1 2 3 4 5 6 7 8 UNITED STATES DISTRICT COURT 9 FOR THE CENTRAL DISTRICT OF CALIFORNIA 10

SOUTHERN DIVISION

11 ROGERS ENTERPRISES, INC., ) Case No. 8:21−cv−00913−SSS−JDE 12 ) ) 13 Plaintiff, ) STIPULATED PROTECTIVE ) ORDER ) 14 v. ) ) 15 )

HITACHI SOLUTIONS )

16 AMERICA, LTD., et al., ) ) 17 ) Defendants. ) 18

19 Based on the parties’ Stipulation and for good cause shown, the Court 20 finds and orders as follows. 21 1. PURPOSES AND LIMITATIONS 22 Discovery in this action is likely to involve production of confidential, 23 proprietary or private information for which special protection from public 24 disclosure and from use for any purpose other than pursuing this litigation may 25 be warranted. Accordingly, the parties hereby stipulate to and petition the 26 27 Court to enter the following Stipulated Protective Order. The parties 28 acknowledge that this Order does not confer blanket protections on all 1 disclosures or responses to discovery and that the protection it affords from 2 public disclosure and use extends only to the limited information or items that 3 are entitled to confidential treatment under the applicable legal principles. 4 2. GOOD CAUSE STATEMENT 5 This action is likely to involve trade secrets, customer and pricing lists 6 and other valuable research, development, commercial, financial, technical 7 and/or proprietary information for which special protection from public 8 disclosure and from use for any purpose other than prosecution of this action is 9 warranted. Such confidential and proprietary materials and information 10 consist of, among other things, confidential business or financial information, 11 information regarding confidential business practices, or other confidential 12 research, development, or commercial information (including information 13 implicating privacy rights of third parties), information otherwise generally 14 unavailable to the public, or which may be privileged or otherwise protected 15 from disclosure under state or federal statutes, court rules, case decisions, or 16 common law. Accordingly, to expedite the flow of information, to facilitate the 17 prompt resolution of disputes over confidentiality of discovery materials, to 18 adequately protect information the parties are entitled to keep confidential, to 19 ensure that the parties are permitted reasonable necessary uses of such material 20 21 in preparation for and in the conduct of trial, to address their handling at the 22 end of the litigation, and serve the ends of justice, a protective order for such 23 information is justified in this matter. It is the intent of the parties that 24 information will not be designated as confidential for tactical reasons and that 25 nothing be so designated without a good faith belief that it has been 26 maintained in a confidential, non-public manner, and there is good cause why 27 it should not be part of the public record of this case. 28 1 3. ACKNOWLEDGMENT OF UNDER SEAL FILING 2 PROCEDURE 3 The parties further acknowledge, as set forth in Section 14.3, below, that 4 this Stipulated Protective Order does not entitle them to file confidential 5 information under seal; Local Civil Rule 79-5 sets forth the procedures that 6 must be followed and the standards that will be applied when a party seeks 7 permission from the court to file material under seal. There is a strong 8 presumption that the public has a right of access to judicial proceedings and 9 records in civil cases. In connection with non-dispositive motions, good cause 10 must be shown to support a filing under seal. See Kamakana v. City and 11 County of Honolulu, 447 F.3d 1172, 1176 (9th Cir. 2006), Phillips v. Gen. 12 Motors Corp., 307 F.3d 1206, 1210-11 (9th Cir. 2002), Makar-Welbon v. Sony 13 Electrics, Inc., 187 F.R.D. 576, 577 (E.D. Wis. 1999) (even stipulated 14 protective orders require good cause showing), and a specific showing of good 15 cause or compelling reasons with proper evidentiary support and legal 16 justification, must be made with respect to Protected Material that a party 17 seeks to file under seal. The parties’ mere designation of Disclosure or 18 Discovery Material as CONFIDENTIAL does not— without the submission 19 of competent evidence by declaration, establishing that the material sought to 20 21 be filed under seal qualifies as confidential, privileged, or otherwise 22 protectable—constitute good cause. 