Case 1:18-cv-00318-RGA-SRF Document 60 Filed 08/20/19 Page 1 of 39 PageID #: 10970
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`"
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`IN THE UNITED STATES DISTRICT COURT
`DISTRICT OF DELA WARE
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`No. 16-1266-RGA
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`No. 18-01-RGA
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`No. 18-318-RGA
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`IPA TECHNOLOGIES, INC.,
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`Plaintiff,
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`V.
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`AMAZON.COM, INC., and AMAZON
`DIGITAL SERVICES, LLC,
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`Defendants.
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`IPA TECHNOLOGIES, INC. ,
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`Plaintiff,
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`V.
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`MICROSOFT CORPORATION,
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`Defendant.
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`IPA TECHNOLOGIES, INC.,
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`Plaintiff,
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`V.
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`GOOGLELLC,
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`Defendant.
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`PROTECTIVE ORDER
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`WHEREAS, Plaintiff IPA Technologies, Inc. ("IPA Technologies") and Defendants
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`Amazon.com Inc., Amazon Digital Services, LLC (together, "Amazon"), Microsoft Corporation
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`("Microsoft"), and Google, LLC ("Google"), hereafter referred to as "the Parties," believe that
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`r
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`certain information that is or will be encompassed by discovery demands by the Parties involves
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`the production or disclosure of trade secrets, confidential business information, or other
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`proprietary information;
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`WHEREAS, there is a possibility that documents relevant to this proceeding may contain
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`sensitive personal information that is protected under federal, state or foreign data protection
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`laws or regulations, or other privacy obligations;
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`WHEREAS, the Parties seek a protective order limiting disclosure thereof in accordance
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`with Federal Rule of Civil Procedure 26(c):
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`THEREFORE, it is hereby stipulated among the Parties and ORDERED that :
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`1.
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`Each Party may designate for protection under this Order, in whole
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`or in part, any document, information or material that constitutes or includes, in
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`whole or in part, confidential or proprietary information or trade secrets of the Party
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`or a Third Party to whom the Party reasonably believes it owes an obligation of
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`confidentiality with respect to such document, information or material ("Protected
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`Material"). Protected Material shall be designated by the Party producing it by
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`affixing a legend or stamp on such document, information or material as follows:
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`"CONFIDENTIAL," "HIGHLY CONFIDENTIAL - ATTORNEYS ' EYES
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`ONLY," or "HIGHLY CONFIDENTIAL SOURCE CODE" (or substantially
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`similar designations) ("Designated Material"). The designation shall be placed
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`clearly on each page of the Protected Material ( except deposition and hearing
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`transcripts and natively produced documents) for which such protection is sought.
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`For deposition and hearing transcripts, the designation shall be placed on the cover
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`page of the transcript (if not already present on the cover page of the transcript when
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`Case 1:18-cv-00318-RGA-SRF Document 60 Filed 08/20/19 Page 3 of 39 PageID #: 10972
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`received from the court reporter) by each attorney receiving a copy of the transcript
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`after that attorney receives notice of the designation of some or all of that transcript.
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`For natively produced Protected Material, the designation shall be placed in the
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`filename of each such natively produced document.
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`2.
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`With respect to Designated Material, 1 subject to the provisions
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`herein and unless otherwise stated, this Order governs, without limitation: (a) all
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`documents, electronically stored information, and/or things as defined by the Federal
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`Rules of Civil Procedure; (b) all pretrial, hearing or deposition testimony, or
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`documents marked as exhibits or for identification in depositions and hearings; ( c)
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`pretrial pleadings, exhibits to pleadings and other court filings; ( d) affidavits; and
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`( e) stipulations. All copies, reproductions, extracts, digests and complete or partial
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`summaries prepared from any Designated Materials shall also be considered
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`Designated Material and treated as such under this Order.
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`3.
