Steve Rabin, et al. v. Google LLC

Opinion

STEVE RABIN, et al., Case No. 22-cv-04547-PCP

Plaintiffs, ORDER RE: CROSS-MOTIONS FOR v. SUMMARY JUDGMENT

GOOGLE LLC, Re: Dkt. Nos. 263, 271, 272, 275, 276, 278, Defendant. 282, 284, 293, 295

In this consumer class action, plaintiff Steve Rabin alleges that defendant Google LLC lured him and a class of commercial users into using its suite of business-productivity tools (then “Google Apps,” now “Google Workspace”) by promising free access for as long Google offered such business-productivity tools. Rabin asserts that Google broke this promise when it stopped providing the free version of the tools to class members and required class members either to begin paying for a premium version or lose access to the tools entirely. Now before the Court are the parties’ cross-motions for summary judgment, Google’s motion to exclude the testimony of one of Rabin’s experts, Rabin’s motion to strike part of Google’s Daubert reply brief, and various sealing motions. For the reasons below, the Court grants Google’s motion for summary judgment, denies the parties’ remaining non-sealing motions as moot, and grants the sealing motions in part. In August 2006, Google launched a free “beta” service called “Google Apps for Your Domain” or “Google Apps Standard Edition.” Google offered this service to commercial and non- commercial users alike. The Standard Edition initially offered features that included website hosting, Gmail, custom domain email addresses (such as firstname@lastname.com or administration tools. The Standard Edition also allowed for multiple users per account, a key offering for Google’s commercial customers, many of whom added multiple employees as users. Google gave users access to the Standard Edition free of charge and promised to provide continued access for as long as Google made the service available to its customers. In turn, Google collected valuable user data and feedback that it employed to guide product development and investment. Over time, Google added additional features to the Standard Edition like Google Docs and Google Sheets, many of which remain core to Google’s product offerings today. In February 2007, Google began offering a paid version of its service called the “Premier Edition.” In exchange for payment, users received access to additional tools that users of the Standard Edition could not access. The Premier Edition initially offered access to Gmail, Google Talk, Calendar, Start Page, Docs, and Spreadsheets. It also offered ten gigabytes of storage per user. In 2016, Google discontinued the Premium Edition and introduced G-Suite, which offered access to many of the same products as well as to new tools like Forms, Slides, Sites, Admin, and Vault. In 2020, Google discontinued G-Suite and introduced Workspace, which similarly kept many of the tools from G-Suite but also introduced new features and enhanced integration between various Google tools. From 2007 onward, Google continued to improve the paid version of its services. In December 2012, Google stopped allowing new users to sign up for the Standard Edition. Instead, Google required any new commercial user to sign up for the paid version of Google’s business-productivity tools available at that time. Google allowed those who had signed up for the Standard Edition before 2012 to continue using that service for free. Google refers to these users as “legacy users” or “Legacy Free customers.” Over time, Google stopped actively maintaining the Standard Edition, which eventually fell out of synch with Google’s paid commercial offerings. When they signed up for the Standard Edition between 2006 and 2012, users agreed to a set of contract terms. Google regularly updated the language of these terms and conditions. Two contractual provisions are particularly relevant here. First, each iteration of Standard Edition users’ contracts with Google from 2006 to 2012 Fees. Provided that Google continues to offer the Service to Customer, Google will continue to provide a version of the Service (with substantially the same services as those provided as of the Effective Date) free of charge to Customer; provided that such commitment: (i) does not apply to the Domain Service described in Section 4 above; and (ii) may not apply to new opt-in services added by Google to the Service in the future. For sake of clarity, Google reserves the right to offer a premium version of the Service for a fee. In 2011, Google modified the fees clause to state only that “[t]he Service is provided at no charge to Customer provided that Customer agrees that Google may (a) add optional services to Customer or its End Users for a fee or (b) offer a premium