). This provision is not intended to modify whatever 21 procedure may be established in an e-discovery order that provides for production 22 without prior privilege review. Pursuant to Federal Rule of Evidence 502(d) and 23 (e), insofar as the parties reach an agreement on the effect of disclosure of a 24 communication or information covered by the attorney-client privilege or work 25 product protection, the parties may incorporate their agreement in the stipulated 26 protective order submitted to the court. 27 12. MISCELLANEOUS 28 12.1 Right to Further Relief. Nothing in this Order abridges the right of any 13 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 14 of 18 Page ID #:705

1 person to seek its modification by the Court in the future. 2 12.2 Right to Assert Other Objections. By stipulating to the entry of this 3 Protective Order, no Party waives any right it otherwise would have to object to 4 disclosing or producing any information or item on any ground not addressed in this 5 Stipulated Protective Order. Similarly, no Party waives any right to object on any 6 ground to use in evidence of any of the material covered by this Protective Order. 7 12.3 Filing Protected Material. A Party that seeks to file under seal any 8 Protected Material must comply with Local Civil Rule 79-5. Protected Material 9 may only be filed under seal pursuant to a court order authorizing the sealing of the 10 specific Protected Material at issue. If a Party’s request to file Protected Material 11 under seal is denied by the court, then the Receiving Party may file the information 12 in the public record unless otherwise instructed by the court. 13 13. FINAL DISPOSITION 14 After the final disposition of this Action, as defined in paragraph 4, within 60 15 days of a written request by the Designating Party, each Receiving Party must return 16 all Protected Material to the Producing Party or destroy such material. As used in 17 this subdivision, “all Protected Material” includes all copies, abstracts, compilations, 18 summaries, and any other format reproducing or capturing any of the Protected 19 Material. Whether the Protected Material is returned or destroyed, the Receiving 20 Party must submit a written certification to the Producing Party (and, if not the same 21 person or entity, to the Designating Party) by the 60 day deadline that (1) identifies 22 (by category, where appropriate) all the Protected Material that was returned or 23 destroyed and (2) affirms that the Receiving Party has not retained any copies, 24 abstracts, compilations, summaries or any other format reproducing or capturing any 25 of the Protected Material. Notwithstanding this provision, Counsel are entitled to 26 retain an archival copy of all pleadings, motion papers, trial, deposition, and hearing 27 transcripts, legal memoranda, correspondence, deposition and trial exhibits, expert 28 reports, attorney work product, and consultant and expert work product, even if such 14 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 15 of 18 Page ID #:706

1 materials contain Protected Material. Any such archival copies that contain or 2 constitute Protected Material remain subject to this Protective Order as set forth in 3 Section 4 (DURATION). 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 15 Case 4{22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page160f18 Page ID #:707

1 || 14. VIOLATION 2 || Any violation of this Order may be punished by appropriate measures including, 3 || without limitation, contempt proceedings and/or monetary sanctions. 4 || ITIS SO STIPULATED, THROUGH COUNSEL OF RECORD. 6 || DATED: December 8, 2022 g || /s/Drew G. Stark Shawn C. Groff 9 || DrewG. Stark Attorneys for Plaintiffs 10 11 1 DATED: December 8, 2022 13 14 /s/ Caelan D. Rottman Phillip Boesch 15. || Caelan D. Rottman Attorneys for Defendants and Third-Party Plaintiffs 16 17 || DATED: December 8, 2022 18 Il /s/ Keri Curtis Axel 19 || Keri Curtis Axel Melissa A. Meister 9 || Attorneys for Third-Party Defendants 21 22 || FOR GOOD CAUSE SHOWN, IT IS SO ORDERED. 23 24 || DATED: December 12, 2022 25 26 LY A — 7 || HON. GAIL J. STANDISH United States Magistrate Judge 28 16

Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 17 of 18 Page ID #:708

1 LOCAL RULE 5-4.3.4 ATTESTATION 2 I, Drew G. Stark, hereby attest that all other signatories listed, and on whose 3 behalf the filing is submitted, concur in the filing’s content and have authorized the 4 filing. 5 6 Dated: December 8, 2022 LEONARD CARDER, LLP 7 By: /s/ Drew G. Stark 8 Drew G. Stark 9 Counsel for Plaintiffs 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 17 Case 2:22-cv-01462-RGK-GJS Document 69 Filed 12/12/22 Page 18 of 18 Page ID #:709

1 EXHIBIT A 2 ACKNOWLEDGMENT AND AGREEMENT TO BE BOUND 3 4 I, _____________________________ [print or type full name], of 5 _________________ [print or type full address], declare under penalty of perjury 6 that I have read in its entirety and understand the Stipulated Protective Order that 7 was issued by the United States District Court for the Central District of California 8 on _________ in the case of East Bay Restaurant and Tavern Retirement Plan v. 9 Grasswood Partners, Inc., et al., case No. 2:22-cv-01462-RGK-GJS. I agree to 10 comply with and to be bound by all the terms of this Stipulated Protective Order and 11 I understand and acknowledge that failure to so comply could expose me to 12 sanctions and punishment in the nature of contempt. I solemnly promise that I will 13 not disclose in any manner any information or item that is subject to this Stipulated 14 Protective Order to any person or entity except in strict compliance with the 15 provisions of this Order. 16 I further agree to submit to the jurisdiction of the United States District Court for the 17 Central District of California for enforcing the terms of this Stipulated Protective 18 Order, even if such enforcement proceedings occur after termination of this action. 19 I hereby appoint __________________________ [print or type full name] of 20 _______________________________________ [print or type full address and 21 telephone number] as my California agent for service of process in connection with 22 this action or any proceedings related to enforcement of this Stipulated Protective 23 Order. 24 Date: ______________________________________ 25 City and State where sworn and signed: _________________________________ 26 Printed name: _______________________________ 27 28 Signature: __________________________________ 18