Case 2:22-md-03034-TGB ECF No. 126, PageID.8966 Filed 02/07/23 Page 1 of 29
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`IN THE UNITED STATES DISTRICT COURT
`FOR THE EASTERN DISTRICT OF MICHIGAN
`SOUTHERN DIVISION
`
`In Re: Neo Wireless, LLC,
`Patent Litigation
`
`
`Case No. 2:22-md-03034-TGB
`
` Hon. Terrence G. Berg
`
`
`
`STIPULATED SUPPLEMENTAL PROTECTIVE ORDER BETWEEN
`NON-PARTY QUALCOMM INCORPORATED, PLAINTIFF, AND
`DEFENDANTS
`
`
`WHEREAS, the Court entered a Default Protective Order to protect Party and Non-party
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`confidential business information in the above referenced action on October 18, 2022 (“Protective
`
`Order”); and
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`WHEREAS, Neo Wireless, LLC (“Plaintiff”); Defendants consolidated in the above-
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`referenced matter (collectively “Defendants”) (together, hereinafter referred to as “the Parties”);
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`and Qualcomm Incorporated (“QUALCOMM”), a non-party to this action, may produce
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`confidential Source Code (as defined below) and other documents in this action that include or
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`incorporate CONFIDENTIAL INFORMATION belonging to QUALCOMM (“QUALCOMM
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`Confidential Information”); and
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`WHEREAS the Parties and Non-Party QUALCOMM have agreed to provisions in addition
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`to those contained in the Protective Order to protect against misuse or disclosure of such
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`QUALCOMM Confidential Information;
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`WHEREFORE, IT IS HEREBY ORDERED that Source Code (as defined below) or
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`documents that incorporate QUALCOMM Confidential Information produced in connection with
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`the above-captioned matter that are designated as “QUALCOMM – OUTSIDE ATTORNEYS’
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`EYES ONLY” and “QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY – SOURCE
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`CODE” shall be subject to the following restrictions:
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`

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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8967 Filed 02/07/23 Page 2 of 29
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`I.
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`DEFINITIONS
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`1.
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`“QUALCOMM MATERIAL”: Confidential information (regardless of how
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`generated, stored, or maintained) or tangible things that include or incorporate Non-Party
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`QUALCOMM Confidential Information, that Non-Party QUALCOMM (i) would not normally
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`reveal to third parties except in confidence, or has undertaken with others to maintain in
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`confidence, (ii) believes in good faith is significantly sensitive, or (iii) protected by a right to
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`privacy under federal or state law, or any other applicable privilege or right related to
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`confidentiality or privacy. QUALCOMM MATERIAL includes all information, documents,
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`Source Code, and things produced, served, or otherwise provided in this action by any Party or by
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`Non-Party QUALCOMM, that include or incorporate QUALCOMM Confidential Information.
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`2.
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`“QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY” material:
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`information, documents, and things that include or incorporate QUALCOMM MATERIAL.
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`3.
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`“Source Code”: means human-readable representations of actually completed,
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`implemented, and/or realized software, firmware, and integrated circuits. Source Code includes,
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`but is not limited to, programming language text, symbolic representations of integrated circuits
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`(“Chip-Level Schematics”) or graphical depictions of physical configuration of semiconductor
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`material within integrated circuit die or chip (“Integrated Circuit Layouts”). Source Code includes,
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`but is not limited to, programming language text in “C,” “C++,” BREW, Java ME, J2ME,
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`assembler, digital signal processor (“DSP”), Hardware Design Language (“HDL”), VHDL, or
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`Verilog programming languages. Source Code in the form of programming language text shall be
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`made available for inspection in ASCII text files. File formats within which Source Code in the
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`form of Chip-Level Schematics or Integrated Circuit Layouts may be made available for inspection
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`include, but are not limited to, pdf file format.
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`4.
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`“QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY – SOURCE CODE”
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`Material: QUALCOMM MATERIAL that includes Source Code that constitute proprietary
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`technical or commercially sensitive competitive information that Non-Party QUALCOMM
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`
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`2
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8968 Filed 02/07/23 Page 3 of 29
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`maintains as highly confidential in its business, the disclosure of which is likely to cause harm to
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`the competitive position of Non-Party QUALCOMM.
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`5.
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`“Designated QUALCOMM Material”: material that is designated “QUALCOMM
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`– OUTSIDE ATTORNEYS’ EYES ONLY” or “QUALCOMM – OUTSIDE ATTORNEYS’
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`EYES ONLY – SOURCE CODE” under this Supplemental Protective Order.
