Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 1 of 35
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`IN THE UNITED STATES DISTRICT COURT
`FOR THE WESTERN DISTRICT OF TEXAS
`WACO DIVISION
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`Plaintiff,
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`Defendants.
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`Plaintiff,
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`Defendant.
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`Plaintiff,
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`Case No. 6:21-cv-955-ADA
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`JURY TRIAL DEMANDED
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`Case No. 6:21-cv-1101-ADA
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`JURY TRIAL DEMANDED
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`Case No. 6:21-cv-1104-ADA
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`JURY TRIAL DEMANDED
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`AIRE TECHNOLOGY LTD.,
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`SAMSUNG ELECTRONICS CO., LTD. and
`SAMSUNG ELECTRONICS AMERICA, INC.,
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`AIRE TECHNOLOGY LTD.,
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`APPLE INC.
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`AIRE TECHNOLOGY LTD.,
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`GOOGLE LLC,
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`v.
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`v.
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`v.
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`Defendant.
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`AGREED PROTECTIVE ORDER
`REGARDING THE DISCLOSURE AND USE OF DISCOVERY MATERIALS
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`Plaintiff Aire Technology Limited (“Plaintiff”) and Defendants Samsung
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`Electronics Co., Ltd. and Samsung Electronics America, Inc. (“Samsung”), Apple Inc. (“Apple”),
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`and Google LLC (“Google”) (collectively, “Defendants”) anticipate that documents, testimony, or
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`AGREED PROTECTIVE ORDER – PAGE 1
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 2 of 35
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`information containing or
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`reflecting confidential, proprietary,
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`trade secret, and/or
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`commercially sensitive information are likely to be disclosed or produced during the course of
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`discovery, initial disclosures, and supplemental disclosures in this case and request that the
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`Court enter this Order setting forth the conditions for treating, obtaining, and using such
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`information.
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`Pursuant to Rule 26(c) of the Federal Rules of Civil Procedure, the Court finds
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`good cause for the following Agreed 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)
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`Protected Material designated under the terms of this Protective Order shall
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`be used by a Receiving Party solely for this case, and shall not be used directly or indirectly for
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`any other purpose whatsoever.
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`(b)
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`To the extent that any one of Defendants in this litigation provides Protected
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`Material under the terms of this Protective Order to Plaintiff, Plaintiff shall not share that material
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`with the other Defendants in this litigation, absent express written permission from the producing
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`Defendant. This Order does not confer any right to any one Defendant to access the Protected
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`Material of any other Defendant.
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`(c)
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`The Parties acknowledge that this Order does not confer blanket protections
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`on all disclosures during discovery, or in the course of making initial or supplemental disclosures
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`under Rule 26(a). Designations under this Order shall be made with care and shall not be made
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`absent a good faith belief that the designated material satisfies the criteria set forth below. If it
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`comes to a Producing Party’s attention that designated material does not qualify for protection at
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`AGREED PROTECTIVE ORDER – PAGE 2
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 3 of 35
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`all, or does not qualify for the level of protection initially asserted, the Producing Party must
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`promptly notify all other Parties that it is withdrawing or changing the designation.
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`2.
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`DEFINITIONS
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`(a)
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`“Discovery Material” means all items or information, including from any
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`non-party, regardless of the medium or manner generated, stored, or maintained (including, among
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`other things, testimony, transcripts, or tangible things) that are produced, disclosed, or generated
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`in connection with discovery or Rule 26(a) disclosures in this case.
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`(b)
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` “Outside Expert” or “Consultant” means (i) an outside expert or consultant
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`retained to assist Outside Counsel in this action and (ii) the outside expert’s or consultant’s direct
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`reports and other support personnel, such that the disclosure to an expert or consultant who
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`employs others within his or her firm to help in his or her analysis shall count as a disclosure to a
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`single consultant or expert. Such direct reports and other support personnel also must separately
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`meet the criteria set forth in Section 8(b)(iii) and separately agree to be bound by the provisions of
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`the Protective Order by signing a copy of Exhibit A.
