Case 8:22-cv-01874-JVS-JDE Document 79 Filed 07/27/23 Page 1 of 27 Page ID #:3673
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`UNITED STATES DISTRICT COURT
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`CENTRAL DISTRICT OF CALIFORNIA
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`SOUTHERN DIVISION
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`RJ TECHNOLOGYLLC,
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`Plaintiff,
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`V.
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`APPLE INC.,
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`STIPULATED PROTECTIVE ORDER
`REGARDING THE DISCLOSURE
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`AND USE OF DISCOVERY
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`MATERIALS
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` Defendant.
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`[Note Changes by the Court]
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`Based onthe parties’ agreement (Dkt. 76), the applicable authorities, including the
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`Local Rules of this Court, and for good cause shown,the Court finds and ordersas follows.
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`Plaintiff RJ Technology LLC (“Plaintiff”) and Defendant Apple Inc. (“Defendant”)
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`anticipate that documents, testimony, or information containingor reflecting confidential,
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`proprietary, trade secret, and/or commercially sensitive information are likely to be
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`disclosed or produced during the course of discovery,
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`initial disclosures, and
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`supplemental disclosures in this case and request that the Court enter this Ordersetting
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`forth the conditions for treating, obtaining, and using such information.
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`PROTECTIVE ORDER
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`

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`NONONONONYNHNNYNNKNKHKFHFKFHFFEOFOeS|CoNDNnNBPWYNYOKFCOUOWNDNfFWWNYOKFCO
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`Pursuant to Rule 26(c) of the Federal Rules of Civil Procedure, the Court finds good
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`cause for the following Stipulated Protective Order Regarding the Disclosure and Use of
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`Discovery Materials (“Order” or “Protective Order’).
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`1.
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`PURPOSES AND LIMITATIONS
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`(a) Protected Material designated under the terms of this Protective Order
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`shall be used by a Receiving Party solely for this case, and shall not be used directly or
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`indirectly for any other purpose whatsoever.
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`(b) The Parties acknowledge that
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`this Order does not confer blanket
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`protections on all disclosures during discovery, or in the course of making initial or
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`supplemental disclosures under Rule 26(a). Designations under this Order shall be made
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`with care and shall not be made absent a good faith belief that the designated material
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`satisfies the criteria set forth below.
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`If it comes to a Producing Party’s attention that
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`designated material does not qualify for protectionat all, or does not qualify for the level
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`of protection initially asserted, the Producing Party must promptly notify all other Parties
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`that it is withdrawing or changingthe designation.
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`2.
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`DEFINITIONS
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`(a) “Discovery Material” meansall items or information, including from any
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`non-party, regardless ofthe medium or mannergenerated, stored, or maintained (including,
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`amongotherthings, testimony, transcripts, or tangible things) that are produced, disclosed,
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`or generated in connection with discovery or Rule 26(a) disclosuresin this case.
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`(b) “Outside Counsel” means(i) outside counsel who appear onthe pleadings
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`as counsel for a Party and (11) partners, associates, and staff of such counsel to whomitis
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`reasonably necessary to disclose the information forthis litigation.
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`(c) “Patents-in-suit” means U.S. Patent No. 7,749,641, and any other patent
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`asserted in this action, as well as any related patents, patent applications, provisional patent
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`applications, continuations, and/or divisionals.
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`(d) “Party” meansanyparty to this case, includingall ofits officers, directors,
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`employees, consultants, retained experts, and outside counsel and their support staffs.
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`PROTECTIVE ORDER
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`2
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`

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`(e) “Producing Party” means any Party or non-party that discloses or
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`produces any Discovery Material in this case.
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`(f) “Protected Material” means any Discovery Material that is designated as
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`“CONFIDENTIAL,”
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`“CONFIDENTIAL
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`-
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`ATTORNEYS’
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`EYES
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`ONLY,”
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`“CONFIDENTIAL - OUTSIDE ATTORNEYS’ EYES ONLY - SOURCE CODE,”or
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`“CONFIDENTIAL - SUBJECT TO EXPORT CONTROL PROVISIONS”asprovided for
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`in this Order. Protected Material shall not include:
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`(i) advertising materials that have
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`been actually published or publicly disseminated; and(11) materials that show on their face
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`they have been disseminatedto the public.
