1 2 3 4 UNITED STATES DISTRICT COURT 5 NORTHERN DISTRICT OF CALIFORNIA 6 7 APPLE INC., Case No. 22-cv-02637-PCP Plaintiff, 8 SEALING ORDER v. 9 10 RIVOS, INC., Redacted for public filing. Defendant. 11 12 13 This trade secrets case is stayed while the parties pursue a potential settlement. There are 14 several outstanding requests to seal or remove previously filed documents which the Court must 15 resolve regardless of whether the case settles. These requests are resolved as follows. 16 I. Legal Standards 17 The public has a longstanding and well-recognized “right to inspect and copy public 18 records and documents, including judicial records and documents.” Nixon v. Warner Commc’ns, 19 Inc., 435 U.S. 589, 597 (1978). Public access bolsters “understanding of the judicial process” and 20 “confidence in the administration of justice,” and it provides a “measure of accountability” for 21 courts. Ctr. for Auto Safety v. Chrysler Grp., LLC, 809 F.3d 1092, 1096 (9th Cir. 2016). There is 22 thus a “strong presumption in favor of access” to court records. Kamakana v. City & Cnty. of 23 Honolulu, 447 F.3d 1172, 1178 (9th Cir. 2006). 24 To overcome this strong presumption, a party who wishes to seal a court record must 25 generally “articulate compelling reasons supported by specific factual findings ... that outweigh 26 the general history of access and the public policies favoring disclosure.” Kamakana, 447 F.3d at 27 1178–79 (cleaned up). Sealing may be justified when “court files ... become a vehicle for improper 1 or release trade secrets.” Id. at 1179. But without more, the “fact that the production of records 2 may lead to a litigant’s embarrassment, incrimination, or exposure to further litigation” does not 3 merit sealing. Id. “Under this stringent standard,” the Court must “conscientiously balance the 4 competing interests of the public and the party who seeks to keep certain judicial records secret.” 5 Auto Safety, 809 F.3d at 1096–9. 6 Although the “compelling reasons” standard presumptively applies to requests to seal, a 7 lower “good cause” standard applies to discovery material included with motions that are only 8 “tangentially related to the underlying cause of action.” Auto Safety, 809 F.3d. at 1099. This is the 9 same standard that governs protective orders under Federal Rule of Civil Procedure 26(c). 10 Under Civil Local Rule 79-5(c)(1) and (f)(3), the party seeking to seal must provide “a 11 specific statement” of the reasons for doing so, explaining the interests that warrant sealing and the 12 injury that will otherwise result. 13 II. Motions to Seal 14 There are several pending sealing motions in this case. The relevant documents were filed 15 in conjunction with (A) Rivos’s amended counterclaims, (B) Rivos’s opposition to Apple’s motion 16 to dismiss those counterclaims, (C) Apple’s reply in support of its motion to dismiss the 17 counterclaims, and (D) Apple’s motion to amend the case schedule. They are resolved as follows. 18 A. Amended Counterclaims (Dkt. Nos. 319, 330) 19 Rivos asked to seal information designated by Apple as confidential in Rivos’s amended 20 counterclaims and the corresponding redline between the amended and original counterclaims. 21 Dkt. No. 319. Apple confirmed that it seeks to seal portions paragraphs 5, 43, 44, and 50 of that 22 document on the basis that these paragraphs include information about Apple’s confidential 23 business operations and technical development, disclosure of which would cause competitive 24 harm to Apple. Dkt. No. 330. Apple’s basis for sealing the marked portions of these paragraphs is 25 that they “contain technical details of Apple’s business, including details about the internal 26 operations, structure, and workflow of Apple’s business,” and that if published, “this information 27 would harm Apple’s competitive standing by revealing details regarding Apple’s business 1 Apple has not justified sealing the marked portions of Rivos’s amended counterclaims. 2 Here, the compelling reasons standard applies. Pleadings like complaints and counterclaims “are 3 clearly closely connected to the underlying cause of action.” See Kawasaki Jukogyo Kabushiki 4 Kaisha v. Rorze Corp., No. 22-CV-04947-PCP, 2023 WL 7420590, at *1 (N.D. Cal. Oct. 25, 5 2023). While the information at issue in Paragraphs 5, 43, 44, and 50 may indeed be non-public, 6 that alone is not compelling enough to justify sealing it. The material at issue all appears to discuss 7 run-of-the-mill business considerations such as employee pay, the titles of monthly reports, and 8 high-level discussion of the differences between Apple and its potential competitors. Apple has 9 not identified any specific injury that would result from this information being available to the 10 public. Indeed, Apple’s arguments in favor of sealing are generic enough that they could plausibly 11 apply to almost any non-public information. Cookie-cutter contentions of competitive harm are 12 not the sort of “specific statement” the local rules require in order to meet the “stringent” standard 13 for sealing. The motion to seal the marked portions of Rivos’s amended counterclaims (and the 14 corresponding redline document) is therefore denied. 