1 CASKEY & HOLZMAN Marshall A. Caskey, SB# 065410 2 E-Mail: [email protected] Daniel M. Holzman, SB# 176663 3 E-Mail: [email protected] N. Cory Barari, SB# 295306 4 E-Mail: [email protected] 24025 Park Sorrento, Suite 400 5 Calabasas, CA 91302 Telephone: (818) 657-1070 6 Facsimile: (818) 657-1066

7 Attorneys for Plaintiff, WILLARD HAZELTON 8 BARBER RANEN LLP 9 JOHN L. BARBER, SB# 160317 E-Mail: [email protected] 10 JOHN HAUBRICH, JR., SB# 228341 E-Mail: [email protected] 11 TIFFANY H. ROUHI, SB# 315948 E-Mail: [email protected] 12 550 S Hope St Ste 2400 Los Angeles, CA 90071 13 Telephone: 213-423-6047

14 Attorneys for Defendant, HEALTHEQUITY, INC. 15 16 UNITED STATES DISTRICT COURT 17 CENTRAL DISTRICT OF CALIFORNIA, WESTERN DIVISION 18

19 WILLARD HAZELTON, an individual, Case No. 2:23-cv-00411 MEMF (PDx) 20 Plaintiff, STIPULATED PROTECTIVE 21 ORDER1 vs. 22 Trial Date: 5/13/24 HEALTHEQUITY, INC., a Delaware 23 corporation, and DOES 1-10, inclusive, 24 Defendants. 25

26

27 1 This Stipulated Protective Order is substantially based on the model protective order provided under 1 1. A. PURPOSES AND LIMITATIONS 2 Discovery in this action is likely to involve production of confidential, 3 proprietary, or private information for which special protection from public disclosure 4 and from use for any purpose other than prosecuting this litigation may be warranted. 5 Accordingly, Plaintiff Willard Hazelton and Defendant HealthEquity, Inc. 6 (hereinafter, “the Parties”) hereby stipulate to and petition the Court to enter the 7 following Stipulated Protective Order. The Parties acknowledge that this Order does 8 not confer blanket protections on all disclosures or responses to discovery and that 9 the protection it affords from public disclosure and use extends only to the limited 10 information or items that are entitled to confidential treatment under the applicable 11 legal principles. 12 B. GOOD CAUSE STATEMENT 13 This action is likely to involve third party information and other valuable 14 development, commercial, financial, technical and/or proprietary information for 15 which special protection from public disclosure and from use for any purpose other 16 than prosecution of this action is warranted. Such confidential and proprietary 17 materials and information consist of, among other things, confidential business or 18 financial information, information regarding confidential business practices, or other 19 confidential research, development, or commercial information (including 20 information implicating privacy rights of third parties), information otherwise 21 generally unavailable to the public, or which may be privileged or otherwise 22 protected from disclosure under state or federal statutes, court rules, case decisions, 23 or common law. Accordingly, to expedite the flow of information, to facilitate the 24 prompt resolution of disputes over confidentiality of discovery materials, to 25 adequately protect information the Parties are entitled to keep confidential, to ensure 26 that the Parties are permitted reasonable necessary uses of such material in 27 preparation for and in the conduct of trial, to address their handling at the end of the 1 justified in this matter. It is the intent of the Parties that information will not be 2 designated as confidential for tactical reasons and that nothing be so designated 3 without a good faith belief that it has been maintained in a confidential, non-public 4 manner, and there is good cause why it should not be part of the public record of this 5 case. 6 C. ACKNOWLEDGMENT OF PROCEDURE FOR FILING UNDER SEAL 7 The Parties further acknowledge, as set forth in Section 12.3, below, that this 8 Stipulated Protective Order does not entitle them to file confidential information 9 under seal; Local Civil Rule 79-5 sets forth the procedures that must be followed and 10 the standards that will be applied when a party seeks permission from the court to file 11 material under seal. 12 There is a strong presumption that the public has a right of access to judicial 13 proceedings and records in civil cases. In connection with non-dispositive motions, 14 good cause must be shown to support a filing under seal. See Kamakana v. City and 15 County of Honolulu,