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`(g) “Receiving Party” means any Party who receives Discovery Material
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`from a Producing Party.
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`(h) “Source Code” means computer code, scripts, assembly, binaries, object
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`code, source code listings and descriptions of source code, object code listings and
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`descriptions of object code, and Hardware Description Language (HDL) or Register
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`Transfer Level (RTL)files that describe the hardware design of any ASIC or other chip.
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`3.
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`COMPUTATION OF TIME
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`The computation of any period oftime prescribed or allowed by this Order shall be
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`governed by the provisions for computing time set forth in Federal Rule of Civil
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`Procedure 6 and the Local Civil Rules of this Court.
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`4.
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`SCOPE
`(a) The protections conferred by this Order cover not only Discovery
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`Material governed by this Order as addressed herein, but also any information copied or
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`extracted therefrom, as well as all copies, excerpts, summaries, or compilations thereof,
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`plus testimony, conversations, or presentations by Parties or their counsel in court or in
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`other settings that might reveal Protected Material.
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`(b) Nothing in this Protective Order shall prevent or restrict a Producing
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`Party’s own disclosure or use of its own Protected Material for any purpose, and nothing
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`PROTECTIVE ORDER
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`3
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`

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`NONONONONYNHNNYNNKNKHKFHFKFHFFEOFOeS|CoNDNnNBPWYNYOKFCOUOWNDNfFWWNYOKFCO
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`in this Order shall preclude any Producing Party from showingits Protected Material to an
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`individual who prepared the Protected Material.
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`(c) Nothing in this Order shall be construed to prejudice any Party’s right to
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`use any Protected Material in court or in any court filing with the consent of the Producing
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`Party or by order of the Court, subject to the applicable Local Civil Rules and the Federal
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`Rules of Civil Procedure.
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`(d) This Order is without prejudice to the night of any Party to seek further or
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`additional protection of any Discovery Material or to modify this Order in any way,
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`including, without limitation, an order that certain matter not be producedatall.
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`5.
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`DURATION
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`Evenafter the Final Disposition ofthis case, the confidentiality obligations imposed
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`by this Order shall remain in effect until a Producing Party agrees otherwise in writing or
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`a court order otherwisedirects.
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`6.
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`ACCESS TO AND USE OF PROTECTED MATERIAL
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`(a) Basic Principles. All Protected Material shall be used solely for this case
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`or any related appellate proceeding, and not for any other purpose whatsoever, including
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`without
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`limitation any other
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`litigation, patent prosecution or acquisition, patent
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`reexamination or reissue proceedings, or any business or competitive purpose or function.
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`Protected Material shall not be distributed, disclosed or made available to anyone except
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`as expressly providedin this Order.
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`(b) Patent Prosecution Bar. Absent the written consent of the Producing
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`Party, any person on behalf of any Party who receives one or more items designated
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`“CONFIDENTIAL — ATTORNEYS’ EYES ONLY” or
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`“CONFIDENTIAL —-
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`ATTORNEYS’ EYES ONLY — SOURCE CODE?”byanother Party shall not be involved,
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`directly or indirectly, in any of the following activities:
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`advising on, consulting on,
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`preparing, prosecuting, drafting, editing, and/or amending responsesto office actions in
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`which the patent application seeks to claim a design of lithtum ion batteries (“Barred
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`Technology”) before any foreign or domestic agency, including the United States Patent
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`PROTECTIVE ORDER
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`4
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`

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`Case 8:22-cv-01874-JVS-JDE Document 79 Filed 07/27/23 Page 5 of 27 Page ID #:3677
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`NONONONONYNHNNYNNKNKHKFHFKFHFFEOFOeS|CoNDNnNBPWYNYOKFCOUOWNDNfFWWNYOKFCO
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`and Trademark Office. These prohibitions are not intended to and shall not preclude a
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`person from participating in proceedingsrelated to challengesto the validity of any patent,
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`but are intended, inter alia, to preclude counsel from drafting or prosecuting additional
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`patents related to the Barred Technology. These prohibitions shall begin when accessto
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`“CONFIDENTIAL — ATTORNEYS’ EYES ONLY” or
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`“CONFIDENTIAL —-
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`ATTORNEYS’ EYES ONLY — SOURCE CODE”materials are first received by the
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`affected individual, and shall end two (2) years after the final resolution of this action,
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`includingall appeals.