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`(c)
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`“Outside Counsel” means (i) outside counsel who appear on the pleadings
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`as counsel for a Party and (ii) partners, associates, and staff of such counsel to whom it is
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`reasonably necessary to disclose the information for this litigation.
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`(d)
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`“Patents-in-suit” means U.S. Patent Nos. 8,581,706; 8,205,249; 8,174,360;
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`and—for Google and Samsung—8,816,827, as well as any other patent asserted in this action, as
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`well as any related patents, patent applications, provisional patent applications, continuations,
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`and/or divisionals.
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`(e)
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` “Party” means any party to this case, including all of its officers, directors,
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`employees, consultants, retained experts, and outside counsel and their support staffs.
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`AGREED PROTECTIVE ORDER – PAGE 3
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 4 of 35
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`(f)
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`“Producing Party” means any Party or non-party that discloses or produces
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`any Discovery Material in this case.
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`(g)
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`“Protected Material” means any Discovery Material that is designated as
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`“CONFIDENTIAL,” “CONFIDENTIAL - ATTORNEYS’ EYES ONLY,” or “CONFIDENTIAL
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`- OUTSIDE ATTORNEYS’ EYES ONLY - SOURCE CODE,” as provided for in this Order.
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`Protected Material shall not include: (i) advertising materials that have been actually published or
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`publicly disseminated; and (ii) materials that show on their face they have been disseminated to
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`the public.
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`(h)
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`“Receiving Party” means any Party who receives Discovery Material from
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`a Producing Party.
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`(i)
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` “Source Code” means computer code, scripts, assembly, binaries, object
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`code, source code listings (e.g., file names and path structure), descriptions of source code (e.g.,
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`descriptions of declarations, functions, and parameters), object code listings and descriptions of
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`object code, Hardware Description Language (HDL) or Register Transfer Level (RTL) files that
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`describe the hardware design of any ASIC or other chip, and Computer Aided Design (CAD) files
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`that describe the hardware design of any component.
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`3.
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`COMPUTATION OF TIME
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`The computation of any period of time prescribed or allowed by this Order shall be
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`governed by the provisions for computing time set forth in Federal Rules of Civil Procedure 6.
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`4.
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`SCOPE
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`(a)
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`The protections conferred by this Order cover not only Discovery Material
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`governed by this Order as addressed herein, but also any information copied or extracted
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`therefrom, as well as all copies, excerpts, summaries, or compilations thereof, plus testimony,
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`AGREED PROTECTIVE ORDER – PAGE 4
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 5 of 35
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`conversations, or presentations by Parties or their counsel in court or in other settings that might
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`reveal Protected Material.
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`(b)
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`Nothing in this Protective Order shall prevent or restrict a Producing Party’s
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`own disclosure or use of its own Protected Material for any purpose, and nothing in this Order
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`shall preclude any Producing Party from showing its Protected Material to an individual who
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`prepared the Protected Material.
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`(c)
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`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 Party
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`or by order of the Court.
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`(d)
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`This Order is without prejudice to the right 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, including,
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`without limitation, an order that certain matter not be produced at all.
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`5.
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`DURATION
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`Even after the termination of this case, the confidentiality obligations imposed by
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`this Order shall remain in effect until a Producing Party agrees otherwise in writing or a court order
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`otherwise directs.
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`6.
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`ACCESS TO AND USE OF PROTECTED MATERIAL
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`(a)
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` 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 without
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`limitation any other litigation, patent prosecution or acquisition, patent reexamination or reissue
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`proceedings, or any business or competitive purpose or function. Protected Material shall not be
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`distributed, disclosed or made available to anyone except as expressly provided in this Order.