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`6.
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` “Designated Source Code Material”: material that is designated “QUALCOMM –
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`OUTSIDE ATTORNEYS’ EYES ONLY – SOURCE CODE” under this Supplemental Protective
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`Order.
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`7.
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`“Personnel Retained by a Receiving Party in this Action” means any consultants,
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`experts, or outside counsel (including their support staff) that have been and continue to be retained
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`by a Receiving Party in this action. For the sake of clarity, any person who was retained by a
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`Receiving Party in this action will no longer fall under this definition if that person ceases to be
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`retained by a Receiving Party in this action.
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`8.
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`“Party” means any Party to the above-captioned action, including all of its officers,
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`directors, employees, consultants, retained experts, and all support staff thereof.
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`9.
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`“Producing Party” means a party or non-party that discloses or produces Designated
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`QUALCOMM Material in the above-captioned actions.
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`10.
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`“Receiving Party” a Party that receives Designated QUALCOMM Material from a
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`Producing Party in the above-captioned actions.
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`11.
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`“Authorized Reviewer(s)” shall mean persons authorized to review “QUALCOMM
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`– OUTSIDE ATTORNEYS’ EYES ONLY” and “QUALCOMM – OUTSIDE ATTORNEYS’
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`EYES ONLY – SOURCE CODE” material in accordance with this Supplemental Protective Order
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`and the Protective Order.
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`12.
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`“Counsel of Record”: (i) Outside Counsel who appears on the pleadings, or has
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`entered an appearance in this action, as counsel for a Party, and (ii) partners, principals, counsel,
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`associates, employees, and contract attorneys of such Outside Counsel to whom it is reasonably
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`necessary to disclose the information for this litigation, including supporting personnel employed
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`3
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8969 Filed 02/07/23 Page 4 of 29
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`by the attorneys, such as paralegals, legal translators, legal secretaries, legal clerks and shorthand
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`reporters.
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`13.
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`“Outside Consultant”: a person with specialized knowledge or experience in a
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`matter pertinent to the litigation who has been retained by Counsel of Record to serve as an expert
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`witness or a litigation consultant in this action (including any necessary support personnel of such
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`person to whom disclosure is reasonably necessary for this litigation), and who is not a current
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`employee of a Party, of a competitor of a Party, or of Non-Party QUALCOMM, and who, at the
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`time of retention, is not anticipated to become an employee of, or a non-litigation consultant of:
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`1) a Party, 2) a competitor of a Party, 3) a competitor of Non-Party QUALCOMM, or of 4) Non-
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`Party QUALCOMM.
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`14.
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`“Professional Vendors”: persons or entities that provide litigation support services
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`(e.g., photocopying; videotaping; translating; designing and preparing exhibits, graphics, or
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`demonstrations; organizing, storing, retrieving data in any form or medium; etc.) and their
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`employees and subcontractors who have been retained or directed by Counsel of Record in this
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`action, and who are not current employees of a Party, a competitor of a Party, or of Non-Party
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`QUALCOMM, and who, at the time of retention, are not anticipated to become employees of: 1)
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`a Party, 2) a competitor of a Party, 3) a competitor of Non-Party QUALCOMM, or 4) Non-Party
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`QUALCOMM. This definition includes ESI vendors, and professional jury or trial consultants
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`retained in connection with this litigation to assist a Party, Counsel of Record, or any Outside
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`Consultant in their work. Professional vendors do not include consultants who fall within the
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`definition of Outside Consultant.
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`II.
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`RELATIONSHIP TO PROTECTIVE ORDER
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`15.
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`This Supplemental Protective Order shall not diminish any existing restriction with
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`respect to Designated QUALCOMM Material. The Parties and QUALCOMM acknowledge and
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`agree that this Supplemental Protective Order is a supplement to any other protective order entered
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`in this action in the United States District Court, Eastern District of Michigan, Southern Division,
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`in this action.
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`4
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8970 Filed 02/07/23 Page 5 of 29
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`16.
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`The Protective Order applies to all material designated pursuant to this
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`Supplemental Protective Order. To the extent that there is any confusion or conflict between
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`protective orders with respect to Designated QUALCOMM Material, then this Supplemental
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`Protective Order governs.
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`17.