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`(c) Secure Storage, No Export. A producing party may designate Protected
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`Material as “CONFIDENTIAL — SUBJECT TO EXPORT CONTROL PROVISIONS”if
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`the party determines in good faith that applicable United States laws and regulations
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`prohibit the export of the particular materials that are designated. Protected Material
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`designated as “CONFIDENTIAL - SUBJECT TO EXPORT CONTROL PROVISIONS”
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`must be stored and maintained by a Receiving Party at a location in the United States and
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`in a secure mannerthat ensuresthat accessis limited to the persons authorized underthis
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`Order. To ensure compliance with applicable United States Export Administration
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`Regulations, Protected Material designated as “CONFIDENTIAL - SUBJECT TO
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`EXPORT CONTROL PROVISIONS”maynot be exported outside the United States or
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`released to any foreign national (even if within the United States). The designation of
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`“CONFIDENTIAL — SUBJECT TO EXPORT CONTROL PROVISIONS”may be used
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`in combination with another confidentiality designation as applicable.
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`(d) Legal Advice Based on Protected Material. Nothing in this Protective
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`Order shall be construed to prevent counsel from advisingtheir clients with respect to this
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`case based in wholeor in part upon Protected Materials, provided counsel doesnotdisclose
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`the Protected Material itself except as provided in this Order.
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`(e) Limitations. Nothing in this Order shall restrict in any way a Producing
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`Party’s use or disclosure of its own Protected Material. Nothing in this Order shall restrict
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`in any waythe use or disclosure of Discovery Material by a Receiving Party:
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`(i) that is or
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`PROTECTIVE ORDER
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`5
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`

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`has become publicly known through no fault of the Receiving Party; (11) that is lawfully
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`acquired by or knownto the Receiving Party independent of the Producing Party; (111)
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`previously produced, disclosed and/or provided by the ProducingParty to the Receiving
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`Party or a non-party without an obligation of confidentiality and not by inadvertence or
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`mistake; (iv) with the consent of the Producing Party; or (v) pursuantto order of the Court.
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`7.
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`DESIGNATING PROTECTED MATERIAL
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`(a) Available Designations. Any Producing Party may designate Discovery
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`Material with any of the following designations, provided that it meets the requirements
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`for such designationsas provided for herein:
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`“CONFIDENTIAL,” “CONFIDENTIAL —
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`ATTORNEYS’ EYES ONLY,”
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`“CONFIDENTIAL — SUBJECT TO EXPORT
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`CONTROL PROVISIONS,” or “CONFIDENTIAL — OUTSIDE ATTORNEYS’ EYES
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`ONLY — SOURCE CODE.”
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`(b) Written Discovery and Documents and Tangible Things. Written
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`discovery, documents (which include “electronically stored information,” as that phrase is
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`used in Federal Rule of Civil Procedure 34), and tangible things that meet the requirements
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`for the confidentiality designations listed in Paragraph 7(a) may be so designated by
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`placing the appropriate designation on every page of the written material prior to
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`production.
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`Fordigital files being produced, the Producing Party may mark each viewable
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`page or image with the appropriate designation, and mark the medium,container, and/or
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`communication in which the digital files were contained.
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`In the event that original
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`documents are produced for inspection,
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`the original documents shall be presumed
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`“CONFIDENTIAL — ATTORNEYS’ EYES ONLY”during the inspection and re-
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`designated, as appropriate during the copyingprocess.
