Case 6:16-cv-00365-KNM Document 6 Filed 04/25/16 Page 1 of 38 PageID #: 96
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`IN THE UNITED STATES DISTRICT COURT
`FOR THE EASTERN DISTRICT OF TEXAS
`TYLER DIVISION
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`CELLULAR COMMUNICATIONS
`EQUIPMENT LLC,
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`Plaintiff,
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`v.
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`LG ELECTRONICS, INC., ET AL.,
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`Defendants.
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`Civil Action No. 6:14-cv-982-JRG
`LEAD CASE
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`AGREED PROTECTIVE ORDER
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`The parties hereby stipulate that the following Protective Order (“Order”) regarding
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`confidential information may be entered by the Court:
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`1.
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`INTRODUCTION AND SCOPE
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`This Order shall govern all documents and things (whether or not embodied in any physical
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`medium) exchanged during this action, including but not limited to documents produced by the
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`parties or third-parties, testimony taken at a hearing or other proceeding, and discovery, including but
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`not limited to deposition testimony, interrogatory answers, and responses to requests for admission.
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`In the event a party wishes to use any Protected Information in any affidavits, briefs, memoranda of
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`law, or other papers filed with the Court in this action, such Protected Information used therein shall
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`be filed under seal with the Court pursuant to Local Rule CV-5(a)(7). Production or disclosure of
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`“CONFIDENTIAL,” “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY,” or HIGHLY
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`CONFIDENTIAL — ATTORNEYS’ EYES ONLY COMPUTER SOURCE CODE” information
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`under this Order shall not prejudice the right of any party making that production or disclosure to
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`maintain the trade secret status or confidentiality of that information in other contexts.
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`2.
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`DISCOVERY RULES REMAIN UNCHANGED
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`Nothing herein shall alter or change in any way the discovery provisions set forth by the
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`Federal Rules of Civil Procedure (“Federal Rules”), the Local Rules for the Eastern District of Texas,
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`or this Court. Identification of any individual pursuant to this Order does not make that individual
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`available for deposition or any other form of discovery outside of the restrictions and procedures of
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`the Federal Rules of Civil Procedure and the Court’s Deadlines set out in the applicable Scheduling
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`Order. Nothing in this Order shall be construed to require a party to produce or disclose information
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`not otherwise required to be produced under the applicable rules or orders of this Court.
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`3.
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`DEFINITIONS
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`3.1. Court Staff
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`“Court Staff” is defined in this Order as the Court and its personnel, court reporters,
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`independent shorthand reporters, and their staffs, and videographers, interpreters, or translators
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`engaged for depositions or proceedings necessary to this case.
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`3.2. Discovery Material
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`The term “Discovery Material” shall refer to all items or information, including from a
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`non-party, regardless of the medium or manner generated, stored, or maintained (including, among
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`other things, testimony, transcripts, or tangible things) that are produced or generated in disclosures
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`or responses to discovery in this matter.
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`3.3.
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`Inside Counsel
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`The term “Inside Counsel” shall mean employees of a named party to this action who (a) are
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`members of the named party’s legal team, (b) have responsibility for maintaining, defending or
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`evaluating this action, (c) have responsibility for making decisions dealing directly with this action,
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`(d) are not involved in competitive decision-making, as defined by U.S. Steel v. United States, 730
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`F.2d 1465, 1468 n.3 (Fed. Cir. 1984), on behalf of a named party to this action or a competitor of a
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`named party to this action, and (e) are subject to the provisions of Sections 6.6.4-6.6.6, below.
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`3.4. Outside Consultant
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`The term “Outside Consultant” shall mean any outside person (and their support personnel)
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`who is not an employee of a party or any Related Entity, and who is identified as an expert whose
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`opinions may be presented at trial of this case, or who is retained or specially employed in
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`anticipation of litigation or preparation for trial and who is not expected to be called as a witness at
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`trial, including but not limited to, a proposed expert witness with whom counsel may deem it
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`necessary to consult concerning technical, financial, or other aspects of this case for the preparation or
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`trial thereof. This term is to be construed within the meaning of Federal Rule 26(b)(4)(a)-(b).
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`3.5. Outside Counsel
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`The term “Outside Counsel” shall mean individual attorneys who are not employees of any
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`named party to this action or any Related Entity, but who are retained to represent or advise a named
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`party to this action or any Related Entity, including support personnel; contract attorneys; paralegals;
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`consultants; legal secretaries; legal clerks; technical advisors; employees of outside vendors
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`providing copy services, document, graphics, and exhibit preparation services; and jury consultant
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`and research services.
