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UNITED STATES DISTRICT COURT

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CENTRAL DISTRICT OF CALIFORNIA

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WESTERN DIVISION

11 JEREMIAH BALLEW and ELENI Case No. 2:23-cv-04324-GW (AGRx) 12 HONDERICH, on behalf of themselves and those similarly STIPULATED PROTECTIVE 13 situated, ORDER 14 Plaintiffs, v. 15 HUUUGE, INC., a Delaware 16 corporation, 17 Defendant. 18 19 1. GENERAL 20 1.1 Purposes and Limitations. Discovery in this action is likely to involve 21 production of confidential, proprietary, or private information for which special 22 protection from public disclosure and from use for any purpose other than prosecuting 23 this litigation may be warranted. Accordingly, the parties hereby stipulate to and 24 petition the Court to enter the following Stipulated Protective Order. The parties 25 acknowledge that this Order does not confer blanket protections on all disclosures or 26 responses to discovery and that the protection it affords from public disclosure and 27 use extends only to the limited information or items that are entitled to confidential 28 treatment under the applicable legal principles. The parties further acknowledge, as 1 set forth in Section 12.3, below, that this Stipulated Protective Order does not entitle 2 them to file confidential information under seal; Civil Local Rule 79-5 sets forth the 3 procedures that must be followed and the standards that will be applied when a party 4 seeks permission from the court to file material under seal. 5 1.2 Good Cause Statement. This action is likely to involve trade secrets, 6 customer and pricing lists and other valuable research, development, commercial, 7 financial, technical and/or proprietary information for which special protection from 8 public disclosure and from use for any purpose other than prosecution of this action 9 is warranted. Such confidential and proprietary materials and information consist of, 10 among other things, confidential business or financial information, information 11 regarding confidential business practices, or other confidential research, 12 development, or commercial information (including information implicating privacy 13 rights of third parties), information otherwise generally unavailable to the public, or 14 which may be privileged or otherwise protected from disclosure under state or federal 15 statutes, court rules, case decisions, or common law. Accordingly, to expedite the 16 flow of information, to facilitate the prompt resolution of disputes over confidentiality 17 of discovery materials, to adequately protect information the parties are entitled to 18 keep confidential, to ensure that the parties are permitted reasonable necessary uses 19 of such material in preparation for and in the conduct of trial, to address their handling 20 at the end of the litigation, and serve the ends of justice, a protective order for such 21 information is justified in this matter. It is the intent of the parties that information 22 will not be designated as confidential for tactical reasons and that nothing be so 23 designated without a good faith belief that it has been maintained in a confidential, 24 non-public manner, and there is good cause why it should not be part of the public 25 record of this case. 26 27 28 1 2. DEFINITIONS 2 2.1 Action: this pending federal lawsuit. 3 2.2 Challenging Party: a Party or Non-Party that challenges the designation 4 of information or items under this Order. 5 2.3 “CONFIDENTIAL” Information or Items: information (regardless of 6 how it is generated, stored or maintained) or tangible things that qualify for protection 7 under Federal Rule of Civil Procedure 26(c), and as specified above in the Good 8 Cause Statement. 9 2.4 Counsel: Outside Counsel of Recordand House Counsel (as well as their 10 support staff). 11 2.5 Designating Party: a Party or Non-Party that designates information or 12 items that it produces in disclosures or in responses to discovery as 13 “CONFIDENTIAL.” 14 2.6 Disclosure or Discovery Material: all items or information, regardless 15 of the medium or manner in which it is generated, stored, or maintained (including, 16 among other things, testimony, transcripts, and tangible things), that are produced or 17 generated in disclosures or responses to discovery in this matter or produced in this 18 matter informally by agreement of the parties or for purposes of mediation. 19 2.7 Expert: a person with specialized knowledge or experience in a matter 20 pertinent to the litigation who has been retained by a Party or its counsel to serve as 21 an expert witness or as a consultant in this Action. 22 2.8 House Counsel: attorneys who are employees of a party to this Action. 23 House Counsel does not include Outside Counsel of Record or any other outside 24 counsel. 25 2.9 Non-Party: any natural person, partnership, corporation, association, or 26 other legal entity not named as a Party to this action. 27 2.10 Outside Counsel of Record: attorneys who are not employees of a party 28 to this Action but are retained to represent or advise a party to this Action and have 1 appeared in this Action on behalf of that party or are affiliated with a law firm that 2 has appeared on behalf of that party, including support staff. 3 2.11 Party: any party to this Action, including all of its officers, directors, 4 employees, consultants, retained experts, and Outside Counsel of Record (and their 5 support staffs). 6 2.12 Producing Party: a Party or Non-Party that produces Disclosure or 7 Discovery Material in this Action. 