Case 5:18-md-02834-BLF Document 349 Filed 01/24/19 Page 1 of 5
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`J. DAVID HADDEN (CSB No. 176148)
`dhadden@fenwick.com
`SAINA S. SHAMILOV (CSB No. 215636)
`sshamilov@fenwick.com
`TODD R. GREGORIAN (CSB No. 236096)
`tgregorian@fenwick.com
`PHILLIP J. HAACK (CSB No. 262060)
`phaack@fenwick.com
`RAVI R. RANGANATH (CSB No. 272981)
`rranganath@fenwick.com
`CHIEH TUNG (CSB No. 318963)
`ctung@fenwick.com
`FENWICK & WEST LLP
`Silicon Valley Center
`801 California Street
`Mountain View, CA 94041
`Telephone:
`650.988.8500
`Facsimile:
`650.938.5200
`
`Counsel for AMAZON.COM, INC.
`and AMAZON WEB SERVICES, INC.
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`UNITED STATES DISTRICT COURT
`NORTHERN DISTRICT OF CALIFORNIA
`SAN JOSE DIVISION
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`IN RE: PERSONAL WEB TECHNOLOGIES,
`LLC ET AL., PATENT LITIGATION
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` Case No. 5:18-md-02834-BLF
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` Case No.: 5:18-cv-00767-BLF
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`ADMINISTRATIVE MOTION TO
`FILE UNDER SEAL PORTIONS OF
`REPLY AND EXHIBITS 21-22, 24, AND
`25 TO SHAMILOV DECLARATION IN
`SUPPORT OF REPLY IN SUPPORT
`OF MOTION OF AMAZON.COM, INC.
`AND AMAZON WEB SERVICES, INC.
`FOR SUMMARY JUDGMENT
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`AMAZON.COM, INC., and AMAZON WEB
`SERVICES, INC.,
`Plaintiffs,
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`v.
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`PERSONALWEB TECHNOLOGIES, LLC and
`LEVEL 3 COMMUNICATIONS, LLC,
`Defendants.
`PERSONALWEB TECHNOLOGIES, LLC and
`LEVEL 3 COMMUNICATIONS, LLC,
`Counterclaimants,
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`v.
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`AMAZON.COM, INC., and AMAZON WEB
`SERVICES, INC.,
`Counterdefendants.
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`AMAZON’S ADMIN. MOTION TO FILE UNDER
`SEAL
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`ATTORNEYS AT LAW
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`FENWICK & WEST LLP
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`Case 5:18-md-02834-BLF Document 349 Filed 01/24/19 Page 2 of 5
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`Pursuant to Civil Local Rules 7-11 and 79-5(d), Amazon.com, Inc. and Amazon Web
`Services, Inc. (collectively, “Amazon”) hereby move for administrative relief to file the following
`items under seal in connection with Amazon’s Reply in Support of Motion of Amazon.com, Inc. and
`Amazon Web Services, Inc. for Summary Judgment on Declaratory Judgment Claims and Defenses
`Under the Claim Preclusion and Kessler Doctrines (“Reply”).
` Portions of Amazon’s Reply excerpting or summarizing Exhibits 22 and 24 to the
`Shamilov Reply Declaration as outlined below.
` Excerpts from the Rule 30(b)(6) deposition of Praveen K. Gattu (“Gattu”) attached
`as Exhibit 21 to the Declaration of Saina S. Shamilov in support of Amazon’s Reply
`(“Shamilov Reply Declaration”).
` Excerpt from the Rule 30(b)(6) deposition of Jeffrey H. Dean (“Dean”) attached as
`Exhibit 22 to the Shamilov Reply Declaration and portions of the Reply
`incorporating that material.
` License Agreement between Kinetech, Inc. and Digital Island, Inc. attached as
`Exhibit 24 to the Shamilov Reply Declaration and portions of the Reply
`incorporating that material.
` Excerpt from Plaintiffs’ supplemental infringement contentions, U.S. Patent No.