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`A designation of Protected Material (e.g., "CONFIDENTIAL,"
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`"HIGHLY CONFIDENTIAL - ATTORNEYS' EYES ONLY," or "HIGHLY
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`CONFIDENTIAL SOURCE CODE") may be made at any time. Inadvertent or
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`unintentional production of documents, information or material that should have
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`been Designated Material shall not be deemed a waiver in whole or in part of a claim
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`for confidential treatment. Any party that inadvertently or unintentionally produces
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`Protected Material without designating it as Designated Material may request
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`1 The term Designated Material is used throughout this Protective Order to refer to the class of
`materials designated as "CONFIDENTIAL," "HIGHLY CONFIDENTIAL - ATTORNEYS'
`EYES ONLY," or "HIGHLY CONFIDENTIAL SOURCE CODE," both individually and
`collectively.
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`3
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`•
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`Case 1:18-cv-00318-RGA-SRF Document 60 Filed 08/20/19 Page 4 of 39 PageID #: 10973
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`destruction of that Protected Material by notifying the recipient(s) in writing, as soon
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`as reasonably possible after the producing Party becomes aware of the inadvertent
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`or unintentional disclosure, and provide replacement Protected Material that is
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`properly designated within five (5) calendar days of that notice. The recipient(s)
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`shall then destroy all copies of the inadvertently or unintentionally produced
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`Protected Materials. For clarity, this provision does not apply to privileged material,
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`which is governed by Paragraph 15.
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`4.
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`"CONFIDENTIAL" documents, information and material may be
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`disclosed only to the following persons, except upon receipt of the prior written
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`consent of the designating party, upon order of the Court, or as set forth in paragraph
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`15 herein:
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`outside counsel of record in this Action2 for the Parties;
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`employees of such counsel assigned to and reasonably necessary to assist such
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`a.
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`b.
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`counsel in the litigation of this Action;
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`c.
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`up to two in-house counsel for the Parties who are members in good standing of at
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`least one state bar, province or territory and have responsibility for making decisions
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`dealing directly with the litigation of this Action and their paralegals. Prior to viewing
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`"CONFIDENTIAL" materials, any in-house counsel resident outside the territorial United
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`States shall sign the undertaking attached hereto as Appendix B;
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`d.
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`two employees of a Party who are assisting in-house counsel with the litigation of
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`this Action.
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`2 This "Action" means Case Nos. 1: 16-cv-0 1266; 1: 18-cv-00001; and 1: 18-cv-00318.
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`4
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`•
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`e.
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`outside consultants or experts3 (i.e., not existing employees or affiliates of a Party
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`or an affiliate of a Party) retained for the purpose of this litigation, provided that such
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`consultants or experts are not presently employed by the Parties hereto for purposes other
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`than this Action. 4 Before access is given, the consultant or expert shall complete the
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`undertaking attached as Appendix A hereto and the same shall be served upon any
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`producing Party with a current curriculum vitae of the consultant or expert at least ten ( 10)
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`days before access to the Protected Material is to be given to that consultant. However,
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`the producing Party may notify the receiving Party in writing that it objects to disclosure
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`of Protected Material to a consultant or expert. The producing Party waives objection to
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`disclosure of its Designated Material by a receiving Party to an identified outside
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`consultant or expert of a receiving Party if the Producing Party provides no written
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`objection within ten (10) days of service by a receiving Party of the Appendix A and
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`current curriculum vitae of the identified outside consultant or expert. Such a waiver shall
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`not preclude a Producing Party from raising an objection at a later time with respect to
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`Protected Material if a party believes in good faith that newly disclosed or discovered
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`3 For any such person, the curriculum vitae shall identify his/her (i) current employer(s), (ii) each
`person or entity from whom s/he has received compensation or funding for work in his or her areas
`of expertise or to whom the s/he has provided professional services, including in connection with
`a litigation, at any time during the preceding five years; (iii) (by name and number of the case,
`filing date, and location of court) any litigation in connection with which s/he has offered expert
`testimony, including through a declaration, report, or testimony at a deposition or trial, during the
`preceding five years; and (iv) and an identification of any patents or patent applications in which
`the technical advisor is identified as an inventor or applicant, is involved in prosecuting or
`maintaining, or has any pecuniary interest. If such consultant or expert believes any of this
`information is subject to a confidentiality obligation to a third-party, then the s/he should provide
`whatever information can be disclosed without violating any confidentiality agreements, and the
`Party seeking to disclose Protected Material to the consultant or expert shall be available to meet
`and confer with the designating Party regarding any such engagement.