15 B. Opposition to Motion to Dismiss (Dkt. No. 362) 16 Rivos asked to seal information designated by Apple as confidential in Rivos’ opposition 17 to Apple’s motion to dismiss Rivos’ amended counterclaims. Apple did not file a statement within 18 seven days of this motion indicating whether it sought to seal any of this material and the bases for 19 doing so as required under Local Rule 79-5(f). This sealing request is therefore denied. 20 C. Reply in Support of Motion to Dismiss (Dkt. No. 369) 21 Apple requested to seal information designated by Rivos as confidential in Apple’s reply in 22 support of its motion to dismiss Rivos’ counterclaims. Rivos did not file a statement within seven 23 days of this motion indicating whether it sought to seal any of this material and the bases for doing 24 so as required under Local Rule 79-5(f). This sealing request is also therefore denied. 25 D. Motion to Amend Case Schedule and Related Briefing (Dkt. No. 389) 26 Finally, there are pending requests to seal portions of eighteen different documents filed in 27 conjunction with Apple’s motion to amend the case schedule. An initial question is what standard 1 Rivos specifically states that Apple’s motion to amend the case schedule is a non-dispositive 2 motion, meaning the good cause rather than compelling reasons standard applies. See Dkt. No. 3 389, at 16. But the Ninth Circuit has explained that whether or not a particular motion is 4 “dispositive” does not determine mechanically which sealing standard applies:
5 Although the apparent simplicity of the … binary approach is 6 appealing, we do not read our case law to support such a limited reading of public access. Most litigation in a case is not literally 7 “dispositive,” but nevertheless involves important issues and information to which our case law demands the public should have 8 access. To only apply the compelling reasons test to the narrow category of “dispositive motions” goes against the long held interest 9 in ensuring the public’s understanding of the judicial process and of 10 significant public events. Such a reading also contradicts our precedent, which presumes that the compelling reasons standard 11 applies to most judicial records. 12 Auto Safety, 809 F.3d at 1098 (cleaned up).
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1 2 3 4 UNITED STATES DISTRICT COURT 5 NORTHERN DISTRICT OF CALIFORNIA 6 7 APPLE INC., Case No. 22-cv-02637-PCP Plaintiff, 8 SEALING ORDER v. 9 10 RIVOS, INC., Redacted for public filing. Defendant. 11 12 13 This trade secrets case is stayed while the parties pursue a potential settlement. There are 14 several outstanding requests to seal or remove previously filed documents which the Court must 15 resolve regardless of whether the case settles. These requests are resolved as follows. 16 I. Legal Standards 17 The public has a longstanding and well-recognized “right to inspect and copy public 18 records and documents, including judicial records and documents.” Nixon v. Warner Commc’ns, 19 Inc., 435 U.S. 589, 597 (1978). Public access bolsters “understanding of the judicial process” and 20 “confidence in the administration of justice,” and it provides a “measure of accountability” for 21 courts. Ctr. for Auto Safety v. Chrysler Grp., LLC, 809 F.3d 1092, 1096 (9th Cir. 2016). There is 22 thus a “strong presumption in favor of access” to court records. Kamakana v. City & Cnty. of 23 Honolulu, 447 F.3d 1172, 1178 (9th Cir. 2006). 24 To overcome this strong presumption, a party who wishes to seal a court record must 25 generally “articulate compelling reasons supported by specific factual findings ... that outweigh 26 the general history of access and the public policies favoring disclosure.” Kamakana, 447 F.3d at 27 1178–79 (cleaned up). Sealing may be justified when “court files ... become a vehicle for improper 1 or release trade secrets.” Id. at 1179. But without more, the “fact that the production of records 2 may lead to a litigant’s embarrassment, incrimination, or exposure to further litigation” does not 3 merit sealing. Id. “Under this stringent standard,” the Court must “conscientiously balance the 4 competing interests of the public and the party who seeks to keep certain judicial records secret.” 