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`(c) Native Files. Where electronic files and documents are produced in
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`native electronic format, such electronic files and documents shall be designated for
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`protection under this Order by appending to the file names or designators information
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`indicating whether
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`the file contains
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`“CONFIDENTIAL,” “CONFIDENTIAL —
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`ATTORNEYS’ EYES ONLY,”
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`“CONFIDENTIAL — SUBJECT TO EXPORT
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`PROTECTIVE ORDER
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`6
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`

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`NONONONONYNHNNYNNKNKHKFHFKFHFFEOFOeS|CoNDNnNBPWYNYOKFCOUOWNDNfFWWNYOKFCO
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`CONTROL PROVISIONS,” or “CONFIDENTIAL — OUTSIDE ATTORNEYS’ EYES
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`ONLY — SOURCE CODE”material, or shall use any other reasonable method for so
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`designating Protected Materials produced in electronic format. When electronic files or
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`documents are printed for use at deposition, in a court proceeding, or for provision in
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`printed form to an expert or consultant pre-approved pursuant to paragraph 12, the party
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`printing the electronic files or documents shall affix a legend to the printed document
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`corresponding to the designation of the Designating Party and including the production
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`number and designation associated with the native file, for example by appending the
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`slipsheet produced alongside the native file. No one shall seek to use in this litigation a
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`uff, .pdf or other image format version of a document produced in native file format
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`withoutfirst (1) providing a copy of the image format version to the Producing Party so
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`that the Producing Party can review the imageto ensure that no information has been
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`altered, and (2) obtaining the consent of the Producing Party, which consentshall not be
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`unreasonably withheld.
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`(d) Depositions and Testimony. Parties or testifying personsor entities may
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`designate depositions and other non-courtroom testimony with the appropriate designation
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`by indicating on the recordat the time the testimonyis given or by sending written notice of
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`how portions of the transcript of the testimony is designated within thirty (30) days of
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`receipt of the transcript of the testimony.
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`If no indication on the record is made, all
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`information disclosed during a deposition shall be deemed “CONFIDENTIAL —
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`ATTORNEYS’ EYES ONLY”until the time within which it may be appropriately
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`designated as provided for herein has passed. Any Party that wishes to disclose the
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`transcript, or information contained therein, may provide written notice ofits intent to treat
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`the transcript as non-confidential, after which time, any Party that wants to maintain any
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`portion of the transcript as confidential must designate the confidential portions within
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`fourteen (14) days, or else the transcript may be treated as non-confidential. Any
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`Protected Material that is used in the taking of a deposition shall remain subject to the
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`provisions of this Protective Order, along with the transcript pages of the deposition
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`PROTECTIVE ORDER
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`7
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`

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`testimony dealing with such Protected Material.
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`In such cases the court reporter shall be
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`informed ofthis Protective Order and shall be required to operate in a mannerconsistent
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`with this Protective Order.
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`In the event the deposition is videotaped, the original andall
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`copies of the videotape shall be marked bythe video technician to indicate that the contents
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`of the videotape are subject to this Protective Order, substantially along the lines of “This
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`videotape contains confidential testimony used in this case andis not to be viewed or
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`the contents thereof to be displayed or revealed except pursuant to the terms of the
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`operative Protective Order in this matter or pursuant to written stipulation of the
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`parties.” Counsel for any Producing Party shall have the right to exclude from oral
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`depositions, other than the deponent, deponent’s counsel, the reporter and videographer
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`(if any), any person whois not authorized by this Protective Order to receive or access
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`Protected Material based on the designation of such Protected Material. Such nght of
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`exclusion shall be applicable only during periods of examination or testimony regarding
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`such Protected Material.
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`8.
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`DISCOVERY MATERIAL DESIGNATED AS “CONFIDENTIAL”
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`(a) A Producing
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`Party may
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`designate Discovery Material
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`as
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`“CONFIDENTIAL” if it contains or
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`reflects confidential, proprietary,
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`and/or
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`commercially sensitive information.