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`AGREED PROTECTIVE ORDER – PAGE 5
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 6 of 35
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`(b)
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`Patent Prosecution and Acquisition Bar. Absent the written consent of the
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`Producing Party, any person on behalf of the Plaintiff who receives one or more items designated
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`“CONFIDENTIAL – ATTORNEYS’ EYES ONLY” or “CONFIDENTIAL – OUTSIDE
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`ATTORNEYS’ EYES ONLY – SOURCE CODE” by a Defendant shall not be involved, directly
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`or indirectly, in any of the following activities: (i) advising on, consulting on, preparing,
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`prosecuting, drafting, editing, and/or amending of patent applications, specifications, claims,
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`and/or responses to office actions, or otherwise affecting the scope of claims in patents or patent
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`applications relating to the functionality, operation, and design of NFC, RFID, and mobile payment
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`technologies (generally or as described in any Patents-in-suit), before any foreign or domestic
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`agency, including the United States Patent and Trademark Office; and (ii) the acquisition of patents
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`(including patent applications), or the rights to any such patents or patent applications with the
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`right to sublicense, relating to the functionality, operation, and design of NFC, RFID, and mobile
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`payment technologies. For the avoidance of doubt, these prohibitions are not intended to and shall
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`not preclude counsel from participating in proceedings or assisting in proceedings on behalf of a
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`Party challenging or defending the validity of any patent before a domestic or foreign tribunal
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`(including but not limited to, inter alia, a reissue proceeding, ex parte reexamination, inter partes
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`reexamination, inter partes review, post-grant review, or covered business method review)
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`provided that they do not advise on, consult on, prepare, draft, or edit any amendment to
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`specifications or claims in or based on those proceedings. These prohibitions shall begin when
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`access to “CONFIDENTIAL – ATTORNEYS’ EYES ONLY” or “CONFIDENTIAL – OUTSIDE
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`ATTORNEYS’ EYES ONLY – SOURCE CODE” materials are first received by the affected
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`individual, and shall end 18 months after the final resolution of this action, including all appeals.
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`AGREED PROTECTIVE ORDER – PAGE 6
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 7 of 35
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`(c)
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`Secure Storage, No Export. Protected Material must be stored and
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`maintained by a Receiving Party at a location in the United States and in a secure manner that
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`ensures that access is limited to the persons authorized under this Order. To ensure compliance
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`with applicable United States Export Administration Regulations, Protected Material may not be
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`exported outside the United States or released to any “Foreign Person” (even if within the United
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`States), as that term is defined in the United States Export Administration Regulations (“EAR”).
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`Each Party shall be responsible for its own compliance with Export Control Laws and Regulations
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`including but not limited to the EAR. For the avoidance of doubt, the definitions of “U.S.
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`Person(s)” and “Foreign Person(s)” in the EAR shall apply to this Protective Order in determining
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`the status of an individual.
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`(d)
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`Legal Advice Based on Protected Material. Nothing in this Protective Order
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`shall be construed to prevent counsel from advising their clients with respect to this case based in
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`whole or in part upon Protected Materials, provided counsel does not disclose the Protected
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`Material itself except as provided in this Order.
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`(e)
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`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 in any
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`way the use or disclosure of Discovery Material by a Receiving Party: (i) that is or has become
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`publicly known through no fault of the Receiving Party; (ii) that is lawfully acquired by or known
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`to the Receiving Party independent of the Producing Party; (iii) previously produced, disclosed,
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`and/or provided by the Producing Party to the Receiving Party or a non-party without an
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`obligation of confidentiality and not by inadvertence or mistake; (iv) with the consent of the
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`Producing Party; or (v) pursuant to order of the Court.
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`AGREED PROTECTIVE ORDER – PAGE 7
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 8 of 35
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`(f)
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`Cross-Production of Defendant Confidential Material. No Defendant is
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`required to produce its Protected Material to any other Defendant or Defendants, but nothing in
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`this Order shall preclude such production. Notwithstanding the provisions of this Protective Order,
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`Plaintiff shall not disclose one Defendant’s Protected Material to any other Defendant or
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`Defendants through Court filings, oral argument in Court, expert reports, deposition, discovery
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`requests, discovery responses, or any other means, without the express prior written consent of the
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`Defendant that produced the Protected Material.