`4 For avoidance of doubt, an independent expert or consultant retained (as opposed to employed)
`by a Party on another litigation would not be precluded under this section.
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`5
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`information about the expert, had it been known at the time the outside consultant or expert
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`was disclosed, would have warranted such an objection. The Parties agree to promptly
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`confer and use good faith to resolve any such objection. If the Parties are unable to resolve
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`any objection, the producing Party may file a motion with the Court within fifteen (15)
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`days of the notice, or within such other time as the Parties may agree, seeking a protective
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`order with respect to the proposed disclosure. The producing Party shall have the burden
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`of proving the need for a protective order. No disclosure shall occur until all such
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`objections are resolved by agreement or Court order;
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`f.
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`independent litigation support services, including persons working for or as court
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`reporters, graphics or design services, jury or trial consulting services, and photocopy,
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`document imaging, and database services retained by counsel and reasonably necessary
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`to assist counsel with the litigation of this Action; and
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`g.
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`the Court and its personnel and any mutually-agreed upon mediator or court-
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`appointed mediator who has otherwise signed the undertaking for this Protective Order.
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`5.
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`A Party shall designate documents, information or material as
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`"CONFIDENTIAL" only upon a good faith belief that the documents, information
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`or material contains confidential or proprietary information or trade secrets of the
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`Party or a Third Party to whom the Party reasonably believes it owes an obligation
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`of confidentiality with respect to such documents, information or material.
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`6.
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`Documents, information or material produced in this Action,
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`including but not limited to Protected Material designated as Designated Material,
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`and the knowledge of the existence of such Protected Material (i) shall be used by
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`the Parties only in the litigation of this Action or any related appellate proceeding,
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`(ii) shall not be used for any business purpose or any other purpose, such as in
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`connection with any legal or administrative proceeding, including but not limited to
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`any proceeding at the U.S . Patent and Trademark Office (or any similar agency of a
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`foreign government), or directly or indirectly for any other purpose whatsoever and
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`(iii) shall not be disclosed to any person who is not entitled to receive such Protected
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`Material as herein provided. All produced Protected Material shall be carefully
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`maintained so as to preclude access by persons who are not entitled to receive such
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`Protected Material, and any person or entity who obtains access to Designated
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`Material or the contents thereof pursuant to this Order shall not make any copies,
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`duplicates, extracts, summaries or descriptions of such Designated Material or any
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`portion thereof except as may be reasonably necessary in the litigation of this Action.
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`Any such copies, duplicates, extracts, summaries or descriptions shall be classified
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`Designated Materials with the same confidentiality designation as the source
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`material, and subject to all of the terms and conditions of this Order.
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`7.
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`To the extent a producing Party believes that certain Protected
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`Material qualifying to be designated CONFIDENTIAL is so sensitive that its
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`dissemination deserves even further limitation, the producing Party may designate
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`such Protected Material "HIGHLY CONFIDENTIAL - ATTORNEYS ' EYES
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`ONLY," or to the extent such Protected Material includes computer source code5
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`5 "Source code" means computer code, formulas , engineering specifications, or schematics that
`define or otherwise describe in detail the algorithms or structure of software or hardware designs.
`Source code includes source code, object code (i.e., computer instructions and data definitions
`expressed in a form suitable for input to an assembler, compiler, or other translator), microcode,
`register transfer language ("RTL"), firmware, and hardware description language ("HDL"), as well
`as any and all programmer notes, annotations, and other comments of any type related thereto and
`accompanying the code. For avoidance of doubt, this includes, but is not limited to, source files ,
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`and/or live data (that is, data as it exists residing in a database or databases)
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`(individually and collectively "Source Code Material"), the producing Party may
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`designate such Protected Material as "HIGHLY CONFIDENTIAL SOURCE
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`CODE."