8 2.13 Professional Vendors: persons or entities that provide litigation support 9 services (e.g., photocopying, videotaping, translating, preparing exhibits or 10 demonstrations, and organizing, storing, or retrieving data in any form or medium) 11 and their employees and subcontractors. 12 2.14 Protected Material: any Disclosure or Discovery Material that is 13 designated as “CONFIDENTIAL.” 14 2.15 Receiving Party: a Party that receives Disclosure or Discovery Material 15 from a Producing Party. 16 17 3. SCOPE 18 The protections conferred by this Stipulation and Order cover not only 19 Protected Material (as defined above), but also (1) any information copied or extracted 20 from Protected Material; (2) all copies, excerpts, summaries, or compilations of 21 Protected Material; and (3) any testimony, conversations, or presentations by Parties 22 or their Counsel that might reveal Protected Material. 23 Any use of Protected Material at trial shall be governed by the orders of the 24 trial judge. This Order does not govern the use of Protected Material at trial. 25 26 4. DURATION 27 Once a case proceeds to trial, all of the court-filed information to be introduced 28 that was previously designated as confidential or maintained pursuant to this 1 protective order becomes public and will be presumptively available to all members 2 of the public, including the press, unless compelling reasons supported by specific 3 factual findings to proceed otherwise are made to the trial judge in advance of the 4 trial. See Kamakana v. City and Cty. of Honolulu, 447 F.3d 1172, 1180-81 (9th Cir. 5 2006) (distinguishing “good cause” showing for sealing documents produced in 6 discovery from “compelling reasons” standard when merits-related documents are 7 part of court record). Accordingly, the terms of this protective order do not extend 8 beyond the commencement of the trial. 9 10 5. DESIGNATING PROTECTED MATERIAL 11 5.1 Exercise of Restraint and Care in Designating Material for Protection. 12 Each Party or Non-Party that designates information or items for protection under this 13 Order must take care to limit any such designation to specific material that qualifies 14 under the appropriate standards. The Designating Party must designate for protection 15 only those partsof material, documents, items, or oral or written communications that 16 qualify so that other portions of the material, documents, items, or communications 17 for which protection is not warranted are not swept unjustifiably within the ambit of 18 this Order. 19 Mass, indiscriminate, or routinized designations are prohibited. Designations 20 that are shown to be clearly unjustified or that have been made for an improper 21 purpose (e.g., to unnecessarily encumber the case development process or to impose 22 unnecessary expenses and burdens on other parties) may expose the Designating Party 23 to sanctions. 24 If it comes to a Designating Party’s attention that information or items that it 25 designated for protection do not qualify for protection, that Designating Party must 26 promptly notify all other Parties that it is withdrawing the inapplicable designation. 27 5.2 Manner and Timing of Designations. Except as otherwise provided in 28 this Order (see, e.g., second paragraph of section 5.2(a) below), or as otherwise 1 stipulated or ordered, Disclosure or Discovery Material that qualifies for protection 2 under this Order must be clearly so designated before the material is disclosed or 3 produced. 4 Designation in conformity with this Order requires: 5 (a) for information in documentary form (e.g., paper or electronic 6 documents, but excluding transcripts of depositions or other pretrial or trial 7 proceedings), that the Producing Party affix, at a minimum, the legend 8 “CONFIDENTIAL” (hereinafter “CONFIDENTIAL legend”), to each page that 9 contains protected material. If only a portion or portions of the material on a page 10 qualifies for protection, the Producing Party also must clearly identify the protected 11 portion(s) (e.g., by making appropriate markings in the margins). 12 A Party or Non-Party that makes original documents available for inspection 13 need not designate them for protection until after the inspecting Party has indicated 14 which documents it would like copied and produced. During the inspection and 15 before the designation, all of the material made available for inspection shall be 16 deemed “CONFIDENTIAL.” After the inspecting Party has identified the documents 17 it wants copied and produced, the Producing Party must determine which documents, 18 or portions thereof, qualify for protection under this Order. Then, before producing 19 the specified documents, the Producing Party must affix the “CONFIDENTIAL 20 legend” to each page that contains Protected Material. If only a portion or portions 21 of the material on a page qualifies for protection, the Producing Party also must clearly 22 identify the protected portion(s) (e.g., by making appropriate markings in the 23 margins). 24 (b) for testimony given in depositions that the Designating Party identify 25 the Disclosure or Discovery Material on the record, within 30 days following the 26 production of the transcript, with the entire deposition considered 27 “CONFIDENTIAL” pending such designation. 28 1 (c) for information produced in some form other than documentary and 2 for any other tangible items, that the Producing Party affix in a prominent place on 3 the exterior of the container or containers in which the information is stored the legend 4 “CONFIDENTIAL.” If only a portion or portions of the information warrants 5 protection, the Producing Party, to the extent practicable, shall identify the protected 6 portion(s). 7 5.3 Inadvertent Failures to Designate. If timely corrected, an inadvertent 8 failure to designate qualified information or items does not, standing alone, waive the 9 Designating Party’s right to secure protection under this Order for such material. 