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`7.
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`DESIGNATING PROTECTED MATERIAL
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`(a)
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`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 for such
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`designations as provided for herein: “CONFIDENTIAL,” “CONFIDENTIAL - ATTORNEYS’
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`EYES ONLY,” or “CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES ONLY - SOURCE
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`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 used in
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`Federal Rule of Procedure 34), and tangible things that meet the requirements for the
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`confidentiality designations listed in Paragraph 7(a) may be so designated by placing the
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`appropriate designation on every page of the written material prior to production. For digital files
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`being produced, the Producing Party may mark each viewable page or image with the appropriate
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`designation, and mark the medium, container, and/or communication in which the digital files were
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`contained. In the event that original documents are produced for inspection, the original
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`documents shall be presumed “CONFIDENTIAL – ATTORNEYS’ EYES ONLY” during the
`inspection and re-designated, as appropriate, during the copying process.
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`AGREED PROTECTIVE ORDER – PAGE 8
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 9 of 35
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`(c)
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`Native Files. Where electronic files and documents are produced in native
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`electronic format, such electronic files and documents shall be designated for protection under this
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`Order by appending to the file names or designators information indicating whether the file
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`contains
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` “CONFIDENTIAL,” “CONFIDENTIAL - ATTORNEYS’ EYES ONLY,” or
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`“CONFIDENTIAL - OUTSIDE ATTORNEYS’ EYES ONLY - SOURCE CODE,” material, or
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`shall use any other reasonable method for so designating Protected Materials produced in
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`electronic format. When electronic files or documents are printed for use at deposition, in a court
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`proceeding, or for provision in printed form to a pre-approved expert or consultant, 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 number
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`and designation associated with the native file.
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`(d)
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`Depositions and Testimony. Parties or testifying persons or entities may
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`designate depositions and other testimony with the appropriate designation by indicating on the
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`record at the time the testimony is given or by sending written notice of how portions of the transcript
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`of the testimony is designated within thirty (30) days of receipt of the transcript of the testimony.
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`If no indication on the record is made, all information disclosed during a deposition shall be
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`deemed “CONFIDENTIAL – ATTORNEYS’ EYES ONLY” until the time within which it may
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`be appropriately designated as provided for herein has passed. Any Party that wishes to disclose
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`the transcript, or information contained therein, may provide written notice of its intent to treat the
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`transcript as non-confidential, after which time, any Party that wants to maintain any portion of
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`the transcript as Protected Material must provide designations within ten (10) days or an otherwise
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`agreed-upon date or else the transcript may be treated as non-confidential. Any Protected Material
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`that is used in the taking of a deposition shall remain subject to the provisions of this Protective
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`AGREED PROTECTIVE ORDER – PAGE 9
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 10 of 35
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`Order, along with the transcript pages of the deposition testimony relating to such Protected
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`Material. In such cases the court reporter shall be informed of this Protective Order and shall be
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`required to operate in a manner consistent with this Protective Order. In the event the deposition
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`is videotaped, the original and all copies of the videotape shall be marked by the video technician
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`to indicate that the contents of the videotape are subject to this Protective Order, substantially along
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`the lines of “This videotape contains confidential testimony used in this case and is not to be
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`viewed or 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 parties.”
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`Counsel for any Producing Party shall have the right to exclude from oral depositions, other
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`than the deponent, deponent’s counsel, the reporter and videographer (if any), any person who
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`is not authorized by this Protective Order to receive or access Protected Material based on the
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`designation of such Protected Material. Such right of exclusion shall be applicable only during
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`periods of examination or testimony regarding such Protected Material.
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`8.
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`DISCOVERY MATERIAL DESIGNATED AS “CONFIDENTIAL”
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`(a)
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`A Producing Party may
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`designate Discovery Material
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`as
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`“CONFIDENTIAL” if it contains or reflects confidential, proprietary, and/or commercially
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`sensitive information.
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`(b)
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`Unless otherwise ordered by the Court, Discovery Material designated as
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`“CONFIDENTIAL” may be disclosed only to the following:
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`(i)
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`The Receiving Party’s Outside Counsel, such counsel’s immediate
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`paralegals and staff, and any copying or clerical litigation support services working at the direction
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`of such counsel, paralegals, and staff;
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`AGREED PROTECTIVE ORDER – PAGE 10
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 11 of 35
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`(ii)
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`Not more than three (3) representatives of the Receiving Party who
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`are officers or employees of the Receiving Party, who may be, but need not be, in-house counsel
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`for the Receiving Party, as well as their immediate paralegals and staff, to whom disclosure is
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`reasonably necessary for this case, provided that: (a) each such person has agreed to be bound by
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`the provisions of the Protective Order by signing a copy of Exhibit A; and (b) no unresolved
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`objections to such disclosure exist after proper notice has been given to all Parties as set forth
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`in Paragraph 12 below;
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`(iii) 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 such
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`work; and provided that: (a) such expert or consultant has agreed to be bound by the provisions
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`of the Protective Order by signing a copy of Exhibit A; (b) such expert or consultant is not a
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`current officer, director, or employee of a Party or of a competitor of a Party, nor anticipated at the
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`time of retention to become an officer, director or employee of a Party or of a competitor of a
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`Party; (c) such expert or consultant accesses the materials in the United States only, and does not
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`transport them to or access them from any foreign jurisdiction; and (d) no unresolved objections
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`to such disclosure exist after proper notice has been given to all Parties as set forth in Paragraph
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`12 below. Without the express prior written consent of the Defendant that produced the Protected
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`Material, no expert or consultant retained by a Defendant in this matter shall have access to
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`“CONFIDENTIAL – ATTORNEYS’ EYES ONLY” Discovery Material produced by another
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`Defendant in this matter;
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`(iv) Court reporters, stenographers, and videographers retained to record
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`testimony taken in this action;
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`(v)
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`The Court, jury, and court personnel;
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`AGREED PROTECTIVE ORDER – PAGE 11
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 12 of 35
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`(vi) Graphics, translation, design, and/or trial consulting personnel,
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`having first agreed to be bound by the provisions of the Protective Order by signing a copy of
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`Exhibit A;
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`(vii) Mock jurors who have signed an undertaking or agreement agreeing
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`not to publicly disclose Protected Material and to keep any information concerning Protected
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`Material confidential;
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`(viii) Any mediator who is 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 by this
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`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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`9.
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`DISCOVERY MATERIAL DESIGNATED AS “CONFIDENTIAL –
`ATTORNEYS’ EYES ONLY”
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`(a)
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`A Producing 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 that is
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`extremely confidential and/or sensitive in nature and the Producing Party reasonably believes that
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`the disclosure of such Discovery Material is likely to cause economic harm or significant
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`competitive disadvantage to the Producing Party. The Parties agree that the following information,
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`if non-public, shall be presumed to merit the “CONFIDENTIAL – ATTORNEYS’ EYES ONLY”
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`designation: trade secrets, pricing information, financial data, sales information, sales or
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`marketing forecasts or plans, business plans, sales or marketing strategy, product development
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`information, engineering documents, testing documents, employee information, and other non-
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`public information of similar competitive and business sensitivity.