23 Further, if a party requests sealing related to a dispositive motion or trial, 24 then compelling reasons, not only good cause, for the sealing must be shown, 25 and the relief sought shall be narrowly tailored to serve the specific interest to 26 be protected. See Pintos v. Pacific Creditors Ass’n., 605 F.3d 665, 677-79 (9th 27 Cir. 2010). For each item or type of information, document, or thing sought to 28 be filed or introduced under seal, the party seeking protection must articulate 1 compelling reasons, supported by specific facts and legal justification, for the 2 requested sealing order. Again, competent evidence supporting the application 3 to file documents under seal must be provided by declaration. 4 Any document that is not confidential, privileged, or otherwise 5 protectable in its entirety will not be filed under seal if the confidential portions 6 can be redacted. If documents can be redacted, then a redacted version for 7 public viewing, omitting only the confidential, privileged, or otherwise 8 protectable portions of the document, shall be filed. Any application that seeks 9 to file documents under seal in their entirety should include an explanation of 10 why redaction is not feasible. 11 4. DEFINITIONS 12 4.1 Action: Rogers Enterprises, Inc. vs. Hitachi Solutions America, 13 LTD., et al, Case No.8:21−cv−00913−SSS−JDE. 14 4.2 Challenging Party: a Party or Non-Party that challenges the 15 designation of information or items under this Order. 16 4.3 “CONFIDENTIAL” Information or Items: information 17 (regardless of how it is generated, stored or maintained) or tangible things that 18 qualify for protection under Federal Rule of Civil Procedure 26(c), and as 19 specified above in the Good Cause Statement. 20 21 4.4 Counsel: Outside Counsel of Record and House Counsel (as well 22 as their support staff). 23 4.5 Designating Party: a Party or Non-Party that designates 24 information or items that it produces in disclosures or in responses to discovery 25 as “CONFIDENTIAL.” 26 4.6 Disclosure or Discovery Material: all items or information, 27 regardless of the medium or manner in which it is generated, stored, or 28 maintained (including, among other things, testimony, transcripts, and tangible 1 things), that are produced or generated in disclosures or responses to discovery. 2 4.7 Expert: a person with specialized knowledge or experience in a 3 matter pertinent to the litigation who has been retained by a Party or its 4 counsel to serve as an expert witness or as a consultant in this Action. 5 4.8 House Counsel: attorneys who are employees of a party to this 6 Action. House Counsel does not include Outside Counsel of Record or any 7 other outside counsel. 8 4.9 Non-Party: any natural person, partnership, corporation, 9 association or other legal entity not named as a Party to this action. 10 4.10 Outside Counsel of Record: attorneys who are not employees of a 11 party to this Action but are retained to represent a party to this Action and 12 have appeared in this Action on behalf of that party or are affiliated with a law 13 firm that has appeared on behalf of that party, and includes support staff. 14 4.11 Party: any party to this Action, including all of its officers, 15 directors, employees, consultants, retained experts, and Outside Counsel of 16 Record (and their support staffs). 17 4.12 Producing Party: a Party or Non-Party that produces Disclosure or 18 Discovery Material in this Action. 19 4.13 Professional Vendors: persons or entities that provide litigation 20 21 support services (e.g., photocopying, videotaping, translating, preparing 22 exhibits or demonstrations, and organizing, storing, or retrieving data in any 23 form or medium) and their employees and subcontractors. 24 4.14 Protected Material: any Disclosure or Discovery Material that is 25 designated as “CONFIDENTIAL.” 26 4.15 Receiving Party: a Party that receives Disclosure or Discovery 27 Material from a Producing Party. 28 1 5. SCOPE 2 The protections conferred by this Stipulation and Order cover not only 3 Protected Material (as defined above), but also (1) any information copied or 4 extracted from Protected Material; (2) all copies, excerpts, summaries, or 5 compilations of Protected Material; and (3) any testimony, conversations, or 6 presentations by Parties or their Counsel that might reveal Protected Material. 7 Any use of Protected Material at trial shall be governed by the orders of 8 the trial judge and other applicable authorities. This Order does not govern the 9 use of Protected Material at trial. 