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`8.
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`For Protected Material designated HIGHLY CONFIDENTIAL -
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`ATTORNEYS' EYES ONLY, access to, and disclosure of, such Protected Material
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`shall be limited to individuals listed in paragraphs 4(a-b) and (e-g).
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`9.
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`For Source Code Material designated HIGHLY CONFIDENTIAL
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`SOURCE CODE, access to, and disclosure of, such Source Code Material shall be
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`limited to individuals listed in paragraphs 4(a-b), (e), and (g), and the following
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`additional restrictions apply:
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`a.
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`Access to a Party's Source Code Material shall be provided only on "stand-alone"
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`computer(s) (that is, the computer may not be linked to any network, including a local
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`area network ("LAN"), an intranet or the Internet). The standalone computer shall be a
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`current vintage, Windows-based laptop or desktop computer having at least 4 gigabytes
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`of memory, shall have a mouse, and a screen with a minimum size of fifteen inches, and
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`shall be connectable to a second screen supplied by the receiving party at the receiving
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`party' s option. The stand-alone computer(s) may only be located within the continental
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`United States at the offices of the producing Party's outside counsel. Specifically, unless
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`otherwise agreed to by the parties, the stand-alone computer will be located as follows:
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`make files, intermediate output files, executable files, header files , resource files , library files ,
`module definition files , map files, object files, linker files, browse info files , debug files, and files
`containing source code in C, C++, BREW, Java ME, J2ME, assembler, digital signal processor
`(DSP) programming languages, VHDL, Verilog, other HDL formats, and any other human
`readable text programming languages.
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`(1) for the Amazon Defendants at the offices of Fenwick & West LLP; (2) for Microsoft
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`at the offices of Sidley Austin LLP; and (3) for Google at the offices of Jones Day.
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`b.
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`The stand-alone computer(s) shall have disk encryption and be password protected.
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`Use or possession of any outside electronic input/output device ( e.g., USB memory stick,
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`mobile phone, tablet, personal digital assistants (PDAs), Blackberries, Dictaphones, voice
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`recorders, external or portable telephone jack, camera or any camera-enabled device, CD,
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`floppy disk, portable hard drive, laptop, or any device that can access the Internet or any
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`other network or external system, etc.) is prohibited while accessing the computer
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`containing the source code. All persons entering the locked room containing the stand(cid:173)
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`alone computer(s) must agree to submit to reasonable security measures to ensure they are
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`not carrying any prohibited items before they will be given access to the stand-alone
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`computer(s). The producing Party may periodically "check in" on the activities of the
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`receiving Party' s representatives during any stand-alone computer review and may
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`visually monitor the activities of the receiving Party's representatives from outside the
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`room in which the stand-alone computer(s) is located, but only to ensure that no
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`unauthorized electronic records of the Source Code Material and no information
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`concerning the Source Code Material are being created or transmitted in any way. The
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`producing Party must remain at such a distance as to avoid viewing notes or other work
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`product generated by the receiving Party's representatives and at such a distance to allow
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`representatives of the receiving Party' s to carry on a quiet conversation without being
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`overheard by the producing Party. The producing Party may not record (visually, audibly
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`or by other means) the activities of the receiving Party's representatives.
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`c.
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`Source Code Material will be made available for inspection between the hours of 9
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`a.m. and 5 :00 p.m. (in the time zone where the Source Code Material is made available)
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`on business days (i.e., weekdays that are not Federal holidays), although the Parties will
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`be reasonable in accommodating reasonable requests to conduct inspections at other
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`times;
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`d.