10 Upon timely correction of a designation, the Receiving Party must make reasonable 11 efforts to assure that the material is treated in accordance with the provisions of this 12 Order. 13 14 6. CHALLENGING CONFIDENTIALITY DESIGNATIONS 15 6.1 Timing of Challenges. Any Party or Non-Party may challenge a 16 designation of confidentiality at any time that is consistent with the Court’s 17 Scheduling Order. 18 6.2 Meet and Confer. The Challenging Party shall initiate the dispute 19 resolution process under Local Rule 37-1, et seq. Any discovery motion must strictly 20 comply with the procedures set forth in Local Rules 37-1, 37-2, and 37-3. 21 6.3 Burden. The burden of persuasion in any such challenge proceeding 22 shall be on the Designating Party. Frivolous challenges, and those made for an 23 improper purpose (e.g., to harass or impose unnecessary expenses and burdens on 24 other 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 entitled 27 under the Producing Party’s designation until the Court rules on the challenge. 28 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 Receiving 7 Party must comply with the provisions of section 13 below (FINAL DISPOSITION). 8 Protected Material must be stored and maintained by a Receiving Party at a 9 location and in a secure manner that ensures that access is limited to the persons 10 authorized under this Order. 11 7.2 Disclosure of “CONFIDENTIAL” Information or Items. Unless 12 otherwise ordered by the Court or permitted in writing by the Designating Party, a 13 Receiving Party may disclose any information or item designated 14 “CONFIDENTIAL” only to the following, and the Receiving Party shall be 15 responsible for ensuring that the following comply with the terms of this Agreement: 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); 1 (g) the author or recipient of a document containing the information or 2 a custodian or other person who otherwise possessed or knew the information; 3 (h) during their depositions, witnesses, and attorneys for witnesses, in 4 the Action to whom disclosure is reasonably necessary provided: (1) the deposing 5 party requests that the witness sign the formattached as Exhibit A hereto; and (2) they 6 will 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 be 10 separately bound by the court reporter and may not be disclosed to anyone except as 11 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 15 8. PROTECTED MATERIAL SUBPOENAED OR ORDERED 16 PRODUCED IN OTHER LITIGATION 17 If a Party is served with a subpoena or a court order issued in other litigation 18 that compels disclosure of any information or items designated in this Action as 19 “CONFIDENTIAL,” that Party must: 20 (a) promptly notify in writing the Designating Party. Such notification shall 21 include a copy of the subpoena or court order; 22 (b) promptly notify in writing the party who caused the subpoena or order to 23 issue in the other litigation that some or all of the material covered by the subpoena 24 or order is subject to this Protective Order. Such notification shall include a copy of 25 this Stipulated Protective Order; and 26 (c) cooperate with respect to all reasonable procedures sought to be pursued 27 by the Designating Party whose Protected Material may be affected. 28 1 If the Designating Party timely seeks a protective order, the Party served with 2 the subpoena or court order shall not produce any information designated in this action 3 as “CONFIDENTIAL” before a determination by the court from which the subpoena 4 or order issued, unless the Party has obtained theDesignating Party’s permission. The 5 Designating Party shall bear the burden and expense of seeking protection in that court 6 of its confidential material and nothing in these provisions should be construed as 7 authorizing or encouraging a Receiving Party in this Action to disobey a lawful 8 directive from another court. 9 10 9. A NON-PARTY’S PROTECTED MATERIAL SOUGHT TO BE 11 PRODUCED IN THIS LITIGATION 12 (a) The terms of this Order are applicable to information produced by a Non- 13 Party in this Action and designated as “CONFIDENTIAL.” Such information 14 produced by Non-Parties in connection with this litigation is protected by the 15 remedies and relief provided by this Order. Nothing in these provisions should be 16 construed as prohibiting a Non-Party from seeking additional protections. 17 (b) In the event that a Party is required, by a valid discovery request, to produce 18 a Non-Party’s confidential information in its possession, and the Party is subject to an 19 agreement with the Non-Party not to produce the Non-Party’s confidential 20 information, then the Party shall: 21 (1) promptly notify in writing the Requesting Party and the Non-Party 22 that some or all of the information requested is subject to a confidentiality agreement 23 with a Non-Party; 24 (2) promptly provide the Non-Party with a copy of the Stipulated 25 Protective Order in this Action, the relevant discovery request(s), and a reasonably 26 specific description of the information requested; and 27 (3) make the information requested available for inspection by the Non- 28 Party, if requested. 1 (c) If the Non-Party fails to seek a protective order from this Court within 14 2 days of receiving the notice and accompanying information, the Receiving Party may 3 produce the Non-Party’s confidential information responsive to the discovery request. 4 If the Non-Party timely seeks a protective order, the Receiving Party shall not produce 5 any information in its possession or control that is subject to the confidentiality 6 agreement with the Non-Party before a determination by the Court. Absent a court 7 order to the contrary, the Non-Party shall bear the burden and expense of seeking 8 protection in this Court of its Protected Material. 