version of the Service for a fee.” Google also made subsequent modifications to the fees clause and the contract’s modification provision that are not relevant here.1 Second, all iterations of Standard Edition users’ contracts from 2006 to 2012 included the same “termination clause,” which provided that “Customer agrees that Google may at any time and for any reason terminate this Agreement and/or terminate the provision of all or any portion of the Service.” From 2012 through 2022, Google continued to provide legacy users with access to the Standard Edition at no cost. But in January 2022, Google announced plans to eliminate the Standard Edition entirely, even for legacy users. Google set an August 2022 deadline for legacy users to either transition to a paid Workspace subscription or download their data and terminate their accounts. Those who decided to sign up for Workspace agreed to a user agreement, one clause of which provided that the agreement “terminates and supersedes any and all other agreements between the parties relating to its subject matter, including any prior versions of this Agreement.” Users who transitioned to Workspace began paying a monthly subscription fee. Google changed course in April 2022, announcing that it would allow non-commercial legacy users to “opt out” of the transition to Workspace and to continue using the Standard Edition 1 The 2006–11 agreement authorized modifications “[e]xcept as provided in [the fees clause],” preventing Google from changing that clause to enable the company to charge existing users for access to the Standard Edition. For the purposes of the analysis below, the Court will assume that the contractual rights of Rabin and other users who signed up prior to the 2011 change continue to for free. Google did not make the opt-out available to every user. Instead, only those users who self-identified as “non-commercial” could opt out. Google also allowed non-commercial users who had already transitioned to Workspace to “undo” their transition and take advantage of a retroactive opt-out. Google offered this retroactive opt-out until August 23, 2023, about one year after Google’s deadline for its Standard Edition commercial users to transition to Workspace. Approximately 120,000 users opted out and nearly 60,000 other users “undid” their transition after signing up for Workspace. The Stratford Company, LLC filed this complaint on August 5, 2022 on behalf of a purported class of persons and entities who had lost access to the Standard Edition. On October 26, 2022, plaintiffs filed an amended complaint adding Steve Rabin and another individual as additional named plaintiffs. The Stratford Company voluntarily dismissed its claims against Google without prejudice on November 14, 2022. Plaintiff Steve Rabin is a sole-proprietor CPA based in California. He signed up for the Standard Edition using a third-party service, CPA Site Solutions, in 2009. Google sent Rabin more than fifteen emails notifying him that he would need to transition to Workspace to avoid losing access to his account. Although Rabin read those emails, he testified that he believed they were fraudulent. When Google suspended his account in September 2022, he entered his credit card details and accepted the Workspace Agreement, unlocking his account. There are seven users associated with Rabin’s account and he pays between $17 and $50 every month for continued access to Workspace. The operative complaint, filed in July 2023, asserts claims against Google for (1) breach of contract, (2) breach of the implied covenant of good faith and fair dealing, and (3) “unfair” and “unlawful” conduct in violation of California’s Unfair Competition Law (UCL), Cal. Bus. & Prof. Code § 17200 et seq. The Court dismissed the good-faith-and-fair-dealing claim. In June 2025, the Court certified a class consisting of “[a]ll persons or entities in the United States who: (a) signed up for the free version of Google Apps between August 1, 2006 and December 6, 2012; (b) were still Legacy Free customers as of January 19, 2022; (c) had at least one active user on their account during the 180 days prior to January 19, 2022; and (d) were not eligible to ‘opt-out’ prior to being charged for Workspace.” Summary judgment is appropriate “if the movant shows that there is no genuine dispute as to any material fact and the movant is entitled to judgment as a matter of law.” Fed. R. Civ. P. 56(a). A factual dispute is genuine “if the evidence is such that a reasonable jury could return a verdict for the nonmoving party.” Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248 (1986). A dispute is material if it “might affect the outcome of the suit under the governing law.” Id. The moving party bears the burden of demonstrating that there is no genuine factual dispute. See Celotex Corp. v. Catrett, 477 U.S. 317, 323 (1986). While courts may not resolve genuine issues of fact at the summary-judgment stage, courts may resolve any purely legal questions. See N. Cal. River Watch v. Wilcox, 633 F.3d 766, 772 (9th Cir. 2011). “It is well-settled in this circuit and others that the filing of cross-motions for summary judgment ... does not vitiate the [C]ourt’s responsibility to determine whether disputed issues of material fact are present.” Fair Hous. Council of Riverside Cnty., Inc. v. Riverside Two, 249 F.3d 1132, 1136 (9th Cir. 2001) (quoting United States v. Fred A. Arnold, Inc., 573 F.2d 605, 606 (9th Cir. 1978)). Instead, “[w]here ... the parties have both filed summary judgment motions,” the Court “considers each party’s evidence to evaluate whether” a genuine factual dispute exists. Herrera v. Command Sec. Corp., 837 F.3d 979, 985 (9th Cir. 2016) (citation modified). I. Google’s motion for summary judgment is granted. A. The parties’ contracts authorized Google’s conduct. Google moves for summary judgment on Rabin’s breach of contract claim, arguing that its conduct was authorized by, and therefore did not breach, its contracts with class members. Because Google’s arguments turn solely on matters of contractual interpretation, which “are questions of law,” Diaz v. Macys W. Stores, Inc., 101 F.4th 697, 700 (9th Cir. 2024), they are suitable for resolution at the summary-judgment stage. See N. Cal. River Watch, 633 F.3d 766, warranting summary judgment. To explain why, the Court first addresses the nature of Google’s contractual commitment under the fees clause to provide free access to the Standard Edition. The Court then considers whether the termination clause authorized Google to stop providing such access to class members. 1. Google’s limited guarantee of free access As noted above, every iteration of the Standard Edition terms and conditions included a fees clause that set forth Google’s obligation to provide class members with free access to the Standard Edition. From 2006 to 2011, the clause stated, “[p]rovided that Google continues to offer the Service to Customer, Google will continue to provide a version of the Service (with substantially the same services as those provided as of the Effective Date) free of charge to Customer,” with two limited exceptions not applicable here. The 2006–11 fees clause specified “[f]or the sake of clarity” that “Google reserves the right to offer a premium version of the Service for a fee.” Google modified the fees clause in 2011. The 2011–12 clause provided only that “[t]he Service is provided at no charge to Customer provided that Customer agrees that Google may (a) add optional services to Customer or its End Users for a fee or (b) offer a premium version of the Service for a fee.” The primary dispute between the parties centers on whether Google “continue[d] to offer the Service to [Rabin and other class members]” after 2022, such that they were entitled to be provided with that “Service” at no cost. In Rabin’s view, that Google has made a paid version of Workspace available to class members and has made a free version of the Service available to non-class members means that the “Service” is still being offered to the class, and class members are therefore entitled to a free version. In Google’s view, its decision to terminate Rabin and other class members’ access to the free version means that it is no longer offering them “the Service,” and thus need not provide them with a free version thereof. To resolve this dispute, the Court must initially determine the meaning of “the Service” as that phrase is used in the fees clause. Although the parties dispute its meaning, they agree that the term has the same meaning in both the 2006–11 and 2011–12 versions of the fees clause. See Opposition, Dkt. No. 285, at 12–13 (“While the commitment language in the fees clause [in the 2011-12 contract] is not the same as in the earlier contracts, it is reasonably subject to the same interpretation[.]”). Google argues that “the Service” refers to the Standard Edition (i.e., the basic version of Google Apps that was available to new users for free from 2006 to 2012 and to existing commercial users until 2022). On that view, the 2006–11 fees clause guaranteed that if Google “continue[d] to offer the [Standard Edition] to [a user],” Google would continue to offer it for free and would include the same set of core tools, while reserving the right to “offer a premium version of the [Standard Edition] for a fee.” In other words, the 2006–11 fees clause merely prohibited Google