Legal Motion Protective Order

LEGAL MOTION PROTECTIVE ORDER

Court:    Case No.:

Plaintiff:    Defendant:

Movant:    Respondent:

RECITALS

WHEREAS, Movant has filed a motion seeking a protective order to limit disclosure and use of confidential, proprietary, trade-secret, personal or other sensitive information produced or disclosed in the course of discovery in this action; and

WHEREAS, the parties have conferred and agree that certain categories of information, documents, deposition testimony, electronically stored information, and tangible things contain confidential or proprietary matter that warrants protection from public disclosure and from use for purposes other than prosecution or defense of this litigation; and

WHEREAS, the Court finds that good cause exists to enter an order governing the designation, handling, and use of such Protected Material to prevent undue annoyance, embarrassment, oppression, or undue burden or expense;

NOW, THEREFORE, the Court ORDERS as follows:

1. DEFINITIONS

1.1 "Protected Material" means any document, discovery response, tangible thing, deposition testimony, transcript, or electronic file that a Producing Party in good faith designates as Confidential or Attorneys' Eyes Only because it contains trade secrets, confidential business information, personal data, or other information entitled to protection under applicable law.

1.2 "Producing Party" means any Party or non-party who produces or discloses Protected Material in this action. "Receiving Party" means any Party who receives Protected Material.

2. DESIGNATION OF PROTECTED MATERIAL

2.1 Manner of Designation. A Producing Party may designate material as Protected Material by marking documents or electronic files "CONFIDENTIAL" or "ATTORNEYS' EYES ONLY" at the time of production. For testimony, a Producing Party may designate portions of deposition or hearing testimony as Protected Material by so stating on the record at the time of the testimony or by written notice within days after receipt of the transcript.

2.2 Categories of Protection. The parties may use the following categories: (a) CONFIDENTIAL — information that the Producing Party reasonably and in good faith believes to be non-public proprietary or personal information; (b) ATTORNEYS' EYES ONLY — highly sensitive commercial or personal information whose disclosure would create a substantial risk of competitive or personal harm.

3. SCOPE AND USE OF PROTECTED MATERIAL

3.1 Use. Protected Material shall be used solely for the preparation, litigation, and trial of this action and any appeal, and shall not be used for any business, commercial, competitive, personal, or other purpose unrelated to this litigation without written consent of the Producing Party or further order of the Court.

3.2 Persons Authorized to Receive CONFIDENTIAL. CONFIDENTIAL material may be disclosed to: (a) outside counsel of record for the Parties and their support staff; (b) up to designated employees of a Party with a demonstrable need to know; (c) consulting or testifying experts retained for this litigation who execute the undertaking described in Section 6; and (d) the Court and its personnel.

3.3 Persons Authorized to Receive ATTORNEYS' EYES ONLY. ATTORNEYS' EYES ONLY material may be disclosed only to outside counsel of record for the Parties and to experts retained by outside counsel who have executed the undertaking in Section 6, and to the Court and its personnel. Disclosure to Party employees is prohibited absent express written agreement of the Producing Party or Court order.

4. PROCEDURE FOR CHALLENGING DESIGNATION

4.1 Meet and Confer. A challenge to a designation must be by written notice identifying the specific materials and basis for the challenge. The parties shall first in good faith attempt to resolve the dispute without Court intervention through a meet-and-confer process.

4.2 Motion to Declassify. If the Parties cannot resolve the dispute within days of the meet-and-confer, the challenging Party may file a motion to remove the designation. The burden of proof to maintain a designation remains with the Producing Party.

5. DEPOSITIONS AND HEARINGS

5.1 Marking Testimony. A Producing Party may designate deposition testimony as Protected Material by so stating on the record. Until the expiration of the designation period set forth in Section 2.1, deposition transcripts and exhibits so designated shall be treated as Protected Material.

5.2 Redaction and Sealing. If a Party seeks to use Protected Material at a hearing or trial, the Party shall follow the procedures in Section 8 for filing under seal or seeking alternative protective measures to avoid public disclosure.

6. UNDERTAKING BY NON-PARTY PERSONS

6.1 Prior to receiving Protected Material, each person to whom such material may be disclosed shall be shown this Order and shall execute a written undertaking acknowledging the restrictions and agreeing to be bound by them. The form of undertaking shall require the person's signature, printed name, employer, title, and date:

7. FILING AND USE IN COURT

7.1 Filing Under Seal. To the extent a Party seeks to file Protected Material with the Court, the filing Party must file a motion to seal in accordance with the Court's rules and provide notice to the Producing Party. Absent a Court order authorizing sealing, documents filed with or appended to Court filings must be redacted to remove Protected Material.

7.2 Use at Trial. Nothing in this Order shall determine whether any particular document or information should be admitted into evidence at trial. A Party may seek appropriate relief from the Court to determine admissibility and any continuing protection.

8. RETURN OR DESTRUCTION OF MATERIALS

8.1 Upon final termination of this action, including appeals, the Receiving Party shall, within days, return to the Producing Party or destroy all Protected Material, including copies, summaries, and extracts, except that outside counsel may retain one archival copy for recordkeeping subject to the continuing obligations of this Order.

9. NO WAIVER

9.1 Inadvertent Production. The inadvertent production of privileged or work-product protected information shall not constitute a waiver of any privilege or protection. A Producing Party may promptly notify the Receiving Party of inadvertent production and request return of the materials, and the Receiving Party shall comply pending resolution.

10. NON-PARTY PRODUCTIONS

10.1 Third-Party Discovery. Third parties producing documents may designate information as Protected Material under this Order. Such designations shall be treated the same as designations by Parties, and the Producing Party shall have the same rights and obligations with respect to designated materials.

11. ENFORCEMENT, SANCTIONS, AND RELIEF

11.1 Remedies. Any Party or non-party subject to this Order may seek enforcement, remedies, or sanctions for violations of this Order, including but not limited to contempt proceedings, monetary sanctions, and injunctive relief. The Court retains jurisdiction to enforce the terms of this Order.

12. NOTICES

Notice to Producing Party

Notice to Receiving Party

13. AMENDMENT, WAIVER, AND COUNTERPARTS

13.1 Amendment. This Order may be amended only by written agreement of the Parties or by further order of the Court.

13.2 Waiver. No failure to exercise and no delay in exercising any right, power, or remedy shall operate as a waiver thereof.

13.3 Counterparts. This Order may be executed in counterparts and by electronic signature, each of which shall be deemed an original.

14. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

14.1 Governing Law. This Order shall be governed by the Federal Rules of Civil Procedure and the local rules of the Court presiding over this action, and shall be interpreted and enforced in accordance with applicable law.

14.2 Entire Agreement. This Order embodies the entire agreement of the Parties with respect to the subject matter herein and supersedes any prior agreements or understandings regarding confidentiality in this action.

14.3 Severability. If any provision of this Order is determined to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

ADDITIONAL PROVISIONS

15.1 Preservation of Rights. Nothing in this Order shall prejudice any Party's right to seek additional or different protection for particular information on an appropriate showing to the Court.

15.2 Certification. The undersigned counsel certify that they are authorized to accept and implement the terms of this Order on behalf of their respective clients.

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