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`AGREED PROTECTIVE ORDER – PAGE 12
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 13 of 35
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`(b)
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`Unless otherwise ordered by the Court, Discovery Material designated as
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`“CONFIDENTIAL – ATTORNEYS’ EYES ONLY” may be disclosed only to:
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`(i)
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`The Receiving Party’s Outside Counsel, provided that such Outside
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`Counsel is not involved in competitive decision-making, as defined by U.S. Steel v. United States,
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`730 F.2d 1465, 1468 n.3 (Fed. Cir. 1984), on behalf of a Party or a competitor of a Party, and such
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`Outside Counsel’s immediate paralegals and staff, and any copying or clerical litigation support
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`services working at the direction of such counsel, paralegals, and staff;
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`(ii) 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 such
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`work; and provided that: (a) such expert or consultant has agreed to be bound by the provisions
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`of the Protective Order by signing a copy of Exhibit A; (b) such expert or consultant is not a current
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`officer, director, or employee of a Party or of a competitor of a Party, nor anticipated at the time
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`of retention to become an officer, director, or employee of a Party or of a competitor of a Party;
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`(c) such expert or consultant is not involved in competitive decision-making, as defined by U.S.
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`Steel 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; (d) such expert or consultant accesses the materials in the United States
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`only, and does not transport them to or access them from any foreign jurisdiction; and (e) no
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`unresolved objections to such disclosure exist after proper notice has been given to all Parties as
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`set forth in Paragraph 12 below. Without the express prior written consent of the Defendant that
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`produced the Protected Material, no expert or consultant retained by a Defendant in this matter
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`shall have access to “CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES ONLY” Discovery
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`Material produced by another Defendant in this matter;
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`AGREED PROTECTIVE ORDER – PAGE 13
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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 14 of 35
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`(iii) Court reporters, stenographers and videographers retained to record
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`testimony taken in this action;
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`(iv)
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`(v)
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`The Court, jury, and court personnel;
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`Graphics, translation, design, and/or trial consulting personnel,
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`having first agreed to be bound by the provisions of the Protective Order by signing a copy of
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`Exhibit A;
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`(vi) Any mediator who is 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 by this
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`Protective Order; and
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`Party.
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`(vii) Any other person with the prior written consent of the Producing
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`(c)
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`In addition, a Party may disclose arguments and materials derived from
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`Discovery Material designated as “CONFIDENTIAL – ATTORNEYS’ EYES ONLY” to mock
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`jurors who have signed an undertaking or agreement agreeing not to publicly disclose Protected
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`Material and to keep any information concerning Protected Material confidential. A Party may
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`not disclose to mock jurors any original, as-produced materials or information (including, for
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`example, documents, deposition testimony, or interrogatory responses) produced by another Party
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`designated as “CONFIDENTIAL - ATTORNEYS’ EYES ONLY.”
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`10.
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`DISCOVERY MATERIAL DESIGNATED AS “CONFIDENTIAL –
`OUTSIDE ATTORNEYS’ EYES ONLY - SOURCE CODE”
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`(a)
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`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” if it comprises
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`or includes confidential, proprietary, and/or trade secret Source Code.
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`AGREED PROTECTIVE ORDER – PAGE 14
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`

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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 15 of 35
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`
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`(b)
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`Nothing in this Order shall be construed as a representation or admission
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`that Source Code is properly discoverable in this action, or to obligate any Party to produce any
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`Source Code.