5 Auto Safety, 809 F.3d at 1096–9. 6 Although the “compelling reasons” standard presumptively applies to requests to seal, a 7 lower “good cause” standard applies to discovery material included with motions that are only 8 “tangentially related to the underlying cause of action.” Auto Safety, 809 F.3d. at 1099. This is the 9 same standard that governs protective orders under Federal Rule of Civil Procedure 26(c). 10 Under Civil Local Rule 79-5(c)(1) and (f)(3), the party seeking to seal must provide “a 11 specific statement” of the reasons for doing so, explaining the interests that warrant sealing and the 12 injury that will otherwise result. 13 II. Motions to Seal 14 There are several pending sealing motions in this case. The relevant documents were filed 15 in conjunction with (A) Rivos’s amended counterclaims, (B) Rivos’s opposition to Apple’s motion 16 to dismiss those counterclaims, (C) Apple’s reply in support of its motion to dismiss the 17 counterclaims, and (D) Apple’s motion to amend the case schedule. They are resolved as follows. 18 A. Amended Counterclaims (Dkt. Nos. 319, 330) 19 Rivos asked to seal information designated by Apple as confidential in Rivos’s amended 20 counterclaims and the corresponding redline between the amended and original counterclaims. 21 Dkt. No. 319. Apple confirmed that it seeks to seal portions paragraphs 5, 43, 44, and 50 of that 22 document on the basis that these paragraphs include information about Apple’s confidential 23 business operations and technical development, disclosure of which would cause competitive 24 harm to Apple. Dkt. No. 330. Apple’s basis for sealing the marked portions of these paragraphs is 25 that they “contain technical details of Apple’s business, including details about the internal 26 operations, structure, and workflow of Apple’s business,” and that if published, “this information 27 would harm Apple’s competitive standing by revealing details regarding Apple’s business 1 Apple has not justified sealing the marked portions of Rivos’s amended counterclaims. 2 Here, the compelling reasons standard applies. Pleadings like complaints and counterclaims “are 3 clearly closely connected to the underlying cause of action.” See Kawasaki Jukogyo Kabushiki 4 Kaisha v. Rorze Corp., No. 22-CV-04947-PCP, 2023 WL 7420590, at *1 (N.D. Cal. Oct. 25, 5 2023). While the information at issue in Paragraphs 5, 43, 44, and 50 may indeed be non-public, 6 that alone is not compelling enough to justify sealing it. The material at issue all appears to discuss 7 run-of-the-mill business considerations such as employee pay, the titles of monthly reports, and 8 high-level discussion of the differences between Apple and its potential competitors. Apple has 9 not identified any specific injury that would result from this information being available to the 10 public. Indeed, Apple’s arguments in favor of sealing are generic enough that they could plausibly 11 apply to almost any non-public information. Cookie-cutter contentions of competitive harm are 12 not the sort of “specific statement” the local rules require in order to meet the “stringent” standard 13 for sealing. The motion to seal the marked portions of Rivos’s amended counterclaims (and the 14 corresponding redline document) is therefore denied. 15 B. Opposition to Motion to Dismiss (Dkt. No. 362) 16 Rivos asked to seal information designated by Apple as confidential in Rivos’ opposition 17 to Apple’s motion to dismiss Rivos’ amended counterclaims. Apple did not file a statement within 18 seven days of this motion indicating whether it sought to seal any of this material and the bases for 19 doing so as required under Local Rule 79-5(f). This sealing request is therefore denied. 20 C. Reply in Support of Motion to Dismiss (Dkt. No. 369) 21 Apple requested to seal information designated by Rivos as confidential in Apple’s reply in 22 support of its motion to dismiss Rivos’ counterclaims. Rivos did not file a statement within seven 23 days of this motion indicating whether it sought to seal any of this material and the bases for doing 24 so as required under Local Rule 79-5(f). This sealing request is also therefore denied. 25 D. Motion to Amend Case Schedule and Related Briefing (Dkt. No. 389) 26 Finally, there are pending requests to seal portions of eighteen different documents filed in 27 conjunction with Apple’s motion to amend the case schedule. An initial question is what standard 1 Rivos specifically states that Apple’s motion to amend the case schedule is a non-dispositive 2 motion, meaning the good cause rather than compelling reasons standard applies. See Dkt. No. 3 389, at 16. But the Ninth Circuit has explained that whether or not a particular motion is 4 “dispositive” does not determine mechanically which sealing standard applies:
5 Although the apparent simplicity of the … binary approach is 6 appealing, we do not read our case law to support such a limited reading of public access. Most litigation in a case is not literally 7 “dispositive,” but nevertheless involves important issues and information to which our case law demands the public should have 8 access. To only apply the compelling reasons test to the narrow category of “dispositive motions” goes against the long held interest 9 in ensuring the public’s understanding of the judicial process and of 10 significant public events. Such a reading also contradicts our precedent, which presumes that the compelling reasons standard 11 applies to most judicial records. 12 Auto Safety, 809 F.3d at 1098 (cleaned up). In short, the question is not whether a particular 13 motion is dispositive, but rather, “whether the motion at issue is more than tangentially related to 14 the underlying cause of action,” i.e., “to the merits of a case.” Id. at 1099, 1101. 15 Here, Apple’s motion to amend the case schedule is more than tangentially related to the 16 merits of this case. Although styled as a “case schedule” motion, Apple’s request was more than a 17 routine matter of scheduling. Instead, the central purpose of Apple’s motion was for Apple to be 18 allowed to file an amended complaint—clearly a pleading central to the merits. The ensuing fight 19 over pleadings and parties was similarly central. Of course, this dispute will not be resolved by the 20 Court in the event the parties agree to settle. But any case always has at least the potential to settle; 21 whether a motion and accompanying discovery information are more than tangentially related to 22 the merits must be considered from the perspective of the time at which the request to seal was 23 made. Courts are a public resource. Public access promotes “the public’s understanding of the 24 judicial process and of significant public events”—processes and events that are broader than just 25 judges’ ultimate decisionmaking. Valley Broad. Co. v. U.S. Dist. Ct. for D. Nev., 798 F.2d 1289, 26 1294 (9th Cir. 1986). That the judicial process and the public resources that support it can 27 sometimes lead to settlement rather than a dispositive decision by a judge or verdict by a jury does 1 Accordingly, the materials filed in conjunction with Apple’s motion may only be sealed 2 for compelling reasons. With this standard in mind, the individual sealing requests are addressed 3 in turn below. 4 1. Granted: Apple’s Proposed Fourth Amended Complaint 5 Apple seeks to seal portions of its proposed fourth amended complaint. The Court 6 previously permitted sealing of the proposed portions as included in previous complaints. The 7 sealing request for this document is therefore granted. 8 2. Granted: Redline of Apple’s Proposed Fourth Amended Complaint against Apple’s Third Amended Complaint 9 10 Apple seeks to seal the same material in the redline version of its proposed fourth amended 11 complaint—material which the Court already permitted to be sealed. This request is also granted. 12 3. Granted: Transcript excerpts from the deposition of Chih-Chieh Lee, a Proposed Defendant, taken in this action on Oct. 3, 2023 13 14 Apple seeks to seal portions of this deposition transcript which it says include technical 15 details of technology that Apple has asserted as trade secrets in this case. Rivos seeks to seal 16 different portions for similar reasons. Upon review, there are compelling reasons to seal this 17 technical information and both parties’ requests are granted. 18 4. Granted: Transcript excerpts from the deposition of Ryan Meek, taken in this action on Sept. 26, 2023 19 20 Both parties seek to seal portions of this deposition transcript for similar reasons. There are 21 compelling reasons for doing so and both parties’ requests are therefore granted. 22 5. Granted: Transcript excerpts from the deposition of Mahesh Reddy, a Proposed Defendant, taken in this action on Sept. 27, 2023 23 24 Both parties seek to seal portions of this deposition transcript for similar reasons. Rivos 25 seeks to seal the names of individuals not otherwise relevant to this case to protect their privacy. 26 There are compelling reasons for sealing this information. Both parties’ requests are granted. 27 6. Granted: Transcript excerpts from the deposition of Deepak Limaye, a 1 Proposed Defendant, taken in this action on July 12, 2023 2 Both parties seek to seal portions of this deposition transcript to protect information they 3 say includes trade secrets or names individuals not otherwise relevant to this litigation. These 4 requests are granted for the same reasons previously discussed. 5 7. Granted in Part: Defendant and Counterclaim Plaintiffs’ Opposition to Apple’s Motion to Amend Case Schedule and Complaint 6 7 Apple seeks to seal portions of Rivos’s opposition to its case schedule motion. Apple 8 argues that these portions contain technical details of Apple technology asserted as a trade secret, 9 as well as discussion of public documents informed by defendants’ access to Apple’s confidential 10 information which could allow readers to infer details about Apple’s trade secrets, both of which 11 could harm Apple if publicly disclosed. These requests are resolved as follows (citations are to 12 ECF-generated page and line numbers on Dkt. No. 389-10): 13 • 11:10–11 Granted. This refers to an asserted trade secret. 14 • 11:12–13 Granted only as to the term but otherwise denied. 15 • 11:15 Granted only as to the term 16 • 11:16–12:14 Granted only as to the narrower teal highlights but not the broader 17 light blue highlights. While this paragraph discusses technology 18 asserted as a trade secret, the potential that citation to open-source 19 GitHub content and U.S. patents might lead to inferences about how 20 Apple’s technology works does not provide a compelling reason for 21 sealing references to these clearly public documents. 22 • 12:15–26 Granted. These portions reference technology asserted as a trade 23 secret. 24 • 12:28–13:5 Granted for 12:28–13:1. These portions reference technology asserted 25 as a trade secret. Denied for lines 13:2–5, except for the term 26 and the name of the third-party vendor. 27 1 • 13:11–14; Denied except as to the term in lines 15:13 and 2 14:11; 15:15 and in line 15:16. Except for the reference to this 3 15:3–16 term, these portions do not discuss details of Apple technology but 4 instead refer to Apple’s practices with respect to its employees. Apple 5 has provided no basis for sealing this information. 6 • 21:24–24:3 Granted as to narrower teal highlights, which refer to technology 7 asserted as a trade secret, but not as to broader light blue highlights. 8 8. Granted: Apple’s Third Updated Trade Secret Disclosure for Discovery served on Sept. 1, 2023 9 10 Apple seeks to seal portions of its Third Updated Trade Secret Disclosure for Discovery, 11 arguing that the highlighted portions discuss technical details of technology Apple has asserted as 12 a trade secret and that public disclosure would harm Apple. Because the portions of this document 13 proposed to be sealed directly discuss technology asserted as a trade secret, there are compelling 14 reasons for sealing it and Apple’s request is granted. 15 9. Granted: Apple’s Sixth Updated Trade Secret Disclosure for Discovery served on Oct. 20, 2023 16 17 Apple similarly seeks to seal portions of its Sixth Updated Trade Secret Disclosure for 18 Discovery. This request is granted for the same reasons. 19 10. Granted: Transcript excerpts from the deposition of David Williamson, taken in this action on Nov. 8, 2023 20 21 Apple seeks to seal portions of a deposition transcript which refer to technology asserted as 22 a trade secret, disclosure of which Apple says would cause it harm. These narrow requests meet 23 the compelling reasons standard and are therefore granted. 24 11. Granted in part: Transcript excerpts from the deposition of Stephan Meier, taken in this action on Nov. 17, 2023 25 26 Apple seeks to seal portions of this deposition transcript on the basis that it discusses 27 technical details of trade secret technology, confidential information about Apple’s designs and 1 defendants’ access to confidential information which, in context, could allow inference of trade 2 secrets. These requests are resolved as follows (citations are to Dkt. No. 389-14) : 3 • 3:23–25 Denied. This portion is basic discussion of a public document. 4 • 4:9–13 Denied for the same reason. 5 • 5:1–10 Denied. This portion quotes directly from a public patent. 6 • 5:13–15, 21 Denied. This portion discusses the public patent. 7 • 6:1–25 Denied for the same reason. 8 • 7:1–10 Denied. This portion quotes directly from a patent. 