1 2 3 4 5 6 7 8 9 UNITED STATES DISTRICT COURT 10 CENTRAL DISTRICT OF CALIFORNIA 11 Western Division 12 SECURITIES AND EXCHANGE Case No. 2:20-cv-03271-AB-KS 13 COMMISSION,

STIPULATED PROTECTIVE

14 Plaintiff, ORDER 15 vs. [DISCOVERY MATTER] 16 BRADLEY DAVIS 17 Defendant. 18 19 I. PURPOSES AND LIMITATIONS 20 Discovery in this action is likely to involve production of confidential, 21 proprietary, or private information for which special protection from public 22 disclosure and from use for any purpose other than prosecuting this litigation 23 may be warranted. Accordingly, the parties hereby stipulate to and petition the 24 Court to enter the following Stipulated Protective Order. The parties 25 acknowledge that this Order does not confer blanket protections on all 26 disclosures or responses to discovery and 27 1 that the protection it affords from public disclosure and use extends only to the 2 limited information or items that are entitled to confidential treatment under the 3 applicable legal principles. 4 A. GOOD CAUSE STATEMENT 5 This action is likely to involve trade secrets, customer and pricing lists, and 6 other valuable research, development, commercial, financial, technical, and/or 7 proprietary information for which special protection from public disclosure and from 8 use for any purpose other than prosecution of this action is warranted. Such 9 confidential and proprietary materials and information consist of, among other things, 10 confidential business or financial information, information regarding confidential 11 business practices, or other confidential research, development, or commercial 12 information (including information implicating privacy rights of third parties), 13 information otherwise generally unavailable to the public, or which may be privileged 14 or otherwise protected from disclosure under state or federal statutes, court rules, case 15 decisions, or common law. Accordingly, to expedite the flow of information, to 16 facilitate the prompt resolution of disputes over confidentiality of discovery 17 materials, to adequately protect information the parties are entitled to keep 18 confidential, to ensure that the parties are permitted reasonably necessary uses of 19 such materials in preparation for and in the conduct of trial, to address their handling 20 at the end of the litigation, and to 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 B. ACKNOWLEDGMENT OF PROCEDURE FOR FILING UNDER 27 SEAL 1 Stipulated Protective Order does not create an entitlement to file confidential 2 information under seal; Local Civil Rule 79-5 sets forth the procedures that must be 3 followed and the standards that will be applied when a party seeks permission from 4 the court to file material under seal. 5 There is a strong presumption that the public has a right of access to judicial 6 proceedings and records in civil cases. In connection with non-dispositive motions, 7 good cause must be shown to support a filing under seal. See Kamakana v. City and 8 County of Honolulu, 447 F.3d 1172, 1176 (9th Cir. 2006), Phillips v. Gen. Motors 9 Corp., 307 F.3d 1206, 1210-11 (9th Cir. 2002), Makar-Welbon v. Sony Electrics, Inc., 10 187 F.R.D. 576, 577 (E.D. Wis. 1999) (even stipulated protective orders require good 11 cause showing), and a specific showing of good cause or compelling reasons with 12 proper evidentiary support and legal justification, must be made with respect to 13 Protected Material that a party seeks to file under seal. The parties’ mere designation 14 of Disclosure or Discovery Material as CONFIDENTIAL does not—without the 15 submission of competent evidence by declaration, establishing that the material 16 sought to be filed under seal qualifies as confidential, privileged, or otherwise 17 protectable—constitute good cause. 18 Further, if a party requests sealing related to a dispositive motion or trial, then 19 compelling reasons, not only good cause, for the sealing must be shown, and the 20 relief sought shall be narrowly tailored to serve the specific interest to be protected. 21 See Pintos v. Pacific Creditors Ass’n, 605 F.3d 665, 677-79 (9th Cir. 2010). For each 22 item or type of information, document, or thing sought to be filed or introduced under 23 seal in connection with a dispositive motion or trial, the party seeking protection must 24 articulate compelling reasons, supported by specific facts and legal justification, for 25 the requested sealing order. Again, competent evidence supporting the application to 26 file documents under seal must be provided by declaration. 27 Any document that is not confidential, privileged, or otherwise protectable in 1 documents can be redacted, then a redacted version for public viewing, omitting only 2 the confidential, privileged, or otherwise protectable portions of the document, shall 3 be filed. Any application that seeks to file documents under seal in their entirety 4 should include an explanation of why redaction is not feasible. 5 II. DEFINITIONS 6 2.1 Action: Securities and Exchange Commission v. Bradley Davis, Case 7 No. 2:20-cv-03271-AB-KS. 8 2.2 Challenging Party: a Party or Non-Party that challenges the designation 9 of information or items under this Order. 