Case 1:13-cv-00919-JLH Document 605 Filed 09/08/23 Page 1 of 7 PageID #: 61923
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`IN THE UNITED STATES DISTRICT COURT
`FOR THE DISTRICT OF DELAWARE
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`ARENDI S.A.R.L.,
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`Plaintiff,
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`v.
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`GOOGLE LLC,
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`Defendant.
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`C.A. No. 13-919-JLH
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`REDACTED VERSION
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`NON-PARTIES SAMSUNG ELECTRONICS CO., LTD. AND SAMSUNG
`ELECTRONICS AMERICA, INC.’S RENEWED
`UNOPPOSED MOTION TO SEAL PORTIONS OF
`THE TRIAL TRANSCRIPTS AND EXHIBITS
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`Non-parties Samsung Electronics Co., Ltd. and Samsung Electronics America, Inc.
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`(collectively, “Samsung”), by and through their attorneys, hereby renews their motion to seal
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`limited portions of the trial transcript and certain exhibits containing Samsung’s highly
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`confidential business information relating to its settlement and licensing agreements. In
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`accordance with the Court’s August 28, 2023, Oral Order (D.I. 602), Samsung has made diligent
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`efforts to reduce the number of redactions it is requesting to relate only those portions of the
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`transcripts that contain truly confidential information and/or trade secrets disclosed while the
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`courtroom was sealed. Pursuant to D. Del. L.R. 7.1.1, Samsung has conferred with Arendi
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`S.A.R.L. (“Arendi”)1 and Google LLC (“Google”) to determine whether they oppose this request
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`1 Although Arendi does not oppose Samsung’s request to seal portions of the transcripts and the
`exhibit identified in this motion, Arendi indicated that its non-opposition should not be
`interpreted as agreement that such information is properly subject to sealing.
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`1
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`Case 1:13-cv-00919-JLH Document 605 Filed 09/08/23 Page 2 of 7 PageID #: 61924
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`to seal, and both parties have indicated that they do not oppose. Samsung’s proposed redactions
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`are set forth in the attached sealed Exhibits.2
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`I.
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`FACTUAL BACKGROUND
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`At a jury trial from April 24, 2023, to May 2, 2023, this Court elicited testimony and
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`admitted an exhibit related to Samsung’s settlement and licensing agreement with Arendi.
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`During the trial, the Court heard testimony related to a Settlement and Patent License Agreement
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`between Samsung and Arendi (the “Samsung-Arendi Agreement”), admitted into evidence as
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`PX-77 (also referenced at trial as DTX-283). For example, the damages experts for both Arendi
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`and Google discussed the Samsung-Arendi Agreement, including confidential terms such as the
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`amount paid by Samsung in the agreement. See Apr. 26 Tr., infra Section III(2); May 1 Tr.,
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`infra Section III(3). Attorneys for the parties also engaged in discussions of the Samsung-Arendi
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`Agreement and its terms in arguments to the Court. See e.g., Apr. 24 Tr., infra Section III(1).
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`On June 8, 2023, Samsung filed a notice of intent to redact and/or seal limited portions of
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`the trial transcripts. D.I. 564. On June 20, 2023, Samsung filed a stipulation and proposed order
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`by which Arendi and Google agreed to allow Samsung’s outside counsel access to portions of
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`the trial transcript with third-party confidential information unrelated to Samsung or its
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`agreements with Arendi redacted. D.I. 572. The Court ordered that stipulation on June 22, 2023.
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`D.I. 573. Samsung received the redacted transcripts from Arendi’s counsel on July 28, 2023,
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`and the Samsung-Arendi Agreement (Exhibit PX-77 (also referenced at trial as DTX-283)) on
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`July 31, 2023.
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`2 As Samsung received trial transcripts that have been previously redacted for confidential
`information related to third parties (D.I. 572), its proposed redactions are shown as highlighted,
`rather than redacted.
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`2
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`Case 1:13-cv-00919-JLH Document 605 Filed 09/08/23 Page 3 of 7 PageID #: 61925
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`On August 14, 2023, Samsung filed its Motion to Seal Portions of Trial Transcripts and
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`Exhibits (the “Motion”). D.I. 598. On August 28, 2023, the Court denied Samsung’s Motion
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`without prejudice to renew. D.I. 602.