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`(c)
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`Unless otherwise ordered by the Court, Discovery Material designated as
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`“CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES ONLY - SOURCE CODE” shall be
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`subject to the provisions set forth in Paragraph 11 below, and may be disclosed, subject to
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`Paragraph 11 below, solely to:
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`(i)
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`The Receiving Party’s Outside Counsel, provided that such Outside
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`Counsel is not involved in competitive decision-making, as defined by U.S. Steel v. United States,
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`730 F.2d 1465, 1468 n.3 (Fed. Cir. 1984), on behalf of a Party or a competitor of a Party, and such
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`Outside Counsel’s immediate paralegals and staff, and any copying or clerical litigation support
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`services working at the direction of such counsel, paralegals, and staff;
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`(ii)
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`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 such
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`work; and provided that: (a) such expert or consultant has agreed to be bound by the provisions of
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`the Protective Order by signing a copy of Exhibit A; (b) such expert or consultant is not a current
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`officer, director, or employee of a Party or of a competitor of a Party, nor anticipated at the time
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`of retention to become an officer, director or employee of a Party or of a competitor of a Party; (c)
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`such expert or consultant is not involved in competitive decision-making, as defined by U.S. Steel
`
`v. United States, 730 F.2d 1465, 1468 n.3 (Fed. Cir. 1984), on behalf of a Party or a competitor of
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`a Party; and (d) no unresolved objections to such disclosure exist after proper notice has been given
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`to all Parties as set forth in Paragraph 12 below. Without the express prior written consent of the
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`Defendant that produced the Protected Material, no expert or consultant retained by a Defendant
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`AGREED PROTECTIVE ORDER – PAGE 15
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`

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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 16 of 35
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`
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`in this matter shall have access to “CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES ONLY
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`- SOURCE CODE” Discovery Material produced by another Defendant in this matter;
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`(iii) Court reporters, stenographers and videographers retained to record
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`testimony taken in this action;
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`(iv)
`
`(v)
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`The Court, jury, and court personnel;
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`Any mediator who is 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 by this
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`Protective Order; and
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`Party.
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`(vi) Any other person with the prior written consent of the Producing
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`11. DISCLOSURE AND REVIEW OF SOURCE CODE
`
`(a)
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`Any Source Code that is produced by Plaintiff shall be made available for
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`inspection in electronic format at the Los Angeles office of its outside counsel, Russ August &
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`Kabat, or any other location mutually agreed by the Parties. Any Source Code that is produced
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`by Apple will be made available for inspection at the East Palo Alto office of its outside counsel,
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`Ropes & Gray LLP, or any other location mutually agreed by the Parties. Any source code that is
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`produced by Samsung will be made available for inspection at the Washington, D.C. office of its
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`outside counsel, Fish & Richardson P.C., or any other location mutually agreed by the Parties.
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`Any source code that is produced by Google will be made available for inspection at the Palo Alto
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`office of its outside counsel, Paul Hastings LLP, 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. and 6 p.m.
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`on business days (i.e., weekdays that are not Federal holidays), although the Parties will be
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`reasonable in accommodating reasonable requests to conduct inspections at other times.
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`AGREED PROTECTIVE ORDER – PAGE 16
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`

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`Case 6:21-cv-01101-ADA Document 30 Filed 04/25/22 Page 17 of 35
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`
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`(b)
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`Prior to the first inspection of any requested Source Code, the Receiving
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`Party shall provide fourteen (14) days notice of the Source Code that it wishes to inspect. The
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`Receiving Party shall provide three (3) business days notice prior to any additional inspections.
`
`(c)
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`Source Code
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`that
`
`is designated “CONFIDENTIAL - OUTSIDE
`
`ATTORNEYS’ EYES ONLY - SOURCE CODE” shall be produced for inspection and review
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`subject to the following provisions, unless otherwise agreed by the Producing Party:
`
`(i)
`
`All Source Code shall be made available by the Producing Party to
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`the Receiving Party’s outside counsel and/or experts in a secure room on a secured computer
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`without Internet access or network access to other computers and on which all access ports have
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`been disabled (except for one printer port), as necessary and appropriate to prevent and protect
`
`against any unauthorized copying, transmission, removal or other transfer of any Source Code
`
`outside or away from the computer on which the Source Code is provided for inspection (the
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`“Source Code Computer” in the “Source Code Review Room”). The Producing Party shall install
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`tools that are sufficient for viewing and searching the code produced, on the platform produced, if
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`such tools exist and are presently used in the ordinary course of the Producing Party’s business.
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`The Receiving Party’s outside counsel and/or experts may request that commercially available
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`software tools for viewing and searching Source Code be installed on the secured computer,
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`provided, however, that (a) the Receiving Party possesses an appropriate license to such software
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`tools; (b) the Producing Party approves such software tools; and (c) such other software tools are
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`reasonably necessary for the Receiving Party to perform its review of the Source Code consistent
`