from starting to charge existing users for the Standard Edition or from removing tools from the Standard Edition. And under Google’s reading of “the Service,” the 2011–12 fees clause similarly provided that “[t]he [Standard Edition] [wa]s provided at no charge” but that Google could “offer a premium version of the [Standard Edition] for a fee.” Neither iteration of the clause, in Google’s view, limited its discretion to end users’ access to the Standard Edition. Rabin argues that “the Service” refers more broadly to Google’s suites of business- productivity tools, including both the Standard Edition and Premium Edition of Google Apps (and later G-Suite and Workspace). Thus, in Rabin’s view, the 2006–11 fees clause requires that if “Google continues to offer [any business-productivity tools] to [a user],” Google must “continue to provide a version of [such tools] free of charge to [the user],” even though Google may charge a fee for a “premium version” of its business-productivity tools. Put another way: Rabin argues that the 2006–11 fees clause required Google to provide legacy users with free access to the Standard Edition until and unless Google stopped offering them any business-productivity tools. If that were true, Google’s decision to stop providing the Standard Edition to class members while continuing to offer them paid access to Workspace would violate the 2006–11 fees clause. And although Rabin does not directly engage with the text of the 2011–12 fees clause, Rabin insists that it “is reasonably subject to the same interpretation.” Under California law, “[t]he words of a contract are to be understood in their ordinary and is to be taken together …, each clause helping to interpret the other,” Gilkyson v. Disney Enters., Inc., 66 Cal. App. 5th 900, 920 (2021); see also Olson v. Doe, 12 Cal. 5th 669, 680 (2022) (explaining that a particular clause “must be understood in connection with the … agreement as a whole”). Further, “the ‘same meaning rule’” dictates “that an identical phrase or word used in a contract be given the same meaning throughout the contract in the absence of anything in the contract suggesting otherwise.” People ex rel. Lockyer v. R.J. Reynolds Tobacco Co., 107 Cal. App. 4th 516, 526 (2003). Reading the 2006–11 and 2011–12 Standard Editions terms of service with these principles in mind, the best reading of the fees clause is that “the Service” refers only to the Standard Edition. First, the definitions provided by the two agreements suggest that “the Service” does not refer to Google Apps as a whole. The 2006–11 agreement defined “Service” to mean “the services referred to by Google as ‘Google Apps for Your Domain’ or ‘Google Apps’ that are hosted by Google and described in this Agreement.” As Google argues, the only services described in the agreement were those included in the Standard Edition; the agreement did not “describe[]” the additional services that Google offered only as part of the Premium Edition. And Rabin’s interpretation of “the Service” as encompassing the entirety of Google Apps would render superfluous the last part of this contractual definition: “and described in this Agreement.” See Gilykson, 66 Cal. App. 5th at 920 (explaining that courts “are obligated in construing a contract, if possible, to give effect to every part”). The existence of that additional language suggests that “the Service” refers to only the subset of Google Apps specifically described in the agreement—that is, to the Standard Edition. The 2011–12 agreement did not define “the Service.” But it defined “Services” (plural) to mean “those services (e.g. Google Apps Premier Edition, Google Apps for Business or Google Apps (Free), etc.) which are more fully described” at a specified URL that summarized the services available through different editions of Google Apps. Thus, the 2011–12 agreement contemplated that, where it intended to refer to Google Apps as a whole and to include the Premier Edition, the agreement would refer to “Services” in the plural instead of “the Service” in the intentional choice not to apply that clause to Google Apps as a whole. See id. (instructing courts “to give meaning to the parties’ choice of language”). Second, the 2011–12 fees clause makes sense only when reading “the Service” to refer to the Standard Edition. That is because the clause states that “[t]he Service is provided at no charge to Customer.” What was provided “at no charge” was the Standard Edition, not Google Apps as a whole, which included the paid Premium Edition. Third, the use of “the Service” in other parts of the parties’ contracts suggest that the term refers to the Standard Edition. As Rabin acknowledges, the Standard