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`Samsung notes that non-parties Apple, Inc. (“Apple”) and Microsoft Corp. (“Microsoft”)
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`filed motions to seal similar portions of the trial transcripts and exhibits on May 3, 2023, and
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`July 21, 2023, respectively. D.I. 537, 587. Apple’s motion was granted on June 6, 2023, while
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`Microsoft’s motion was granted on July 24, 2023. D.I. 562, 591.
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`II.
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`LEGAL STANDARD
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`There is “a ‘strong presumption’ that the public and the media [are] entitled to access”
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`judicial records. Bank of Am. Nat. Tr. & Sav. Ass’n v. Hotel Rittenhouse Assocs., 800 F.2d 339,
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`343 (3d Cir. 1986). That presumption, however, is “not absolute,” and may be rebutted if a party
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`can show “that the interest in secrecy outweighs the presumption.” In re Avandia Mktg., Sales
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`Pracs. & Prod. Liab. Litig., 924 F.3d 662, 672 (3d Cir. 2019) (quoting Bank of Am., 800 F.2d at
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`344). A party seeking to seal portions of a judicial record “must articulate ‘the compelling,
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`countervailing interests to be protected,’ make ‘specific findings on the record concerning the
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`effects of disclosure,’ and ‘provide[ ] an opportunity for interested third parties to be heard.’” Id.
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`at 672-73 (quoting In re Cendant Corp., 260 F.3d 183, 194 (3d Cir. 2001)). The Third Circuit
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`has found that “if a case involves private litigants, and concerns matters of little legitimate public
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`interest, that should be a factor weighing in favor of granting or maintaining an order of
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`confidentiality.” Pansy v. Borough of Stroudsburg, 23 F.3d 772, 788 (3d Cir. 1994).
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`Discussions of settlement and licensing agreements in judicial records are commonly
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`found to rebut the presumption of access and are thus protected from disclosure by the courts.
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`See Amgen Inc. v. Amneal Pharms. LLC, No. 16-853-MSG, 2021 WL 4133516, at *6 (D. Del.
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`Sept. 10, 2021) (quoting Littlejohn v. Bic Corp., 851 F.2d 673, 678 (3d Cir. 1988)) (stating that
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`Case 1:13-cv-00919-JLH Document 605 Filed 09/08/23 Page 4 of 7 PageID #: 61926
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`the “disclosure of…settlement agreements is not necessary to provide the public with a
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`‘complete understanding of the judicial system and a better perception of its fairness.’”); Kaleo,
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`Inc. v. Adamis Pharms. Corp., No. 19-917-RGA, 2019 WL 11680196, at *2 (D. Del. July 16,
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`2019) (finding good cause to seal “details of, discussion of, and/or reference surrounding
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`licensing negotiations.”); Delaware Display Grp. LLC v. LG Elecs. Inc., 221 F. Supp. 3d 495,
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`497 (D. Del. 2016) (finding it appropriate to seal details such as “the pricing terms in license
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`agreements, some other non-public financial information, trade secrets, and other proprietary
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`technology.”)
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`III.
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`INFORMATION TO BE SEALED
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`Samsung respectfully requests that limited portions of the trial transcripts and Exhibit
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`PX-77 (also referenced at trial as DTX-283) be sealed, consistent with the Rules and the law of
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`this Court and the Third Circuit. With regard to the non-redacted parts of the transcripts to
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`which it received access,3 Samsung requests sealing of the confidential information located on
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`the following pages and lines:
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`1) April 24 Transcript (Ex. A):
`a. Pg. 159, l. 15
`b. Pg. 160, ll. 8, 12-13, 15-17,
`c. Pg. 161, ll. 8-10
`d. Pg. 233, ll. 3-5, 7, 10-13, 22
`e. Pg. 234, ll. 1, 2, 19, 20, 25
`f. Pg. 235, ll. 1, 3-7, 25
`g. Pg. 236, ll. 1, 3-9,13-15,17-22
`h. Pg. 237, ll. 2, 3, 5, 6, 11, 12, 18, 20-22
`i. Pg. 238, ll. 3-5, 6, 8, 9, 15-16, 22-25
`j. Pg. 239, ll. 1-6, 9-10
`k. Pg. 247, ll. 22-25
`l. Pg. 248, ll. 1-2, 15-21
`m. Corresponding portions of the index related to these redactions
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`3 Samsung has received versions of trial transcripts that contained third-party redactions from
`Arendi’s counsel, in accordance with the Court’s order. D.I. 573. To the extent that those
`transcripts differ from the sealed transcripts filed as D.I. 577-585, Samsung requests that the
`confidential information highlighted in Exs. A-C control.