(9th Cir. 2006), Phillips v. Gen. Motors 16 Corp.,

, 1210-11 (9th Cir. 2002), Makar-Welbon v. Sony Electrics, Inc., 17

(E.D. Wis. 1999) (even stipulated protective orders require good 18 cause showing), and a specific showing of good cause or compelling reasons with 19 proper evidentiary support and legal justification, must be made with respect to 20 Protected Material that a party seeks to file under seal. The Parties’ mere designation 21 of Disclosure or Discovery Material as CONFIDENTIAL does not—without the 22 submission of competent evidence by declaration, establishing that the material 23 sought to be filed under seal qualifies as confidential, privileged, or otherwise 24 protectable—constitute good cause. 25 Further, if a party requests sealing related to a dispositive motion or trial, then 26 compelling reasons, not only good cause, for the sealing must be shown, and the relief 27 sought shall be narrowly tailored to serve the specific interest to be protected. See 1 or type of information, document, or thing sought to be filed or introduced under seal 2 in connection with a dispositive motion or trial, the party seeking protection must 3 articulate compelling reasons, supported by specific facts and legal justification, for 4 the requested sealing order. Again, competent evidence supporting the application to 5 file documents under seal must be provided by declaration. 6 Any document that is not confidential, privileged, or otherwise protectable in 7 its entirety will not be filed under seal if the confidential portions can be redacted. If 8 documents can be redacted, then a redacted version for public viewing, omitting only 9 the confidential, privileged, or otherwise protectable portions of the document, shall 10 be filed. Any application that seeks to file documents under seal in their entirety 11 should include an explanation of why redaction is not feasible. 12 2. DEFINITIONS 13 2.1 Action: this pending federal law suit bearing case number: 2:23-cv- 14 00411 MEMF (PDx) 15 2.2 Challenging Party: a Party or Non-Party that challenges the designation 16 of information or items under this Order. 17 2.3 “CONFIDENTIAL” Information or Items: information (regardless of 18 how it is generated, stored or maintained) or tangible things that qualify for protection 19 under Federal Rule of Civil Procedure 26(c), and as specified above in the Good 20 Cause Statement. 21 2.4 Counsel: Outside Counsel of Record and House Counsel (as well as their 22 support staff). 23 2.5 Designating Party: a Party or Non-Party that designates information or 24 items that it produces in disclosures or in responses to discovery as 25 “CONFIDENTIAL.” 26 2.6 Disclosure or Discovery Material: all items or information, regardless of 27 the medium or manner in which it is generated, stored, or maintained (including, 1 generated in disclosures or responses to discovery in this matter. 2 2.7 Expert: a person with specialized knowledge or experience in a matter 3 pertinent to the litigation who has been retained by a Party or its counsel to serve as 4 an expert witness or as a consultant in this Action. 5 2.8 House Counsel: attorneys who are employees of a party to this Action. 6 House Counsel does not include Outside Counsel of Record or any other outside 7 counsel. 8 2.9 Non-Party: any natural person, partnership, corporation, association, or 9 other legal entity not named as a Party to this action. 10 2.10 Outside Counsel of Record: attorneys who are not employees of a party 11 to this Action but are retained to represent or advise a party to this Action and have 12 appeared in this Action on behalf of that party or are affiliated with a law firm which 13 has appeared on behalf of that party, and includes support staff. 14 2.11 Party: any party to this Action, including all of its officers, directors, 15 employees, consultants, retained experts, and Outside Counsel of Record (and their 16 support staffs). 17 2.12 Producing Party: a Party or Non-Party that produces Disclosure or 18 Discovery Material in this Action. 19 2.13 Professional Vendors: persons or entities that provide litigation support 20 services (e.g., photocopying, videotaping, translating, preparing exhibits or 21 demonstrations, and organizing, storing, or retrieving data in any form or medium) 22 and their employees and subcontractors. 23 2.14 Protected Material: any Disclosure or Discovery Material that is 24 designated as “CONFIDENTIAL.” 25 2.15 Receiving Party: a Party that receives Disclosure or Discovery Material 26 from a Producing Party. 27 3. SCOPE 1 Protected Material (as defined above), but also (1) any information copied or extracted 2 from Protected Material; (2) all copies, excerpts, summaries, or compilations of 3 Protected Material; and (3) any testimony, conversations, or presentations by Parties 4 or their Counsel that might reveal Protected Material. 5 Any use of Protected Material at trial shall be governed by the orders of the 6 trial judge. This Order does not govern the use of Protected Material at trial. 7 4. DURATION 8 FINAL DISPOSITION of the action is defined as the conclusion of any 9 appellate proceedings, or, if no appeal is taken, when the time for filing of an appeal 10 has run. Except as set forth below, the terms of this protective order apply through 11 FINAL DISPOSITION of the action. The Parties may stipulate that the they will be 12 contractually bound by the terms of this agreement beyond FINAL DISPOSITION, 13 but will have to file a separate action for enforcement of the agreement once all 14 proceedings in this case are complete. 15 Once a case proceeds to trial, information that was designated as 16 CONFIDENTIAL or maintained pursuant to this protective order used or introduced 17 as an exhibit at trial becomes public and will be presumptively available to all 18 members of the public, including the press, unless compelling reasons supported by 19 specific factual findings to proceed otherwise are made to the trial judge in advance 20 of the trial. See Kamakana,