10 6. DURATION 11 Once a case proceeds to trial, information that was designated as 12 CONFIDENTIAL or maintained pursuant to this protective order used or 13 introduced as an exhibit at trial becomes public and will be presumptively 14 available to all members of the public, including the press, unless compelling 15 reasons supported by specific factual findings to proceed otherwise are made to 16 the trial judge in advance of the trial. See Kamakana, 447 F.3d at 1180-81 17 (distinguishing “good cause” showing for sealing documents produced in 18 discovery from “compelling reasons” standard when merits-related documents 19 are part of court record). Accordingly, the terms of this protective order do not 20 21 extend beyond the commencement of the trial. 22 7. DESIGNATING PROTECTED MATERIAL 23 7.1 Exercise of Restraint and Care in Designating Material for 24 Protection. Each Party or Non-Party that designates information 25 or items for protection under this Order must take care to limit any such 26 designation to specific material that qualifies under the appropriate standards. 27 The Designating Party must designate for protection only those parts of 28 material, documents, items or oral or written communications that qualify so 1 that other portions of the material, documents, items or communications for 2 which protection is not warranted are not swept unjustifiably within the ambit 3 of this Order. 4 Mass, indiscriminate or routinized designations are prohibited. 5 Designations that are shown to be clearly unjustified or that have been made 6 for an improper purpose (e.g., to unnecessarily encumber the case development 7 process or to impose unnecessary expenses and burdens on other parties) may 8 expose the Designating Party to sanctions. 9 If it comes to a Designating Party’s attention that information or items 10 that it designated for protection do not qualify for protection, that Designating 11 Party must promptly notify all other Parties that it is withdrawing the 12 inapplicable designation. 13 7.2 Manner and Timing of Designations. Except as otherwise 14 provided in this Order, or as otherwise stipulated or ordered, Disclosure of 15 Discovery Material that qualifies for protection under this Order must be 16 clearly so designated before the material is disclosed or produced. 17 Designation in conformity with this Order requires: 18 (a) for information in documentary form (e.g., paper or electronic 19 documents, but excluding transcripts of depositions or other pretrial or trial 20 21 proceedings), that the Producing Party affix at a minimum, the legend 22 “CONFIDENTIAL” (hereinafter “CONFIDENTIAL legend”), to each page 23 that contains protected material. If only a portion of the material on a page 24 qualifies for protection, the Producing Party also must clearly identify the 25 protected portion(s) (e.g., by making appropriate markings in the margins). 26 A Party or Non-Party that makes original documents available for 27 inspection need not designate them for protection until after the inspecting 28 Party has indicated which documents it would like copied and produced. 1 During the inspection and before the designation, all of the material made 2 available for inspection shall be deemed “CONFIDENTIAL.” After the 3 inspecting Party has identified the documents it wants copied and produced, 4 the Producing Party must determine which documents, or portions thereof, 5 qualify for protection under this Order. Then, before producing the specified 6 documents, the Producing Party must affix the “CONFIDENTIAL legend” to 7 each page that contains Protected Material. If only a portion of the material on 8 a page qualifies for protection, the Producing Party also must clearly identify 9 the protected portion(s) (e.g., by making appropriate markings in the margins). 10 (b) for testimony given in depositions that the Designating Party 11 identifies the Disclosure or Discovery Material on the record, before the close 12 of the deposition all protected testimony. 13 (c) for information produced in some form other than 14 documentary and for any other tangible items, that the Producing Party affix 15 in a prominent place on the exterior of the container or containers in which the 16 information is stored the legend “CONFIDENTIAL.” If only a portion or 17 portions of the information warrants protection, the Producing Party, to the 18 extent practicable, shall identify the protected portion(s). 19 7.3 Inadvertent Failures to Designate. If timely corrected, an 20 21 inadvertent failure to designate qualified information or items does not, 22 standing alone, waive the Designating Party’s right to secure protection under 23 this Order for such material. Upon timely correction of a designation, the 24 Receiving Party must make reasonable efforts to assure that the material is 25 treated in accordance with the provisions of this Order. 26 / / / 27 / / / 28 / / / 1 8. CHALLENGING CONFIDENTIALITY DESIGNATIONS 2 8.1. Timing of Challenges. Any Party or Non-Party may challenge a 3 designation of confidentiality at any time that is consistent with the Court’s 4 Scheduling Order. 5 8.2 Meet and Confer. The Challenging Party shall initiate the dispute 6 resolution process under Local Rule 37-1 et seq. 7 8.3 Joint Stipulation. Any challenge submitted to the Court shall be via a 8 joint stipulation pursuant to Local Rule 37-2. 9 8.4 The burden of persuasion in any such challenge proceeding shall be 10 on the Designating Party. Frivolous challenges, and those made for an 11 improper purpose (e.g., to harass or impose unnecessary expenses and burdens 12 on other parties) may expose the Challenging Party to sanctions. Unless the 13 Designating Party has waived or withdrawn the confidentiality designation, all 14 parties shall continue to afford the material in question the level of protection 15 to which it is entitled under the Producing Party’s designation until the Court 16 rules on the challenge. 17 9. ACCESS TO AND USE OF PROTECTED MATERIAL 18 9.1 Basic Principles. A Receiving Party may use Protected Material that 19 is disclosed or produced by another Party or by a Non-Party in connection 20 21 with this Action only for prosecuting, defending or attempting to settle this 22 Action. Such Protected Material may be disclosed only to the categories of 23 persons and under the conditions described in this Order. When the Action has 24 been terminated, a Receiving Party must comply with the provisions of section 25 15 below (FINAL DISPOSITION). 26 Protected Material must be stored and maintained by a Receiving Party 27 at a location and in a secure manner that ensures that access is limited to the 28 persons authorized under this Order. 1 9.2 Disclosure of “CONFIDENTIAL” Information or Items. Unless 2 otherwise ordered by the court or permitted in writing by the Designating 3 Party, a Receiving Party may disclose any information or item designated 4 “CONFIDENTIAL” only to: 5 (a) the Receiving Party’s Outside Counsel of Record in this 6 Action, as well as employees of said Outside Counsel of Record to whom it is 7 reasonably necessary to disclose the information for this Action; 8 (b) the officers, directors, and employees (including House 9 Counsel) of the Receiving Party to whom disclosure is reasonably necessary 10 for this Action; 11 (c) Experts (as defined in this Order) of the Receiving Party to 12 whom disclosure is reasonably necessary for this Action and who have signed 13 the “Acknowledgment and Agreement to Be Bound” (Exhibit A); 14 (d) the court and its personnel; 15 (e) court reporters and their staff; 16 (f) professional jury or trial consultants, mock jurors, and 17 Professional Vendors to whom disclosure is reasonably necessary for this 18 Action and who have signed the “Acknowledgment and Agreement to Be 19 Bound” (Exhibit A); 20 21 (g) the author or recipient of a document containing the 22 information or a custodian or other person who otherwise possessed or knew 23 the information; 24 (h) during their depositions, witnesses, and attorneys for witnesses, 25 in the Action to whom disclosure is reasonably necessary provided: (1) the 26 deposing party requests that the witness sign the form attached as Exhibit A 27 hereto; and (2) they will not be permitted to keep any confidential information 28 unless they sign the “Acknowledgment and Agreement to Be Bound” (Exhibit 1 A), unless otherwise agreed by the Designating Party or ordered by the court. 2 Pages of transcribed deposition testimony or exhibits to depositions that reveal 3 Protected Material may be separately bound by the court reporter and may not 4 be disclosed to anyone except as permitted under this Stipulated Protective 5 Order; and 6 (i) any mediators or settlement officers and their supporting 7 personnel, mutually agreed upon by any of the parties engaged in settlement 8 discussions. 9 10. PROTECTED MATERIAL SUBPOENAED OR ORDERED 10 PRODUCED IN OTHER LITIGATION

11 If a Party is served with a subpoena or a court order issued in other 12 litigation that compels disclosure of any information or items designated in this 13 Action as “CONFIDENTIAL,” that Party must: 14 (a) promptly notify in writing the Designating Party. Such 15 notification shall include a copy of the subpoena or court order; 16 (b) promptly notify in writing the party who caused the subpoena 17 or order to issue in the other litigation that some or all of the material covered 18 by the subpoena or order is subject to this Protective Order. Such notification 19 shall include a copy of this Stipulated Protective Order; and 20 21 (c) cooperate with respect to all reasonable procedures sought to be 22 pursued by the Designating Party whose Protected Material may be affected. If 23 the Designating Party timely seeks a protective order, the Party served with the 24 subpoena or court order shall not produce any information designated in this 25 action as “CONFIDENTIAL” before a determination by the court from which 26 the subpoena or order issued, unless the Party has obtained the Designating 27 Party’s permission. The Designating Party shall bear the burden and expense 28 of seeking protection in that court of its confidential material and nothing in 1 these provisions should be construed as authorizing or encouraging a 2 Receiving Party in this Action to disobey a lawful directive from another court. 3 11. A NON-PARTY’S PROTECTED MATERIAL SOUGHT TO 4 BE PRODUCED IN THIS LITIGATION 5 (a) The terms of this Order are applicable to information produced 6 by a Non-Party in this Action and designated as “CONFIDENTIAL.” Such 7 information produced by Non-Parties in connection with this litigation is 8 protected by the remedies and relief provided by this Order. Nothing in these 9 provisions should be construed as prohibiting a Non-Party from seeking 10 11 additional protections. 12 (b) In the event that a Party is required, by a valid discovery 13 request, to produce a Non-Party’s confidential information in its possession, 14 and the Party is subject to an agreement with the Non-Party not to produce the 15 Non-Party’s confidential information, then the Party shall: 16 (1) promptly notify in writing the Requesting Party and the Non- 17 Party that some or all of the information requested is subject to a 18 confidentiality agreement with a Non-Party; 19 (2) promptly provide the Non-Party with a copy of the Stipulated 20 Protective Order in this Action, the relevant discovery request(s), and a 21 reasonably specific description of the information requested; and 22 (3) make the information requested available for inspection by the 23 Non-Party, if requested. 24 (c) If the Non-Party fails to seek a protective order from this court 25 within 14 days of receiving the notice and accompanying information, the 26 Receiving Party may produce the Non-Party’s confidential information 27 responsive to the discovery request. If the Non-Party timely seeks a protective 28 1 order, the Receiving Party shall not produce any information in its possession 2 or control that is subject to the confidentiality agreement with the Non-Party 3 before a determination by the court. Absent a court order to the contrary, the 4 Non-Party shall bear the burden and expense of seeking protection in this court 5 of its Protected Material. 6 12. UNAUTHORIZED DISCLOSURE OF PROTECTED 7 MATERIAL