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`Case 1:13-cv-00919-JLH Document 605 Filed 09/08/23 Page 5 of 7 PageID #: 61927
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`2) April 26 Transcript (Ex. B):
`a. Pg. 578, ll. 24
`b. Pg. 581, ll. 19-22
`c. Pg. 592, ll. 22, 24-25
`d. Pg. 593, ll. 3-4
`e. Pg. 627, l. 11-12
`f. Pg. 628, l. 2, 5
`g. Corresponding portions of the index related to these redactions
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`3) May 1 Transcript (Ex. C):
`a. Pg. 1291, l. 6
`b. Pg. 1295, l. 9
`c. Pg. 1297, ll. 18-19
`d. Pg. 1299, ll. 17-18
`e. Pg. 1300, ll. 12, 21
`f. Pg. 1301, l. 11
`g. Corresponding portions of the index related to these redactions
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`4) Exhibits PX-77 (also referenced at trial as DTX-283) (Samsung-Arendi Settlement and
`Patent License Agreement) (Ex. D) in its entirety
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`IV. ARGUMENT
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`The confidential information that Samsung seeks to seal relates to the Samsung-Arendi
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`Agreement, which was introduced at trial as Exhibit PX-77 (also referenced at trial as DTX-283).
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`The redactions that Samsung requests all relate to discussions of the terms and/or details of the
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`Samsung-Arendi Agreement and are narrowly tailored to redact confidential information related
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`to that agreement.
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`As explained in the Declaration of Cheolwoo Ahn (the “Ahn Decl.”) (D.I. 599),
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`previously filed, the Samsung-Arendi Agreement contains highly confidential information
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`related to Samsung’s settlement and licensing activities, including financial terms and other
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`competitive materials. Ahn Decl. ¶ 6. Samsung expends significant resources to maintain the
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`security and confidentiality of documents such as the Samsung-Arendi Agreement. Id. ¶ 7. The
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`disclosure of information from such documents would cause Samsung serious harm, in that
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`litigants and/or licensors would become aware of the terms on which it has licensed patents and
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`Case 1:13-cv-00919-JLH Document 605 Filed 09/08/23 Page 6 of 7 PageID #: 61928
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`settled litigation, thereby undermining Samsung’s ability to negotiate commercially favorable
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`agreements in the future. Id. ¶ 8.
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`The Third Circuit and courts in this District have consistently recognized the need to seal
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`confidential information such as the “details of, discussion of, and/or reference surrounding
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`licensing negotiations.” Kaleo, Inc. v. Adamis Pharms. Corp., No. 19-917-RGA, 2019 WL
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`11680196, at *2 (D. Del. July 16, 2019). Indeed, where non-parties are involved, this District
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`has given greater weight to their risk of injury in the absence of a protective order, because they
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`did not choose to litigate and risk disclosure. United States v. Dentsply Int’l, Inc., 187 F.R.D.
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`152, 160 n.7 (D. Del. 1999). As explained above, Samsung faces serious, irreversible harm if the
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`details of its licensing and settlement agreement with Arendi are made public. And as a non-
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`party, Samsung had no choice in disclosing its confidential information. As a result, the
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`Samsung-Arendi Agreement and related discussions in the trial transcripts fall squarely within
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`the scope of information that should be sealed because “the interest in secrecy outweighs the
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`presumption.” In re Avandia Mktg., 924 F.3d at 672 (quoting Bank of Am., 800 F.2d at 344).
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`V.
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`CONCLUSION
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`For the foregoing reasons, Samsung respectfully requests that the Court seal its
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`confidential information related to Samsung’s settlement and license agreement with Arendi, as
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`identified in Section III(1)-(4) above.
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`Case 1:13-cv-00919-JLH Document 605 Filed 09/08/23 Page 7 of 7 PageID #: 61929
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`OF COUNSEL:
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`R. Paul Zeineddin
`BLANK ROME LLP
`1825 Eye Street NW
`Washington, DC 20006
`(202) 420-2200
`paul.zeineddin@blankrome.com
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`YOUNG CONAWAY STARGATT &
`TAYLOR, LLP
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`/s/Adam W. Poff___________________
`Adam W. Poff (No. 3990)
`Samantha G. Wilson (No. 5816)
`1000 North King Street
`Wilmington, DE 19801
`(302) 571-6600
`apoff@ycst.com
`swilson@ycst.com
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`Attorneys for Non-Parties Samsung Electronics
`Co., Ltd. and Samsung Electronics America, Inc.
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