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`3.6.
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`Producing Party
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`The term “Producing Party” shall mean a party or third-party that produces Discovery
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`Material, including Protected Information, in this action.
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`3.7.
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`Protected Information
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`The term “Protected Information” shall mean any Discovery Material that the Producing Party
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`in good faith designates as “CONFIDENTIAL,” “HIGHLY CONFIDENTIAL — ATTORNEYS’
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`EYES ONLY,” or “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY COMPUTER
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`SOURCE CODE.” Protected Information also includes any information copied or extracted
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`therefrom, as well as all copies, excerpts, summaries, or compilations thereof, plus testimony,
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`conversations, or presentations by parties or counsel to or in court or in other settings that might
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`reveal Protected Information.
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`3.7.1. Confidential Information. A Producing Party, including any party to this
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`action and any third-party producing information or material voluntarily or pursuant to a
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`subpoena or a court order, may designate Discovery Material as “CONFIDENTIAL” if the
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`Producing Party has a good faith belief that such Discovery Material constitutes or contains
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`confidential information, whether embodied in physical objects, documents, or the factual
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`knowledge of persons.
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`3.7.2. Highly Confidential — Attorneys’ Eyes Only Information. A Producing
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`Party, including any party to this action and any third-party producing information or material
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`voluntarily or pursuant to a subpoena or a court order, may designate Discovery Material as
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`“HIGHLY CONFIDENTIAL —ATTORNEYS’ EYES ONLY” if the Producing Party has a
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`good faith belief that such Discovery Material constitutes or contains proprietary financial,
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`business, or technical data, commercially sensitive competitive information or trade secrets
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`(e.g., nonpublic technical information, including schematic diagrams, technical reference
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`manuals, and operations manuals); damages-related information (e.g., sale volumes,
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`revenues, costs, and profitability), licenses and licensing documentation, business plans,
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`strategic plans; and settlement agreements or settlement communications, the disclosure of
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`which could cause harm to the business or competitive position of the Producing Party.
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`3.7.3. Highly Confidential — Attorneys’ Eyes Only Computer Source Code
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`Information. A Producing Party, including any party to this action and any third-party
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`producing information or material voluntarily or pursuant to a subpoena or a court order, may
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`alternatively designate Discovery Material “HIGHLY CONFIDENTIAL — ATTORNEYS’
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`EYES ONLY COMPUTER SOURCE CODE” if the Producing Party has a good faith belief
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`that such Discovery Material contains a party’s Source Code, which shall mean computer
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`object code or other executable code or source code or similar programming statements or
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`instructions that in general are converted into machine language by compilers, assemblers, or
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`interpreters, or portions of any document reproducing such code.
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`3.7.4. Non-Confidential Information. The following is not “CONFIDENTIAL,”
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`“HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY INFORMATION,” or
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`“HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY COMPUTER SOURCE
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`CODE” Discovery Material:
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`a.
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`any information which, at the time of disclosure to a Receiving Party, is
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`lawfully public knowledge;
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`b.
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`any information which, after disclosure to a Receiving Party, lawfully
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`becomes public knowledge as a result of publication not involving a violation
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`of this Order;
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`c.
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`any information that a Receiving Party can show was received by it, whether
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`before or after the disclosure, from a source who obtained the information
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`lawfully and under no obligation of confidentiality; and
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`d.
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`any information that a Receiving Party can show was independently developed
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`by it or its personnel who have not had access to the Producing Party's
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`Protected Information.
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`3.8. Receiving Party
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`The term “Receiving Party” shall mean a party that receives Discovery Material from a
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`Producing Party.
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`3.9. Related Entity
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`The term “Related Entity” shall mean any parent, subsidiary or other legal business entity
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`owned or controlled by a common parent.
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`4.
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`SCOPE OF DISCOVERY
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`Discovery in this matter is limited in scope as set forth in this Order and in no event shall
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`exceed the scope set forth under the Federal Rules of Civil Procedure, the Local Rules, or other Order
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`of this Court.
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`4.1. Order Regarding E-Discovery in Patent Cases
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`This Protective Order incorporates by reference and is meant to supplement the Order
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`Regarding E-Discovery in Patent Cases entered by the Court in this case as if fully set forth herein,
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`including, without limitation, its provisions designed to streamline the production of electronically
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`stored information.
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`4.2.
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`Financial Information
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`To the extent financial information is sought, only summary financial information of the type
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`used in the ordinary course of a Producing Party’s business or specifically created to address the
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`relevant financial inquiries will be produced unless good cause can be shown that production of
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`underlying documentation or information is necessary and such good cause outweighs the Producing
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`Party’s claim of undue burden or cost. The parties will meet and confer as to good cause on this issue.
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`If the parties cannot reach an agreement, the party seeking production may raise this issue with the
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`Court; however, production of such documents shall not be required absent a Court Order obtained
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`for good cause shown. The Receiving Party will bear the burden of establishing that its request is in
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`good faith and good cause exists for disclosure of the Protected Information sought.
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`5.
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`TIME AND MANNER OF DESIGNATION
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`A Producing Party that designates information or items for protection under this Order must
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`take care to limit any such designation to specific material that qualifies under the appropriate
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`standards so that material, documents, items, or oral or written communications for which protection
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`is not warranted are not swept unjustifiably within the ambit of this Order.
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`5.1. Time of Designation
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`Designation of Discovery Material shall be made at the following times:
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`5.1.1. For documents and things, prior to or at the time of the production of the
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`document or thing;
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`5.1.2. For declarations, written discovery responses, and pleadings, at the time of the
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`service or filing, whichever occurs first;
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`5.1.3. For any form of testimony, either (a) at the time that such testimony is given, or
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`(b) within thirty (30) calendar days after the receipt of an official (i.e., not rough draft)
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`transcript of such testimony by the Producing Party. Until the expiration of thirty (30)
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`calendar days after receipt of the transcript of such testimony by the Producing Party, all
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`testimony will be treated as “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY.”
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`In the event that expedited disclosure may be required by a party due to an impending deadline
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`regarding preparation of any filing or submission that requires consideration of the Protected
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`Information in question, the concerned party shall negotiate in good faith for a shortened
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`expiration period, and, if agreement regarding a shortened expiration period cannot be
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`reached, then the concerned party agrees to submit the matter to the Court for its
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`determination of the appropriate expiration period. Any portions so designated shall
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`thereafter be treated in accordance with the terms of this Order.
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`5.1.4. A Producing Party that makes original documents or materials available for
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`inspection need not designate them for protection until after the inspecting party has indicated
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`which material it would like copied and produced. During the inspection and before the
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`designation, all of the material made available for inspection shall be deemed “HIGHLY
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`CONFIDENTIAL — ATTORNEYS’ EYES ONLY.” After the inspecting party has
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`identified the documents it wants copied and produced, the Producing Party must determine
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`which documents, or portions thereof, qualify for protection under this Order, then, before
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`producing the specified documents, the Producing Party must affix the appropriate legend
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`clearly upon each page that contains Protected Information.
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`5.2. Manner of Designation
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`Designation of Discovery Material
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`shall be made by placing
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`the notation
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`“CONFIDENTIAL,” “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY,” or “HIGHLY
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`CONFIDENTIAL — ATTORNEYS’ EYES ONLY COMPUTER SOURCE CODE” on the
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`Discovery Material in the following manner:
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`5.2.1. For documents, on each page of such document;
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`5.2.2. For tangible items, on the object or container thereof; or, if not practicable, as
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`otherwise agreed by the parties;
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`5.2.3. For declarations, written discovery responses, court filing or pleadings, on the
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`face of such document;
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`5.2.4. For testimony, Outside Counsel for either party may designate on the record at
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`the deposition any testimony as “CONFIDENTIAL,” “HIGHLY CONFIDENTIAL —
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`ATTORNEYS’ EYES ONLY,” or “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES
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`ONLY COMPUTER SOURCE CODE” under this Order. Each page of the designated
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`testimony and any exhibit on which a witness gives
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`testimony designated as
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`“CONFIDENTIAL,” “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY,” or
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`“HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY COMPUTER SOURCE
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`CODE” shall be treated in accordance with the terms of this Order;
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`5.2.5. Computer Source Code may be so designated by affixing the legend
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`“HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY COMPUTER SOURCE
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`CODE” on the media itself or printed paper;
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`5.2.6. All “CONFIDENTIAL,” “HIGHLY CONFIDENTIAL — ATTORNEYS’
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`EYES ONLY,” or “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY
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`COMPUTER SOURCE CODE” information not reduced to documentary, tangible or
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`physical form, or which cannot be conveniently designated as set forth in Sections 5.2.1. -
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`5.2.5., shall be designated by informing the Receiving Party of the designation in writing; and
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`5.2.7. To the extent the Receiving Party subsequently generates copies of this
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`information, whether electronic or hard-copy, it shall mark such copies with the appropriate
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`confidentiality designations. When documents are produced in electronic form, the Producing
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`Party shall include the confidentiality designation on the medium containing the documents.
