Filed: Jul. 15, 2016
Latest Update: Jul. 15, 2016
Summary: ORDER ON MOTION TO SEAL Re: Dkt. Nos. 36, 37. JAMES DONATO , District Judge . On June 30, 2016, the Court lifted the sealing order in this case going forward, Dkt. No. 34, and gave the parties an opportunity to establish what portions, if any, of the record should remain under seal. Defendant Starwood Hotels and Resorts Worldwide, Inc. ("Starwood") has filed an administrative motion to seal portions of the complaint and motion to dismiss. Dkt. No. 37. The Court grants the motion. Because
Summary: ORDER ON MOTION TO SEAL Re: Dkt. Nos. 36, 37. JAMES DONATO , District Judge . On June 30, 2016, the Court lifted the sealing order in this case going forward, Dkt. No. 34, and gave the parties an opportunity to establish what portions, if any, of the record should remain under seal. Defendant Starwood Hotels and Resorts Worldwide, Inc. ("Starwood") has filed an administrative motion to seal portions of the complaint and motion to dismiss. Dkt. No. 37. The Court grants the motion. Because t..
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ORDER ON MOTION TO SEAL
Re: Dkt. Nos. 36, 37.
JAMES DONATO, District Judge.
On June 30, 2016, the Court lifted the sealing order in this case going forward, Dkt. No. 34, and gave the parties an opportunity to establish what portions, if any, of the record should remain under seal. Defendant Starwood Hotels and Resorts Worldwide, Inc. ("Starwood") has filed an administrative motion to seal portions of the complaint and motion to dismiss. Dkt. No. 37. The Court grants the motion.
Because the motion to dismiss the complaint is potentially dispositive of this case, Starwood acknowledges that it must provide "compelling reasons" to overcome the "strong presumption of access to judicial records" for dispositive motions. See Kamakana v. City and County of Honolulu, 447 F.3d 1172, 1178-79 (9th Cir. 2006) (internal quote omitted). Under Civil Local Rule 79-5, Starwood needs to show that a "document, or portions thereof, are privileged, protectable as a trade secret or otherwise entitled to protection under the law," i.e., is "sealable." Civil L.R. 79-5(b). The sealing request must also "be narrowly tailored to seek sealing only of sealable material." Id. When ordering sealing in this context, the district court must "articulate the rationale underlying its decision to seal." Apple Inc. v. Psystar Corp., 658 F.3d 1150, 1162 (9th Cir. 2011).
Starwood has narrowly tailored its request so that only those limited portions of the complaint, motion, and attachments that refer to specific financial information and terms of the will be sealed. Specifically, it seeks to seal "information that relates to valuations of the hotel property" at issue in the case, including "proposed financial terms" of the deal. Dkt. No. 37 at 2. The request is accompanied by a declaration from Cynthia Potter, a Vice-President of Real Estate Investment Management at Starwood, who states why Starwood considers these particular financial terms to be trade secrets and how exposure of these details could disadvantage Starwood in negotiations that are key to its current business plan. See Dkt. No. 37-1 ¶¶ 2, 6-15. The Court is satisfied that Starwood has demonstrated compelling reasons to seal its hotel valuation and financial information, as detailed in the attached table, and as reflected in the redacted copies of the complaint, motion, and attachments filed at Dkt. No. 37-2.
CONCLUSION
Pursuant to Civil Local Rule 79-5(f)(3), the parties should file redacted versions of any documents affected by this order within 7 days. By that deadline, the parties should also file a short statement listing every document in the record currently under seal (Dkt. Nos. 1-33), indicate whether a redacted copy has been filed, and if so, provide the docket number of the redacted version. After receipt of this document, the Court will order the Clerk of Court will remove all confidentiality restrictions on those documents for which no redacted copy was filed.
IT IS SO ORDERED.
79-5(d)(B) TABLE OF REDACTIONS
Portion to be
Document Sealed Harm from Disclosure Court Decision
Plaintiffs' ¶ 19, price The price term reflects a trade Granted
Complaint term secret held by Starwood the
(also attached as disclosure of which puts
Ex. 1 to Macklin Starwood at a significant
Declaration i/s/o competitive disadvantage in
Starwood's future negotiations for the sale
Motion to of this and other properties.
Dismiss)
¶ 24, clause The financial term relates to Granted
following the price term and therefore
"error and" to reflects a trade secret held by
end of the Starwood the disclosure of
sentence which puts Starwood at a
significant competitive
disadvantage in future
negotiations for the sale of this
and other properties.
¶ 26, clause The financial term relates to Granted
following the price term and therefore
"errors and" reflects a trade secret held by
to end of the Starwood the disclosure of
sentence which puts Starwood at a
significant competitive
disadvantage in future
negotiations for the sale of this
and other properties.
Fn 2 The financial terms relate to Granted
the price term and therefore
reflects a trade secret held by
Starwood the disclosure of
which puts Starwood at a
significant competitive
disadvantage in future
negotiations for the sale of this
and other properties.
¶ 44, price The price term reflects a trade Granted
term secret held by Starwood the
disclosure of which puts
Starwood at a significant
competitive disadvantage in
future negotiations for the sale
of this and other properties.
¶ 47, price The price terms reflect trade Granted
terms secrets held by Starwood the
disclosure of which puts
Starwood at a significant
competitive disadvantage in
future negotiations for the sale
of this and other properties.
¶ 49, clause The financial terms relate to Granted
following "in the price term and therefore
addition to" to reflect a trade secret held by
end of Starwood the disclosure of
sentence which puts Starwood at a
significant competitive
disadvantage in future
negotiations for the sale of this
and other properties.
¶ 50, The financial terms relate to Granted
"including" to the price term and therefore
end of reflect a trade secret held by
sentence Starwood the disclosure of
which puts Starwood at a
significant competitive
disadvantage in future
negotiations for the sale of this
and other properties.
¶ 58, Term The provision reflects financial Granted
Sheet terms and is a trade secret held
provision by Starwood the disclosure of
which puts Starwood at a
significant competitive
disadvantage in future
negotiations for the sale of this
and other properties.
Complaint Ex. B: "Purchase The financial term reflects a Granted
"Term Sheet" Price" trade secret held by Starwood
(also attached as provision, p. 2 the disclosure of which puts
Ex. 1 to Macklin Starwood at a significant
Declaration i/s/o competitive disadvantage in
Starwood's future negotiations for the sale
Motion to of this and other properties.
Dismiss)
"Earnest These deposit amounts relate to Granted
Money", p. 2, the price term and therefore
deposit reflect a trade secret held by
amounts Starwood the disclosure of
which puts Starwood at a
significant competitive
disadvantage in future
negotiations for the sale of this
and other properties.
First full The provision reflects financial Granted
provision, p. 3 terms and is a trade secret held
by Starwood the disclosure of
which puts Starwood at a
significant competitive
disadvantage in future
negotiations for the sale of this
and other properties.
Memorandum of 4:24-5:2, This is an excerpt from a Granted
Law i/s/o Term Sheet provision that reflects financial
Starwood's provision terms and is a trade secret held
Motion to by Starwood the disclosure of
Dismiss which puts Starwood at a
significant competitive
disadvantage in future
negotiations for the sale of this
and other properties.
5:4-8, Term This is an excerpt from a Granted
Sheet provision that reflects financial
provision terms and is a trade secret held
by Starwood the disclosure of
which puts Starwood at a
significant competitive
disadvantage in future
negotiations for the sale of this
and other properties.
17:11, price The price term reflects a trade Granted
term secret held by Starwood the
disclosure of which puts
Starwood at a significant
competitive disadvantage in
future negotiations for the sale
of this and other properties.
18:5, price The price term reflects a trade Granted
term secret held by Starwood the
disclosure of which puts
Starwood at a significant
competitive disadvantage in
future negotiations for the sale
of this and other properties.