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`In addition to the restrictions outlined in this Supplemental Protective Order,
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`material designated as “QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY – SOURCE
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`CODE” shall be subject
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`to obligations with respect to “HIGHLY CONFIDENTIAL
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`INFORMATION – ATTORNEY’S EYES ONLY” materials outlined in the Protective Order.
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`18.
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`In addition to the restrictions outlined in this Supplemental Protective Order,
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`material designated as “QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY” shall be
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`subject to obligations with respect to “HIGHLY CONFIDENTIAL INFORMATION –
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`ATTORNEY’S EYES ONLY” material outlined in the Protective Order.
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`III.
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`SCOPE
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`19.
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`The protections conferred by this Supplemental Protective Order cover not only
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`Designated QUALCOMM Material (as defined above), but also any information copied or
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`extracted therefrom, as well as all copies, excerpts, summaries, or compilations thereof. Nothing
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`herein shall alter or change in any way the discovery provisions of the Federal Rules of Civil
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`Procedure or any applicable local rules or Court Orders. Identification of any individual pursuant
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`to this Supplemental Protective Order does not make that individual available for deposition, or
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`any other form of discovery outside of the restrictions and procedures of the Federal Rules of Civil
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`Procedure or any applicable rules or Court Orders.
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`20.
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`This Supplemental Protective Order shall not prevent a disclosure to which Non-
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`Party QUALCOMM consents in writing before that disclosure takes place.
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`21.
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`This Supplemental Protective Order shall apply to all Designated QUALCOMM
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`Material that is produced or provided for inspection in this action, including all Designated
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`QUALCOMM Material that is in the possession, custody or control of Non-party QUALCOMM
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`or any Party in this action, or that is otherwise relevant to this action.
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`5
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8971 Filed 02/07/23 Page 6 of 29
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`IV. ACCESS TO DESIGNATED QUALCOMM MATERIAL
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`22.
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`Access to “QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY” Material:
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`Unless otherwise ordered by the Court or permitted in writing by Non-Party QUALCOMM, a
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`Receiving Party may disclose any information, document or thing designated “QUALCOMM –
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`OUTSIDE ATTORNEYS’ EYES ONLY” only to:
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`a.
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`Persons who appear on the face of Designated QUALCOMM Material as
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`an author, addressee or recipient thereof, or persons who have been
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`designated under FRCP 30(b)(6) to provide testimony on behalf of a
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`b.
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`c.
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`Producing Party;
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`Counsel of Record;
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`Outside Consultants of the Receiving Party to whom disclosure is
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`reasonably necessary for this action, and who have, after the date of this
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`Supplemental Protective Order, signed the “Acknowledgement And
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`Agreement To Be Bound By Supplemental Protective Order Governing
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`Confidential Information of Non-Party Qualcomm In This Case” attached
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`hereto as Exhibit A, and the “Certification Of Consultant Re Supplemental
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`Protective Order Governing Confidential Information of Non-Party
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`Qualcomm In This Case,” attached hereto as Exhibit B;
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`d.
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`Any designated arbitrator or mediator who is assigned to hear this matter,
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`or who has been selected by the Parties, and his or her staff; who have, after
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`the date of
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`this Supplemental Protective Order,
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`signed
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`the
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`“Acknowledgement And Agreement To Be Bound By Supplemental
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`Protective Order Governing Confidential Information of Non-Party
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`Qualcomm In This Case” attached hereto as Exhibit A, and the
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`“Certification Of Consultant Re Supplemental Protective Order Governing
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`Confidential Information of Non-Party Qualcomm In This Case,” attached
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`6
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8972 Filed 02/07/23 Page 7 of 29
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`hereto as Exhibit B, as well as any arbitrator’s or mediator’s staff who have
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`also signed Exhibits A and B;
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`e.
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`Court reporters and videographers employed in connection with this action;
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`and
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`f.
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`Professional Vendors to whom disclosure is reasonably necessary for this
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`action, and a representative of which has signed the “Acknowledgement
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`And Agreement To Be Bound By Supplemental Protective Order
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`Governing Confidential Information of Non-Party Qualcomm In This Case”
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`attached hereto as Exhibit A, subject to the following exception:
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`Designated QUALCOMM Material shall not be disclosed to mock jurors
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`without Non-Party QUALCOMM’s express written consent;
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`g.
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`The Court, its personnel and the jury.
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`23.