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`A list of names of persons who will review Source Code Material on the stand(cid:173)
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`alone computer(s) will be provided to the producing Party in conjunction with any written
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`(including email) notice requesting inspection. Prior to the first inspection of any Source
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`Code Material made available by the Producing Party, the receiving Party shall provide
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`five (5) days' notice that it wishes to inspect Source Code Material. The receiving Party
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`shall provide three (3) days' notice prior to any additional inspections. Such notice shall
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`include the names and titles for every individual from the receiving Party who will attend
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`the inspection. The producing Party may maintain a daily log of the names of persons who
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`enter the locked room to view the source code and when they enter and depart. To the
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`extent practical and reasonable, the Parties agree to accommodate requests for inspection
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`on a shorter timeframe, particularly when the needs of the case and case schedule require
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`more immediate access by the receiving Party to the requested Source Code Material.
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`Similarly, the receiving Party shall make good faith efforts to reasonably accommodate
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`scheduling limitations identified by the producing Party;
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`e.
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`The Parties agree to cooperate in good faith such that maintaining the producing
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`Party's Source Code Material at the offices of its outside counsel shall not unreasonably
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`hinder the receiving Party' s ability to efficiently and effectively conduct the prosecution
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`or defense of this Action, which includes making the Source Code Material available for
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`inspection until the conclusion of expert discovery. A Party may make a good faith
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`request for additional inspection of Source Code Material after the close of expert
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`discovery for the limited purpose of rebutting new arguments or positions raised for the
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`first time by the opposing Party after the close of expert discovery, and such good faith
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`requests will not be unreasonably withheld.
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`f.
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`The producing Party shall provide the receiving Party with information explaining
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`how to start, log on to, and operate the stand-alone computer(s) in order to access the
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`produced Source Code Material on the stand-alone computer(s);
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`g.
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`The producing Party will produce Source Code Material in computer searchable
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`format on the stand-alone computer(s) as described above;
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`h.
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`Access
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`to
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`any one Party's Protected Material designated HIGHLY
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`CONFIDENTIAL SOURCE CODE shall be limited to outside counsel and up to four (4)
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`outside consultants or experts6 (i.e., not existing employees or affiliates of a Party or an
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`affiliate of a Party) retained for the purpose of this litigation and approved to access such
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`Protected Materials pursuant to paragraph 4(e) above. A receiving Party may include
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`excerpts of Source Code Material in a pleading, exhibit, expert report, discovery
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`document, deposition transcript, or other Court document (hereinafter, "Source Code
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`Documents") only to the extent necessary, provided that the Source Code Documents are
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`appropriately marked under this Order, restricted to those who are entitled to have access
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`to them as specified herein, and, if filed with the Court, filed under seal in accordance
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`with the Court' s rules, procedures and orders;
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`6 For the purposes of this paragraph, an outside consultant or expert does not include the outside
`consultant's or expert's direct reports and other support personnel.
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`1.
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`To the extent portions of Source Code Material are quoted in a Source Code
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`Document, either (1) the entire Source Code Document will be stamped and treated as
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`HIGHLY CONFIDENTIAL SOURCE CODE or (2) those pages containing quoted
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`Source Code Material will be separately stamped and
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`treated as HIGHLY
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`CONFIDENTIAL SOURCE CODE. However, for clarity and consistent with paragraph
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`7, production documents describing how source code operates (for example, architecture
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`documents, program manuals, process flow descriptions, PowerPoint presentations, etc.)
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`may not be stamped as HIGHLY CONFIDENTIAL SOURCE CODE solely for the
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`purpose of limiting access of such documents to persons authorized per section 9(g), such
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`production documents are not themselves considered Source Code Material, and such
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`production documents should be produced and transmitted to receiving parties via the
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`same transmission methods as documents designated CONFIDENTIAL or HIGHLY
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`CONFIDENTIAL - ATTORNEYS' EYES ONLY, and n_ot via paragraph 9(a) of this
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`Protective Order. To the extent any documents (for example, PowerPoints, Word
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`documents, architecture documents, etc.) contain lines of source code, the producing Party
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`may elect to redact only the lines of Source Code in the document and must otherwise
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`produce the document (including any discussion, analysis or commentary of any Source
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`Code) in the normal course of discovery. In the event the producing Party elects to redact
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`Source Code from documents, the non-redacted versions of those documents must be
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`placed on the stand-alone computer for review by the receiving Party. Further, if the
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`receiving Party elects to print such non-redacted source code documents from the stand(cid:173)
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`alone computer, only pages containing source code will count toward any printing
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`limitations contained herein. Any abuse of this provision to unnecessarily increase the
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`costs ofreview to the receiving Party, may be considered by the Court in any cost shifting
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`motion. Alternatively, a producing Party may elect to produce the entirety of a document
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`containing lines of Source Code in the normal course of discovery with a designation of
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`"HIGHLY CONFIDENTIAL SOURCE CODE".
