Case 5:18-md-02834-BLF Document 349-1 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.
`
`UNITED STATES DISTRICT COURT
`NORTHERN DISTRICT OF CALIFORNIA
`SAN JOSE DIVISION
`
`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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`DECLARATION OF RAVI R. RANGA-
`NATH IN SUPPORT OF ADMINIS-
`TRATIVE MOTION TO FILE UNDER
`SEAL PORTIONS OF REPLY AND
`EXHIBITS 21-22, 24, AND 25 TO
`SHAMILOV DECLARATION IN SUP-
`PORT 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,
`
`v.
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`AMAZON.COM, INC., and AMAZON WEB
`SERVICES, INC.,
`Counterdefendants.
`
`
`
`
`
`DECLARATION OF RAVI R. RANGANATH ISO AM-
`AZON’S ADMIN. MOTION TO FILE UNDER SEAL
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`
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`CASE NO.: 5:18-md-02834-BLF
`CASE NO.: 5:18-cv-00767-BLF
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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 349-1 Filed 01/24/19 Page 2 of 5
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`I, Ravi R. Ranganath, hereby declare as follows:
`I am an attorney duly licensed to practice law in the state of California and am an
`1.
`associate with the law firm of Fenwick & West LLP, counsel for Amazon.com, Inc., and Amazon
`Web Services, Inc. (collectively, “Amazon”) in the above-captioned action. I have personal
`knowledge of the facts set forth in this declaration.
`Amazon seeks to file under seal certain limited portions of the following documents
`2.
`(“Requested Sealed Material”):
`Document
`Exhibit 21 to the Declara-
`tion of Saina S. Shamilov
`in support of Amazon’s
`Reply (“Shamilov Reply
`Declaration”).
`
`Document description
`Excerpts from the Rule 30(b)(6) depo-
`sition of Praveen K. Gattu (“Gattu”)
`
`Portion to be Sealed
`91:9-17; 91:23-24
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`Exhibit 22 to Shamilov Re-
`ply Declaration
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`Excerpts from the Rule 30(b)(6) depo-
`sition of Jeffrey H. Dean (“Dean”)
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`118:16-21
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`Reply
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`Page 7, lines 15-20
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`Portions of Amazon’s Reply in Sup-
`port 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 Doc-
`trines (“Reply”) that quote or summa-
`rize excerpts of Exhibit 22.
`
`Exhibit 24 to Shamilov Re-
`ply Declaration
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`License Agreement between Kinetech,
`Inc. and Digital Island, Inc.
`
`Entire Document
`
`Reply
`
`Portions of Amazon’s Reply that quote
`or summarize excerpts of Exhibit 24.
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`Page 9, lines 24-27;
`Page 10, line 4
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`Exhibit 25 to Shamilov Re-
`ply Declaration
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`Excerpts of Plaintiffs’ supplemental
`infringement contentions, U.S. Patent
`No. 7,802,310 claim chart in E.D.
`Texas Case No. 6:11-cv-00658-LED,
`served October 31, 2012
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`Entire Document
`
`Amazon seeks to file Exhibit 24 of the Requested Sealed Material under seal be-
`3.
`cause PersonalWeb Technologies, LLC (“PersonalWeb”) designated this item “HIGHLY CONFI-
`DENTIAL – ATTORNEYS’ EYES ONLY” under the Stipulated Protective Order entered by the
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`DECLARATION OF RAVI R. RANGANATH ISO AM-
`AZON’S ADMIN. MOTION TO FILE UNDER SEAL
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`CASE NO.: 5:18-md-02834-BLF
`CASE NO.: 5:18-cv-00767-BLF
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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 349-1 Filed 01/24/19 Page 3 of 5
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`Court in the pending actions, Case Nos. 5:18-md-02834-BLF (Dkt. No. 290) and 5:18-cv-00767-
`BLF (“Current Actions.)” The above-referenced excerpts in the Requested Sealed Material refers
`to the assignment of rights in the patents-in-suit from PersonalWeb’s predecessor to Level 3’s pre-
`decessor-in-interest. Amazon is filing this administrative motion for this document only to abide
`by the terms of the Stipulated Protective Order and to facilitate the filing of its Reply. By filing
`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.
`Exhibits 21-22, and 25 of the Requested Sealed Material reflect sensitive business
`4.
`information. Specifically, 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 pro-
`vided 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”).
`Amazon designated this item “HIGHLY CONFIDENTIAL – ATTORNEYS’ EYES ONLY.” Ex-
`hibit 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 cus-
`tomers. Pursuant to the Stipulated Protective Order entered in the Current Actions, Amazon des-
`ignated this information relating to the confidential customer agreements as “HIGHLY CONFI-
`DENTIAL – ATTORNEYS’ EYES ONLY.” Exhibit 25 is an excerpt of infringement contentions
`reproducing confidential and proprietary source code for Amazon’s S3. Amazon has designated
`information relating to its confidential and proprietary source code as “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 in entered in the Texas Action. 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).
`The excerpts in Exhibit 21 that Amazon seeks to seal meet the Foltz standard: they
`5.
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`DECLARATION OF RAVI R. RANGANATH ISO AM-
`AZON’S ADMIN. MOTION TO FILE UNDER SEAL
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`CASE NO.: 5:18-md-02834-BLF
`CASE NO.: 5:18-cv-00767-BLF
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`ATTORNEYS AT LAW
`
`FENWICK & WEST LLP
`
`