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`Access to “QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY – SOURCE
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`CODE” Material: Unless otherwise ordered by the Court or permitted in writing by Non-Party
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`QUALCOMM, a Receiving Party may disclose any information, document, or thing designated
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`“QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY – SOURCE CODE” only to:
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`a.
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`Persons who appear on the face of Designated QUALCOMM Material as
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`an author, addressee or recipient thereof, or persons who have been
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`designated under FRCP 30(b)(6) to provide testimony of behalf of a
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`b.
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`c.
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`Producing Party or Qualcomm regarding the same;
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`Counsel of Record;
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`Outside Consultants of the Receiving Party to whom disclosure is
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`reasonably necessary for this litigation, and who have, after the date of this
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`Supplemental Protective Order, signed the “Acknowledgement And
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`Agreement To Be Bound By Supplemental Protective Order Governing
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`Confidential Information of Non-Party Qualcomm In This Case” attached
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`hereto as Exhibit A, and the “Certification Of Consultant Re Supplemental
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`7
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8973 Filed 02/07/23 Page 8 of 29
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`Protective Order Governing Confidential Information of Non-Party
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`Qualcomm In This Case,” attached hereto as Exhibit B;
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`d.
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`Any designated arbitrator or mediator who is assigned to hear this matter,
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`or who has been selected by the Parties, and his or her staff; who have, after
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`the date of
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`this Supplemental Protective Order,
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`signed
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`the
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`“Acknowledgement And Agreement To Be Bound By Supplemental
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`Protective Order Governing Confidential Information of Non-Party
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`Qualcomm In This Case” attached hereto as Exhibit A, and the
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`“Certification Of Consultant Re Supplemental Protective Order Governing
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`Confidential Information of Non-Party Qualcomm In This Case,” attached
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`hereto as Exhibit B, as well as any arbitrator’s or mediator’s staff who have
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`also signed Exhibits A and B, provided, however, that before such
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`disclosure, QUALCOMM is provided notice including: (a) the individual’s
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`name and business title; (b) business address; (c) business or professions;
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`and (d) the individual’s CV. QUALCOMM shall have five (5) business
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`days from receipt of the notice to object in writing to such disclosure (plus
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`three (3) extra days if notice is given other than by hand delivery, e-mail
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`delivery or facsimile transmission). After the expiration of the 5 business
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`days (plus 3 days, if appropriate) period, if no objection has been asserted,
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`then “QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY –
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`SOURCE CODE” materials may be disclosed pursuant to the terms of this
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`Supplemental Protective Order;
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`e.
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`Court reporters and videographers employed in connection with this action,
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`subject to the provisions provided in subparagraph 32(g) herein;
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`f.
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`Professional Vendors to whom disclosure is reasonably necessary for this
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`action, and a representative of which has signed the “Acknowledgement
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`And Agreement To Be Bound By Supplemental Protective Order
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`8
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8974 Filed 02/07/23 Page 9 of 29
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`Governing Confidential Information of Non-Party Qualcomm In This Case”
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`attached hereto as Exhibit A, subject to the following exception: Designated
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`QUALCOMM Material shall not be disclosed to mock jurors without Non-
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`Party QUALCOMM’s express written consent; and
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`g.
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`The Court, its personnel and the jury.
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`24.
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`Notwithstanding the Protective Order, unless otherwise ordered or agreed in
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`writing by Non-Party QUALCOMM, Designated QUALCOMM Material may not be disclosed to
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`employees of a Receiving Party, including its in-house attorneys and support staff.
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`25.
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`Notwithstanding the Protective Order, unless otherwise ordered or agreed in
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`writing by Non-Party QUALCOMM, Designated QUALCOMM Material may not be disclosed to
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`mock jurors.
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`26.
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`The Parties acknowledge that Designated QUALCOMM Material also may be
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`subject to the US government export control and economic sanctions laws (“Export Controlled
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`Information”), including the Export Administration Regulations (“EAR”, 15 CFR 730 et seq.,
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`http://www.bis.doc.gov/ ) administered by the Department of Commerce, Bureau of Industry and
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`Security, and
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`the Foreign Asset Control Regulations
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`(31 CFR 500 et
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`seq.,
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`http://www.treas.gov/offices/enforcement/ofac/) administered by the Department of Treasury,
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`Office of Foreign Assets Control (“OFAC”). Receiving Parties may not directly or indirectly
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`export, re-export, transfer or release (collectively, “Export”) any Designated QUALCOMM
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`Material to any destination, person, entity or end use prohibited or restricted under US law without
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`prior US government authorization to the extent required by regulation. The US government
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`maintains embargoes and sanctions against the countries listed in Country Groups E:1/2 of the
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`EAR (Supplement 1 to part 740) Export Controlled Information disclosed in this action will be
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`used only for the purposes of this action. Outside Counsel or other individuals authorized to receive
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`Export Controlled Information will not disclose, export, or transfer, in any manner, Export
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`Controlled Information to any foreign person except as permitted by U.S. law, and will not
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`transport any such document outside of U.S. territory, without prior written approval of the Bureau
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`9
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8975 Filed 02/07/23 Page 10 of 29
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`of Industry and Security or other appropriate U.S. government department or agency, except as
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`permitted by U.S. law.