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`(b) Unless otherwise ordered by the Court, Discovery Material designated as
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`“CONFIDENTIAL”maybe disclosed only to the following:
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`(i)
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`The Receiving Party’s Outside Counsel,
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`such counsel’s
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`immediate paralegals and staff, and any copying or clerical litigation support services
`
`working at the direction of such counsel, paralegals, andstaff;
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`(11)|Not more than three (3) representatives of the Receiving Party
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`whoare officers or employees of the Receiving Party, who may be, but need notbe, in-
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`house counsel for the Receiving Party, as well as their immediate paralegals andstaff, to
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`whom disclosure is reasonably necessary for this case, provided that:
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`(a) each such person
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`has agreed to be boundbytheprovisions of the Protective Order by signing a copy of
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`PROTECTIVE ORDER
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`8
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`

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`Exhibit A; and (b) no unresolved objections to such disclosure exist after proper notice
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`has been givento all Parties as set forth in Paragraph 12 below;
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`(111) Any outside expert or consultant retained by the Receiving Party
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`to assist in this action, provided that disclosure is only to the extent necessary to perform
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`such work; and provided that:
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`(a) such expert or consultant has agreed to be bound by
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`the provisions of the Protective Order by signing a copy of Exhibit A; (b) such expert or
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`consultantis not a current officer, director, or employee of a Party or of a competitor of a
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`Party, nor anticipated at the time of retention to become an officer, director, or employee
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`of a Party or of a competitor of a Party; (c) such expert or consultant accesses the materials
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`in the United States only, and does not transport them to or access them from any foreign
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`jurisdiction; and (d) no unresolved objections to such disclosure exist after proper notice
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`has been givento all Parties as set forth in Paragraph 12 below;
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`(iv) Court reporters, stenographers and videographers retained to
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`record testimonytakenin this action;
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`(v)
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`The Court, jury, and court personnel;
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`(vi) Graphics, translation, design, and/or trial consulting personnel,
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`havingfirst agreed to be boundbythe provisionsof the Protective Order by signing a copy
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`of Exhibit A;
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`(vi1) Mock jurors who have signed an undertaking or agreement
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`agreeing not
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`to publicly disclose Protected Material and to keep any information
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`concerning Protected Material confidential:
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`(vii) Any mediator whois assignedto hear this matter, and his or her
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`staff, subject to their agreement to maintain confidentiality to the same degree as required
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`by this Protective Order; and
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`(ix) Any other person with the prior written consent of the Producing
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`Party.
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`PROTECTIVE ORDER
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`9
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`

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`9.
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`DISCOVERY MATERIAL DESIGNATED AS “CONFIDENTIAL —
`ATTORNEYS’ EYES ONLY”
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`(a) A Producing
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`Party may
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`designate Discovery Material
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`as
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`“CONFIDENTIAL — ATTORNEYS’ EYES ONLY”if it contains or reflects information
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`that is extremely confidential and/or sensitive in nature and the Producing Party reasonably
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`believes that the disclosure of such Discovery Material is likely to cause economic harm
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`or significant competitive disadvantage to the Producing Party. The Parties agree that the
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`following information, if non-public, shall be presumed to merit the “CONFIDENTIAL —
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`ATTORNEYS’ EYES ONLY”designation:
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`trade secrets, pricing information, financial
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`data, sales information, sales or marketing forecasts or plans, business plans, sales or
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`marketing strategy, product development information, engineering documents, testing
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`documents, and employee information.
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`(b) Unless otherwise ordered by the Court, Discovery Material designated as
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`“CONFIDENTIAL — ATTORNEYS’ EYES ONLY”maybedisclosedonly to:
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`(i)
`
`The Receiving Party’s Outside Counsel, provided that such
`
`Outside Counselis not involved in competitive decision-making, as defined by U.S. Steel
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`v. United States, 730 F.2d 1465, 1468 n.3 (Fed. Cir. 1984), on behalf of a Party or a
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`competitor of a Party, such Outside Counsel’s immediate paralegals and staff, and any
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`copying orclerical litigation support services working at the direction of such counsel,
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`paralegals, andstaff;
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`more than three (3) in-house counsel of the Receiving Party, as well as their immediate
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`paralegals and staffto whom disclosure is reasonably necessary for this case, provided that:
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`(a) each such person hasagreed to be boundbytheprovisions of the Protective Order by
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`signing a copy of Exhibit A; and (b) no unresolved objections to such disclosure exist
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`after proper notice has been givento all Parties as set forth in Paragraph 12 below;
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`(111) Any outside expert or consultant retained by the Receiving Party
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`to assist in this action, provided that disclosure is only to the extent necessary to perform
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`PROTECTIVE ORDER
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`10
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`

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`such work; and provided that:
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`(a) such expert or consultant has agreed to be bound bythe
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`provisions of the Protective Order by signing a copy of Exhibit A; (b) such expert or
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`consultantis not a current officer, director, or employee of a Party or of a competitor of a
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`Party, nor anticipated at the time of retention to become an officer, director, or employee
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`of a Party or of a competitor of a Party; (c) such expert or consultant is not involved in
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`competitive decision-making, as defined by U.S. Steel v. United States, 730 F.2d 1465,
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`1468 n.3 (Fed. Cir. 1984), on behalf of a Party or a competitor of a Party; (d) such expert
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`or consultant accesses the materials in the United States only, and does not transport them
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`to or access them from any foreign jurisdiction; and (e) no unresolved objections to such
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`disclosure exist after proper notice has been givento all Parties as set forth in Paragraph
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`12 below:
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`(iv) Court reporters, stenographers and videographers retained to
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`record testimonytakenin this action;
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`(v)
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`The Court, jury, and court personnel;
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`(vi) Graphics, translation, design, and/or trial consulting personnel,
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`havingfirst agreed to be boundbythe provisionsof the Protective Order by signing a copy
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`of Exhibit A;
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`(vi1) Any mediator whois assigned to hear this matter, and his or her
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`staff, subject to their agreement to maintain confidentiality to the same degree as required
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`by this Protective Order; and
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`(viii) Any other person with the prior written consent of the Producing
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`Party.