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`J.
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`Except as set forth in this paragraph, no copies of Source Code Material shall be
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`made without prior written consent of the producing Party. The receiving Party may create
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`an electronic copy or image of limited excerpts of Source Code Material only to the extent
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`necessary in a pleading, exhibit, expert report, discovery document, deposition transcript,
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`other Court document, or any drafts of these documents ("SOURCE CODE
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`DOCUMENTS"). 7 The receiving Party shall only include such excerpts as are reasonably
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`necessary for the purposes for which such part of the Source Code is used. Images or
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`copies of Source Code shall not be included in correspondence between the parties
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`(references to production numbers shall be used instead) and shall be omitted from
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`pleadings and other papers except to the extent permitted herein. The receiving party may
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`create an electronic image of a selected portion of the Source Code only when the
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`electronic file containing such image has been encrypted using commercially reasonable
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`encryption software including password protection. Notwithstanding the foregoing, the
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`receiving Party may file under seal printed Source Code with the Court via the ECF system
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`without encryption. The communication and/or disclosure of electronic files containing
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`any portion of Source Code shall at all times be limited to individuals who are authorized
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`to see Source Code under the provisions of this Protective Order. Additionally, all
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`7 Drafts shall only include those excerpts the receiving Party believes will be included in the final
`version.
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`13
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`..
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`Case 1:18-cv-00318-RGA-SRF Document 60 Filed 08/20/19 Page 14 of 39 PageID #: 10983
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`electronic copies must be labeled "HIGHLY CONFIDENTIAL SOURCE CODE." To
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`the extent portions of source code are quoted in a SOURCE CODE DOCUMENT, either
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`(1) the entire document will be stamped and treated as HIGHLY CONFIDENTIAL
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`SOURCE CODE or (2) those pages containing quoted Source Code will be separately
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`bound, and stamped and treated as HIGHLY CONFIDENTIAL SOURCE CODE. No
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`person shall copy, e-mail, transmit, upload, download, print, photograph or otherwise
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`duplicate any portion of the designated "HIGHLY CONFIDENTIAL SOURCE CODE"
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`material, except that the receiving Party may request paper copies ("Source Code
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`Printouts") of limited portions of the Source Code Material, but only if and to the extent
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`reasonably necessary for the preparation of court filings, pleadings, expert reports, or other
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`papers, or for deposition or trial. The receiving Party shall be permitted to print 1,500
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`pages total from the stand-alone computer (per producing Party). Furthermore, the
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`receiving Party may print up to 30 contiguous pages. The receiving Party will only print
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`material that it believes reasonably necessary to the claims and defenses at issue. If the
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`receiving Party reasonably believes that it is necessary to print more than set forth by these
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`limits, the parties shall meet and confer in good faith to resolve the issue. To ensure the
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`proper pages requested by the receiving Party are printed, the producing Party shall
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`provide the ability for the receiving Party to save relevant files for printing as PDFs
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`(preserving the line numbers and formatting using a program such as Notepad++) to a
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`folder on the source code review computer for printing, or any other similar arrangement
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`agreed to by the parties. The receiving Party shall not request paper copies for the purposes
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`ofreviewing the source code other than electronically as set forth in paragraph 9(a) in the
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`first instance. Within three (3) business days, the producing Party will mail, or within five
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`14
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`(5) business days will deliver, the requested material on watermarked or colored paper
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`bearing Bates numbers and the legend "HIGHLY CONFIDENTIAL SOURCE CODE"
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`unless objected to as discussed below. At the receiving Party's request, up to three (3)
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`additional sets, for a total of four sets of printed Source Code Material may be requested
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`and provided by the producing Party in a timely fashion. Printouts of Source Code
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`Material may be made only by the producing Party, and such printouts must include (1)
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`directory path information and filenames from which the Source Code Material came, and
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`(2) line numbers. For avoidance of doubt, the receiving Party may make copies of Source
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`Code Material for service to the Court to the extent requested or required by Court or
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`chamber rules.