(distinguishing “good cause” 21 showing for sealing documents produced in discovery from “compelling reasons” 22 standard when merits-related documents are part of court record). Accordingly, for 23 such materials, the terms of this protective order do not extend beyond the 24 commencement of the trial. 25 5. DESIGNATING PROTECTED MATERIAL 26 5.1 Exercise of Restraint and Care in Designating Material for Protection. 27 Each Party or Non-Party that designates information or items for protection under this 1 under the appropriate standards. The Designating Party must designate for protection 2 only those parts of material, documents, items, or oral or written communications that 3 qualify so that other portions of the material, documents, items, or communications 4 for which protection is not warranted are not swept unjustifiably within the ambit of 5 this Order. 6 Mass, indiscriminate, or routinized designations are prohibited. Designations 7 that are shown to be clearly unjustified or that have been made for an improper 8 purpose (e.g., to unnecessarily encumber the case development process or to impose 9 unnecessary expenses and burdens on other parties) may expose the Designating Party 10 to sanctions. 11 If it comes to a Designating Party’s attention that information or items that it 12 designated for protection do not qualify for protection, that Designating Party must 13 promptly notify all other Parties that it is withdrawing the inapplicable designation. 14 5.2 Manner and Timing of Designations. Except as otherwise provided in 15 this Order (see, e.g., second paragraph of section 5.2(a) below), or as otherwise 16 stipulated or ordered, Disclosure or Discovery Material that qualifies for protection 17 under this Order must be clearly so designated before the material is disclosed or 18 produced. 19 Designation in conformity with this Order requires: 20 (a) for information in documentary form (e.g., paper or electronic 21 documents, but excluding transcripts of depositions or other pretrial or trial 22 proceedings), that the Producing Party affix at a minimum, the legend 23 “CONFIDENTIAL” (hereinafter “CONFIDENTIAL legend”), to each page that 24 contains protected material. If only a portion or portions of the material on a page 25 qualifies for protection, the Producing Party also must clearly identify the protected 26 portion(s) (e.g., by making appropriate markings in the margins). 27 A Party or Non-Party that makes original documents available for inspection 1 which documents it would like copied and produced. During the inspection and before 2 the designation, all of the material made available for inspection shall be deemed 3 “CONFIDENTIAL.” After the inspecting Party has identified the documents it wants 4 copied and produced, the Producing Party must determine which documents, or 5 portions thereof, qualify for protection under this Order. Then, before producing the 6 specified documents, the Producing Party must affix the “CONFIDENTIAL legend” 7 to each page that contains Protected Material. If only a portion or portions of the 8 material on a page qualifies for protection, the Producing Party also must clearly 9 identify the protected portion(s) (e.g., by making appropriate markings in the 10 margins). 11 (b) for testimony given in depositions that the Designating Party identify the 12 Disclosure or Discovery Material on the record, before the close of the deposition all 13 protected testimony. 14 (c) for information produced in some form other than documentary and for 15 any other tangible items, that the Producing Party affix in a prominent place on the 16 exterior of the container or containers in which the information is stored the legend 17 “CONFIDENTIAL.” If only a portion or portions of the information warrants 18 protection, the Producing Party, to the extent practicable, shall identify the protected 19 portion(s). 20 5.3 Inadvertent Failures to Designate. If timely corrected, an inadvertent 21 failure to designate qualified information or items does not, standing alone, waive the 22 Designating Party’s right to secure protection under this Order for such material. 23 Upon timely correction of a designation, the Receiving Party must make reasonable 24 efforts to assure that the material is treated in accordance with the provisions of this 25 Order. 26 6. CHALLENGING CONFIDENTIALITY DESIGNATIONS 27 6.1 Timing of Challenges. Any Party or Non-Party may challenge a 1 Scheduling Order. 2 6.2 Meet and Confer. The Challenging Party shall initiate the dispute 3 resolution process under Local Rule 37.1 et seq. 4 6.3 The burden of persuasion in any such challenge proceeding shall be on 5 the Designating Party. Frivolous challenges, and those made for an improper purpose 6 (e.g., to harass or impose unnecessary expenses and burdens on other parties) may 7 expose the Challenging Party to sanctions. Unless the Designating Party has waived 8 or withdrawn the confidentiality designation, all parties shall continue to afford the 9 material in question the level of protection to which it is entitled under the Producing 10 Party’s designation until the Court rules on the challenge. 