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`27.
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`Receiving Party may host “QUALCOMM – OUTSIDE ATTORNEYS’ EYES
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`ONLY” Material only on either 1) any system inside the firewall of a law firm representing the
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`Receiving Party, or 2) inside the system of a professional ESI Vendor retained by Counsel of
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`Record of the Receiving Party. “QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY”
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`Material also cannot be sent or transmitted to any person, location, or vendor outside of the United
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`States except to Counsel of Record and Outside Consultants designated pursuant to subparagraphs
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`22(c) and 23(c) above. To the extent that any “QUALCOMM – OUTSIDE ATTORNEYS’ EYES
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`ONLY” Material is transmitted from or to authorized recipients outside of the Receiving Party’s
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`Outside Counsel’s office, or outside of the ESI Vendor’s system, the transmission shall be by hand
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`(and encrypted if in electronic format), by a secure transport carrier (e.g., Federal Express), or by
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`secure electronic means, such as email using an encrypted password protected container (other
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`than Trucrypt), or download via secure FTP. “QUALCOMM – OUTSIDE ATTORNEYS’ EYES
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`ONLY – SOURCE CODE” may not be transmitted by electronic means; however, this should not
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`be understood to prohibit the electronic transmittal of testifying experts’ expert reports or drafts,
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`court filings, and trial demonstratives, thereof that may refer to QUALCOMM – OUTSIDE
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`ATTORNEYS’ EYES ONLY – SOURCE CODE, subject to the limitations set forth in Section
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`32(g) herein, and as long as such electronic transmittal is by secure electronic means, such as email
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`using an encrypted password protected container (other than Trucrypt), or download via secure
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`FTP. Court filings containing QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY and
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`QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY – SOURCE CODE may be submitted
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`via the Court’s ECF filing system subject to the limitations set forth in Section 32(g) herein.
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`28.
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`Each person to whom Designated QUALCOMM Material may be disclosed, and
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`who is required to sign the “Acknowledgement And Agreement To Be Bound By Supplemental
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`Protective Order Governing Confidential Information of Non-Party Qualcomm In This Case”
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`attached hereto as Exhibit A and, if applicable, the “Certification Of Consultant Re Supplemental
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`10
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8976 Filed 02/07/23 Page 11 of 29
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`Protective Order Governing Confidential Information of Non-Party Qualcomm In This Case,”
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`attached hereto as Exhibit B, shall do so, prior to the time such Designated QUALCOMM Material
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`is disclosed to him or her. Counsel for the Receiving Party who makes any disclosure of
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`Designated QUALCOMM Material shall retain each original executed certificate and, upon
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`written request, shall provide copies to counsel for Non-Party QUALCOMM at the termination of
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`this action.
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`29.
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`Absent written permission from Non-Party QUALCOMM, persons not permitted
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`access to Designated QUALCOMM Material under the terms of this Supplemental Protective
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`Order shall not be present at depositions while Designated QUALCOMM Material is discussed or
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`otherwise disclosed. Pre-trial and trial proceedings shall be conducted in a manner, subject to the
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`supervision of the Court, to protect Designated QUALCOMM Material from disclosure to persons
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`not authorized to have access to such Designated QUALCOMM Material. Any Party intending to
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`disclose or discuss Designated QUALCOMM Material at pretrial or trial proceedings must give
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`advance notice to the Producing Party to assure the implementation of the terms of this
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`Supplemental Protective Order.
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`V.
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`ACCESS BY OUTSIDE CONSULTANTS
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`30.