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`In the event that the Receiving Party prints documents from such medium, the Receiving
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`Party shall mark each such page of the documents with the appropriate designation.
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`5.3. Third-Party Discovery
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`5.3.1. The parties recognize that, during the course of this case, third-parties may be
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`called upon
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`to produce “CONFIDENTIAL,” “HIGHLY CONFIDENTIAL —
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`ATTORNEYS’ EYES ONLY,” or “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES
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`ONLY COMPUTER SOURCE CODE” Discovery Materials. In such a case, the third-party
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`that must produce such Discovery Material is considered to be a Producing Party, protected
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`under this Order as though a signatory to it, and may use the procedures described herein to
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`designate its Discovery Materials as Protected Information.
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`5.3.2. Information originating with a third-party and in a Producing Party’s custody
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`or control that a Producing Party reasonably and in good faith believes is subject to a
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`confidentiality obligation may be designated as “CONFIDENTIAL,” “HIGHLY
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`CONFIDENTIAL — ATTORNEYS’ EYES ONLY,” or “HIGHLY CONFIDENTIAL —
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`ATTORNEYS’ EYES ONLY COMPUTER SOURCE CODE” and the Protected Information
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`shall be subject to the restrictions on disclosure specified in this Order. The foregoing
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`notwithstanding, if a Producing Party has a good faith belief that production of the requested
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`Discovery Material is objectionable on the grounds that the requested Discovery Material is
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`subject to a third-party confidentiality obligation, the Producing Party shall confer with that
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`third-party to resolve the confidentiality issue. If this confidentiality issue cannot be resolved,
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`then the Producing Party shall immediately notify the requesting party and to the extent
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`consistent with its confidentiality obligation: (1) identify the third-party; (2) identify the bases
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`for the confidentiality obligation; and (3) provide a brief description of the types of documents
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`and things being withheld. All parties shall attempt to resolve all disputes promptly,
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`informally, and in good faith. If the parties are unable to resolve the matter, the prospective
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`Receiving Party may seek judicial relief. No disclosure is required until the objection is
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`resolved.
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`5.3.3. A third-party’s production of Protected Information under this Order does not
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`entitle that third-party to access any other Protected Information or Discovery Materials
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`produced by any party or other third-party in this case.
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`5.4. Changing the Designation of Discovery Material
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`In the event any party desires to change the designation of Discovery Material that is produced
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`from no designation to “CONFIDENTIAL,” “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES
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`ONLY,” or “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY COMPUTER SOURCE
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`CODE,” or from one such designation to another, such party may do so by notice in writing
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`specifically identifying the Discovery Material and furnishing a copy of such Discovery Material
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`with the new designation. In such event, the Receiving Party shall thereafter treat such information
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`with the new designation pursuant to this Order, as well as undertake a good faith effort to correct any
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`treatment of the information inconsistent with the new designation.
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`5.5. Resolution of Disputes Regarding Designation
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`The parties will use reasonable care in designating information as Protected Information
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`under this Order. In the event that a Receiving Party disagrees with any designation (or changed
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`designation) by the Producing Party, the Receiving Party shall serve a written challenge on the
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`Producing Party, identifying with particularity the Discovery Material and the bases for why the
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`Discovery Material should be designated differently. A Receiving Party shall not be obligated to
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`challenge the propriety of a designation at the time made, and a failure to do so shall not preclude a
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`subsequent challenge thereto. Such a challenge shall be written, served on counsel for the Producing
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`Party, and particularly identify the documents or information that the Receiving Party contends
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`should be differently designated. The Receiving Party and Producing Party shall use their best efforts
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`to resolve promptly and informally such disputes. If the parties are unable to resolve such a dispute
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`informally, the Receiving Party may apply to the Court for relief. The Receiving Party will bear the
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`burden of establishing that the challenged designation is inappropriate. Any such disputed Discovery
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`Material shall be treated as designated by the Producing Party and subject to the protections of this
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`Order unless and until the Court determines otherwise.
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`5.6. No Presumption of Protected Status
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`This Order does not address discovery objections nor preclude either party from moving for
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`any relief cognizable under the Federal Rules of Civil Procedure, the Local Rules, or this Court’s
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`inherent power. Failure of any party to challenge any designation under this Order shall not constitute
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`an admission that any Discovery Material designated as Protected Information is, in fact, Protected
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`Information.
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`6.
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`USE OR DISCLOSURE OF PROTECTED INFORMATION
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`6.1. Use of Discovery Materials
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`Documents and things exchanged during this litigation shall only be used in this litigation, and
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`their use shall be governed by this Order. A Receiving Party may use Protected Information that is
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`disclosed or produced by another party or by a third-party in connection with this case only for
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`litigating, defending, or attempting to settle this litigation. Such Protected Information may be
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`disclosed only to the categories of persons and under the conditions described in this Order. Outside
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`Counsel of any Defendant in this case may also use Protected Information for counseling, advising, or
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`similar conduct relating to any post-grant review (including any reissue protest, ex parte
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`reexamination, or inter partes review) involving the patents-in-suit. Counsel of Plaintiff, however, is
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`precluded from using Protected Information for participating, counseling, advising, or similar
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`conduct, in any re-examination or reissue proceedings.
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`6.1.1. Except as expressly provided below, no employee, officer, or director of any
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`party to this action, including Inside Counsel, shall have access to Protected Information
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`marked “CONFIDENTIAL,” “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES
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`ONLY,” or “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY COMPUTER
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`SOURCE CODE,” or otherwise relating to patent licensing matters, related merger and
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`acquisition activities, or Source Code, without a court order or the written consent of the
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`Producing Party.
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`6.2.
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`Prosecution Bar
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`Absent written consent from the Producing Party, any individual employed by or contracted
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`by Plaintiff, Outside Counsel for Plaintiff, and any individual employed by or contracted by Outside
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`Counsel for Plaintiff, who receives access to “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES
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`ONLY,” or “HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY COMPUTER SOURCE
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`CODE” information shall not be involved in the prosecution of patents or patent applications relating
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`to technology that is the subject of the accessed information, including without limitation the
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`technical subject matter of patents asserted in this action and any patent or application claiming
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`priority to or otherwise related to the patents asserted in this action, before any foreign or domestic
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`agency, including the United States Patent and Trademark Office (the “Patent Office”).
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`“Prosecution” as used in this paragraph includes proceedings before a domestic or foreign agency or
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`court in connection with a reissue protest, ex parte reexamination, or inter partes review. Outside
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`Counsel for Plaintiff shall not: (i) reveal any Defendant’s Protected Material to any prosecuting
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`counsel or agent; or (ii) consistent with Paragraph 6.3.2 herein, use any Defendant’s Protected
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`Material for any purpose other than this litigation. This Prosecution Bar shall begin when access to
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`“HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY” or “HIGHLY CONFIDENTIAL —
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`ATTORNEYS’ EYES ONLY COMPUTER SOURCE CODE” information is first received by the
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`affected individual and shall end two (2) years after the settlement and dismissal of the Producing
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`Party from this action or the final non-appealable termination of this action. No other provision of
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`this protective order shall be construed as invoking a prosecution bar or prohibiting any acts taken to
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`discharge the duty of candor and good faith.
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`Notwithstanding anything in this Paragraph 6.2 to the contrary, Outside Counsel for Plaintiff
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`otherwise subject to the Prosecution Bar shall not be precluded or prohibited from consulting with
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`Plaintiff or its prosecution counsel regarding, or in connection with, the validity of issued claims and
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`any prior art cited against them, so long as such consultation is not premised upon, and otherwise does
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`not reveal, any Protected Information made the subject of the Prosecution Bar herein.
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`6.3.
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`Secure Storage, No Export
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`Absent agreement, a Defendant’s Protected Material must be stored and maintained by a
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`Receiving Party at a location in the United States and in a secure manner that ensures that access is
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`limited to the persons authorized under this Order. Absent agreement, a Defendant’s Protected
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`Material may not be exported outside the United States or released to any foreign national (even if
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`within the United States), unless the foreign national (1) is a Green Card holder, (2) working in the
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`United States pursuant to a H-1B visa sponsored by the Receiving Party’s law firm, or (3) directly
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`employed by the Receiving Party’s law firm to provide support or legal representation to the firm’s
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`clients and who are otherwise unaffiliated with the Receiving Party. Nothing in Paragraph 6.3 shall
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`preclude incidental storage of Protected Material (e.g., on mobile devices) while traveling overseas
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`by authorized Inside Counsel, Outside Counsel, or Outside Consultant under this Order. Further,
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`subject to Paragraph 6.4, nothing in Paragraph 6.3 shall preclude review of a Defendant’s Protected
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`Material by an Outside Consultant who complies with the dictates of this Order.
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`
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`6.3.1. Protected Material Subject to Export Restrictions.
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`If a Disclosing Party has a good faith belief that Protected Material is subject to U.S. export
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`restrictions, the Disclosing Party will identify such material by designating it with the label
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`“SUBJECT TO U.S. EXPORT RESTRICTIONS” or similar label and produce it separately from any
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`other production. The Disclosing Party is under no duty to produce material that it has a good faith
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`
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`14
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`
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`belief is subject to U.S. export restriction until the Receiving Party (ies) has (have) agreed in writing
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`not to export such material and to take steps to safeguard such material is not exported.
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`6.4
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`(a)
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`Disclosure Among Defendants
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`Absent written consent, Discovery Material designated as “CONFIDENTIAL,”
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`“HIGHLY CONFIDENTIAL — ATTORNEYS’ EYES ONLY,” or “HIGHLY CONFIDENTIAL —
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`ATTORNEYS’ EYES ONLY COMPUTER SOURCE CODE” by a Defendant Producing Party may
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`be disclosed to another Defendant, only to the extent the Receiving Defendant was sued in the same
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`initial case as the Producing Defendant, and only to the extent disclosure is made to the Receiving
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`Defendant’s Outside Counsel only. Disclosure of one Defendants’ Protected Information may not be
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`disclosed to another Defendant who was not sued in the same initial case as the Producing Defendant,
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`notwithstanding the fact that the Defendants’ separate initial cases have been consolidated. Except as
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`required by law, no Defendant is required to produce its Protected Material to any other Defendant,
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`but nothing in this Order shall preclude such production.
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`(b) With regard to access to any Defendants’ Protected Information by Inside Counsel for
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`another Defendant, nothing in this Order will prevent a Producing Party from allowing such Inside
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`Counsel access, nor will this Order prevent a Defendant from seeking from the Court such Inside
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`Counsel access to another Defendant’s Protected Information.
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`6.5. Duty to Return or Destroy Discovery Material
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`Within sixty (60) calendar days after termination of this litigation with respect to a Producing
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`Party, all Discovery Material containing Protected Information, including all notes of counsel,
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`Outside Consultants, or others that incorporate in whole or in part information from Protected
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`Information, shall be either returned to the Producing Party or shall be destroyed. Counsel for any
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`party or third-party receiving Protected Information shall make written certification of compliance
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`
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`15
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`
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`with this provision regarding return or destruction and shall deliver the same to counsel for the
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`Producing Party within ninety (90) calendar days after the conclusion of the above-captioned case.
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`In the event that a party is dismissed by agreement from the case prior to conclusion of this
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`matter in its entirety, all Discovery Material containing Protected Information (other than pleadings,
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`discovery responses, and exhibits contained in the official court record, and attorney work product
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`documents) produced by the dismissed party shall be returned to the dismissed party or shall be
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`destroyed within sixty (60) calendar days from entry of the dismissal order. Counsel for any party or
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`third-party that received Protected Information from a dismissed party shall make written
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`certification of compliance with this provision and shall deliver the same to counsel for the dismissed
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`party within ninety (90) calendar days after the entry of the dismissal order. Notwithstanding the
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`foregoing, Outside Counsel and Inside Counsel are not required to delete information that may reside
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`on their respective back-up systems; however, Outside Counsel and Inside Counsel agree that no
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`Protected Information shall be retrieved from the electronic back-up systems to be used as reference
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`materials for business operations after conclusion of this litigation.
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`6.5.1. Notwithstanding the foregoing, Outside Counsel of record shall be entitled at
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`the termination of this case, including all appeals, to maintain copies of all pleadings, motions
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`and trial briefs (including all supporting and opposing papers and exhibits thereto), written
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`discovery requests and responses (and exhibits thereto), deposition transcripts (and exhibits
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`thereto), trial transcripts, exhibits offered or introduced into evidence at trial, and any
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`work-product containing P