`

`Case 5:18-md-02834-BLF Document 349-1 Filed 01/24/19 Page 4 of 5
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`represent Amazon’s confidential business information, the operation of the Amazon S3 service.
`See Nicolosi Distributing, Inc. v. Finishmaster, Inc., No. 18-cv-03587-BLF, 2018 WL 3932554, at
`*3 (N.D. Cal. Aug. 16, 2018) (good cause to seal contracts exists where they contain confidential
`business practices); see also 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 infor-
`mation 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). The operation of Amazon’s S3 service is highly confidential and not disclosed
`to the public.
`Excerpts in Exhibit 22 also meet the Foltz standard since they represent Amazon’s
`6.
`confidential business strategy in setting the terms of its customer agreements and decision to in-
`demnify in this case. See 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 in-
`formation 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 agree-
`ments, financial terms, details of confidential licensing negotiations, and business strategies’ con-
`taining ‘confidential business information’ satisfied the ‘compelling reasons’ standard in part be-
`cause sealing that information ‘prevented competitors from gaining insight into the parties’ busi-
`ness model and strategy’”) (quoting In re Qualcomm Litig., No. 3:17-CV-0108-GPC-MDD, 2017
`WL 5176922, at *2 (S.D. Cal. Nov. 8, 2017)); In re NCAA Student-Athlete Name & Likeness Li-
`censing Litig., No. 09-CV-01967 CW NC, 2013 WL 1997252, at *2 (N.D. Cal. May 13, 2013)
`(sealing portions of document that “reveal[ed] competitively sensitive, individually negotiated fi-
`nancial terms of licensing agreements”). Amazon’s confidential business strategies are highly con-
`fidential and not disclosed to the public.
`The confidential source code Amazon seeks to file under seal also meets the Foltz
`7.
`standard because it represents Amazon’s trade secrets regarding the detailed operations of S3. See
`Opperman v. Path, Inc., No. 3-cv-00453-JST, 2017 WL 1036652, at *2 (N.D. Cal. Mar. 17, 2017)
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`DECLARATION OF RAVI R. RANGANATH ISO AM-
`AZON’S ADMIN. MOTION TO FILE UNDER SEAL
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`CASE NO.: 5:18-md-02834-BLF
`CASE NO.: 5:18-cv-00767-BLF
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`ATTORNEYS AT LAW
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`FENWICK & WEST LLP
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`

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`Case 5:18-md-02834-BLF Document 349-1 Filed 01/24/19 Page 5 of 5
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`(sealing excerpts of developers’ proprietary source code in summary judgment pleadings). Though
`the source code relates to the operation of S3 from several years ago, as explained in the filed
`Declaration of Seth Markle in support of Amazon’s summary judgment motion, Dkt. No. 315-18,
`S3 works in essentially the same way then as now, meaning the public disclosure of this information
`would reveal critical information about the way in which S3 operates today.
`Accordingly, Amazon now requests that the Court seal the excerpts provided in of
`8.
`Exhibits 21-22, and 25 as noted in paragraph 2 above. Disclosure of this non-public highly confi-
`dential information would put Amazon at undue risk of serious harm by revealing trade secrets and
`confidential business strategies that may put Amazon at a disadvantage relative to competitors and
`competing services.
`The portions of the documents Amazon seeks to file under seal and this sealing re-
`9.
`quest are narrowly tailored to include only material eligible for sealing under the law of this Court.
`In light of the foregoing, there is a good cause in maintaining the confidentiality of
`10.
`portions of the Reply excerpting and summarizing Exhibits 22 and 24 and Exhibits 21-22, 24, and
`25 as described above.
`I declare under penalty of perjury under the laws of the United States that the foregoing is
`true and correct.
`Executed this 24th day of January, 2019, in San Carlos, California.
`
`/s/ Ravi R. Ranganath
`Ravi R. Ranganath
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`DECLARATION OF RAVI R. RANGANATH ISO AM-
`AZON’S ADMIN. MOTION TO FILE UNDER SEAL
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`CASE NO.: 5:18-md-02834-BLF
`CASE NO.: 5:18-cv-00767-BLF
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`ATTORNEYS AT LAW
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`FENWICK & WEST LLP
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