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`Notice. If a Receiving Party wishes to disclose Designated QUALCOMM Material
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`to any Outside Consultant, Receiving Party must, prior to the Outside Consultant being granted
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`access to any Designated QUALCOMM Material, provide notice to counsel for Non-Party
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`QUALCOMM, which notice shall include: (a) the individual’s name and business title; (b) country
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`of citizenship; (c) business address; (d) business or profession; (e) the individual’s CV; (f) any
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`previous or current relationship (personal or professional) with Non-Party QUALCOMM or any
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`of the Parties to this action; (g) a list of other cases in which the individual has testified (at trial or
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`deposition) within the last six years; (h) a list of all companies with which the individual has
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`consulted or by which the individual has been employed within the last four years, the dates of the
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`consultancy or employment, a brief description of the subject matter of the consultancy or
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`employment, and (i) copies of the “Acknowledgement and Agreement To Be Bound By
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`11
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8977 Filed 02/07/23 Page 12 of 29
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`Supplemental Protective Order Governing Confidential Information of Non-Party Qualcomm In
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`This Case,” attached as Exhibit A, and the “Certification Of Consultant Re Supplemental
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`Protective Order Governing Confidential Information of Non-Party Qualcomm In This Case,”
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`attached hereto as Exhibit B, that have both been signed by that Outside Consultant.
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`31. Objections. With respect to Outside Consultants that have not been previously
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`disclosed to Non-Party QUALCOMM, Non-Party QUALCOMM shall have five (5) business
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`days, starting from the first business day following the date upon which Receiving Party provides
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`the notice and all information required by paragraph 30 to the Producing Party, to object for good
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`cause in writing to such disclosure (plus three (3) extra days if notice is given in any manner other
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`than by hand delivery, e-mail delivery or facsimile transmission). After the expiration of the 5
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`business days (plus 3-days, if appropriate) period, if no objection for good cause has been asserted
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`by Non-Party QUALCOMM, then Designated QUALCOMM Material may be disclosed to the
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`Outside Consultant pursuant to the terms of this Supplemental Protective Order. Any objection by
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`Non-Party QUALCOMM must be made for good cause, and must set forth in detail the grounds
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`on which it is based. Should Receiving Party disagree with the basis for the objection(s), Receiving
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`Party must first attempt to resolve the objection(s) informally with Non-Party QUALCOMM. If
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`the informal efforts do not resolve the dispute within five (5) business days from the date upon
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`which Receiving Party was first notified of any objection for good cause by Non-Party
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`QUALCOMM, Receiving Party may file a motion requesting that the objection(s) be quashed after
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`that five (5) day period has passed. Non-Party Qualcomm shall have the burden of proof on the
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`issue of the sufficiency of the objection(s). Pending a ruling by the Court upon any such
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`objection(s), or the subsequent resolution of the objection for good cause by Receiving Party and
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`Non-Party QUALCOMM, the discovery material shall not be disclosed to the person objected to
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`by Non-Party QUALCOMM.
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`VI.
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`PRODUCTION OF QUALCOMM – OUTSIDE ATTORNEYS’ EYES ONLY –
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`SOURCE CODE MATERIAL
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`32.
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`Non-Party QUALCOMM’s Source Code:
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8978 Filed 02/07/23 Page 13 of 29
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`a.
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`To the extent that a Producing Party makes Non-Party QUALCOMM’s
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`Source Code available for inspection:
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`(i) The Producing Party shall make all relevant and properly
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`requested Non-Party QUALCOMM Source Code available electronically
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`and in text searchable form (1) if produced by Non-Party QUALCOMM, in
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`a separate room at a secure facility selected by Non-Party QUALCOMM or
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`(2) if produced by Defendants, at the offices of Counsel of Record for the
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`producing Defendant or at a secure facility approved by QUALCOMM. The
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`Producing Party shall make the Source Code available for inspection on a
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`stand-alone, non-networked personal computer running a reasonably
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`current version of the Microsoft Windows operating system (“Source Code
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`Computer”). Alternatively, solely at the option of the Producing Party, the
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`Producing Party may make such source code available on a Source Code
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`Computer that is networked, in a configuration deemed secure by Non-Party
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`QUALCOMM. The Source Code Computer shall be configured to permit
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`review of the Source Code through a password-protected account having
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`read-only access. To facilitate review of the Source Code at the secure
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`facility, the Receiving Party may use appropriate tool software on the
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`Source Code Computer, which shall be installed by the Producing Party,
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`including at least one text editor like Visual Slick Edit that is capable of
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`printing out Source Code with page and/or line numbers, a source code
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`comparison tool like Winmerge, and at least one multi-text file text search
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`tool such as “grep.” Should it be necessary, other mutually agreed upon
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`tools may be used. Licensed copies of other mutually agreed upon tool
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`software shall be installed on the Source Code Computer by the Producing
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`Party and paid for by the Receiving Party.