10 2.3 “CONFIDENTIAL” Information or Items: information (regardless of 11 how it is generated, stored or maintained) or tangible things that qualify for protection 12 under Federal Rule of Civil Procedure 26(c), and as specified above in the Good 13 Cause Statement. 14 2.4 Counsel: attorneys who are retained or employed to represent or advise a 15 Party in this action, or are affiliated with a law firm retained to represent or advise a 16 Party in this action, as well as their support staff. 17 2.5 Designating Party: a Party or Non-Party that designates information or 18 items that it produces in disclosures or in responses to discovery as 19 “CONFIDENTIAL.” 20 2.6 Disclosure or Discovery Material: all items or information, regardless of 21 the medium or manner in which it is generated, stored, or maintained (including, 22 among other things, testimony, transcripts, and tangible things), that are produced or 23 generated in disclosures or responses to discovery in this matter. 24 2.7 Expert: a person with specialized knowledge or experience in a matter 25 pertinent to the litigation who has been retained by a Party or its counsel to serve as 26 an expert witness or as a consultant in this Action. 27 2.8 Non-Party: any natural person, partnership, corporation, association or 1 2.9 Party: any party to this Action, including all of its officers, directors, 2 employees, consultants, retained experts, and Counsel (and their support staffs). 3 2.10 Producing Party: a Party or Non-Party that produces Disclosure or 4 Discovery Material in this Action. 5 2.11 Professional Vendors: persons or entities that provide litigation support 6 services (e.g., photocopying, videotaping, translating, preparing exhibits or 7 demonstrations, and organizing, storing, or retrieving data in any form or medium) 8 and their employees and subcontractors. 9 2.12 Protected Material: any Disclosure or Discovery Material that is 10 designated as “CONFIDENTIAL.” 11 2.13 Receiving Party: a Party that receives Disclosure or Discovery Material 12 from a Producing Party. 13 III. SCOPE 14 The protections conferred by this Stipulation and Order cover not only 15 Protected Material (as defined above), but also (1) any information copied or 16 extracted from Protected Material; (2) all copies, excerpts, summaries, or 17 compilations of Protected Material; and (3) any testimony, conversations, or 18 presentations by Parties or their Counsel that might reveal Protected Material. 19 However, the protections conferred by this Protective Order do not cover the 20 following information: (a) any information that is in the public domain at the time of 21 disclosure to a Receiving Party or becomes part of the public domain after its 22 disclosure to a Receiving Party as a result of publication not involving a violation of 23 this Protective Order, including becoming part of the public record through trial or 24 otherwise and (b) obtained by the Receiving Party after the disclosure from a source 25 who obtained the information lawfully and under no obligation of confidentiality to 26 the Designating Party. 27 Notwithstanding any other provision contained herein, this Protective Order 1 and Exchange Commission (“SEC”) to, without notifying the Designating Party: (1) 2 use, disclose, or retain any materials to the extent required by law; and/or (2) use or 3 disclose any materials in a manner consistent with paragraphs 1-22 of Section H of 4 SEC Form 1662 (the “Routine Uses of Information”), a copy of which is attached 5 hereto as Exhibit B. 6 Any use of Protected Material at trial shall be governed by the orders of the 7 trial judge. This Order does not govern the use of Protected Material at trial. 8 IV. DURATION 9 Once a case proceeds to trial, information that was designated as 10 CONFIDENTIAL or maintained pursuant to this protective order that is used or 11 introduced as an exhibit at trial becomes public and will be presumptively available 12 to all members of the public, including the press, unless compelling reasons 13 supported by specific factual findings to proceed otherwise are made to the trial judge 14 in advance of the trial. See Kamakana, 447 F.3d at 1180-81 (distinguishing “good 15 cause” showing for sealing documents produced in discovery from “compelling 16 reasons” standard when merits-related documents are part of court record). 17 Accordingly, the terms of this protective order do not extend beyond the 18 commencement of the trial as to all such information that becomes public. 19 V. DESIGNATING PROTECTED MATERIAL 20 5.1 Exercise of Restraint and Care in Designating Material for Protection. 21 Each Party or Non-Party that designates information or items for protection under this 22 Order must take care to limit any such designation to specific material that qualifies 23 under the appropriate standards. The Designating Party must designate for protection 24 only those parts of material, documents, items or oral or written communications that 25 qualify so that other portions of the material, documents, items or communications 26 for which protection is not warranted are not swept unjustifiably within the ambit of 27 this Order. 