11 7. ACCESS TO AND USE OF PROTECTED MATERIAL 12 7.1 Basic Principles. A Receiving Party may use Protected Material that is 13 disclosed or produced by another Party or by a Non-Party in connection with this 14 Action only for prosecuting, defending, or attempting to settle this Action. Such 15 Protected Material may be disclosed only to the categories of persons and under the 16 conditions described in this Order. When the Action has been terminated, a Receiving 17 Party must comply with the provisions of section 13 below (FINAL DISPOSITION). 18 Protected Material must be stored and maintained by a Receiving Party at a 19 location and in a secure manner that ensures that access is limited to the persons 20 authorized under this Order. 21 7.2 Disclosure of “CONFIDENTIAL” Information or Items. Unless 22 otherwise ordered by the court or permitted in writing by the Designating Party, a 23 Receiving Party may disclose any information or item designated 24 “CONFIDENTIAL” only to: 25 (a) the Receiving Party’s Outside Counsel of Record in this Action, as well 26 as employees of said Outside Counsel of Record to whom it is reasonably necessary 27 to disclose the information for this Action; 1 Receiving Party to whom disclosure is reasonably necessary for this Action; 2 (c) Experts (as defined in this Order) of the Receiving Party to whom 3 disclosure is reasonably necessary for this Action and who have signed the 4 “Acknowledgment and Agreement to Be Bound” (Exhibit A); 5 (d) the court and its personnel; 6 (e) court reporters and their staff; 7 (f) professional jury or trial consultants, mock jurors, and Professional 8 Vendors to whom disclosure is reasonably necessary for this Action and who have 9 signed the “Acknowledgment and Agreement to Be Bound” (Exhibit A); 10 (g) the author or recipient of a document containing the information or a 11 custodian or other person who otherwise possessed or knew the information; 12 (h) during their depositions, witnesses ,and attorneys for witnesses, in the 13 Action to whom disclosure is reasonably necessary provided: (1) the deposing party 14 requests that the witness sign the form attached as Exhibit 1 hereto; and (2) they will 15 not be permitted to keep any confidential information unless they sign the 16 “Acknowledgment and Agreement to Be Bound” (Exhibit A), unless otherwise 17 agreed by the Designating Party or ordered by the court. Pages of transcribed 18 deposition testimony or exhibits to depositions that reveal Protected Material may be 19 separately bound by the court reporter and may not be disclosed to anyone except as 20 permitted under this Stipulated Protective Order; and 21 (i) any mediator or settlement officer, and their supporting personnel, 22 mutually agreed upon by any of the Parties engaged in settlement discussions. 23 8. PROTECTED MATERIAL SUBPOENAED OR ORDERED PRODUCED IN 24 OTHER LITIGATION 25 If a Party is served with a subpoena or a court order issued in other litigation 26 that compels disclosure of any information or items designated in this Action as 27 “CONFIDENTIAL,” that Party must: 1 include a copy of the subpoena or court order; 2 (b) promptly notify in writing the party who caused the subpoena or order to 3 issue in the other litigation that some or all of the material covered by the subpoena 4 or order is subject to this Protective Order. Such notification shall include a copy of 5 this Stipulated Protective Order; and 6 (c) cooperate with respect to all reasonable procedures sought to be pursued 7 by the Designating Party whose Protected Material may be affected. 8 If the Designating Party timely seeks a protective order, the Party served 9 with the subpoena or court order shall not produce any information designated in this 10 action as “CONFIDENTIAL” before a determination by the court from which the 11 subpoena or order issued, unless the Party has obtained the Designating Party’s 12 permission. The Designating Party shall bear the burden and expense of seeking 13 protection in that court of its confidential material and nothing in these provisions 14 should be construed as authorizing or encouraging a Receiving Party in this Action to 15 disobey a lawful directive from another court. 16 9. A NON-PARTY’S PROTECTED MATERIAL SOUGHT TO BE 17 PRODUCED IN THIS LITIGATION 18 (a) The terms of this Order are applicable to information produced by a Non- 19 Party in this Action and designated as “CONFIDENTIAL.” Such information 20 produced by Non-Parties in connection with this litigation is protected by the 21 remedies and relief provided by this Order. Nothing in these provisions should be 22 construed as prohibiting a Non-Party from seeking additional protections. 23 (b) In the event that a Party is required, by a valid discovery request, to 24 produce a Non-Party’s confidential information in its possession, and the Party is 25 subject to an agreement with the Non-Party not to produce the Non-Party’s 26 confidential information, then the Party shall: 27 (1) promptly notify in writing the Requesting Party and the Non-Party 1 with a Non-Party; 2 (2) promptly provide the Non-Party with a copy of the Stipulated 3 Protective Order in this Action, the relevant discovery request(s), and a reasonably 4 specific description of the information requested; and 5 (3) make the information requested available for inspection by the Non- 6 Party, if requested. 