9 10 10. UNAUTHORIZED DISCLOSURE OF PROTECTED MATERIAL 11 If a Receiving Party learns that, by inadvertence or otherwise, it has disclosed 12 Protected Material to any person or in any circumstance not authorized under this 13 Stipulated Protective Order, the Receiving Party must immediately (a) notify in 14 writing the Designating Party of the unauthorized disclosures, (b) use its best efforts 15 to retrieve all unauthorized copies of the Protected Material, (c) inform the person or 16 persons to whom unauthorized disclosures were made of all the terms of this Order, 17 and (d) request such person or persons to execute the “Acknowledgment and 18 Agreement to Be Bound” that is attached hereto as Exhibit A. 19 20 11. INADVERTENT PRODUCTION OF PRIVILEGED OR OTHERWISE 21 PROTECTED MATERIAL 22 When a Producing Party gives notice to Receiving Parties that certain 23 inadvertently produced material is subject to a claim of privilege or other protection, 24 the obligations of the Receiving Parties are those set forth in Federal Rule of Civil 25 Procedure 26(b)(5)(B). This provision is not intended to modify whatever procedure 26 may be established in an e-discovery order that provides for production without prior 27 privilege review. Pursuant to Federal Rule of Evidence 502(d) and (e), insofar as the 28 parties reach an agreement on the effect of disclosure of a communication or 1 information covered by the attorney-client privilege or work product protection, the 2 parties may incorporate their agreement in the stipulated protective order submitted 3 to the Court. 4 5 12. MEDIATION INFORMATION 6 The Parties have agreed to engage in mediation and to exchange information 7 for that purpose. The Parties agree that information exchanged for purposes of 8 mediation will be used solely for mediation and for no other purpose and will 9 otherwise also be subject to the restrictions in this agreement and in particular shall 10 not be disseminated other than to those persons identified in Section. Any information 11 prepared for the purpose of, in the course of, or pursuant to a mediation shall be 12 subject to the mediation privilege in California Evidence Code section 1119 and shall 13 not be discoverable or admissible in the Action or otherwise. Information exchanged 14 for mediation but not described in the preceding sentence shall be subject to disclosure 15 and discovery in the Action, but may be used in the Action only when produced 16 pursuant to disclosures or discovery. In other words, a Party may not independently 17 determine that information exchanged for mediation is exempt from the mediation 18 privilege, but shall seek and obtain exempt such information through disclosures and 19 discovery in the Action. 20 21 13. MISCELLANEOUS 22 13.1 Right to Further Relief. Nothing in this Order abridges the right of any 23 person to seek its modification by the Court in the future. 24 13.2 Right to Assert Other Objections. By stipulating to the entry of this 25 Protective Order, no Party waives any right it otherwise would have to object to 26 disclosing or producing any information or item on any ground not addressed in this 27 Stipulated Protective Order. Similarly, no Party waives any right to object on any 28 ground to use in evidence of any of the material covered by this Protective Order. 1 13.3 Filing Protected Material. A Party that seeks to file under seal any 2 || Protected Material must comply with Civil Local Rule 79-5. Protected Material may 3 || only be filed under seal pursuant to a court order authorizing the sealing of the specific 4 || Protected Material at issue; good cause must be shown in the request to file under 5 || seal. Ifa Party’s request to file Protected Material under seal is denied by the Court, 6 || then the Receiving Party may file the information in the public record unless 7 || otherwise instructed by the Court. 8 13.4. Binding Pending Court Order. The provisions of this Stipulation shall 9 || bind the Parties pending Court approval, and because the Parties have a soon pending 10 || mediation, the Parties agree to be bound by the terms of Section 12 for mediation 11 || regardless whether this Stipulation is approved by the Court. 12 13 |} 14. FINAL DISPOSITION 14 After the final disposition of this Action, within 60 days of a written request by 15 || the Designating Party, each Receiving Party must return all Protected Material to the 16 || Producing Party or destroy such material. As used in this subdivision, “all Protected 17 || Material” includes all copies, abstracts, compilations, summaries, and any other 18 || format reproducing or capturing any of the Protected Material. Whether the Protected 19 || Material is returned or destroyed, the Receiving Party must submit a written 20 || certification to the Producing Party (and, if not the same person or entity, to the 21 || Designating Party) by the 60 day deadline that (1) identifies (by category, where 22 || appropriate) all the Protected Material that was returned or destroyed, and (2) affirms 23 || that the Receiving Party has not retained any copies, abstracts, compilations, 24 || summaries or any other format reproducing or capturing any of the Protected Material. 25 || Notwithstanding this provision, counsel are entitled to retain an archival copy of all 26 || pleadings, motion papers, trial, deposition, and hearing transcripts, legal memoranda, 27 || correspondence, deposition and trial exhibits, expert reports, attorney work product, 28 || and consultant and expert work product, even if such materials contain Protected