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`k.
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`If the receiving Party's outside counsel, consultants, or experts obtain Source Code
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`Printouts, the receiving Party shall ensure that such outside counsel, consultants, or
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`experts keep the Source Code Printouts under their direct control in a secured locked area
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`in the offices of such outside counsel, consultants, or expert. The receiving Party may also
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`temporarily keep the Source Code Printouts at: (i) the Court for any proceedings(s)
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`relating to the Source Code Material, for the dates associated with the proceeding(s); (ii)
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`the sites where any deposition(s) relating to the Source Code Material are taken, for the
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`dates associated with the deposition(s); and (iii) if in a secured locked container, any
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`intermediate location reasonably necessary to transport the Source Code Printouts (e.g., a
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`hotel prior to a Court proceeding or deposition); and
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`1.
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`A producing Party' s Source Code Material may only be delivered by the receiving
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`Party at the direction of a person authorized under paragraph 9(g) above to another person
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`authorized under paragraph 9(g) above, on paper via hand carry. If reasonably necessary,
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`15
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`Case 1:18-cv-00318-RGA-SRF Document 60 Filed 08/20/19 Page 16 of 39 PageID #: 10985
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`the receiving Party may choose to transport Source Code Material via courier. If the costs
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`of courier transport become an undue burden, the receiving Party may (after meeting and
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`conferring with the producing Party) apply to the Court asking that the costs of the courier
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`be split with the producing Party. Source Code Material may not be transported or
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`transmitted over a network of any kind, including a LAN, an intranet, or the Internet.
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`Source Code Material may only be transported for the purpose of Court proceeding(s) and
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`filings, expert reports, or deposition(s) or trial, as set forth in paragraph 9(j) above and is
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`at all times subject to the transport restrictions set forth therein.
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`m.
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`The producing Party shall install tools that are sufficient for viewing and searching
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`the Source Code Material produced, on the platform produced, if such tools exist and are
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`presently used in the ordinary course of the producing Party's business. The receiving
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`Party' s outside counsel and/or experts may request that other mutually agreeable
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`commercially available software tools for viewing and searching Source Code Material
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`be installed on the stand-alone computer, provided, however, that such other software
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`tools are reasonably necessary for the receiving Party to perform its review of the source
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`code consistent with all of the protections herein. The receiving Party must provide the
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`producing Party with the CD, DVD, or drive containing such licensed software tool(s) at
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`least three (3) business days in advance of the date upon which the receiving Party wishes
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`to have the additional software tools available for use on the stand-alone computer. To the
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`extent any requested commercially available software tool(s) can be downloaded from the
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`Internet, the receiving Party will provide the producing Party with a link or URL at least
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`three (3) business days in advance of the date upon which the receiving Party wishes to
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`have the additional software tools available for use on the stand-alone computer.
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`16
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`Case 1:18-cv-00318-RGA-SRF Document 60 Filed 08/20/19 Page 17 of 39 PageID #: 10986
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`n.
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`The receiving Party' s outside counsel and/or experts shall be entitled to take notes
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`relating to the Source Code Material but may not copy any portion of the Source Code
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`Material into the notes. All handwritten notes must be taken on consecutively numbered,
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`permanently bound notebooks provided by the producing Party that are clearly labeled on
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`their cover(s), in at least 28 point font, and all pages therein, in at least 20-point font, as
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`"HIGHLY CONFIDENTIAL SOURCE CODE" and "OUTSIDE COUNSEL ONLY"
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`("Review