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`10. DISCOVERY MATERIAL DESIGNATED AS “CONFIDENTIAL -
`OUTSIDE ATTORNEYS’ EYES ONLY - SOURCE CODE”
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`(a) To the extent production of Source Code becomes necessary to the
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`prosecution or defense of the case, a Producing Party may designate Source Code as
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`“CONFIDENTIAL — OUTSIDE ATTORNEYS’ EYES ONLY - SOURCE CODE?”ifit
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`comprises or includes confidential, proprietary, and/or trade secret Source Code.
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`PROTECTIVE ORDER
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`11
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`Case 8:22-cv-01874-JVS-JDE Document 79 Filed 07/27/23 Page 12 of 27 Page ID #:3684
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`(11)|Any outside expert or consultant retained by the Receiving Party
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`(b) Nothing in this Order shall be construed as a representation or admission
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`that Source Codeis properly discoverablein this action, or to obligate any Party to produce
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`any Source Code.
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`(c) Unless otherwise ordered by the Court, Discovery Material designated as
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`“CONFIDENTIAL — OUTSIDE ATTORNEYS’ EYES ONLY - SOURCE CODE?”shall
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`be subject to the provisionsset forth in Paragraph 11 below, and may be disclosed, subject
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`to Paragraph 11 below,solely to:
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`(i)
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`|The Receiving Party’s Outside Counsel, provided that such
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`Outside Counsel is not involved in competitive decision-making, as defined by U.S. Steel
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`v. United States, 730 F.2d 1465, 1468 n.3 (Fed. Cir. 1984), on behalf of a Party or a
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`competitor of a Party, and such Outside Counsel’s immediate paralegals andstaff, and any
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`copying orclerical litigation support services working at the direction of such counsel,
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`paralegals, andstaff:
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`to assist in this action, provided that disclosure is only to the extent necessary to perform
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`such work; and provided that:
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`(a) such expert or consultant has agreed to be bound bythe
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`provisions of the Protective Order by signing a copy of Exhibit A; (b) such expert or
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`consultantis not a current officer, director, or employee of a Party or of a competitor of a
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`Party, nor anticipated at the time of retention to become an officer, director, or employee
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`of a Party or of a competitor of a Party; (c) such expert or consultant is not involved in
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`competitive decision-making, as defined by U.S. Steel v. United States, 730 F.2d 1465,
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`1468 n.3 (Fed. Cir. 1984), on behalf of a Party or a competitor of a Party; and (d) no
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`unresolved objections to such disclosure exist after proper notice has been given to all
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`Parties as set forth in Paragraph 12 below;
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`(111) Court reporters, stenographers and videographers retained to
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`record testimonytakenin this action;
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`(iv) The Court, jury, and court personnel;
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`PROTECTIVE ORDER
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`12
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`Case 8:22-cv-01874-JVS-JDE Document 79 Filed 07/27/23 Page 13 of 27 Page ID #:3685
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`(i)|All Source Code shall be madeavailable by the Producing Party
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`(v) Any mediator whois assigned to hear this matter, and his or her
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`staff, subject to their agreement to maintain confidentiality to the same degree as required
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`by this Protective Order; and
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`(vi) Any other person with the prior written consent of the Producing
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`Party.