Edition and the Premium Edition were always governed by separate terms and conditions. Yet Rabin’s interpretation of “the Service” to refer to Google Apps as a whole would mean that the Standard Edition contracts would govern various aspects of an individual’s use of the Premium Edition. For example, both the 2006–11 and 2011–12 versions of the Standard Edition agreements generally authorized Google to unilaterally modify the agreements and provided that any modifications would “become binding” on a user who “continued us[ing] the Service after such terms have been updated by Google.” Under Rabin’s interpretation, this provision means that an individual’s continued use of the Standard Edition (e.g., for personal purposes) would constitute consent to Google’s modification of the terms governing the individual’s use of the Premium Edition (e.g., for business purposes). That is a highly unusual result. Similarly, the 2006–11 Standard Edition agreement limited Google’s liability to users for “any modification, suspension or termination of the Service.” There is no reason to think that an agreement that substantively addresses only the Standard Edition would limit Google’s liability for modifying or suspending the Premium Edition. Indeed, California law generally requires that contractual clauses limiting liability be construed narrowly, see Epochal Enters., Inc. v. LF Encinitas Props., LLC, 99 Cal. App. 5th 44, 60 (2024), further suggesting that the limitation of Google’s liability concerning “the Service” does not apply to all of Google’s business-productivity tools. Rabin insists that this interpretation of “the Service” would “render the [fees] clause meaningless.” But simply substituting “the Standard Edition” for “the Service” in either the 2006– Fees. Provided that Google continues to offer the [Standard Edition] to Customer, Google will continue to provide a version of the [Standard Edition] (with substantially the same services as those provided as of the Effective Date) free of charge to Customer; provided that such commitment: (i) does not apply to the Domain Service described in Section 4 above; and (ii) may not apply to new opt-in services added by Google to the [Standard Edition] in the future. For sake of clarity, Google reserves the right to offer a premium version of the [Standard Edition] for a fee. That is hardly meaningless—as explained above, it embodies a promise that Google would not start charging Standard Edition users for the basic suite of tools to which they had already been granted free access, while still enabling Google to charge for new opt-in services and for the Premium Edition. Similarly, the 2011-12 fees clause would state: The [Standard Edition] is provided at no charge to Customer provided that Customer agrees that Google may (a) add optional services to Customer or its End Users for a fee or (b) offer a premium version of the [Standard Edition] for a fee. This language creates a straightforward distinction between the free Standard Edition and paid add-ons or a paid Premium Edition. Rabin also suggests that, even if “the Service” refers only to the Standard Edition, the 2006–11 fees clause would still prohibit Google from eliminating free access to the Standard Edition for only some existing users. That is, Rabin interprets the 2006–11 clause to require that Google maintain free access for all or for none. Google concedes that it did not do so: It stopped providing the Standard Edition for commercial users but continued to offer the service for non- commercial users. But the 2006–11 fees clause expressly limits both Google’s obligation and the condition triggering that obligation to the provision of “the Service” to “Customer.” The 2006–11 agreement elsewhere defines “Customer” to mean “the entity agreeing to the terms,” i.e., the other party contracting with Google. Thus, the 2006–11 fees clause is user-specific, guaranteeing that if “Google continues to provide the [Standard Edition] to [the particular user contracting with Google], Google will continue to provide a version of the [Standard Edition] … free of charge to [that particular user].” Google’s continued provision of the Standard Edition to other users therefore does not implicate its obligations as to Rabin and the other class members. In sum, the fees clauses in both of the applicable Standard Edition agreements use “the Service” to refer to the Standard Edition. The 2006–11 and 2011–12 fees clause therefore required that, if Google continued providing the Standard Edition to a particular user, it would do so for free. Neither clause prohibited Google from terminating a user’s access to the Standard Edition or from charging for the Premium Edition (or later Workspace). 2. Google’s authority to terminate its provision of the Standard Edition to class members Google argues not only that the fees clauses were silent as to its ability to stop providing the Standard Edition to class members but also that the termination clause affirmatively authorized Google to do so. The termination clause in both the 2006–11 and 2011–12 agreement states that “Customer agrees that Google may at any time and for any reason terminate this Agreement and/or terminate the provision of all or any portion of the Service.” The Court agrees that Google’s decision to stop providing the Standard Edition to class members fell within its discretion to “at any time … terminate the provision of … the Service.”2 Rabin’s arguments to the contrary misread the termination clause. He contends that Google “has not terminated all of the Service” because Google continues to provide non-commercial users with access to the Standard Edition. To be certain, if the termination clause authorized Google only to “terminate the Service,” the clause might require Google to terminate the service as to all users or as to none. But that is not what the termination clause says. Instead, it enables Google to “terminate the provision of … the Service.” In other words, Google may stop providing the Standard Edition to an individual—it need not terminate the Service in its entirety. And because the termination clause is part of a two-party contract between Google and a particular user concerning the user’s access to the Standard Edition, the termination clause’s reference to “the provision of … the Service” logically refers to Google’s “provision of … the Service” to that user. Cf. Dameron Hosp. Assoc. v. AAA N. Cal., Nev. & Utah Ins. Exch., 229 Cal. App. 4th 549, 569

2 Because the Court concludes that Google properly exercised its right to terminate the provision (2014) (“[A] contract extends only to those things which it appears the parties intended to contract.”). Rabin also argues that Google has not “terminated the provision of all or a portion of the Service” to class members because class members may still sign up for Workspace for a fee. This argument relies on Rabin’s already-rejected position that “the Service” refers to all of Google’s business-productivity tools, rather than to the Standard Edition. * * * Because the fees clause merely provided that the Standard Edition would remain free to a user while Google continued to provide them with access to the Standard Edition, nothing in the parties’ contracts prohibited Google from terminating its provision of the Standard Edition to Rabin or other class member or from starting to charge them for access to premium business- productivity tools. To the contrary, because the termination clause enabled Google to stop providing the Standard Edition to a user at any time, the parties’ contracts affirmatively authorized the very conduct that Rabin challenges. The Court therefore grants Google’s motion for summary judgment as to Rabin’s breach-of-contract claim. As a result, the Court need not address Google’s alternative arguments that the 2006–11 agreement’s limitation of liability precludes certain class members’ claims or that Google validly modified class members’ contracts in 2012 to expressly authorize its termination of the Standard Edition for commercial users. Nor must the Court reach Google’s request for summary judgment as to its novation defense. B. Rabin’s UCL claim rises and falls with his contract claim. Google also moves for summary judgment on Rabin’s claim that, by terminating the provision of the Standard Edition to class members, Google engaged in “unlawful” and “unfair” business practices in violation of the UCL. Rabin’s claim under the UCL’s “unlawful” prong is expressly premised on his claim that Google breached its contracts with class members. The “unlawful” prong claim thus fails for the same reasons as Rabin’s contract claim. See Stearns v. Select Comfort Retail Corp., No. 08-CV- 2746-JF, 2009 WL 1635931, at *16 (N.D. Cal. June 5, 2009) (explaining that dismissed claims as much—his opposition to Google’s motion argues that the former claim should survive summary judgment only because, in his view, the latter claim does. Rabin’s claim under the UCL’s “unfair” prong fares no better. Rabin asserts that “Google’s alleged breach [of class members’ contracts] … subjects it to potential liability at trial under the UCL unfair prong.” As discussed, however, Google has not breached any contractual provision. Rabin also suggests that “Google’s conduct in taking away the free [Standard Edition] from [class members] despite for years promising continuing access can violate [the “unfair”] prong even if there [was] no breach of an operative contract term.” As evidence, Rabin points to several public statements by Google. For example, when first announcing the launch of “Google Apps for Your Domain” in 2006, Google stated that it would provide “[a] standard edition … without cost to domain administrators” and that “organizations that sign up during the beta period will not ever have to pay for users accepted during that period (provided Google continues to offer the service).” Dkt. No. 285-37 at 2 (emphasis added). And in its 2012 press release announcing that it would no longer allow new users to sign up for the Standard Edition, Google stated that “for those already using the product, nothing changes” and “[t]hey can keep using it for free.” Dkt. No. 285-38 at 3. The Court does not read these statements as promising free access to Google’s business- productivity tools in perpetuity. The first statement promised that class members’ no-charge access to the Standard Edition would continue so long as Google offered them the Standard Edition—i.e., it reflected the contractual promise embodied in the 2006–11 agreement’s fees clause. The second statement merely reflected that Google had chosen not to stop providing the Standard Edition to class members in 2012, but it did not suggest that Google lacked discretion to do so or would never exercise that discretion. But even assuming that Rabin’s reading of these statements were correct, they could not support a claim under the “unfair” prong. If the claim is based on Google’s termination of class members’ access to the Standard Edition, the claim runs headlong into the parties’ contracts, which affirmatively authorized Google to do so. Rabin cites no authority, and the Court is aware authorized conduct as “unfair.” To the contrary, California courts have consistently explained that “the ‘unfairness’ prong of [of the UCL] ‘does not give the courts a general license to review the fairness of contracts.” Nolte v. Cedars-Sinai Med. Ctr., 236 Cal. App. 4th 1401, 1408 (2015) (quoting Searle v. Wyndham Int’l, Inc., 102 Cal.App.4th 1327, 1334 (2002)); see also Walker v. Countrywide Home Loans, Inc., 98 Cal. App. 4th 1158, 1177 (2002) (quoting Samura v. Kaiser Foundation Health Plan, Inc., 17 Cal.App.4th 1284, 1299 n.6 (1993)).3 If the claim is instead based on the allegedly misrepresentative nature of Google’s past statements, it fails for lack of standing. To establish Article III standing to pursue claims based on a defendant’s supposed misrepresentations, a plaintiff must show that he suffered harm that is “fairly traceable” to those misrepresentations, Spokeo, Inc. v. Robins, 578 U.S. 330, 338 (2016), which generally requires showing reliance on the statements, see Anderson v. Apple Inc., 500 F. Supp. 3d 993, 1005 (N.D. Cal. 2020). As Google argues, Rabin has not offered evidence of his individual reliance on the alleged misrepresentations—he conceded at this deposition that he could not identify any statements by Google giving rise to his belief that the Standard Edition would be “free for life.” See Dkt. No. 290-2 at 107. And Rabin further stated that what he understood Google to have promised was “everything in th[e] contract,” i.e., that he had not understood Google to make any promises beyond those embodied in the parties’ contracts. Id. So Rabin has not established that his economic injuries from losing access to the Standard Edition are traceable to Google’s past statements and therefore lacks standing to pursue a claim based on those statements under the UCL’s “unfair” prong. Because standing in a class action turns on the named plaintiff’s individual standing, Ellis v. Costco Wholesale Corp., 657 F.3d 970, 978 (9th Cir. 2011), Rabin’s lack of standing is fatal to the claims of the class as a whole. The Court therefore grants Google’s motion for summary judgment as to the UCL claim. 3 To be sure, an “unfair” prong claim may succeed where the parties’ contract simply did not forbid the business practice challenged by a plaintiff. See Mehta v. Robinhood Fin. LLC, No. 21- CV-01013-SVK, 2021 WL 6882377, at *8 (N.D. Cal. May 6, 2021) (concluding that plaintiffs stated a viable claim under the UCL’s “unfair” prong even though the defendants’ alleged conduct II. Google’s Daubert motion and Rabin’s motions for summary judgment and to strike are denied as moot. Because the Court grants Google’s motion for summary judgment as to both of the plaintiff class’s claims, the parties’ remaining substantive and evidentiary motions are moot. On that basis, the Court denies Rabin’s motion for partial summary judgment on certain of Google’s affirmative defenses, Google’s motion to exclude the expert testimony of Jeffrey Fox, and Rabin’s motion to strike portions of Google’s reply in support of its motion to exclude. See Dkt. Nos. 271, 278, and 295. III. The parties’ sealing requests are granted in part and denied in part. In connection with his motion for a status conference related to class notice, Rabin filed an administrative motion to consider whether the Court should seal certain material designated as confidential by Google. See Dkt. No. 263. Because Google did not file any statement or declaration in support of sealing the material within 7 days of the motion, the motion is denied. Rabin shall file unredacted copies of the documents subject to that motion on the public docket within 7 days of this order. See Civ. L.R. 79-5(f)(3) (instructing that a designating party’s failure to provide a statement in support of a motion to seal the party’s information “may result in the unsealing of the provisionally sealed document[s] without further notice to the designating party”). The parties also filed several administrative sealing motions in connection with the briefing on their cross-motions for summary judgment and Google’s Daubert motion. See Dkt. Nos. 272, 276, 282, and 284. But the parties stipulated, and the Court approved, that they would subsequently consolidate those sealing motions upon the completion of summary-judgment briefing. See Dkt. Nos. 273 and 274. The parties having done so, see Dkt. No. 293, their earlier sealing motions are denied as moot. Within 7 days of this order, the parties shall file unredacted copies of any provisionally sealed documents that were subject to the earlier sealing motions but that the consolidated motion does not seek to seal. The parties’ consolidated sealing motion, Dkt. No. 293, is granted. The consolidated motion abandons the majority of the parties’ prior sealing requests, instead seeking to redact only limited portions of 5 exhibits to the summary-judgment briefing and proposing no redactions to See Ctr. for Auto Safety v. Chrysler Grp., LLC, 809 F.3d 1092, 1097, 1100 (9th Cir. 2016). Google’s proposed redactions seek to protect the names and personal contact information of individual Google employees and granular internal financial and strategy metrics (but not aggregate data), like internal discussions of the merits of particular pricing strategies and the precise number of paid Google Workspace customers in particular currency markets within a specified three-year period. Rabin’s proposed redactions cover portions of his deposition testimony that disclose the particulars of his business and IT expenses. The parties have explained that disclosure of the particular material they seek to redact would likely confer specific strategic advantages to their business competitors, including by allowing Google’s and Rabin’s competitors to undercut their pricing and thereby poach customers. Compelling reasons therefore exist to redact this information. See id. at 1197 (explaining that compelling reasons may exist to seal “sources of business information that might harm a litigant’s competitive standing”); Verinata Health, Inc. v. Ariosa Diagnostics, Inc., No. 12-cv-05501, 2015 WL 1885626, at *1 (N.D. Cal. Apr. 24, 2015) (sealing “confidential and commercially sensitive information about [a party]’s pricing and marketing strategy” where disclosure would likely cause “competitive harm by providing competitors insight into internal pricing”). And because none of this information bears on the Court’s resolution of the parties’ motions, the public has at most a weak interest in access to the information—one that is outweighed by the compelling interests supporting sealing. See Kamakana v. City & County of Honolulu, 447 F.3d 1172, 1179 (9th Cir. 2006) (explaining that disclosure of court records serves primarily to “ensur[e] the public’s understanding of the judicial process and of significant public events”). Accordingly, the Court concludes that the parties’ remaining requests for limited redactions are proper, and grants their consolidated motion to seal that information. For the foregoing reasons, Google’s motion for summary judgment (Dkt. No. 275) is GRANTED. Rabin’s motion for partial summary judgment (Dkt. No. 271), Google’s Daubert motion (Dkt. No. 278), and Rabin’s motion to strike (Dkt. No. 295) are DENIED as moot. Rabin’s ] initial sealing motions as to the summary-judgment and Daubert motion materials (Dkt. Nos. 272, 2 276, 282, and 284) are DENIED as moot; and the parties’ consolidated sealing motion (Dkt. No. 3 293) is GRANTED. 5 Dated: August 17, 2026 6

P. Casey WAts 8 United States District Judge 9 10 11 a 12

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