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8979 Filed 02/07/23 Page 14 of 29
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`(ii) In the event a Producing Party makes Chip-Level Schematics or
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`Integrated Circuit Layouts available for review, the Producing Party shall
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`ensure that the Source Code Computers include software sufficient to allow
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`a user to view such types of Source Code.
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`b.
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`The Producing Party shall provide access to the Source Code Computer
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`during the normal operating hours of the secure facility.
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`c.
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`The Source Code Computers shall be equipped to print PDF copies of the
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`Source Code so that the Receiving Party can designate the Source Code for
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`which it would like hard-copy printouts which shall be printed by the
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`Producing Party on watermarked pre-Bates numbered paper after the review.
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`Additionally, the Receiving Party may not print any continuous block of
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`source code that results in more than 50 consecutive printed pages, except
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`that Authorized Reviewer(s) may request the printing of a continuous block
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`of more than 50 pages, which request shall not be unreasonably denied by
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`the Producing Party. Counsel for the Producing Party will keep the original
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`printouts, and shall provide copies of such original printouts to counsel for
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`the Receiving Party within seven (7) days of (1) any request by the
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`Receiving Party, or (2) otherwise being notified that such original printouts
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`have been made or designated. Counsel of Record for the Receiving Party
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`may request up to 10 copies of each original printout of Source Code. No
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`more than 500 original printouts of Source Code for any software release or
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`hardware product may be in printed form at any one time, without the
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`express written consent of Non-Party QUALCOMM, which shall not be
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`unreasonably denied. All printed Source Code shall be logged by Receiving
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`Party’s Counsel of Record and/or other Personnel Retained by a Receiving
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`Party in this action as noted in subparagraph 32 (i) below. No additional
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`electronic copies of the Source Code shall be provided by the Producing
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8980 Filed 02/07/23 Page 15 of 29
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`Party. Hard copies of the Source Code also may not be converted into an
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`electronic document, and may not be scanned using optical character
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`recognition (“OCR”) technology. Only printouts of Source Code may be
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`made, and such printouts, where made of programming language text, must
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`include (1) directory path information and filenames from which the Source
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`Code came and (2) line numbers. The Producing Party may refuse to
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`provide copies of Source Code printouts that fail to comply with this
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`section.
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`d.
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`Authorized Reviewer(s) in this action shall not print Source Code which
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`have not been reviewed on the Source Code Computer, or in order to review
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`the Source Code elsewhere in the first instance, i.e., as an alternative to
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`reviewing that Source Code electronically on the Source Code Computer,
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`as the Parties and QUALCOMM acknowledge and agree that the purpose
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`of the protections herein would be frustrated by such actions.
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`e.
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`Authorized Reviewer(s) are prohibited from bringing outside electronic
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`devices, including but not limited to laptops, floppy drives, zip drives, or
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`other hardware into the secure room, except as outlined in Paragraph 32(f).
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`Nor shall any cellular telephones, personal digital assistants (PDAs),
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`Blackberries, cameras, voice recorders, Dictaphones, external or portable
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`telephone jacks or other outside electronic devices be permitted inside the
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`secure room, except for medical devices, implants, or equipment reasonably
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`necessary for any legitimate medical reason.
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`f.
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`If any Authorized Reviewer(s) reviewing Non-Party QUALCOMM’s
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`Source Code seeks to take notes, all such notes will be taken on bound
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`(spiral or other type of permanently bound) notebooks. No loose paper or
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`other paper that can be used in a printer may be brought into the secure room.
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`In addition to taking notes on bound notebooks, an Authorized Reviewer
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`Case 2:22-md-03034-TGB ECF No. 126, PageID.8981 Filed 02/07/23 Page 16 of 29
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`may also bring a USB memory device to the secure room, to be inserted into
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`a notetaking laptop computer provided by the Producing Party or the
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`Producing Party’s vendor. The notetaking laptop computer shall be
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`configured with Microsoft Word, such that the Reviewing Party can create
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`or modify documents directly on the USB memory device plugged into the
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`notetaking laptop computer. The Receiving Party shall encrypt any file on
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`the USB memory device that contains confidential material s