9 • 7:13–8:25 Denied. This portion discusses the patent. 10 • 9:1–21 Denied for the same reason. 11 • 10:1–14:25 Granted. This portion discusses technology asserted as trade secret. 12 • 15:2–25 Granted for the same reason. 13 • 16:14–23 Denied. This portion quotes directly from a patent. 14 • 17:1–25 Granted. This portion discussed technology asserted as trade secret 15 and characterizes but does not quote the patent being discussed. 16 • 18:19–19:4; Denied. This portion quotes directly from a patent. 17 19:16–20 18 • 19:7–11, 23– 24 Granted. This portion characterizes but does not quote the patent. 19 12. Granted: Transcript excerpts from the deposition of Muawya Al- Otoom, taken in this action on Oct. 5, 2023 20 21 Apple seeks to seal portions of this transcript on the basis that it discusses trade secret 22 technology and confidential details about Apple’s design and development of its technology. This 23 request meets the compelling reasons standard and is granted. 24 13. Granted: Apple’s Fifth Updated Trade Secret Disclosure for Discovery served on Oct. 18, 2023 25 26 Apple seeks to seal portions of its Fifth Updated Trade Secret Disclosure for Discovery for 27 similar reasons as for the Third and Sixth disclosures. This request is also granted. 14. Granted: Transcript excerpts from the deposition of Jean-Didier 1 Allegrucci, taken in this action on Nov. 14, 2023 2 Apple seeks to seal portions of this transcript on the basis that it discusses trade secret 3 technology and confidential details about Apple’s design and development of its technology. This 4 request meets the compelling reasons standard and is granted. 5 15. Granted in part: APL-RIVOS_00008905–06 6 Apple seeks to seal portions of this email thread, arguing that it includes information about 7 confidential business operations and staffing decisions. This request is granted only as to the 8 individual’s name and the name of the former employer. 9 16. Granted in part: APL-RIVOS_00009348–50 10 Apple seeks to seal portions of this email thread, arguing that it includes information about 11 confidential business operations and staffing decisions as well as internal nomenclature for its 12 technology, and names of individuals not otherwise relevant to this case. This request is granted as 13 to the names of individuals and the references to specific teams products in the last highlighted 14 portion on page 4 of Dkt. No. 389-14, but otherwise denied. 15 17. Granted: APL-RIVOS_00508337–38 16 Apple seeks to seal portions of this email thread on the basis that it names individuals not 17 otherwise relevant to this case, as well as personal financial information. This request is granted. 18 18. Granted: Exhibit A to the Declaration of Mary Prendergast in Support of Apple’s Reply: email chain including an email from Defendants’ 19 counsel Vicki Parker to Apple counsel Meredith Angueira dated October 5, 2023 20 21 Finally, Apple seeks to seal portions of this email exchange between counsel on the basis 22 that it discusses technology asserted as a trade secret. This request is granted. 23 III. Motion to Remove Incorrectly Filed Document (Dkt. No. 352) 24 On November 22, 2023, Defendants filed an opposition to Apple’s case schedule motion, 25 Dkt. No. 346. After that brief was filed, Apple notified defendants that the brief contained 26 information Apple claimed as confidential. Defendants subsequently refiled a version of the brief 27 redacted accordingly, Dkt. No. 351. Defendants requested that the originally filed document be 1 removed from the public docket (the document has been locked while this request has been 2 || pending). This request is granted; the Clerk is directed to remove Dkt. No. 346. 3 || IV. Conclusion 4 The motions to seal are resolved as set forth above. For the sealing requests denied on the 5 basis that the requesting party had not adequately justified sealing, the requesting party may file a 6 || renewed motion to seal accompanied by an updated declaration by March 8, 2024. The stay in this 7 action is lifted in part for the limited purpose of allowing parties to file such renewed motions. The 8 || parties shall file each of the documents discussed above on the public docket, with only those 9 redactions permitted in this order, by March 22, 2024, unless the document at issue is the subject 10 of a renewed motion to seal filed on or before March 8, 2024. 11 The motion to remove the incorrectly filed brief is granted. Dkt. No. 346 will be removed. 12
IT IS SO ORDERED. © 15 Dated: February 23, 2024 16 Lz Qe
= 17 P. Casey Pitts 18 United States District Judge 19 20 21 22 23 24 25 26 27 28