`7,02,310 claim chart in E.D. Texas Case No. 6:11-cv-00658-LED, served October
`31, 2012 attached as Exhibit 25 to the Shamilov Reply Declaration.
`Amazon requests leave to file Exhibit 24 under seal because PersonalWeb Technologies,
`LLC (“PersonalWeb”) designated this item “HIGHLY CONFIDENTIAL – ATTORNEYS’ EYES
`ONLY” (“AEO”) under the Stipulated Protective Order entered by the Court in each pending action,
`Case Nos. 5:18-md-02834-BLF (Dkt. No. 290) and 5:18-cv-00767-BLF (“Current Actions”).
`Specifically, the above referenced item refers to the assignment of rights in the patents-in-suit from
`PersonalWeb’s predecessor-in-interest to Level 3’s predecessor-in-interest.
`Amazon is filing this administrative motion for Exhibit 24 only to abide by the terms of the
`Stipulated Protective Order in the Current Actions and to facilitate the filing of its Reply. By filing
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`AMAZON’S ADMIN. MOTION TO FILE UNDER
`SEAL
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`CASE NO.: 5:18-cv-02834-BLF
`CASE NO.: 5:18-cv-00767-BLF
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`Case 5:18-md-02834-BLF Document 349 Filed 01/24/19 Page 3 of 5
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`this administrative motion, Amazon is not waiving its right to contest PersonalWeb’s designations
`and expressly reserves its right to contest the propriety of the designations, in whole or in part.
`In the Ninth Circuit, a party seeking to file documents under seal in connection with a
`dispositive motion must establish compelling reasons for doing so to rebut the presumption against
`public access. See Foltz v. State Farm Mut. Auto. Ins. Co., 331 F.3d 1122, 1136 (9th Cir. 2003). As
`further explained in the accompanying declaration of Ravi R. Ranganath (“Ranganath Declaration”),
`PersonalWeb has designated Exhibit 24 as Highly Confidential - Attorneys’ Eyes Only under the
`Stipulated Protective Order, and Amazon believes that it must file this item under seal to abide by
`the terms of the Stipulated Protective Order. However, Amazon reserves its rights to contest these
`designations as noted above.
`Amazon also requests leave to file Exhibit 21 under seal. Exhibit 21 is an excerpt of
`deposition testimony regarding non-public aspects of the internal operation of Amazon’s Simple
`Storage Service (“S3”). Amazon designated this item the equivalent of the “CONFIDENTIAL
`OUTSIDE COUNSEL ONLY” designation provided under the Protective Order entered in the prior
`Texas action, PersonalWeb Techs., LLC v. Amazon.com Inc., No. 6:11-cv-00658 (E.D. Tex. Filed
`Dec. 8, 2011), Dkt. No. 89 (“Texas Action”), and as “HIGHLY CONFIDENTIAL – ATTORNEYS’
`EYES ONLY” in the Current Actions. In the Ninth Circuit, a district court may override the
`presumption of public access to judicial documents where “good cause” is shown. See Phillips ex
`rel. Estates of Byrd v. General Motors Corp., 307 F.3d 1206, 1210 (9th Cir. 2002). “For good cause
`to exist, the party seeking protection bears the burden of showing specific prejudice or harm will
`result if no protective order is granted.” Id. at 1211 (internal citations omitted).
`As further explained in the Ranganath Declaration, the confidential deposition testimony
`Amazon seeks to file under seal meets the Foltz standard. See Phoenix Technologies Ltd. v. VMware,
`Inc., No. 15-cv-01414-HSG, 2018 WL 1169188, at *2 (N.D. Cal. Feb. 14, 2018) (good cause exists
`to protect business information that might harm a litigant’s competitive standing if disclosed, and
`where the redaction is “sufficiently narrowly tailored” to only seal portions of the exhibit that might
`put sensitive business information at risk).