7 (c) If the Non-Party fails to seek a protective order from this court within 14 8 days of receiving the notice and accompanying information, the Receiving Party may 9 produce the Non-Party’s confidential information responsive to the discovery request. 10 If the Non-Party timely seeks a protective order, the Receiving Party shall not produce 11 any information in its possession or control that is subject to the confidentiality 12 agreement with the Non-Party before a determination by the court. Absent a court 13 order to the contrary, the Non-Party shall bear the burden and expense of seeking 14 protection in this court of its Protected Material. 15 10. UNAUTHORIZED DISCLOSURE OF PROTECTED MATERIAL 16 If a Receiving Party learns that, by inadvertence or otherwise, it has disclosed 17 Protected Material to any person or in any circumstance not authorized under this 18 Stipulated Protective Order, the Receiving Party must immediately (a) notify in 19 writing the Designating Party of the unauthorized disclosures, (b) use its best efforts 20 to retrieve all unauthorized copies of the Protected Material, (c) inform the person or 21 persons to whom unauthorized disclosures were made of all the terms of this Order, 22 and (d) request such person or persons to execute the “Acknowledgment and 23 Agreement to Be Bound” that is attached hereto as Exhibit A. 24 11. INADVERTENT PRODUCTION OF PRIVILEGED OR OTHERWISE 25 PROTECTED MATERIAL 26 When a Producing Party gives notice to Receiving Parties that certain 27 inadvertently produced material is subject to a claim of privilege or other protection, 1 Procedure 26(b)(5)(B). This provision is not intended to modify whatever procedure 2 may be established in an e-discovery order that provides for production without prior 3 privilege review. Pursuant to Federal Rule of Evidence 502(d) and (e), insofar as the 4 Parties reach an agreement on the effect of disclosure of a communication or 5 information covered by the attorney-client privilege or work product protection, the 6 Parties may incorporate their agreement in the stipulated protective order submitted 7 to the court. 8 12. MISCELLANEOUS 9 12.1 Right to Further Relief. Nothing in this Order abridges the right of any 10 person to seek its modification by the Court in the future. 11 12.2 Right to Assert Other Objections. By stipulating to the entry of this 12 Protective Order no Party waives any right it otherwise would have to object to 13 disclosing or producing any information or item on any ground not addressed in this 14 Stipulated Protective Order. Similarly, no Party waives any right to object on any 15 ground to use in evidence of any of the material covered by this Protective Order. 16 12.3 Filing Protected Material. A Party that seeks to file under seal any 17 Protected Material must comply with Civil Local Rule 79-5. Protected Material may 18 only be filed under seal pursuant to a court order authorizing the sealing of the specific 19 Protected Material at issue. If a Party's request to file Protected Material under seal is 20 denied by the court, then the Receiving Party may file the information in the public 21 record unless otherwise instructed by the court. 22 13. FINAL DISPOSITION 23 After the final disposition of this Action, as defined in paragraph 4, within 60 24 days of a written request by the Designating Party, each Receiving Party must return 25 all Protected Material to the Producing Party or destroy such material. As used in this 26 subdivision, “all Protected Material” includes all copies, abstracts, compilations, 27 summaries, and any other format reproducing or capturing any of the Protected 1 must submit a written certification to the Producing Party (and, if not the same person 2 or entity, to the Designating Party) by the 60 day deadline that (1) identifies (by 3 category, where appropriate) all the Protected Material that was returned or destroyed 4 and (2) affirms that the Receiving Party has not retained any copies, abstracts, 5 compilations, summaries or any other format reproducing or capturing any of the 6 Protected Material. Notwithstanding this provision, Counsel are entitled to retain an 7 archival copy of all pleadings, motion papers, trial, deposition, and hearing 8 transcripts, legal memoranda, correspondence, deposition and trial exhibits, expert 9 reports, attorney work product, and consultant and expert work product, even if such 10 materials contain Protected Material. Any such archival copies that contain or 11 constitute Protected Material remain subject to this Protective Order as set forth in 12 Section 4 (DURATION). 13 14. Any violation of this Order may be punished by any and all appropriate 14 measures including, without limitation, contempt proceedings and/or monetary 15 sanctions. 16 17 IT IS SO STIPULATED, THROUGH COUNSEL OF RECORD. 18 19 DATED: May 23, 2023 CASKEY & HOLZMAN

20

21 By: /s/ N. Cory Barari 22 Marshall A. Caskey 23 Daniel M. Holzman 24 N. Cory Barari Attorneys for Plaintiff, WILLARD 25 HAZELTON 26 27 1 || DATED: May 23, 2023 BARBER RANEN LLP 2 3 4 By: /s/ John Haubrich, Jr. John L. Barber 5 John Haubrich, Jr. 6 Tiffany H. Rouhi Attorneys for Defendant, 7 HEALTHEQUITY, INC. 8 9 10 11 | FOR GOOD CAUSE SHOWN, IT IS SO ORDERED. 12 13 4 DATED: May 25 2023 Paticcua Donahue Patricia Donahue 15 United States Magistrate Judge 16 17 18 19 20 21 22 23 24 25 26 27 28

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 that 6 I have read in its entirety and understand the Stipulated Protective Order that was 7 issued by the United States District Court for the Central District of California on 8 [date] in the case of Hazelton v. HealthEquity, Inc. (Case No. 2:23-cv-00411 MEMF 9 (PDx)) I agree to comply with and to be bound by all the terms of this Stipulated 10 Protective Order and I understand and acknowledge that failure to so comply could 11 expose me to sanctions and punishment in the nature of contempt. I solemnly promise 12 that I will not disclose in any manner any information or item that is subject to this 13 Stipulated Protective Order to any person or entity except in strict compliance with 14 the provisions of this Order. 15 I further agree to submit to the jurisdiction of the United States District Court 16 for the Central District of California for the purpose of enforcing the terms of this 17 Stipulated Protective Order, even if such enforcement proceedings occur after 18 termination of this action. I hereby appoint ________________________ [print or 19 type full name] of _________ [print or type full address and telephone number] as 20 my California agent for service of process in connection with this action or any 21 proceedings related to enforcement of this Stipulated Protective Order. 22 23 Date: __________________________ 24 City and State where sworn and signed: _____________________________ 25 Printed name: ____________________________________ 26 Signature: ________________________________ 27