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`11. DISCLOSURE AND REVIEW OF SOURCE CODE
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`(a) Any Source Codethat is produced by Plaintiff shall be made available for
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`inspection in electronic formatat the San Franciscooffice of its outside counsel, Kobre &
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`Kim, or any other location mutually agreed by the Parties. Any Source Code that is
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`produced by Defendantwill be made available for inspection at the San Francisco office
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`of its outside counsel, Kirkland & Ellis, or any other location mutually agreed by the
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`Parties. Source Code will be made available for inspection between the hours of 8 a.m.
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`and 6 p.m. pacific time on business days (i.e., weekdays that are not Federal holidays),
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`although the Parties will be reasonable in accommodating reasonable requests to conduct
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`inspectionsat other times.
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`(b) Prior to the first inspection of any requested Source Code, the Receiving
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`Party shall provide fifteen (15) days’ notice of the Source Code that it wishes to inspect.
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`The Receiving Party shall provide ten (10) days’ notice prior to any additional inspections.
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`Nothing herein shall prohibit the parties from amending this provision by agreement and
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`the Parties will be reasonable in accommodating reasonable requests to do so.
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`(c) Source Code that
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`is designated “CONFIDENTIAL — OUTSIDE
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`ATTORNEYS’ EYES ONLY — SOURCE CODE?”shall be produced for inspection and
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`review subjectto the following provisions, unless otherwise agreed by the Producing Party:
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`to the Receiving Party’s outside counsel and/or experts in a secure room on a secured
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`computer without Internet access or network access to other computers and on whichall
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`access ports have been disabled (except for one printer port), as necessary and appropriate
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`to prevent and protect against any unauthorized copying, transmission, removal or other
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`PROTECTIVE ORDER
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`13
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`Case 8:22-cv-01874-JVS-JDE Document 79 Filed 07/27/23 Page 14 of 27 Page ID #:3686
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`(11)|No recordable media or recordable devices, including without
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`transfer of any Source Code outside or away from the computer on which the Source Code
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`is provided for inspection (the “Source Code Computer” in the “Source Code Review
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`Room’). The Producing Party shall install tools that are sufficient for viewing and
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`searching the Source Code produced, on the platform produced,if such tools exist and are
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`presently used in the ordinary course of the Producing Party’s business. The Receiving
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`Party’s outside counsel and/or experts may request that commercially available software
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`tools for viewing and searching Source Code be installed on the secured computer,
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`provided, however, that:
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`(a) the Receiving Party possesses an appropriate license to such
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`software tools; (b) the Producing Party approves such software tools; and (c) such other
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`software tools are reasonably necessary for the Receiving Party to perform its review of
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`the Source Code consistent with all of the protections herein. The Receiving Party must
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`provide the Producing Party with the CD, DVD,or other storage medium containing such
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`licensed software tool(s) at least ten (10) days in advance of the date upon which the
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`ReceivingParty wishesto havethe additional software tools available for use on the Source
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`Code Computer.
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`limitation sound recorders, computers, cellular telephones, peripheral equipment, cameras,
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`CDs, DVDs,or drives of any kind, shall be permitted into the Source Code Review Room.
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`(111) The Receiving Party’s outside counsel and/or experts shall be
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`entitled to take notes relating to the Source Code but may not copy the Source Code into
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`the notes and maynot take such notes electronically on the Source Code Computeritself
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`or any other computer.
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`(iv) The Producing Party may visually monitor the activities of the
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`Receiving Party’s representatives during any Source Codereview, but only to ensure that
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`no unauthorized electronic records of the Source Code and no information concerning the
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`Source Codeare being created or transmitted in any way.
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`(v) Nocopies ofall or any portion of the Source Code may leave
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`the room in which the Source Code is inspected except as otherwise provided herein.
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`PROTECTIVE ORDER
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`14
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`CASE NO. 8:22-CV-1874-JVS-JDE
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`Case 8:22-cv-01874-JVS-JDE Document 79 Filed 07/27/23 Page 15 of 27 Page ID #:3687
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