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`AMAZON’S ADMIN. MOTION TO FILE UNDER
`SEAL
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`CASE NO.: 5:18-cv-00767-BLF
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`Case 5:18-md-02834-BLF Document 349 Filed 01/24/19 Page 4 of 5
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`Amazon also requests leave to file Exhibit 22 under seal because Amazon designated this
`item “HIGHLY CONFIDENTIAL – ATTORNEYS’ EYES ONLY” under the Stipulated Protective
`Order entered by the Court in the Current Actions. Exhibit 22 is an excerpt of deposition testimony
`that reflects sensitive business information, namely Associate General Counsel Jeff Dean’s
`discussion of agreements between Amazon and its S3 customers and Amazon decision to indemnify
`its customers.
`This testimony also meets the Foltz standard. See, e.g., Finisar Corp. v. Nistica, Inc., No.
`13-CV-03345-BLF(JSC), 2015 WL 3988132, at *4 (N.D. Cal. June 30, 2015) (sealing “excerpts
`from the deposition transcripts” of a party’s employees that “exclusively reflect[ed] [the party’s]
`confidential product and business information which [were] not intended for public disclosure”);
`Ojmar US, LLC v. Sec. People, Inc., No. 16-CV-04948-HSG, 2017 WL 7726713, at *1 (N.D. Cal.
`Nov. 29, 2017) (“‘[L]icense agreements, financial terms, details of confidential licensing
`negotiations, and business strategies’ containing ‘confidential business information’ satisfied the
`‘compelling reasons’ standard in part because sealing that information ‘prevented competitors from
`gaining insight into the parties’ business model and strategy’”).
`Amazon further requests leave to file Exhibit 25 under seal because Amazon designated this
`item “HIGHLY CONFIDENTIAL – SOURCE CODE” pursuant to the Stipulated Protective Order
`entered in the Current Actions and “RESTRICTED CONFIDENTIAL - CONTAINS SOURCE
`CODE MATERIAL” pursuant the Protective Order entered in the Texas Action. Exhibit 25 is an
`excerpt of infringement contentions reproducing confidential and proprietary source code for
`Amazon’s S3.
`As explained in the accompanying Ranganath Declaration, the confidential and proprietary
`source code here too meets the Foltz standard. See Opperman v. Path, Inc., No. 3-cv-00453-JST,
`2017 WL 1036652, at *2 (N.D. Cal. Mar. 17, 2017) (sealing excerpts of developers’ proprietary
`source code in summary judgment pleadings).
`Disclosure of non-public details regarding the operation of Amazon’s S3 and confidential
`business strategies would put Amazon at a competitive disadvantage with respect to competitors and
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`AMAZON’S ADMIN. MOTION TO FILE UNDER
`SEAL
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`Case 5:18-md-02834-BLF Document 349 Filed 01/24/19 Page 5 of 5
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`competing services. Amazon has designated information relating to its S3 technology and customer
`agreements as AEO under the Protective Orders entered in the Texas Action and the Current Actions.
`For these reasons, Amazon respectfully requests that the Court grant this motion for leave to
`file under seal Exhibits 21-22, 24, and 25 to the Shamilov Reply Declaration and portions of the
`Reply excerpting or summarizing Exhibits 22 and 24.
`Respectfully submitted,
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`Dated: January 24, 2019
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`FENWICK & WEST LLP
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`By: /s/ Ravi R. Ranganath
`J. David Hadden (CSB No. 176148)
`Saina S. Shamilov (CSB No. 215636)
`Todd R. Gregorian (CSB No. 236096)
`Phillip J. Haack (CSB No. 262060)
`Ravi R. Ranganath (CSB No. 272981)
`Chieh Tung (CSB No. 318963)
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`Counsel for AMAZON.COM, INC. and
`AMAZON WEB SERVICES, INC.
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`AMAZON’S ADMIN. MOTION TO FILE UNDER
`SEAL
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`CASE NO.: 5:18-cv-00767-BLF
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