8 If a Receiving Party learns that, by inadvertence or otherwise, it has 9 disclosed Protected Material to any person or in any circumstance not 10 authorized under this Stipulated Protective Order, the Receiving Party must 11 immediately (a) notify in writing the Designating Party of the unauthorized 12 disclosures, (b) use its best efforts to retrieve all unauthorized copies of the 13 Protected Material, (c) inform the person or persons to whom unauthorized 14 disclosures were made of all the terms of this Order, and (d) request such 15 person or persons to execute the “Acknowledgment an Agreement to Be 16 Bound” attached hereto as Exhibit A. 17 13. INADVERTENT PRODUCTION OF PRIVILEGED OR 18

OTHERWISE PROTECTED MATERIAL

19 When a Producing Party gives notice to Receiving Parties that certain 20 21 inadvertently produced material is subject to a claim of privilege or other 22 protection, the obligations of the Receiving Parties are those set forth in 23 Federal Rule of Civil\ Procedure 26(b)(5)(B). This provision is not intended to 24 modify whatever procedure may be established in an e-discovery order that 25 provides for production without prior privilege review. Pursuant to Federal 26 Rule of Evidence 502(d) and (e), insofar as the parties reach an agreement on 27 the effect of disclosure of a communication or information covered by the 28 attorney-client privilege or work product protection, the parties may 1 incorporate their agreement in the stipulated protective order submitted to the 2 court. 3 14. MISCELLANEOUS 4 14.1 Right to Further Relief. Nothing in this Order abridges the right of 5 any person to seek its modification by the Court in the future. 6 14.2 Right to Assert Other Objections. By stipulating to the entry of this 7 Protective Order, no Party waives any right it otherwise would have to object 8 to disclosing or producing any information or item on any ground not 9 addressed in this Stipulated Protective Order. Similarly, no Party waives any 10 right to object on any ground to use in evidence of any of the material covered 11 by this Protective Order. 12 14.3 Filing Protected Material. A Party that seeks to file under seal any 13 Protected Material must comply with Local Civil Rule 79-5. Protected 14 Material may only be filed under seal pursuant to a court order authorizing the 15 sealing of the specific Protected Material. If a Party’s request to file Protected 16 Material under seal is denied by the court, then the Receiving Party may file 17 the information in the public record unless otherwise instructed by the court. 18 15. FINAL DISPOSITION 19 After the final disposition of this Action, as defined in paragraph 6, 20 21 within 60 days of a written request by the Designating Party, each Receiving 22 Party must return all Protected Material to the Producing Party or destroy such 23 material. As used in this subdivision, “all Protected Material” includes all 24 copies, abstracts, compilations, summaries, and any other format reproducing 25 or capturing any of the Protected Material. Whether the Protected Material is 26 returned or destroyed, the Receiving Party must submit a written certification 27 to the Producing Party (and, if not the same person or entity, to the 28 Designating Party) by the 60-day deadline that (1) identifies (by category, I |) where appropriate) all the Protected Material that was returned or destroyed 2 (2) affirms that the Receiving Party has not retained any copies, abstracts, 3 || compilations, summaries or any other format reproducing or capturing any of 4 the Protected Material. Notwithstanding this provision, Counsel are entitled to > |) retain an archival copy of all pleadings, motion papers, trial, deposition, and 6 hearing transcripts, legal memoranda, correspondence, deposition and trial exhibits, expert reports, attorney work product, and consultant and expert 8 work product, even if such materials contain Protected Material. Any such ° archival copies that contain or constitute Protected Material remain subject to ‘0 this Protective Order as set forth in Section 6 (DURATION). 16. VIOLATION Any violation of this Order may be punished by appropriate measures

4 including, without limitation, contempt proceedings and/or monetary 5 sanctions. 16 17 || FOR GOOD CAUSE SHOWN, IT IS SO ORDERED. 18 19 || DATED: April 03, 2023 20

22 J D. EARLY 93 nited States Magistrate Judge 24 25 26 27 28 15

1 EXHIBIT A 2 UNITED STATES DISTRICT COURT 3 FOR THE CENTRAL DISTRICT OF CALIFORNIA

SOUTHERN DIVISION

4

5 ROGERS ENTERPRISES, INC., : Case No.8:21-cv-00913-SSS-JDE 6 : Plaintiff, : 7 : v. : 8 :

HITACHI SOLUTIONS AMERICA, :

9 LTD.; and DOES 1-10, inclusive, : : 10 Defendant. : : 11 12

ACKNOWLEDGMENT AND AGREEMENT TO BE BOUND

13

BY PROTECTIVE ORDER

14 15 I, ____________________________________, being duly sworn, state that: 16 1. My address is ____________________________________________ 17 __________________________________________________________________. 18 My present employer is _________________________________ and the address of my 19 present employment is ________________________________ 20 __________________________________________________________________. 21 My present occupation or job description is ____________________. 22 I have carefully read and understood the provisions of the Protective Order in this case 23 signed by the Court, and I will comply with all provisions of the Protective Order. 24 I will hold in confidence and not disclose to anyone not qualified under the Protective 25 Order any Confidential Discovery Material or any words, summaries, abstracts, or indices of 26 Confidential Discovery Material disclosed to me. 27 28 1 I will limit use of Confidential Discovery Material disclosed to me solely for purpose of 2 this Action. 3

4 I declare under penalty of perjury under the laws of the United States of America that the 5 foregoing is true and correct. 6

7 Dated: Signed: 8 Print Name: 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28