1 this Order (see, e.g., second paragraph of section 5.2(a) below), or as otherwise 2 stipulated or ordered, Disclosure or Discovery Material that qualifies for protection 3 under this Order must be clearly so designated before the material is disclosed or 4 produced in order for the protections conferred by this Protective Order to apply. 5 Designation in conformity with this Order requires: 6 (a) for information in documentary form (e.g., paper or electronic 7 documents, but excluding transcripts of depositions or other pretrial or trial 8 proceedings), that the Producing Party affix at a minimum, the legend 9 “CONFIDENTIAL” (hereinafter “CONFIDENTIAL legend”), to each page. 10 However, information produced only in an electronic format may be designated as 11 confidential in a production letter specifying the covered production range. 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 of the 21 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 identifies 25 the Disclosure or Discovery Material on the record, before the close of the deposition 26 all protected testimony. 27 (c) for information produced in some form other than documentary and for 1 exterior of the container or containers in which the information is stored the legend 2 “CONFIDENTIAL.” If only a portion or portions of the information warrants 3 protection, the Producing Party, to the extent practicable, shall identify the protected 4 portion(s). 5 5.3 Inadvertent Failures to Designate. If timely corrected, an inadvertent 6 failure to designate qualified information or items does not, standing alone, waive the 7 Designating Party’s right to secure protection under this Order for such material. 8 Upon timely correction of a designation, the Receiving Party must make reasonable 9 efforts to assure that the material is treated in accordance with the provisions of this 10 Order. 11 VI. CHALLENGING CONFIDENTIALITY DESIGNATIONS 12 6.1 Timing of Challenges. Any Party or Non-Party may challenge a 13 designation of confidentiality at any time that is consistent with the Court’s 14 Scheduling Order. 15 6.2 Meet and Confer. The Challenging Party shall initiate the dispute 16 resolution process under Local Rule 37-1 et seq. 17 6.3 The burden of persuasion in any such challenge proceeding shall be on 18 the Designating Party. Frivolous challenges, and those made for an improper purpose 19 (e.g., to harass or impose unnecessary expenses and burdens on other parties) may 20 expose the Challenging Party to sanctions. Unless the Designating Party has waived 21 or withdrawn the confidentiality designation, all parties shall continue to afford the 22 material in question the level of protection to which it is entitled under the Producing 23 Party’s designation until the Court rules on the challenge. 24 VII. ACCESS TO AND USE OF PROTECTED MATERIAL 25 7.1 Basic Principles. A Receiving Party may use Protected Material that is 26 disclosed or produced by another Party or by a Non-Party in connection with this 27 Action only for prosecuting, defending or attempting to settle this Action. Such 1 conditions described in this Order. When the Action has been terminated, a Receiving 2 Party must comply with the provisions of section 13 below (FINAL DISPOSITION). 3 Protected Material must be stored and maintained by a Receiving Party at a 4 location and in a secure manner that ensures that access is limited to the persons 5 authorized under this Order. 6 7.2 Disclosure of “CONFIDENTIAL” Information or Items. Unless 7 otherwise ordered by the court or permitted in writing by the Designating Party, a 8 Receiving Party may disclose any information or item designated 9 “CONFIDENTIAL” only to: 10 (a) the Receiving Party’s Counsel of Record, as well as employees of said 11 Counsel of Record to whom it is reasonably necessary to disclose the information for 12 this Action; 13 (b) the officers, directors, and employees of the Receiving Party to whom 14 disclosure is reasonably necessary for this Action; 15 (c) Experts (as defined in this Order) of the Receiving Party to whom 16 disclosure is reasonably necessary for this Action and who have signed the 17 “Acknowledgment and Agreement to Be Bound” (Exhibit A); 18 (d) the court and its personnel; 19 (e) court reporters and their staff; 20 (f) professional jury or trial consultants, mock jurors, and Professional 21 Vendors to whom disclosure is reasonably necessary for this Action and who have 22 signed the “Acknowledgment and Agreement to Be Bound” (Exhibit A); 23 (g) the author or recipient of a document containing the information or a 24 custodian or other person who otherwise possessed or knew the information; 25 (h) during their depositions, witnesses, and attorneys for witnesses, in the 26 Action to whom disclosure is reasonably necessary provided they will not be 27 permitted to keep any confidential information unless they sign the 1 agreed by the Designating Party or ordered by the court. Pages of transcribed 2 deposition testimony or exhibits to depositions that reveal Protected Material may be 3 separately bound by the court reporter and may not be disclosed to anyone except as 4 permitted under this Stipulated Protective Order; 5 (i) potential witnesses interviewed by a Receiving Party’s counsel, in 6 connection with the action to whom Counsel determines that disclosure is reasonably 7 necessary provided they sign the “Acknowledgment and Agreement to Be Bound” 8 (Exhibit A). Potential witnesses may be shown information and documents 9 designated “CONFIDENTIAL” for purposes of an interview but shall not be given a 10 copy of such document(s) to keep permanently; and 11 (j) any mediator or settlement officer, and their supporting personnel, 12 mutually agreed upon by any of the parties engaged in settlement discussions. 13 VIII. PROTECTED MATERIAL SUBPOENAED OR ORDERED 14 PRODUCED IN OTHER LITIGATION 15 If a Party is served with a subpoena or a court order issued in other litigation 16 that compels disclosure of any information or items designated in this Action as 17 “CONFIDENTIAL,” that Party must: 18 a. promptly notify in writing the Designating Party. Such 19 notification shall include a copy of the subpoena or court order; and 20 b. promptly notify in writing the party who caused the subpoena or 21 order to issue in the other litigation that some or all of the material covered by the 22 subpoena or order is subject to this Protective Order. Such notification shall include a 23 copy of this Stipulated Protective Order. 24 If the Designating Party timely seeks a protective order, the Party served with 25 the subpoena or court order shall not produce any information designated in this 26 action as “CONFIDENTIAL” before a determination by the court from which the 27 subpoena or order issued, unless the Party has obtained the Designating Party’s 1 protection in that court of its confidential material and nothing in these provisions 2 should be construed as authorizing or encouraging a Receiving Party in this Action to 3 disobey a lawful directive from another court. 4 IX. A NON-PARTY’S PROTECTED MATERIAL SOUGHT TO BE 5 PRODUCED IN THIS LITIGATION 6 (a) The terms of this Order are applicable to information produced by a 7 Non-Party in this Action and designated as “CONFIDENTIAL.” Such information 8 produced by Non-Parties in connection with this litigation is protected by the 9 remedies and relief provided by this Order. Nothing in these provisions should be 10 construed as prohibiting a Non-Party from seeking additional protections. 11 (b) In the event that a Party is required, by a valid discovery request, to 12 produce a Non-Party’s confidential information in its possession, and the Party is 13 subject to an agreement with the Non-Party not to produce the Non-Party’s 14 confidential information, then the Party shall: 15 (1) promptly notify in writing the Requesting Party and the Non-Party 16 that some or all of the information requested is subject to a confidentiality 17 agreement with a Non-Party; 18 (2) promptly provide the Non-Party with a copy of the Stipulated 19 Protective Order in this Action, the relevant discovery request(s), and a 20 reasonably specific description of the information requested; and 21 (3) make the information requested available for inspection by the 22 Non-Party, if requested. 23 (c) If the Non-Party fails to seek a protective order from this court within 14 24 days of receiving the notice and accompanying information, the Receiving Party may 25 produce the Non-Party’s confidential information responsive to the discovery request. 26 If the Non-Party timely seeks a protective order, the Receiving Party shall not 27 produce any information in its possession or control that is subject to the 1 Absent a court order to the contrary, the Non-Party shall bear the burden and expense 2 of seeking protection in this court of its Protected Material. 3 X. UNAUTHORIZED DISCLOSURE OF PROTECTED MATERIAL 4 If a Receiving Party learns that, by inadvertence or otherwise, it has disclosed 5 Protected Material to any person or in any circumstance not authorized under this 6 Stipulated Protective Order, the Receiving Party must immediately (a) notify in 7 writing the Designating Party of the unauthorized disclosures, (b) use its best efforts 8 to retrieve all unauthorized copies of the Protected Material, (c) inform the person or 9 persons to whom unauthorized disclosures were made of all the terms of this Order, 10 and (d) request such person or persons to execute the “Acknowledgment and 11 Agreement to Be Bound” that is attached hereto as Exhibit A. 12 XI. INADVERTENT PRODUCTION OF PRIVILEGED OR OTHERWISE 13 PROTECTED MATERIAL 14 When a Producing Party gives notice to Receiving Parties that certain 15 inadvertently produced material is subject to a claim of privilege or other protection 16 by the Producing Party or a Non-Party, the obligations of the Receiving Parties are 17 those set forth in Federal Rule of Civil Procedure 26(b)(5)(B). This provision is not 18 intended to modify whatever procedure may be established in an e-discovery order 19 that provides for production without prior privilege review. Pursuant to Federal Rule 20 of Evidence 502(d) and (e), insofar as the parties reach an agreement on the effect of 21 disclosure of a communication or information covered by the attorney-client privilege 22 or work product protection, the parties may incorporate their agreement in the 23 stipulated protective order submitted to the court. 24 XII. MISCELLANEOUS 25 12.1 Right to Further Relief. Nothing in this Order abridges the right of any 26 person to seek its modification by the Court in the future. 27 12.2 Right to Assert Other Objections. By stipulating to the entry of this 1 disclosing or producing any information or item on any ground not addressed in this 2 Stipulated Protective Order. Similarly, no Party waives any right to object on any 3 ground to use in evidence of any of the material covered by this Protective Order. 4 12.3 Filing Protected Material. A Party that seeks to file under seal any 5 Protected Material must comply with Local Civil Rule 79-5. Protected Material may 6 only be filed under seal pursuant to a court order authorizing the sealing of the 7 specific Protected Material at issue. If a Party’s request to file Protected Material 8 under seal is denied by the court, then the Receiving Party may file the information in 9 the public record unless otherwise instructed by the court. 10 XIII. FINAL DISPOSITION 11 After the final disposition of this Action, as defined in paragraph 4, within 60 12 days of a written request by the Designating Party, each Receiving Party must return 13 all Protected Material to the Producing Party or destroy such material. As used in this 14 subdivision, “all Protected Material” includes all copies, abstracts, compilations, 15 summaries, and any other format reproducing or capturing any of the Protected 16 Material. Whether the Protected Material is returned or destroyed, the Receiving 17 Party must submit a written certification to the Producing Party (and, if not the same 18 person or entity, to the Designating Party) by the 60 day deadline that (1) identifies 19 (by category, where appropriate) all the Protected Material that was returned or 20 destroyed and (2) affirms that the Receiving Party has not retained any copies, 21 abstracts, compilations, summaries or any other format reproducing or capturing any 22 of the Protected Material. Notwithstanding this provision, Counsel are entitled to 23 retain an archival copy of all pleadings, motion papers, trial, deposition, and hearing 24 transcripts, legal memoranda, correspondence, deposition and trial exhibits, expert 25 reports, attorney work product, and consultant and expert work product, even if such 26 materials contain Protected Material. Any such archival copies that contain or 27 constitute Protected Material remain subject to this Protective Order except as set Unlike private litigants, the SEC has separate and additional document 2 |/retention obligations mandated by statutes, including, but not limited to, the 3 || following: (1) 18 U.S.C. §§ 64] and 2071; (2) 44 U-S.C. Chapters 21, 29, 31, and 33; 4 (3) 36 C_F_R. Parts 1220-1239. As a result, Paragraph 13 shall not apply to any 5 || Protected Material in the possession of the SEC. In addition, nothing in this 6 || Protective Order shall restrict or limit the SEC from retaining any materials to the 7 || extent required by law. The SEC may retain any Protected Material should it or its 8 || staff determine that it should or must retain such information to fulfill its 9 || recordkeeping obligations or any other obligation, or to carry out any permitted uses 10 |} under the SEC’s Form 1662. 11 || XIV. VIOLATION 12 Any violation of this Order may be punished by appropriate measures including, 13 without limitation, contempt proceedings and/or monetary sanctions. 14 15 FOR GOOD CAUSE SHOWN, IT IS SO ORDERED. 16 17 ||DATED: June 15, 2020 18 19 Pyaun LZ. Rosin 20 KAREN L. STEVENSON 21 UNITED STATES MAGISTRATE JUDGE 22 23 24 25 26 27 28

1 EXHIBIT A 2 ACKNOWLEDGMENT AND AGREEMENT TO BE BOUND 3 I, [print or type full name], 4 of [print or type full address], declare under penalty 5 of perjury that I have read in its entirety and understand the Stipulated Protective 6 Order that was issued by the United States District Court for the Central District of 7 California on [date] in the case of Securities and Exchange Commission v. Bradley 8 Davis, Case No. 2:20-cv-03271-AB-KS. I agree to comply with and to be bound by 9 all the terms of this Stipulated Protective Order and I understand and acknowledge 10 that failure to so comply could expose me to sanctions and punishment in the nature 11 of contempt. I solemnly promise that I will not disclose in any manner any 12 information or item that is subject to this Stipulated Protective Order to any person or 13 entity except in strict compliance with the provisions of this Order. I further agree to 14 submit to the jurisdiction of the United States District Court for the Central District of 15 California for enforcing the terms of this Stipulated Protective Order, even if such 16 enforcement proceedings occur after termination of this action. I hereby 17 appoint [print or type full name] 18 of [print or type full address and telephone number] as 19 my California agent for service of process in connection with this action or any 20 proceedings related to enforcement of this Stipulated Protective Order. 21 22 Date: 23 City and State where sworn and signed: 24 25 26 Printed name: 27