[PROPOSED] STIPULATED PROTECTIVE ORDER GOVERNING CONFIDENTIALITY
Pursuant to Federal Rule of Civil Procedure 26(c), Plaintiff IGT and Defendants Aristocrat Technologies, Inc. and Aristocrat Leisure Limited (collectively, "Aristocrat") jointly submit this Stipulated Protective Order Governing Confidentiality ("Protective Order") to govern the parties' handling of materials and information produced or received in connection with the above-captioned action.
WHEREAS, the parties each believe that certain information that may be produced or received by the parties in connection with this action constitutes a trade secret or other confidential research, development, or commercial information;
WHEREAS, each of the parties believes that disclosure and use of confidential information should be limited and that confidential information shall not be used for any purpose other than this action;
WHEREAS, each of the parties believes that it will serve its interests and the interests of justice to conduct discovery and proceedings herein under a protective order pursuant to FED. R. CIV. P. 26(c);
WHEREAS, each of the parties has made a showing that "good cause" exists to believe that public disclosure and/or unfettered disclosure of confidential information to other parties will result in prejudice or competitive harm;
WHEREAS, the parties to this action have stipulated to provide access to and accept such confidential information subject to certain protective provisions hereinafter set forth.
IT IS HEREBY STIPULATED AND AGREED by and between the parties that this Protective Order shall govern confidential information produced or received in connection with this action, pursuant to FED. R. CIV. P. 26(c), as follows:
1. For purposes of this Protective Order, "this Action" shall mean the above-captioned action.
2. For purposes of this Protective Order, "Produced Material" shall mean all materials (including papers, documents, tapes, disks, diskettes, e-mails, and other tangible things) produced by a party or non-party in connection with this Action, and all materials containing information from materials produced by a party or non-party in connection with this Action.
3. For purposes of this Protective Order, "Producing Party" shall mean the party or non-party producing Produced Material.
4. For purposes of this Protective Order, CONFIDENTIAL
INFORMATION is information that the Producing Party believes in good faith to be (i) non-public and (ii) that includes, comprises, embodies, or summarizes trade secrets or other confidential research, development, or commercial information pursuant to FED. R. CIV. P. 26(c)(1)(G), including information that a party is required, by agreement or court order, to treat as Confidential Information. CONFIDENTIAL INFORMATION may include, but is not limited to:
(a) Financial, marketing, and sales data of the Producing Party, including without limitation income statements, balance sheets, cash flow analyses, budget projections, and present value calculations;
(b) Corporate and strategic planning by the Producing Party, including without limitation marketing plans, competitive intelligence reports, sales projections and competitive strategy documents;
(c) Names, addresses, and other information that would identify customers or prospective customers, or the distributors or prospective distributors of the Producing Party;
(d) Technical data, research and development data, and any other
confidential commercial information, including but not limited to trade secrets of the Producing Party;
(e) Information used by the Producing Party in or pertaining to its trade or business, which information the Producing Party believes in good faith has competitive value, which is not generally known to others and which the Producing Party would not normally reveal to third parties except in confidence, or has undertaken with others to maintain in confidence;
(f) Information which the Producing Party believes in good faith falls within the right to privacy guaranteed by the laws of the United States, Nevada, and/or California;
(g) Information which the Producing Party believes in good faith to constitute, contain, reveal or reflect proprietary, financial, business, technical, or other confidential information; and
(h) All reports, results, conclusions, opinions, findings or other data or material promulgated by a stipulated third-party consultant and/or court appointed expert or technical advisor (hereinafter collectively referred to as "Third-Party Consultant").
5. For purposes of this Protective Order, "Receiving Party" shall mean the party requesting and receiving Produced Material.
6. For purposes of this Protective Order, "Disclose" or "Disclosed" shall include showing, furnishing, describing, revealing (indirectly or directly) or providing, by oral, written or electronic communication, any portion of the Produced Material, including originals and copies of such Produced Material.
7. For purposes of this Protective Order, HIGHLY CONFIDENTIAL INFORMATION is CONFIDENTIAL INFORMATION which, if Disclosed to the Receiving Party, might cause competitive harm to the Producing Party and/or might provide a competitive advantage to others. HIGHLY CONFIDENTIAL INFORMATION may include, but is not limited to, information of the type set forth in Paragraph 4(a)-4(h).
8. For purposes of this Protective Order, "Restricted Information" shall mean any information designated as CONFIDENTIAL, HIGHLY CONFIDENTIAL, or CONFIDENTIAL SOURCE CODE.
9. For purposes of this Protective order, CONFIDENTIAL SOURCE
CODE shall mean CONFIDENTIAL INFORMATION comprising computer instructions and data definitions of a hardware description language or software programming language expressed in a form suitable for input to an assembler, compiler, synthesizer, or other translator or data processing module. CONFIDENTIAL SOURCE CODE may include documents or other things that contain a party's confidential source code. Other documents or things that include confidential, proprietary, and/or trade secret source code or object code may be designated CONFIDENTIAL SOURCE CODE only if confidential, proprietary, and/or trade secret source code or object cannot reasonably be segregated from the document or thing. Under no circumstances shall code that has been made publicly available or distributed under an "open source license" be designated CONFIDENTIAL SOURCE CODE.
10. For purposes of this Protective Order, "this Action" shall mean Civil Action SACV 10-1748 JVS (MLGx) and any and all appeals and retrials relating thereto.
APPLICATION OF THIS PROTECTIVE ORDER
11. This Protective Order shall apply to all Produced Material containing Restricted Information regardless of whether such Produced Material is filed with the Court, including without limitation:
(a) Testimony adduced at depositions upon oral examination and transcripts thereof pursuant to FED. R. CIV. P. 30;
(b) Testimony upon written questions pursuant to FED. R. CIV. P. 31;
(c) Answers to interrogatories pursuant to FED. R. CIV. P. 33;
(d) Documents and things produced pursuant to FED. R. CIV. P. 34;
(e) Information obtained from inspection of premises or things pursuant to FED. R. CIV. P. 34;
(f) Answers to requests for admission pursuant to FED. R. CIV. P. 35;
(g) Documents, things, testimony or transcripts thereof obtained from non-parties pursuant to FED. R. CIV. P. 45; and
(h) Statements of counsel and documents incorporating such statements.
12. Nothing in this Protective Order shall limit any party producing the
Produced Material (hereinafter "Producing Party") from use of its own documents and information nor shall it prevent the Producing Party from Disclosing its own Restricted Information or documents to any person. Such Disclosure shall not affect any designations made pursuant to the terms of this Protective Order, so long as the Disclosure is made in a manner that is reasonably calculated to maintain the confidentiality of the information.
NON-PARTY'S DISCLOSURE PURSUANT TO TERMS OF PROTECTIVE ORDER
13. If any non-party shall be called upon, by subpoena or otherwise, to Disclose Restricted Information in this Action, that non-party may elect to make a Disclosure of such information pursuant to the terms of this Protective Order by notifying counsel for all parties in writing or on the record at a deposition or hearing. Upon such notice, a non-party may designate Restricted Information in accordance with this Protective Order.
14. Once designated, any non-party's Restricted Information shall be treated in accordance with this Protective Order.
15. Unless otherwise agreed in writing, this Court shall have jurisdiction to entertain and decide any application brought to enforce or interpret the provisions of this Protective Order with respect to the information of any such non-party.
16. A party serving a subpoena in connection with this Action shall endeavor to provide the non-party under subpoena with a copy of this Protective Order.
GENERAL PROVISIONS RELATING TO CONFIDENTIAL INFORMATION
17. A party or non-party may designate Produced Material as containing Restricted Information in accordance with this Protective Order.
18. Restricted Information, designated in accordance with this Protective Order shall not be Disclosed or made available except as specified in this Protective Order.
19. All copies of Restricted Information and all extracts, abstracts, charts, summaries, and notes made therefrom shall be treated according to its designation under the terms of this Protective Order.
20. No party or person shall Disclose Restricted Information to any other party or person not entitled to receive such Restricted Information under the terms of this Protective Order.
21. The fact that an item or category is listed as an example in this or other sections of this Protective Order does not, by itself, render the item or category discoverable.
PROTECTION AND DISCLOSURE OF RESTRICTED INFORMATION
22. Restricted Information may be used and Disclosed only in accordance with this Protective Order and only for purposes of this Action. Accordingly, Restricted Information in accordance with this Protective Order shall not be copied, distributed, summarized, excerpted or otherwise reproduced except for the limited purpose of this Action, including, for example, preparing exhibits for affidavits, depositions, hearings, or trial, or preparing other court filings and work product.
23. Unless otherwise ordered by the Court or agreed to in writing by the parties, Restricted Information shall not be used for any business purpose and shall be used solely for conducting this Action.
24. No party or person shall make any unauthorized use of any Restricted Information of another party, including, but not limited to, use for commercial or competitive purposes.
25. Restricted Information received pursuant to this Protective Order shall be (1) maintained in a manner reasonably calculated to maintain its confidentiality and to serve the purposes of this Protective Order, and (2) maintained at a location and under circumstances that ensure that access is limited to those persons permitted to have access under this Protective Order.
26. Each individual who receives Restricted Information pursuant to this Protective Order shall be deemed to have consented to the personal jurisdiction of this Court for the purpose of enforcement of this Protective Order.
DISCLOSURE OF CONFIDENTIAL OR HIGHLY
27. Disclosure of CONFIDENTIAL INFORMATION and materials
containing or reflecting CONFIDENTIAL INFORMATION shall be limited ...