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1 || Material. Any such archival copies that contain or constitute Protected Material 2 || remain subject to this Protective Order as set forth in Section 4 (DURATION). 3 4 || 15. VIOLATION OF ORDER 5 Any violation of this Order may be punished by any and all appropriate 6 || measures including, without limitation, contempt proceedings and/or monetary 7 || sanctions. 8 9 || SO STIPULATED, THROUGH COUNSEL OF RECORD. 10

THE RYAN LAW GROUP

1] 12 13 || Dated:9/25/23 py: : one fRs—— 14 Andrew T. Ryan Attorneys for Plaintiffs 15 16 MITCHELL SILBERBERG & KNUPP LLP 17 18 || Dated:9/25/2023 By: Kai □□□ 19 Kevin E. Gaut Karin G. Pagnanelli 20 Attorneys for Defendant 21

FOR GOOD CAUSE SHOWN, IT IS SO ORDERED.

23 DATED: _November 1, 2023 Ubiaa A k Ln □ 24 ALICIA G. ROSENBERG 35 United States Magistrate Judge 26 27 28

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1 ACKNOWLEDGMENT AND AGREEMENT TO BE BOUND 2 3 I, _______________________ [print or type full name], of 4 _______________________ [print or type full address], declare under penalty of 5 perjury that I have read in its entirety and understand the Stipulated Protective Order 6 that was issued by the United States District Court for the Central District of 7 California in the case of Jeremiah Ballew and Eleni Honderich v. Huuuge, Inc., 8 C.D. Cal. Case No. 2:23-cv-04324-GW (AGRx). I agree to comply with and to be 9 bound by all the terms of this Stipulated Protective Order and I understand and 10 acknowledge that failure to so comply could expose me to sanctions and punishment 11 in the nature of contempt. I solemnly promise that I will not disclose in any manner 12 any information or item that is subject to this Stipulated Protective Order to any 13 person or entity except in strict compliance with the provisions of this Order. 14 15 I further agree to submit to the jurisdiction of the United States District Court 16 for the Central District of California for the purpose of enforcing the terms of this 17 Stipulated Protective Order, even if such enforcement proceedings occur after 18 termination of this action. I hereby appoint _____________________ [print or type 19 full name] of ____________________________ [print or type full address and 20 telephone number] as my California agent for service of process in connection with 21 this action or any proceedings related to enforcement of this Stipulated Protective 22 Order. 23 Date: 24 25 City and State where sworn and signed: 26 Printed name: 27 28 Signature: