Case 4:21-cv-10001-HSG Document 69 Filed 05/27/22 Page 1 of 7
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`John E. Schmidtlein (SBN 163520)
`Carol J. Pruski (SBN 275953)
`WILLIAMS & CONNOLLY LLP
`680 Maine Avenue, S.W.
`Washington, DC 20024
`Telephone: (202) 434-5000
`Facsimile: (202) 434-5029
`Email: jschmidtlein@wc.com
`Email: cpruski@wc.com
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`Attorneys for Defendants Google LLC,
`Alphabet Inc., XXVI Holdings Inc., Sundar
`Pichai, and Eric Schmidt
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`Jack P. DiCanio (SBN 138752)
`SKADDEN, ARPS, SLATE, MEAGHER &
`FLOM LLP
`525 University Avenue
`Palo Alto, California 94301
`Telephone: (650) 470-4660
`Facsimile: (213) 621-5430
`Email: jack.dicanio@skadden.com
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`Steven C. Sunshine (admitted pro hac vice)
`Julia K. York (admitted pro hac vice)
`SKADDEN, ARPS, SLATE, MEAGHER &
`FLOM LLP
`1440 New York Avenue, N.W.
`Washington, DC 20005-2111
`Telephone: (202) 371-7000
`Facsimile: (202 393-5760
`Email: Steven.Sunshine@skadden.com
`Email: Julia.York@skadden.com
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`Karen Hoffman Lent (admitted pro hac vice)
`SKADDEN, ARPS, SLATE, MEAGHER &
`FLOM LLP
`One Manhattan West
`New York, New York 10001
`Telephone: (212) 735-3000
`Facsimile: (212) 735-2000
`Email: karen.lent@skadden.com
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`Attorneys for Defendants Apple Inc. and Tim
`Cook
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`UNITED STATES DISTRICT COURT
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`NORTHERN DISTRICT OF CALIFORNIA
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`OAKLAND DIVISION
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`CALIFORNIA CRANE SCHOOL, INC., on
`behalf of itself and all others similarly
`situated,
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`Plaintiff,
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`v.
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`GOOGLE LLC, ALPHABET INC., XXVI
`HOLDINGS INC., APPLE INC., TIM
`COOK, SUNDAR PICHAI, and ERIC
`SCHMIDT,
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`Defendants.
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`CASE NO. 4:21-cv-10001-HSG
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`DEFENDANTS’ ADMINISTRATIVE
`MOTION TO CONSIDER WHETHER
`CASES SHOULD BE RELATED
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`DEFS’ ADMIN. MOT. TO CONSIDER
`WHETHER CASES SHOULD BE RELATED
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`Case No. 4:21-cv-10001-HSG
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`Case 4:21-cv-10001-HSG Document 69 Filed 05/27/22 Page 2 of 7
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`CASE NO. 5:22-cv-02499-EJD
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`This document also relates to:
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`MARY KATHERINE ARCELL, KEITH
`DEAN BRADT, JOSE BRITO, JAN-MARIE
`BROWN, ROSEMARY D’AUGUSTA,
`BRENDA DAVIS, PAMELA FAUST,
`CAROLYN FJORD, DONALD C.
`FREELAND, DONALD FRYE, GABRIEL
`GARAVANIAN, HARRY GARAVANIAN,
`YVONNE JOCELYN GARDNER,
`VALARIE JOLLY, MICHAEL MALANEY,
`LENARD MARAZZO, LISA MCCARTHY,
`TIMOTHY NIEBOER, DEBORAH
`PULFER, BILL RUBINSOHN, SONDRA
`RUSSELL, JUNE STANSBURY, CLYDE
`DUANE STENSRUD, GARY TALEWSKY,
`DIANA LYNN ULTICAN, PAMELA
`WARD, and CHRISTINE M. WHALEN,
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`Plaintiffs,
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`v.
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`GOOGLE LLC, ALPHABET INC., XXVI
`HOLDINGS INC., APPLE INC., TIM
`COOK, SUNDAR PICHAI, and ERIC
`SCHMIDT,
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`Defendants.
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`DEFS’ ADMIN. MOT. TO CONSIDER
`WHETHER CASES SHOULD BE RELATED
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`Case No. 4:21-cv-10001-HSG
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`Case 4:21-cv-10001-HSG Document 69 Filed 05/27/22 Page 3 of 7
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`Pursuant to Civil Local Rules 3-12 and 7-11, Defendants Google LLC, Alphabet Inc., XXVI
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`Holdings Inc., Apple Inc., Tim Cook, Sundar Pichai, and Eric Schmidt (collectively, “Defendants”)
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`jointly submit this administrative motion for this Court to consider whether the California Crane
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`School, Inc. v. Google LLC, No. 4:21-cv-10001-HSG (“Crane”) action is related to the later-filed
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`Arcell v. Google LLC, No. 5:22-cv-02499-EJD (“Arcell”) action. Under Civil Local Rule 3-12, two
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`or more actions are related to one another when: (1) “the actions concern substantially the same
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`parties, property, transaction, or event”; and (2) “[i]t appears likely that there will be an unduly
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`burdensome duplication of labor or conflicting results if the cases are conducted before different
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`Judges.” The Crane and Arcell actions, which feature substantially identical allegations, claims, and
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`parties, decidedly meet this standard and, accordingly, should be related.
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`First, the cases concern substantially the same parties, alleged transactions, alleged events,
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`and claims. As regards the parties, Defendants in the Crane action are identical to the defendants in
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`the Arcell action. Likewise, Plaintiff in the Crane action is represented by the same counsel as
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`Plaintiffs in the Arcell action. Moreover, the actions feature materially identical—indeed, mostly
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`verbatim—allegations regarding the same alleged transactions, events, and claims. Broadly,
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`Plaintiffs in both actions allege that, since 2005, Apple has agreed with Google not to compete in the
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`“search business.” To support the existence of this fanciful scheme, Plaintiffs in both actions
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`reference, inter alia, the same alleged meetings between Defendants’ executives, the same pictures
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`of Defendants’ executives, the same scattered quotations by Defendants’ employees, and the same
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`legitimate vertical revenue sharing agreement. Based on these allegations, Plaintiffs bring the same
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`claims: a claim under Section 1 of the Sherman Act alleging a per se illegal agreement not to compete
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`and a claim under Section 2 of the Sherman Act alleging a conspiracy to monopolize the “search
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`business.” And based on those claims, Plaintiffs in both actions seek substantially the same relief,
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`which includes equitable relief in the form of disgorgement and divestiture.
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`While they have refused to stipulate to Defendants’ administrative motion, Plaintiffs, too,
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`recognize these similarities. During an April 18, 2022 meet and confer in the Crane action, counsel
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`for Plaintiffs stated that (1) he intended to file a separate case based on the same allegations as in the
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`DEFS’ ADMIN. MOT. TO CONSIDER
`WHETHER CASES SHOULD BE RELATED
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`Case 4:21-cv-10001-HSG Document 69 Filed 05/27/22 Page 4 of 7
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`Crane action on behalf of users of Google Search; and (2) he would say it is related to the Crane
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`action. Declaration of Julia K. York ¶¶ 5–7 (“York Decl.”) (filed herewith). In filing the complaint
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`in the Arcell action, Plaintiffs, represented by the same counsel, did just that—listing Crane as a
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`related case in their civil cover sheet. Counsel for Plaintiffs ultimately acknowledged that despite
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`the fact that Crane was noticed as a related case in the Arcell civil cover sheet, Plaintiffs would
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`oppose this administrative motion. Id. ¶ 8. Mere hours after stating that opposition, Plaintiffs sent
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`to counsel for Defendants a petition for a writ of mandamus filed by Plaintiff California Crane School
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`in the Ninth Circuit seeking to set aside this Court’s Order granting Defendants’ motion to stay
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`discovery; that petition also lists Arcell as a related case. Id. ¶¶ 9, 12, Ex. 3.
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`Courts routinely relate cases featuring similarities like those between—and even cases
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`featuring fewer similarities than those between—the Crane action and the Arcell action. See, e.g.,
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`Zakinov v. Ripple Labs, Inc., 2020 WL 2768966, at *2 (N.D. Cal. May 28, 2020) (relating cases
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`where “the defendants in both actions” were “the same” and the cases involved “materially identical
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`allegations of misconduct”); JaM Cellars, Inc. v. The Wine Grp. LLC, 2020 WL 2322992, at *1 (N.D.
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`Cal. May 11, 2020) (Gilliam, J.) (relating cases that “involve[d] the same parties and the same
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`underlying legal claims” even though “the underlying products, marks, and some portion of evidence
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`differ[ed]”); Pepper v. Apple Inc., 2019 WL 4783951, at *1 (N.D. Cal. Aug. 22, 2019) (relating cases
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`where “each case stem[med] from the use of the exact same technology and the economics regarding
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`that same technology” and “[t]he time periods overlap[ped],” even though “[t]he plaintiffs differ[ed]
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`and their relationship to the defendant also differ[ed]”). This Court should follow suit.
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`Second, it is likely that there will be an unduly burdensome duplication of labor or conflicting
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`results if the cases proceed before different judges. With respect to duplication of labor, Defendants
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`have already filed a motion to dismiss in the Crane case and intend to file a similar motion to dismiss
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`in the Arcell case. Any consideration of these motions by different judges would necessarily entail
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`an unduly burdensome duplication of labor. See Zakinov, 2020 WL 2768966, at *2 (explaining that
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`examination together of the “core contention at issue” in two actions would “avoid the duplication
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`of labor”). This Court has already undertaken some of that labor in granting Defendants’ motion to
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`DEFS’ ADMIN. MOT. TO CONSIDER
`WHETHER CASES SHOULD BE RELATED
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`Case 4:21-cv-10001-HSG Document 69 Filed 05/27/22 Page 5 of 7
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`stay discovery in the Crane action, which required the Court to take a “preliminary peek” at the
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`merits. Yamasaki v. Zicam LLC, 2021 WL 3675214, at *1 (N.D. Cal. Aug. 19, 2021) (Gilliam, J.).
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`Moreover, if Plaintiffs’ claims survive Defendants’ motions, having different judges oversee
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`discovery, likely on different schedules, would similarly require an unduly burdensome duplication
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`of labor by the Court and by the parties, given the near-complete overlap of the allegations in the
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`two actions. In short, “significant economies exist in terms of case management and resolution of
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`motions tied to an understanding of the technology, platform[s], markets, and [alleged] transactions
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`at issue” in the two actions. Pepper, 2019 WL 4783951, at *1.
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`As regards the likelihood of conflicting results, consideration of Defendants’ motions to
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`dismiss by different judges unavoidably risks conflicting results. The motions bear not only on
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`dispositive issues but also, to the extent Plaintiffs’ claims survive, on the scope of discovery and on
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`the remedies Plaintiffs ultimately may seek. Beyond the pleadings, “the fact that both sets of
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`plaintiffs seek injunctive relief [also] presents a sufficient risk of inconsistent results to warrant
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`relation.” Id. That is, different judges might very well consider fashioning different forms of
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`equitable relief. Relating the cases would eliminate these risks.
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`For the foregoing reasons, and pursuant to Civil Local Rules 3-12 and 7-11, Defendants
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`respectfully request that the Court designate Arcell v. Google LLC, No. 5:22-cv-02499 (“Arcell”) as
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`related to the earlier-filed California Crane School, Inc. v. Google LLC, No. 4:21-cv-10001-HSG
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`(“Crane”) action.
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`DATED: May 27, 2022 SKADDEN, ARPS, SLATE, MEAGHER & FLOM
` LLP
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` By: /s/ Steven C. Sunshine
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`Steven C. Sunshine (admitted pro hac vice)
`Karen Hoffman Lent (admitted pro hac vice)
`Jack P. DiCanio (SBN 138752)
`Julia K. York (admitted pro hac vice)
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`Attorneys for Defendants Apple Inc. and Tim Cook
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`DEFS’ ADMIN. MOT. TO CONSIDER
`WHETHER CASES SHOULD BE RELATED
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`Case No. 4:21-cv-10001-HSG
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`Case 4:21-cv-10001-HSG Document 69 Filed 05/27/22 Page 6 of 7
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`DATED: May 27, 2022 WILLIAMS & CONNOLLY LLP
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` By: /s/ John E. Schmidtlein
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`John E. Schmidtlein (SBN 163520)
`Carol J. Pruski (SBN 275953)
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`Attorneys for Defendants Google LLC, Alphabet Inc.,
`XXVI Holdings Inc., Sundar Pichai, and Eric Schmidt
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`DEFS’ ADMIN. MOT. TO CONSIDER
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`Case 4:21-cv-10001-HSG Document 69 Filed 05/27/22 Page 7 of 7
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`SIGNATURE ATTESTATION
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`Pursuant to Civil L.R. 5-1(h)(3), I hereby attest that I have obtained the concurrence in the
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`filing of this document from all the signatories for whom a signature is indicated by a “conformed”
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`signature (/s/) within this e-filed document, and I have on file records to support this concurrence for
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`subsequent production for the Court if so ordered or for inspection upon request.
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`DATED: May 27, 2022
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`By: /s/ Steven C. Sunshine
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`DEFS’ ADMIN. MOT. TO CONSIDER
`WHETHER CASES SHOULD BE RELATED
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`Case No. 4:21-cv-10001-HSG
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