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UNITED STATES DISTRICT COURT

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SOUTHERN DISTRICT OF CALIFORNIA

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10 AYA HEALTHCARE SERVICES, INC., Case No. 17cv205-MMA (MDD) and AYA HEALTHCARE, INC., 11 ORDER GRANTING DEFENDANTS’ Plaintiffs, RENEWED MOTION TO FILE 12 v. DOCUMENTS UNDER SEAL

13 AMN HEALTHCARE, INC., et al., [Doc. No. 166] 14 Defendants. 15

16 Defendants AMN Healthcare, Inc., AMN Healthcare Services, Inc., AMN 17 Healthcare Services LLC, Medefis, Inc., and Shiftwise Inc. (collectively, “AMN”) move 18 to file under seal portions of Exhibit 1 to the Declaration of Amanda Fitzsimmons in 19 support of AMN’s motion for summary judgment (lodged as Doc. No. 97-2) (hereinafter, 20 “Mutual Termination Agreement”) and correspondence included in Exhibit 56 of the 21 Declaration of William Markham in support of Plaintiffs’ (“Aya”) Opposition to AMN’s 22 motion for summary judgment (lodged as Doc. No. 108-59) (hereinafter, 23 “Correspondence”). See Doc. No. 166. Aya filed a response to AMN’s motion, to which 24 AMN replied. See Doc. Nos. 173, 180. 25 AMN argues that compelling reasons support sealing Exhibits A and B to the 26 Mutual Termination Agreement. Specifically, AMN asserts that “[p]ublicizing AMN’s 27 client lists would cause AMN irreparable harm because it would provide others in the 28 market with information that they would not otherwise be able to readily ascertain and 1 make it easier for competitors to target AMN’s client relationships.” Doc. Nos. 166-1 at 2 3;1 166-2 at ¶ 4. AMN also argues that “having the names of AMN clients publicized in 3 litigation with a competitor could have an adverse impact on AMN’s relationships with 4 those clients.” Id. Aya does not oppose AMN’s motion to seal these portions of the 5 Mutual Termination Agreement. The Court finds that AMN has supported its motion to 6 seal Exhibits A and B to the Mutual Termination Agreement with the compelling reason 7 that publicizing its clients would provide AMN’s competitors with sensitive information 8 that they might not otherwise be able to readily ascertain. See Doc. No. 141 at 12 (citing 9 In re Qualcomm Litig., No. 17-CV-00108, 2019 WL 1557656, at *3 (S.D. Cal. Apr. 10, 10 2019) (granting motions to seal “confidential business information of the parties, 11 including trade secrets, proprietary business records, discussions of internal strategy, 12 company dealings, and materials designated as ‘Highly Confidential’”). 13 AMN further argues that compelling reasons support sealing the Correspondence 14 because it “relates to a confidential Settlement Agreement between AMN and a third 15 party and reflects the terms of that confidential agreement.” Doc. No. 166-1 at 4. AMN 16 asserts that the disclosure of the Correspondence “would provide others in the market 17 with information that they would not otherwise have regarding Defendants’ terms and 18 practices . . . in settling disputes, thereby providing an unfair strategic negotiating 19 advantage . . . [and] deprive the parties to the Settlement Agreement of the benefit of 20 their bargain for confidentiality.” Id. (citing Doc. No. 166-2 at ¶ 5). Aya “declines to 21 oppose [AMN’s] motion” because it agreed to respect the designation of Supplemental 22 Healthcare, Inc. (“SHC”), the counterparty to the Settlement Agreement. Doc. No. 175 at 23 4. However, Aya notes its disagreement that “public disclosure of [the Correspondence] 24 might expose AMN to the harm of the kind that the Protective Order is supposed to 25 26 27 1 Unless the Court indicates otherwise, the Court’s citations to electronically filed documents refer to the 28 pagination assigned by the document’s author, rather than the pagination assigned by the CM/ECF 1 protect – harm caused by disclosure of trade secrets and other commercial sensitive 2 information . . ., not liability that might arise from the public disclosure” of the 3 Correspondence. Id. 4 The Court finds compelling reasons support sealing the Correspondence. In its 5 April 20, 2020 sealing order, the Court agreed with AMN that compelling reasons 6 supported sealing the Settlement Agreement between it and SHC and references thereto 7 for the reasons AMN provided, see Doc. No. 141 at 9-10, 20-21, which are the same 8 reasons again provided by AMN. Compare Doc. No. 96-1 at 5 with Doc. No. 166-1 at 4. 9 Aya does not address these reasons, but imply that they are pretextual and that AMN 10 instead would like to seal the Correspondence to protect itself from liability that might 11 arise from the public disclosure of the non-solicitation covenants discussed in the 12 Correspondence. See Doc. No. 175 at 4. The Court is not persuaded by this bare 13 assertion. Non-solicitation covenants like the kind embodied in the Settlement 14 Agreement similarly appear in AMN’s associate vendor agreements (see, e.g., Doc. No. 15 108-89 at AMN0000102619-620) and reflect some of the “specific terms” upon which 16 AMN is willing to collaborate with other healthcare staffing agencies. See Doc. No. 141 17 at 5-6 (citing In re Google Inc. Gmail Litig., No. 13-MD-02430, 2014 WL 10537440, at 18 *5 (N.D. Cal. Aug. 6, 2014) (granting motion to seal specific terms of Google’s contracts 19 as “trade secrets that, if disclosed, could cause competitive harm to Google”)). 20 Therefore, for the foregoing reasons, the Court GRANTS AMN’s renewed motion 21 to file documents under seal (Doc. No. 166). Accordingly, the Court DIRECTS the 22 Clerk of Court to FILE UNDER SEAL:2 23 • Exhibit 1 to the Declaration of Amanda Fitzsimmons in support of AMN’s motion 24 for summary judgment (lodged as Doc. No. 97-2). AMN must file an 25 appropriately redacted version of the Mutual Termination Agreement consistent 26

27 28 2 Pursuant to the Court’s CM/ECF policies and procedures, the entire documents discussed herein need 1 with the Court’s ruling no later than ten (10) business days from the date this Order 2 is filed; and 3 e Exhibit 56 of the Declaration of William Markham (lodged as Doc. No. 108-59). 4 Aya must file an appropriately redacted version of Exhibit 56 consistent with the 5 Court’s ruling no later than ten (10) business days from the date this Order is filed. 6 7 IT IS SO ORDERED. 8 9 Dated: May 7, 2020 , . : LIU _ blr 10 HON. MICHAEL M. ANELLO 11 United States District Judge 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28