David Oas v. Rama Capital Partners, LLC ( 2021 )

1 THE YOCCA LAW FIRM LLP MARK W. YOCCA, State Bar No. 137189 2 PAUL KIM, State Bar No. 157608 JARED GLICKSMAN, State Bar No. 247124 3 19900 MacArthur Boulevard, Suite 650 Irvine, California 92612 4 Telephone: (949) 253-0800 Facsimile: (949) 253-0870 5 Attorneys for Plaintiff, 6 DAVID OAS, CHRISTINE BALABAN AND ELIZABETH OAS, As Co-Trustees of THE JANET 7 C. LUDVIGSON TRUST DATED JUNE 1, 1988, a California trust 8 UNITED STATES DISTRICT COURT 9 CENTRAL DISTRICT OF CALIFORNIA 10 11 Case No. 8:20-cv-01634 MCS-ADS DAVID OAS, CHRISTINE BALABAN and 12 ELIZABETH OAS, As Co-Trustees of THE JANET C. LUDVIGSON TRUST DATED 13 JUNE 1, 1988, a California trust, STIPULATED PROTECTIVE ORDER 14 Plaintiff, vs. 15 RAMA CAPITAL PARTNERS, LLC, a 16 California limited liability company; THE RAMA FUND, LLC, a California limited 17 liability company; ATHAS CAPITAL GROUP, INC.; a California corporation; 18 ANTHONY TAMRAZ, an individual; A J TAMRAZ, INC., a California corporation; 19 CESAR HERNANDEZ, an individual, SPURS CAPITAL, LLC, a Delaware 20 Limited Liability Company, WILMINGTON SAVINGS FUND 21 SOCIETY FSB /d/b/a Christina Trust, as Trustee for Bantam Funding Trust 2018-1; 22 FIDELITY NATIONAL TITLE COMPANY, a California corporation; and DOES 1 23 through 20, inclusive, 24 Defendants. 1 2 I. PURPOSES AND LIMITATIONS 3 A. Discovery in this action is likely to involve production of confidential, 4 proprietary, or private information for which special protection from public 5 disclosure and from use for any purpose other than prosecuting this litigation 6 may be warranted. Accordingly, the parties hereby stipulate to and petition the 7 Court to enter the following Stipulated Protective Order. The parties 8 acknowledge that this Order does not confer blanket protections on all 9 disclosures or responses to discovery and that the protection it affords from 10 public disclosure and use extends only to the limited information or items that 11 are entitled to confidential treatment under the applicable legal principles. The 12 parties further acknowledge, as set forth in Section XIII(C), below, that this 13 Stipulated Protective Order does not entitle them to file confidential information 14 under seal; Civil Local Rule 79-5 sets forth the procedures that must be followed 15 and the standards that will be applied when a party seeks permission from the 16 Court to file material under seal. 17 II. GOOD CAUSE STATEMENT 18 A. Defendants contend that this action is likely to involve trade secrets, 19 customer and pricing lists and other valuable research, development, 20 commercial, financial, technical and/or proprietary information for which 21 special protection from public disclosure and from use for any purpose other 22 than prosecution of this action is warranted. Such confidential and proprietary 23 materials and information consist of, among other things, confidential business 24 or financial information, information regarding confidential business practices, 1 or other confidential research, development, or commercial information 2 (including information implicating privacy rights of third parties), information 3 otherwise generally unavailable to the public, or which may be privileged or 4 otherwise protected from disclosure under state or federal statutes, court rules, 5 case decisions, or common law. Accordingly, to expedite the flow of 6 information, to facilitate the prompt resolution of disputes over confidentiality 7 of discovery materials, to adequately protect information the parties are entitled 8 to keep confidential, to ensure that the parties are permitted reasonable 9 necessary uses of such material in preparation for and in the conduct of trial, to 10 address their handling at the end of the litigation, and serve the ends of justice, a 11 protective order for such information is justified in this matter. It is the intent of 12 the parties that information will not be designated as confidential for tactical 13 reasons and that nothing be so designated without a good faith belief that it has 14 been maintained in a confidential, non-public manner, and there is good cause 15 why it should not be part of the public record of this case. 16 III. DEFINITIONS 17 A. Action: The Case entitled David Oas, et. al v. Rama Capital Partners, et 18 al., pending in the United Stated District Court for the Central District of 19 California, Case No.: 8:20-cv-01634 MCS-ADS. 20 B. Challenging Party: A Party or Non-Party that challenges the designation 21 of information or items under this Order. 22 C. “CONFIDENTIAL” Information or Items: Information (regardless of how 23 it is generated, stored or maintained) or tangible things that qualify for 24 1 protection under Federal Rule of Civil Procedure 26(c), and as specified above in 2 the Good Cause Statement. 3 D. Counsel: Outside Counsel of Record and House Counsel (as well as their 4 support staff). 5 E. Designating Party: A Party or Non-Party that designates information or 6 items that it produces in disclosures or in responses to discovery as 7 “CONFIDENTIAL.” 8 F. Disclosure or Discovery Material: All items or information, regardless of 9 the medium or manner in which it is generated, stored, or maintained 10 (including, among other things, testimony, transcripts, and tangible things), that 11 are produced or generated in disclosures or responses to discovery in this 12 matter. 13 G. Expert: A person with specialized knowledge or experience in a matter 14 pertinent to the litigation who has been retained by a Party or its counsel to 15 serve as an expert witness or as a consultant in this Action. 16 H. House Counsel: Attorneys who are employees of a party to this Action. 17 House Counsel does not include Outside Counsel of Record or any other outside 18 counsel. 19 I. Non-Party: Any natural person, partnership, corporation, association, or 20 other legal entity not named as a Party to this action. 21 J. Outside Counsel of Record: Attorneys who are not employees of a party 22 to this Action but are retained to represent or advise a party to this Action and 23 have appeared in this Action on behalf of that party or are affiliated with a law 24 firm which has appeared on behalf of that party, and includes support staff. 1 K. Party: Any party to this Action, including all of its officers, directors, 2 employees, consultants, retained experts, and Outside Counsel of Record (and 3 their support staffs). 4 L. Producing Party: A Party or Non-Party that produces Disclosure or 5 Discovery Material in this Action. 6 M. Professional Vendors: Persons or entities that provide litigation support 7 services (e.g., photocopying, videotaping, translating, preparing exhibits or 8 demonstrations, and organizing, storing, or retrieving data in any form or 9 medium) and their employees and subcontractors. 10 N. Protected Material: Any Disclosure or Discovery Material that is 11 designated as “CONFIDENTIAL.” 12 O. Receiving Party: A Party that receives Disclosure or Discovery Material 13 from a Producing Party. 14 IV. SCOPE 15 A. The protections conferred by this Stipulation and Order cover not only 16 Protected Material (as defined above), but also (1) any information copied or 17 extracted from Protected Material; (2) all copies, excerpts, summaries, or 18 compilations of Protected Material; and (3) any testimony, conversations, or 19 presentations by Parties or their Counsel that might reveal Protected Material. 20 B. Any use of Protected Material at trial shall be governed by the orders of 21 the trial judge. This Order does not govern the use of Protected Material at trial. 22 V. DURATION 23 A. Once a case proceeds to trial, all of the information that was designated as 24 confidential or maintained pursuant to this Protective Order becomes public and 1 will be presumptively available to all members of the public, including the press, 2 unless compelling reasons supported by specific factual findings to proceed 3 otherwise are made to the trial judge in advance of the trial. See Kamakana v. 4 City and County of Honolulu, 447 F.3d 1172, 1180-81 (9th Cir. 2006) 5 (distinguishing “good cause” showing for sealing documents produced in 6 discovery from “compelling reasons” standard when merits-related documents 7 are part of court record). Accordingly, the terms of this Protective Order do not 8 extend beyond the commencement of the trial. 9 VI. DESIGNATING PROTECTED MATERIAL 10 A. Exercise of Restraint and Care in Designating Material for Protection 11 1. Each Party or Non-Party that designates information or items for 12 protection under this Order must take care to limit any such designation 13 to specific material that qualifies under the appropriate standards. The 14 Designating Party must designate for protection only those parts of 15 material, documents, items, or oral or written communications that 16 qualify so that other portions of the material, documents, items, or 17 communications for which protection is not warranted are not swept 18 unjustifiably within the ambit of this Order. 19 2. Mass, indiscriminate, or routinized designations are prohibited. 20 Designations that are shown to be clearly unjustified or that have been 21 made for an improper purpose (e.g., to unnecessarily encumber the case 22 development process or to impose unnecessary expenses and burdens on 23 other parties) may expose the Designating Party to sanctions. 24 1 3. If it comes to a Designating Party’s attention that information or 2 items that it designated for protection do not qualify for protection, that 3 Designating Party must promptly notify all other Parties that it is 4 withdrawing the inapplicable designation. 5 B. Manner and Timing of Designations 6 1. Except as otherwise provided in this Order (see, e.g., Section 7 B(2)(b) below), or as otherwise stipulated or ordered, Disclosure or 8 Discovery Material that qualifies for protection under this Order must be 9 clearly so designated before the material is disclosed or produced. 10 2. Designation in conformity with this Order requires the following: 11 a. For information in documentary form (e.g., paper or 12 electronic documents, but excluding transcripts of depositions or 13 other pretrial or trial proceedings), that the Producing Party affix 14 at a minimum, the legend “CONFIDENTIAL” (hereinafter 15 “CONFIDENTIAL legend”), to each page that contains protected 16 material. If only a portion or portions of the material on a page 17 qualifies for protection, the Producing Party also must clearly 18 identify the protected portion(s) (e.g., by making appropriate 19 markings in the margins). 20 b. A Party or Non-Party that makes original documents 21 available for inspection need not designate them for protection 22 until after the inspecting Party has indicated which documents it 23 would like copied and produced. During the inspection and before 24 the designation, all of the material made available for inspection 1 shall be deemed “CONFIDENTIAL.” After the inspecting Party has 2 identified the documents it wants copied and produced, the 3 Producing Party must determine which documents, or portions 4 thereof, qualify for protection under this Order. Then, before 5 producing the specified documents, the Producing Party must affix 6 the “CONFIDENTIAL legend” to each page that contains Protected 7 Material. If only a portion or portions of the material on a page 8 qualifies for protection, the Producing Party also must clearly 9 identify the protected portion(s) (e.g., by making appropriate 10 markings in the margins). 11 c. For testimony given in depositions, that the Designating 12 Party identify the Disclosure or Discovery Material on the record, 13 before the close of the deposition all protected testimony. 14 d. For information produced in form other than document and 15 for any other tangible items, that the Producing Party affix in a 16 prominent place on the exterior of the container or containers in 17 which the information is stored the legend “CONFIDENTIAL.” If 18 only a portion or portions of the information warrants protection, 19 the Producing Party, to the extent practicable, shall identify the 20 protected portion(s). 21 C. Inadvertent Failure to Designate 22 1. If timely corrected, an inadvertent failure to designate qualified 23 information or items does not, standing alone, waive the Designating 24 Party’s right to secure protection under this Order for such material. 1 Upon timely correction of a designation, the Receiving Party must make 2 reasonable efforts to assure that the material is treated in accordance with 3 the provisions of this Order. 4 VII. CHALLENGING CONFIDENTIALITY DESIGNATIONS 5 A. Timing of Challenges 6 1. Any party or Non-Party may challenge a designation of 7 confidentiality at any time that is consistent with the Court’s Scheduling 8 Order. 9 B. Meet and Confer 10 1. The Challenging Party shall initiate the dispute resolution process 11 under Local Rule 37.1 et seq. 12 C. The burden of persuasion in any such challenge proceeding shall be on 13 the Designating Party. Frivolous challenges, and those made for an improper 14 purpose (e.g., to harass or impose unnecessary expenses and burdens on other 15 parties) may expose the Challenging Party to sanctions. Unless the Designating 16 Party has waived or withdrawn the confidentiality designation, all parties shall 17 continue to afford the material in question the level of protection to which it is 18 entitled under the Producing Party’s designation until the Court rules on the 19 challenge. 20 VIII. ACCESS TO AND USE OF PROTECTED MATERIAL 21 A. Basic Principles 22 1. A Receiving Party may use Protected Material that is disclosed or 23 produced by another Party or by a Non-Party in connection with this 24 Action only for prosecuting, defending, or attempting to settle this Action 1 or for use in any inquiries by State or Federal agencies. Such Protected 2 Material may be disclosed only to the categories of persons and under the 3 conditions described in this Order. When the Action has been 4 terminated, a Receiving Party must comply with the provisions of Section 5 XIV below. 6 2. Protected Material must be stored and maintained by a Receiving 7 Party at a location and in a secure manner that ensures that access is 8 limited to the persons authorized under this Order. 9 B. Disclosure of “CONFIDENTIAL” Information or Items 10 1. Unless otherwise ordered by the Court or permitted in writing by 11 the Designating Party, a Receiving Party may disclose any information or 12 item designated “CONFIDENTIAL” only to: 13 a. The Receiving Party’s Outside Counsel of Record in this 14 Action, as well as employees, contractors, and staff of said Outside 15 Counsel of Record to whom it is reasonably necessary to disclose 16 the information for this Action; 17 b. The Receiving Party(ies), along with their officers, directors, 18 and employees (including House Counsel) to whom disclosure is 19 reasonably necessary for this Action; 20 c. Experts (as defined in this Order) of the Receiving Party to 21 whom disclosure is reasonably necessary for this Action and who 22 have signed the “Acknowledgment and Agreement to Be Bound” 23 (Exhibit A); 24 d. The Court and its personnel; 1 e. Court reporters and their staff; 2 f. Professional jury or trial consultants, mock jurors, and 3 Professional Vendors to whom disclosure is reasonably necessary 4 or this Action and who have signed the “Acknowledgment and 5 Agreement to be Bound” attached as Exhibit A hereto; 6 g. The author or recipient of a document containing the 7 information or a custodian or other person who otherwise 8 possessed or knew the information; 9 h. During their depositions, witnesses, and attorneys for 10 witnesses, in the Action to whom disclosure is reasonably 11 necessary provided: (i) the deposing party requests that the 12 witness sign the “Acknowledgment and Agreement to Be Bound;” 13 and (ii) they will not be permitted to keep any confidential 14 information unless they sign the “Acknowledgment and Agreement 15 to Be Bound,” unless otherwise agreed by the Designating Party or 16 ordered by the Court. Pages of transcribed deposition testimony or 17 exhibits to depositions that reveal Protected Material may be 18 separately bound by the court reporter and may not be disclosed to 19 anyone except as permitted under this Stipulated Protective Order; 20 and 21 i. Any mediator or settlement officer, and their supporting 22 personnel, mutually agreed upon by any of the parties engaged in 23 settlement discussions. 24 1 IX. PROTECTED MATERIAL SUPOENAED OR ORDERED PRODUCED 2 IN OTHER LITIGATION 3 A. If a Party is served with a subpoena or a court order issued in other 4 litigation that compels disclosure of any information or items designated in this 5 Action as “CONFIDENTIAL,” that Party must: 6 1. Promptly notify in writing the Designating Party. Such notification 7 shall include a copy of the subpoena or court order; 8 2. Promptly notify in writing the party who caused the subpoena or 9 order to issue in the other litigation that some or all of the material 10 covered by the subpoena or order is subject to this Protective Order. Such 11 notification shall include a copy of this Stipulated Protective Order; and 12 3. Cooperate with respect to all reasonable procedures sought to be 13 pursued by the Designating Party whose Protected Material may be 14 affected. 15 B. If the Designating Party timely seeks a protective order, the Party served 16 with the subpoena or court order shall not produce any information designated 17 in this action as “CONFIDENTIAL” before a determination by the Court from 18 which the subpoena or order issued, unless the Party has obtained the 19 Designating Party’s permission. The Designating Party shall bear the burden 20 and expense of seeking protection in that court of its confidential material and 21 nothing in these provisions should be construed as authorizing or encouraging a 22 Receiving Party in this Action to disobey a lawful directive from another court. 23 X. A NON-PARTY’S PROTECTED MATERIAL SOUGHT TO BE 24 PRODUCED IN THIS LITIGATION 1 A. The terms of this Order are applicable to information produced by a Non- 2 Party in this Action and designated as “CONFIDENTIAL.” Such information 3 produced by Non-Parties in connection with this litigation is protected by the 4 remedies and relief provided by this Order. Nothing in these provisions should 5 be construed as prohibiting a Non-Party from seeking additional protections. 6 B. In the event that a Party is required, by a valid discovery request, to 7 produce a Non-Party’s confidential information in its possession, and the Party 8 is subject to an agreement with the Non-Party not to produce the Non-Party’s 9 confidential information, then the Party shall: 10 1. Promptly notify in writing the Requesting Party and the Non-Party 11 that some or all of the information requested is subject to a 12 confidentiality agreement with a Non-Party; 13 2. Promptly provide the Non-Party with a copy of the Stipulated 14 Protective Order in this Action, the relevant discovery request(s), and a 15 reasonably specific description of the information requested; and 16 3. Make the information requested available for inspection by the 17 Non-Party, if requested. 18 C. If the Non-Party fails to seek a protective order from this court within 14 19 days of receiving the notice and accompanying information, the Receiving Party 20 may produce the Non-Party’s confidential information responsive to the 21 discovery request. If the Non-Party timely seeks a protective order, the 22 Receiving Party shall not produce any information in its possession or control 23 that is subject to the confidentiality agreement with the Non-Party before a 24 determination by the court. Absent a court order to the contrary, the Non-Party 1 shall bear the burden and expense of seeking protection in this court of its 2 Protected Material. 3 XI. UNAUTHORIZED DISCLOSURE OF PROTECTED MATERIAL 4 A. If a Receiving Party learns that, by inadvertence or otherwise, it has 5 disclosed Protected Material to any person or in any circumstance not 6 authorized under this Stipulated Protective Order, the Receiving Party must 7 immediately (1) notify in writing the Designating Party of the unauthorized 8 disclosures, (2) use its best efforts to retrieve all unauthorized copies of the 9 Protected Material, (3) inform the person or persons to whom unauthorized 10 disclosures were made of all the terms of this Order, and (4) request such person 11 or persons to execute the “Acknowledgment and Agreement to be Bound” that is 12 attached hereto as Exhibit A. 13 XII. INADVERTENT PRODUCTION OF PRIVILEGED OR OTHERWISE 14 PROTECTED MATERIAL 15 A. When a Producing Party gives notice to Receiving Parties that certain 16 inadvertently produced material is subject to a claim of privilege or other 17 protection, the obligations of the Receiving Parties are those set forth in Federal 18 Rule of Civil Procedure 26(b)(5)(B). This provision is not intended to modify 19 whatever procedure may be established in an e-discovery order that provides for 20 production without prior privilege review. Pursuant to Federal Rule of Evidence 21 502(d) and (e), insofar as the parties reach an agreement on the effect of 22 disclosure of a communication or information covered by the attorney-client 23 privilege or work product protection, the parties may incorporate their 24 agreement in the Stipulated Protective Order submitted to the Court. 1 XIII. MISCELLANEOUS 2 A. Right to Further Relief 3 1. Nothing in this Order abridges the right of any person to seek its 4 modification by the Court in the future. 5 B. Right to Assert Other Objections 6 1. By stipulating to the entry of this Protective Order, no Party waives 7 any right it otherwise would have to object to disclosing or producing any 8 information or item on any ground not addressed in this Stipulated 9 Protective Order. Similarly, no Party waives any right to object on any 10 ground to use in evidence of any of the material covered by this Protective 11 Order. 12 C. Filing Protected Material 13 1. A Party that seeks to file under seal any Protected Material must 14 comply with Civil Local Rule 79-5. Protected Material may only be filed 15 under seal pursuant to a court order authorizing the sealing of the specific 16 Protected Material at issue. If a Party's request to file Protected Material 17 under seal is denied by the Court, then the Receiving Party may file the 18 information in the public record unless otherwise instructed by the Court. 19 20 21 XIV. FINAL DISPOSITION 22 A. After the final disposition of this Action, as defined in Section V, within 23 sixty (60) days of a written request by the Designating Party, each Receiving 24 Party must return all Protected Material to the Producing Party or destroy such 1 material. As used in this subdivision, “all Protected Material” includes all copies, 2 abstracts, compilations, summaries, and any other format reproducing or 3 capturing any of the Protected Material. Whether the Protected Material is 4 returned or destroyed, the Receiving Party must submit a written certification to 5 the Producing Party (and, if not the same person or entity, to the Designating 6 Party) by the 60 day deadline that (1) identifies (by category, where appropriate) 7 all the Protected Material that was returned or destroyed and (2) affirms that the 8 Receiving Party has not retained any copies, abstracts, compilations, summaries 9 or any other format reproducing or capturing any of the Protected Material. 10 Notwithstanding this provision, Counsel are entitled to retain an archival copy of 11 all pleadings, motion papers, trial, deposition, and hearing transcripts, legal 12 memoranda, correspondence, deposition and trial exhibits, expert reports, 13 attorney work product, and consultant and expert work product, even if such 14 materials contain Protected Material. Any such archival copies that contain or 15 constitute Protected Material remain subject to this Protective Order as set forth 16 in Section V. 17 B. Any violation of this Order may be punished by any and all appropriate 18 measures including, without limitation, contempt proceedings and/or monetary 19 sanctions. 20 21 22 IT IS SO STIPULATED, THROUGH COUNSEL OF RECORD. 23 24 1 DATED: July 1, 2021 THE YOCCA LAW FIRM LLP 2 3 By: /s/ Jared Glicksman Mark W. Yocca 4 Jared Glicksman 5 Attorneys for Plaintiffs DAVID OAS, CHRISTINE BALABAN, AND 6 ELIZABETH OAS, AS CO-TRUSTEES OF THE JANET C. LUDVIGSON TRUST 7 DATED JUNE 1, 1988 8 DATED: July 1, 2021 BLANK ROME LLP 9 By: /s/ Nicole Metral 10 Cheryl S. Chang 11 Nicole Metral Attorneys for Defendants 12 RAMA CAPITAL PARTNERS, LLC; THE RAMA FUND, LLC, ATHAS 13 CAPITAL GROUP, INC., SPURS CAPITAL, LLC, AND WILMINGTON 14 SAVINGS FUND SOCIETY FSB D/B/A CHRISTIANA TRUST, AS 15 TRUSTEE FOR BANTAM FUNDING 16 TRUST 2018-1 17 18 FOR GOOD CAUSE SHOWN, IT IS SO ORDERED. 19 Dated: July 6, 2021 /s/ Autumn D. Spaeth 20 HONORABLE AUTUMN D. SPAETH United States Magistrate Judge 21 22 23 24 1 EXHIBIT A ACKNOWLEDGMENT AND AGREEMENT TO BE BOUND 2 3 I, [print or type full name], of 4 [print or type full address], declare under penalty of perjury that I 5 have read in its entirety and understand the Stipulated Protective Order that was issued 6 by the United States District Court for the Central District of California on [DATE] in 7 the case of David Oas, et. al v. Rama Capital Partners, et al., Case No.: 8:20-cv-01634 8 MCS-ADS.. I agree to comply with and to be bound by all the terms of this Stipulated 9 Protective Order and I understand and acknowledge that failure to so comply could 10 expose me to sanctions and punishment in the nature of contempt. I solemnly promise 11 that I will not disclose in any manner any information or item that is subject to this 12 Stipulated Protective Order to any person or entity except in strict compliance with the 13 provisions of this Order. 14 I further agree to submit to the jurisdiction of the United States District Court 15 for the Central District of California for the purpose of enforcing the terms of this 16 Stipulated Protective Order, even if such enforcement proceedings occur after 17 termination of this action. I hereby appoint [print or 18 type full name] of [print or type full address and 19 telephone number] as my California agent for service of process in connection with this 20 action or any proceedings related to enforcement of this Stipulated Protective Order. 21 Date: 22 City and State where sworn and signed: 23 Printed Name: 24 Signature: