Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 1 of 17 Page ID #:3109

1

2 3 4 5

6

7 8 UNITED STATES DISTRICT COURT 9 CENTRAL DISTRICT OF CALIFORNIA 10 THE BREAKFAST KLUB, INC., Case No. 2:22-cv-03730-FMO-GJS Plaintiff, 11 v. STIPULATED PROTECTIVE 12 1600 BREAKFAST CLUB, LLC ORDER1 d/b/a The Breakfast Club, and JOHN 13 DOES 1-10, 14 Defendants. 15

16 1. A. PURPOSES AND LIMITATIONS 17 Discovery in this action is likely to involve production of confidential, 18 financial, proprietary, or private information for which special protection from 19 public disclosure and from use for any purpose other than prosecuting this litigation 20 may be warranted. Accordingly, the parties hereby stipulate to and petition the 21 Court to enter the following Stipulated Protective Order. The parties acknowledge 22 that this Order does not confer blanket protections on all disclosures or responses to 23 discovery and that the protection it affords from public disclosure and use extends 24 only to the limited information or items that are entitled to confidential treatment 25 under the applicable legal principles. 26 27 28 1 This Stipulated Protective Order is substantially based on the model protective order provided under Magistrate Judge Gail J. Standish’s Procedures. Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 2 of 17 Page ID #:3110

1 B. GOOD CAUSE STATEMENT 2 This action is likely to involve customer and pricing lists and other valuable 3 commercial, financial, and/or proprietary information for which special protection 4 from public disclosure and from use for any purpose other than prosecution of this 5 action is warranted. Such confidential and proprietary materials and information 6 consist of, among other things, confidential business or financial information, 7 information regarding confidential business practices, or other confidential 8 commercial information (including information implicating privacy rights of third 9 parties), information otherwise generally unavailable to the public, or which may be 10 privileged or otherwise protected from disclosure under state or federal statutes, 11 court rules, case decisions, or common law. Accordingly, to expedite the flow of 12 information, to facilitate the prompt resolution of disputes over confidentiality of 13 discovery materials, to adequately protect information the parties are entitled to keep 14 confidential, to ensure that the parties are permitted reasonable necessary uses of 15 such material in preparation for and in the conduct of trial, to address their handling 16 at the end of the litigation, and serve the ends of justice, a protective order for such 17 information is justified in this matter. It is the intent of the parties that information 18 will not be designated as confidential for tactical reasons and that nothing be so 19 designated without a good faith belief that it has been maintained in a confidential, 20 non-public manner, and there is good cause why it should not be part of the public 21 record of this case. 22 C. ACKNOWLEDGMENT OF PROCEDURE FOR FILING UNDER SEAL 23 The parties further acknowledge, as set forth in Section 12.3, below, that this 24 Stipulated Protective Order does not entitle them to file confidential information 25 under seal; Local Civil Rule 79-5 sets forth the procedures that must be followed 26 and the standards that will be applied when a party seeks permission from the court 27 to file material under seal. 28 2 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 3 of 17 Page ID #:3111

1 There is a strong presumption that the public has a right of access to judicial 2 proceedings and records in civil cases. In connection with non-dispositive motions, 3 good cause must be shown to support a filing under seal. See Kamakana v. City and 4 County of Honolulu,

(9th Cir. 2006), Phillips v. Gen. Motors 5 Corp.,

, 1210-11 (9th Cir. 2002), Makar-Welbon v. Sony Electrics, 6 Inc.,

(E.D. Wis. 1999) (even stipulated protective orders 7 require good cause showing), and a specific showing of good cause or compelling 8 reasons with proper evidentiary support and legal justification, must be made with 9 respect to Protected Material that a party seeks to file under seal. The parties’ mere 10 designation of Disclosure or Discovery Material as “CONFIDENTIAL” or 11 “CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES ONLY” does not—without 12 the submission of competent evidence by declaration, establishing that the material 13 sought to be filed under seal qualifies as confidential, privileged, or otherwise 14 protectable—constitute good cause. 15 Further, if a party requests sealing related to a dispositive motion or trial, then 16 compelling reasons, not only good cause, for the sealing must be shown, and the 17 relief sought shall be narrowly tailored to serve the specific interest to be protected. 18 See Pintos v. Pacific Creditors Ass’n,

(9th Cir. 2010). For 19 each item or type of information, document, or thing sought to be filed or introduced 20 under seal in connection with a dispositive motion or trial, the party seeking 21 protection must articulate compelling reasons, supported by specific facts and legal 22 justification, for the requested sealing order. Again, competent evidence supporting 23 the application to file documents under seal must be provided by declaration. 24 Any document that is not confidential, privileged, or otherwise protectable in 25 its entirety will not be filed under seal if the confidential portions can be redacted. 26 If documents can be redacted, then a redacted version for public viewing, omitting 27 only the confidential, privileged, or otherwise protectable portions of the document, 28 shall be filed. Any application that seeks to file documents under seal in their 3 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 4 of 17 Page ID #:3112

1 entirety should include an explanation of why redaction is not feasible. 2 2. DEFINITIONS 3 2.1 Action: this pending federal lawsuit. 4 2.2 Challenging Party: a Party or Non-Party that challenges the 5 designation of information or items under this Order. 6 2.3 “CONFIDENTIAL” Information or Items: information (regardless of 7 how it is generated, stored or maintained) or tangible things that qualify for 8 protection under Federal Rule of Civil Procedure 26(c), and as specified above in 9 the Good Cause Statement. 10 2.4 Counsel: Outside Counsel of Record and House Counsel (as well as 11 their support staff). 12 2.5 Designating Party: a Party or Non-Party that designates information or 13 items that it produces in disclosures or in responses to discovery as 14 “CONFIDENTIAL” or “CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES 15 ONLY.” 16 2.6 Disclosure or Discovery Material: all items or information, regardless 17 of the medium or manner in which it is generated, stored, or maintained (including, 18 among other things, testimony, transcripts, and tangible things), that are produced or 19 generated in disclosures or responses to discovery in this matter. 20 2.7 Expert: a person with specialized knowledge or experience in a matter 21 pertinent to the litigation who has been retained by a Party or its counsel to serve as 22 an expert witness or as a consultant in this Action. 23 2.8 House Counsel: attorneys who are employees of a party to this Action. 24 House Counsel does not include Outside Counsel of Record or any other outside 25 counsel. 26 2.9 Non-Party: any natural person, partnership, corporation, association or 27 other legal entity not named as a Party to this action. 28 2.10 Outside Counsel of Record: attorneys who are not employees of a 4 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 5 of 17 Page ID #:3113

1 party to this Action but are retained to represent or advise a party to this Action and 2 have appeared in this Action on behalf of that party or are affiliated with a law firm 3 that has appeared on behalf of that party, and includes support staff. 4 2.11 Party: any party to this Action, including all of its officers, directors, 5 employees, consultants, retained experts, and Outside Counsel of Record (and their 6 support staffs). 7 2.12 Producing Party: a Party or Non-Party that produces Disclosure or 8 Discovery Material in this Action. 9 2.13 Professional Vendors: persons or entities that provide litigation 10 support services (e.g., photocopying, videotaping, translating, preparing exhibits or 11 demonstrations, and organizing, storing, or retrieving data in any form or medium) 12 and their employees and subcontractors. 13 2.14 Protected Material: any Disclosure or Discovery Material that is 14 designated as “CONFIDENTIAL” or “CONFIDENTIAL – OUTSIDE 15 ATTORNEYS’ EYES ONLY.” 16 2.15 Receiving Party: a Party that receives Disclosure or Discovery 17 Material from a Producing Party. 3. SCOPE 18 The protections conferred by this Stipulation and Order cover not only 19 Protected Material (as defined above), but also (1) any information copied or 20 extracted from Protected Material; (2) all copies, excerpts, summaries, or 21 compilations of Protected Material; and (3) any testimony, conversations, or 22 presentations by Parties or their Counsel that might reveal Protected Material. 23 Any use of Protected Material at trial shall be governed by the orders of the 24 trial judge. This Order does not govern the use of Protected Material at trial. 25 4. DURATION 26 FINAL DISPOSITION of the action is defined as the conclusion of any 27 appellate proceedings, or, if no appeal is taken, when the time for filing of an appeal 28 5 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 6 of 17 Page ID #:3114

1 has run. Except as set forth below, the terms of this protective order apply through 2 FINAL DISPOSITION of the action. The parties may stipulate that the they will be 3 contractually bound by the terms of this agreement beyond FINAL DISPOSITION, 4 but will have to file a separate action for enforcement of the agreement once all 5 proceedings in this case are complete. 6 Once a case proceeds to trial, information that was designated as 7 CONFIDENTIAL or CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES ONLY 8 or maintained pursuant to this protective order used or introduced as an exhibit at 9 trial becomes public and will be presumptively available to all members of the 10 public, including the press, unless compelling reasons supported by specific factual 11 findings to proceed otherwise are made to the trial judge in advance of the trial. See 12 Kamakana,

(distinguishing “good cause” showing for sealing 13 documents produced in discovery from “compelling reasons” standard when merits- 14 related documents are part of court record). Accordingly, for such materials, the 15 terms of this protective order do not extend beyond the commencement of the trial. 16 5. DESIGNATING PROTECTED MATERIAL 17 5.1 Exercise of Restraint and Care in Designating Material for Protection. 18 Each Party or Non-Party that designates information or items for protection under 19 this Order must take care to limit any such designation to specific material that 20 qualifies under the appropriate standards. The Designating Party must designate for 21 protection only those parts of material, documents, items or oral or written 22 communications that qualify so that other portions of the material, documents, items 23 or communications for which protection is not warranted are not swept unjustifiably 24 within the ambit of this Order. 25 Mass, indiscriminate or routinized designations are prohibited. Designations 26 that are shown to be clearly unjustified or that have been made for an improper 27 purpose (e.g., to unnecessarily encumber the case development process or to impose 28 6 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 7 of 17 Page ID #:3115

1 unnecessary expenses and burdens on other parties) may expose the Designating 2 Party to sanctions. 3 If it comes to a Designating Party’s attention that information or items that it 4 designated for protection do not qualify for protection, that Designating Party must 5 promptly notify all other Parties that it is withdrawing the inapplicable designation. 6 5.2 Manner and Timing of Designations. Except as otherwise provided in 7 this Order (see, e.g., second paragraph of section 5.2(a) below), or as otherwise 8 stipulated or ordered, Disclosure or Discovery Material that qualifies for protection 9 under this Order must be clearly so designated before the material is disclosed or 10 produced. 11 Designation in conformity with this Order requires: 12 (a) For information in documentary form (e.g., paper or electronic 13 documents, but excluding transcripts of depositions or other pretrial or trial 14 proceedings), that the Producing Party affix at a minimum, the legend 15 “CONFIDENTIAL” or “CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES 16 ONLY” (hereinafter “CONFIDENTIAL legend”), to each page that contains 17 protected material. If only a portion of the material on a page qualifies for 18 protection, the Producing Party also must clearly identify the protected portion(s) 19 (e.g., by making appropriate markings in the margins). 20 A Party or Non-Party that makes original documents available for inspection 21 need not designate them for protection until after the inspecting Party has indicated 22 which documents it would like copied and produced. During the inspection and 23 before the designation, all of the material made available for inspection shall be 24 deemed “CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES ONLY.” After the 25 inspecting Party has identified the documents it wants copied and produced, the 26 Producing Party must determine which documents, or portions thereof, qualify for 27 protection under this Order. Then, before producing the specified documents, the 28 Producing Party must affix the “CONFIDENTIAL legend” to each page that 7 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 8 of 17 Page ID #:3116

1 contains Protected Material. If only a portion of the material on a page qualifies for 2 protection, the Producing Party also must clearly identify the protected portion(s) 3 (e.g., by making appropriate markings in the margins). 4 (b) For testimony given in depositions that the Designating Party 5 identifies the Disclosure or Discovery Material on the record, before the close of the 6 deposition all protected testimony. Counsel for a Designating Party shall have the 7 right to exclude from depositions any person who is not authorized to receive items 8 or information designated “CONFIDENTIAL” or “CONFIDENTIAL – OUTSIDE 9 ATTORNEYS’ EYES ONLY”, but such right of exclusion shall be applicable only 10 during periods of examination or testimony during which the items or information 11 designated “CONFIDENTIAL” or “CONFIDENTIAL – OUTSIDE ATTORNEYS’ 12 EYES ONLY” are being used or discussed. 13 (c) For information produced in some form other than documentary and 14 for any other tangible items, that the Producing Party affix in a prominent place on 15 the exterior of the container or containers in which the information is stored the 16 “CONFIDENTIAL legend.” If only a portion or portions of the information 17 warrants protection, the Producing Party, to the extent practicable, shall identify the 18 protected portion(s). 19 5.3 Inadvertent Failures to Designate. If timely corrected, an inadvertent 20 failure to designate qualified information or items does not, standing alone, waive 21 the Designating Party’s right to secure protection under this Order for such material. 22 Upon timely correction of a designation, the Receiving Party must make reasonable 23 efforts to assure that the material is treated in accordance with the provisions of this 24 Order. 25 6. CHALLENGING CONFIDENTIALITY DESIGNATIONS 26 6.1 Timing of Challenges. Any Party or Non-Party may challenge a 27 designation of confidentiality at any time that is consistent with the Court’s 28 Scheduling Order. 8 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 9 of 17 Page ID #:3117

1 6.2 Meet and Confer. The Challenging Party shall initiate the dispute 2 resolution process under Local Rule 37.1 et seq. 3 6.3 The burden of persuasion in any such challenge proceeding shall be on 4 the Designating Party. Frivolous challenges, and those made for an improper 5 purpose (e.g., to harass or impose unnecessary expenses and burdens on other 6 parties) may expose the Challenging Party to sanctions. Unless the Designating 7 Party has waived or withdrawn the confidentiality designation, all parties shall 8 continue to afford the material in question the level of protection to which it is 9 entitled under the Producing Party’s designation until the Court rules on the 10 challenge. 11 12 7. ACCESS TO AND USE OF PROTECTED MATERIAL 13 7.1 Basic Principles. A Receiving Party may use Protected Material that is 14 disclosed or produced by another Party or by a Non-Party in connection with this 15 Action only for prosecuting, defending or attempting to settle this Action. Such 16 Protected Material may be disclosed only to the categories of persons and under the 17 conditions described in this Order. When the Action has been terminated, a 18 Receiving Party must comply with the provisions of section 13 below (FINAL 19 DISPOSITION). 20 Protected Material must be stored and maintained by a Receiving Party at a 21 location and in a secure manner that ensures that access is limited to the persons 22 authorized under this Order. 23 7.2 Disclosure of “CONFIDENTIAL” Information or Items. Unless 24 otherwise ordered by the court or permitted in writing by the Designating Party, a 25 Receiving Party may disclose any information or item designated 26 “CONFIDENTIAL” only to: 27 (a) the Receiving Party’s Outside Counsel of Record in this Action, as 28 well as employees of said Outside Counsel of Record to whom it is reasonably 9 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 10 of 17 Page ID #:3118

1 necessary to disclose the information for this Action; 2 (b) the officers, directors, and employees (including House Counsel) of 3 the Receiving Party to whom disclosure is reasonably necessary for this Action; 4 (c) Experts (as defined in this Order) of the Receiving Party to whom 5 disclosure is reasonably necessary for this Action and who have signed the 6 “Acknowledgment and Agreement to Be Bound” (Exhibit A); 7 (d) the court and its personnel; 8 (e) court reporters and their staff; 9 (f) professional jury or trial consultants, mock jurors, and Professional 10 Vendors to whom disclosure is reasonably necessary for this Action and who have 11 signed the “Acknowledgment and Agreement to Be Bound” (Exhibit A); 12 (g) the author or recipient of a document containing the information or a 13 custodian or other person who otherwise possessed or knew the information; 14 (h) any mediator or settlement officer, and their supporting personnel, 15 mutually agreed upon by any of the parties engaged in settlement discussions; and 16 (i) any witness called to give testimony in this action (whether by 17 deposition or otherwise), but only to the extent the witness or potential witness 18 (i) was an author, signatory, or prior recipient of the item designated 19 “CONFIDENTIAL”, or otherwise had access to it, or (ii) is a witness to events, 20 circumstances, or matters related to the item designated “CONFIDENTIAL”; 21 provided, however, in either circumstance, the (1) the deposing party requests that 22 the witness sign the form attached as Exhibit A hereto; and (2) the witness not be 23 permitted to keep any item designated “CONFIDENTIAL” unless the witness signs 24 the “Acknowledgment and Agreement to Be Bound” (Exhibit A). 25 7.3 Disclosure of “CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES 26 ONLY” Information or Items. Unless otherwise ordered by the court or permitted in 27 writing by the Designating Party, a Receiving Party may disclose any information or 28 item designated “CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES ONLY” 10 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 11 of 17 Page ID #:3119

1 only to: 2 (a) the Receiving Party’s Outside Counsel of Record in this Action, as 3 well as employees of said Outside Counsel of Record to whom it is reasonably 4 necessary to disclose the information for this Action; 5 (b) Experts (as defined in this Order) of the Receiving Party to whom 6 disclosure is reasonably necessary for this Action and who have signed the 7 “Acknowledgment and Agreement to Be Bound” (Exhibit A); 8 (c) the court and its personnel; 9 (d) court reporters and their staff; 10 (e) professional jury or trial consultants, mock jurors, and Professional 11 Vendors to whom disclosure is reasonably necessary for this Action and who have 12 signed the “Acknowledgment and Agreement to Be Bound” (Exhibit A); 13 (f) the author or recipient of a document containing the information or a 14 custodian or other person who otherwise possessed or knew the information; 15 (g) any mediator or settlement officer, and their supporting personnel, 16 mutually agreed upon by any of the parties engaged in settlement discussions; and 17 (h) any witness called to give testimony in this action (whether by 18 deposition or otherwise) and their Outside Counsel of Record, but only to the extent 19 the witness or potential witness (i) was an author, signatory, or prior recipient of the 20 item designated “CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES ONLY”, or 21 otherwise had access to it, or (ii) is a witness to events, circumstances, or matters 22 related to the item designated “CONFIDENTIAL – OUTSIDE ATTORNEYS’ 23 EYES ONLY”; provided, however, in either circumstance, the (1) the deposing 24 party requests that the witness and Outside Counsel of Record sign the form 25 attached as Exhibit A hereto; and (2) the witness and Outside Counsel of Record not 26 be permitted to keep any item designated “CONFIDENTIAL – OUTSIDE 27 ATTORNEYS’ EYES ONLY” unless they sign the “Acknowledgment and 28 Agreement to Be Bound” (Exhibit A). 11 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 12 of 17 Page ID #:3120

1 7.4 Case-by-Case Access for House Counsel. Although a Party’s House 2 Counsel is not allowed to access information or items designated 3 “CONFIDENTIAL – OUTSIDE ATTORNEYS’ EYES ONLY,” a Receiving Party 4 may request on a case-by-case basis for the Receiving Party’s House Counsel to be 5 allowed access to certain information or items designated “CONFIDENTIAL – 6 OUTSIDE ATTORNEYS’ EYES ONLY.” If the Producing Party agrees to such a 7 request, then the items or information subject to that agreement will be redesignated 8 “CONFIDENTIAL – ATTORNEYS’ EYES ONLY” and only the persons identified 9 in Paragraph 7.3 plus the following category of persons may access such items or 10 information: the Receiving Party’s House Counsel to whom it is reasonably 11 necessary to disclose the information for this Action. If the Producing Party does not 12 agree to the Receiving Party’s request, then the Receiving Party may challenge the 13 designation in accordance with Paragraph 6. 14 8. PROTECTED MATERIAL SUBPOENAED OR ORDERED PRODUCED 15 IN OTHER LITIGATION 16 If a Party is served with a subpoena or a court order issued in other litigation 17 that compels disclosure of any information or items designated in this Action as 18 “CONFIDENTIAL” or “CONFIDENTIAL – ATTORNEYS’ EYES ONLY” that 19 Party must: 20 (a) promptly notify in writing the Designating Party. Such notification 21 shall include a copy of the subpoena or court order; 22 (b) promptly notify in writing the party who caused the subpoena or order 23 to issue in the other litigation that some or all of the material covered by the 24 subpoena or order is subject to this Protective Order. Such notification shall include 25 a copy of this Stipulated Protective Order; and 26 (c) cooperate with respect to all reasonable procedures sought to be 27 pursued by the Designating Party whose Protected Material may be affected. 28 If the Designating Party timely seeks a protective order, the Party served with 12 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 13 of 17 Page ID #:3121

1 the subpoena or court order shall not produce any information designated in this 2 action as “CONFIDENTIAL” or “CONFIDENTIAL – ATTORNEYS’ EYES 3 ONLY” before a determination by the court from which the subpoena or order 4 issued, unless the Party has obtained the Designating Party’s permission. The 5 Designating Party shall bear the burden and expense of seeking protection in that 6 court of its confidential material and nothing in these provisions should be construed 7 as authorizing or encouraging a Receiving Party in this Action to disobey a lawful 8 directive from another court. 9 9. A NON-PARTY’S PROTECTED MATERIAL SOUGHT TO BE 10 PRODUCED IN THIS LITIGATION 11 (a) The terms of this Order are applicable to information produced by a 12 Non-Party in this Action and designated as “CONFIDENTIAL” or 13 “CONFIDENTIAL – ATTORNEYS’ EYES ONLY.” Such information produced 14 by Non-Parties in connection with this litigation is protected by the remedies and 15 relief provided by this Order. Nothing in these provisions should be construed as 16 prohibiting a Non-Party from seeking additional protections. 17 (b) In the event that a Party is required, by a valid discovery request, to 18 produce a Non-Party’s confidential information in its possession, and the Party is 19 subject to an agreement with the Non-Party not to produce the Non-Party’s 20 confidential information, then the Party shall: 21 (1) promptly notify in writing the Requesting Party and the Non-Party 22 that some or all of the information requested is subject to a confidentiality 23 agreement with a Non-Party; 24 (2) promptly provide the Non-Party with a copy of the Stipulated 25 Protective Order in this Action, the relevant discovery request(s), and a reasonably 26 specific description of the information requested; and 27 (3) make the information requested available for inspection by the 28 Non-Party, if requested. 13 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 14 of 17 Page ID #:3122

1 (c) If the Non-Party fails to seek a protective order from this court within 2 14 days of receiving the notice and accompanying information, the Receiving Party 3 may produce the Non-Party’s confidential information responsive to the discovery 4 request. If the Non-Party timely seeks a protective order, the Receiving Party shall 5 not produce any information in its possession or control that is subject to the 6 confidentiality agreement with the Non-Party before a determination by the court. 7 Absent a court order to the contrary, the Non-Party shall bear the burden and 8 expense of seeking protection in this court of its Protected Material. 9 10. UNAUTHORIZED DISCLOSURE OF PROTECTED MATERIAL 10 If a Receiving Party learns that, by inadvertence or otherwise, it has disclosed 11 Protected Material to any person or in any circumstance not authorized under this 12 Stipulated Protective Order, the Receiving Party must immediately (a) notify in 13 writing the Designating Party of the unauthorized disclosures, (b) use its best efforts 14 to retrieve all unauthorized copies of the Protected Material, (c) inform the person or 15 persons to whom unauthorized disclosures were made of all the terms of this Order, 16 and (d) request such person or persons to execute the “Acknowledgment and 17 Agreement to Be Bound” that is attached hereto as Exhibit A. 18 11. INADVERTENT PRODUCTION OF PRIVILEGED OR OTHERWISE 19 PROTECTED MATERIAL 20 When a Producing Party gives notice to Receiving Parties that certain 21 inadvertently produced material is subject to a claim of privilege or other protection, 22 the obligations of the Receiving Parties are those set forth in Federal Rule of Civil 23 Procedure 26(b)(5)(B). This provision is not intended to modify whatever 24 procedure may be established in an e-discovery order that provides for production 25 without prior privilege review. Pursuant to Federal Rule of Evidence 502(d) and 26 (e), insofar as the parties reach an agreement on the effect of disclosure of a 27 communication or information covered by the attorney-client privilege or work 28 product protection, the parties may incorporate their agreement in the stipulated 14 Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 15 of 17 Page ID #:3123

1 protective order submitted to the court. 2 12. MISCELLANEOUS 3 12.1 Right to Further Relief. Nothing in this Order abridges the right of any 4 person to seek its modification by the Court in the future. 5 12.2 Right to Assert Other Objections. By stipulating to the entry of this 6 Protective Order, no Party waives any right it otherwise would have to object to 7 disclosing or producing any information or item on any ground not addressed in this 8 Stipulated Protective Order. Similarly, no Party waives any right to object on any 9 ground to use in evidence of any of the material covered by this Protective Order. 10 12.3 Filing Protected Material. A Party that seeks to file under seal any 11 Protected Material must comply with Local Civil Rule 79-5. Protected Material 12 may only be filed under seal pursuant to a court order authorizing the sealing of the 13 specific Protected Material at issue. If a Party’s request to file Protected Material 14 under seal is denied by the court, then the Receiving Party may file the information 15 in the public record unless otherwise instructed by the court. 16 13. FINAL DISPOSITION 17 After the final disposition of this Action, as defined in paragraph 4, within 60 18 days of a written request by the Designating Party, each Receiving Party must return 19 all Protected Material to the Producing Party or destroy such material. As used in 20 this subdivision, “all Protected Material” includes all copies, abstracts, compilations, 21 summaries, and any other format reproducing or capturing any of the Protected 22 Material. Whether the Protected Material is returned or destroyed, the Receiving 23 Party must submit a written certification to the Producing Party (and, if not the same 24 person or entity, to the Designating Party) by the 60 day deadline that (1) identifies 25 (by category, where appropriate) all the Protected Material that was returned or 26 destroyed and (2) affirms that the Receiving Party has not retained any copies, 27 abstracts, compilations, summaries or any other format reproducing or capturing any 28 of the Protected Material. Notwithstanding this provision, Counsel are entitled to 15 Case □□□□□□□□□□□□□□□□□□□□□ Document 43 Filed 03/06/23 Page 16o0f17 Page ID #:3124

1 || retain an archival copy of all pleadings, motion papers, trial, deposition, and hearing 2 || transcripts, legal memoranda, correspondence, deposition and trial exhibits, expert 3 || reports, attorney work product, and consultant and expert work product, even if such 4 || materials contain Protected Material. Any such archival copies that contain or 5 || constitute Protected Material remain subject to this Protective Order as set forth in 6 || Section 4 (DURATION). 7 || 14. MIOLATION 8 || Any violation of this Order may be punished by appropriate measures including, 9 |) without limitation, contempt proceedings and/or monetary sanctions. 10 IT IS SO STIPULATED, THROUGH COUNSEL OF RECORD. 11 12 DATED: March 3, 2023 13 14 . /s/ Andrew §. Harris 15 || Attorneys for Plaintiff 16 17 DATED: March 3, 2023 18 19 /s/ Carolyn M. Passen 20 || Attorneys for Defendant 21 ** || FOR GOOD CAUSE SHOWN, IT IS SO ORDERED. 23 24 DATED: March 6, 2023 25 26 27 || HON. GAIL J. STANDISH United States Magistrate Judge 28 16

Case 2:22-cv-03730-FMO-GJS Document 43 Filed 03/06/23 Page 17 of 17 Page ID #:3125

1 EXHIBIT A 2 ACKNOWLEDGMENT AND AGREEMENT TO BE BOUND 3 4 I, _____________________________ [print or type full name], of 5 _________________ [print or type full address], declare under penalty of perjury 6 that I have read in its entirety and understand the Stipulated Protective Order that 7 was issued by the United States District Court for the Central District of California 8 on _____ in the case of The Breakfast Klub, Inc. v. 1600 Breakfast Club, LLC, et al., 9 Case No. 2:22-cv-03730-FMO-GJS. I agree to comply with and to be bound by all 10 the terms of this Stipulated Protective Order and I understand and acknowledge that 11 failure to so comply could expose me to sanctions and punishment in the nature of 12 contempt. I solemnly promise that I will not disclose in any manner any 13 information or item that is subject to this Stipulated Protective Order to any person 14 or entity except in strict compliance with the provisions of this Order. 15 I further agree to submit to the jurisdiction of the United States District Court for the 16 Central District of California for enforcing the terms of this Stipulated Protective 17 Order, even if such enforcement proceedings occur after termination of this action. 18 I hereby appoint __________________________ [print or type full name] of 19 _______________________________________ [print or type full address and 20 telephone number] as my California agent for service of process in connection with 21 this action or any proceedings related to enforcement of this Stipulated Protective 22 Order. 23 Date: ______________________________________ 24 City and State where sworn and signed: _________________________________ 25 26 Printed name: _______________________________ 27 Signature: __________________________________ 28 17