1 UNITED STATES DISTRICT COURT 2 CENTRAL DISTRICT OF CALIFORNIA 3 4 ANNE HEITING, individually and on Case No. 2:24-cv-00163 SPG(Ex) 5 behalf of all others similarly situated, Plaintiff, 6 v. STIPULATED 7 PROTECTIVE ORDER VITAMIN SHOPPE INDUSTRIES 8 LLC, a New Jersey Corporation; and 9 DOES 1 through 25, inclusive Defendant. 10 11 12 1. INTRODUCTION 13 1.1 Purposes and Limitations. Discovery in this action is likely to involve 14 production of confidential, proprietary, or private information for which special 15 protection from public disclosure and from use for any purpose other than 16 prosecuting this litigation may be warranted. Accordingly, the parties hereby 17 stipulate to and petition the court to enter the following Stipulated Protective Order. 18 The parties acknowledge that this Order does not confer blanket protections on all 19 disclosures or responses to discovery and that the protection it affords from public 20 disclosure and use extends only to the limited information or items that are entitled 21 to confidential treatment under the applicable legal principles. 22 1.2 Good Cause Statement. This action is likely to involve customer data, 23 personally-identifying information, trade secrets, computer code, commercial, 24 financial, technical and/or proprietary information for which special protection from 25 public disclosure and from use for any purpose other than prosecution of this action 26 is warranted. Such confidential and proprietary materials and information consist 27 of, among other things, confidential business or financial information, information 1 regarding confidential business practices, or other confidential research, 2 development, or commercial information (including information implicating privacy 3 rights of third parties and customers), information otherwise generally unavailable 4 to the public, or which may be privileged or otherwise protected from disclosure 5 under state or federal statutes, court rules, case decisions, or common law. 6 Accordingly, to expedite the flow of information, to facilitate the prompt resolution 7 of disputes over confidentiality of discovery materials, to adequately protect 8 information the parties are entitled to keep confidential, to ensure that the parties are 9 permitted reasonable necessary uses of such material in preparation for and in the 10 conduct of trial, to address their handling at the end of the litigation, and serve the 11 ends of justice, a protective order for such information is justified in this matter. It 12 is the intent of the parties that information will not be designated as confidential for 13 tactical reasons and that nothing be so designated without a good faith belief that it 14 has been maintained in a confidential, non-public manner, and there is good cause 15 why it should not be part of the public record of this case. 16 1.3 Acknowledgment of Procedure for Filing Under Seal. The parties 17 further acknowledge, as set forth in Section 12.3, below, that this Stipulated 18 Protective Order does not entitle them to file confidential information under seal; 19 Local Rule 79-5 sets forth the procedures that must be followed and the standards 20 that will be applied when a party seeks permission from the court to file material 21 under seal. 22 23 2. DEFINITIONS 24 2.1 Action: Heiting v. Vitamin Shoppe Industries LLC, 2:24-cv-00163 25 SPG(Ex) 26 2.2 Challenging Party: a Party or Non-Party that challenges the designation 27 of information or items under this Order. 1 2.3 “CONFIDENTIAL” Information or Items: information (regardless of 2 how it is generated, stored or maintained) or tangible things that qualify for 3 protection under Rule 26(c) of the Federal Rules of Civil Procedure, and as specified 4 above in the Good Cause Statement. 5 2.4 Counsel: Outside Counsel of Record and House Counsel (as well as 6 their support staff). 7 2.5 Designating Party: a Party or Non-Party that designates information or 8 items that it produces in disclosures or in responses to discovery as 9 “CONFIDENTIAL.” 10 2.6 Disclosure or Discovery Material: all items or information, regardless 11 of the medium or manner in which it is generated, stored, or maintained (including, 12 among other things, testimony, transcripts, and tangible things), that are produced or 13 generated in disclosures or responses to discovery in this matter. 14 2.7 Expert: a person with specialized knowledge or experience in a matter 15 pertinent to the litigation who has been retained by a Party or its counsel to serve as 16 an expert witness or as a consultant in this Action. 17 2.8 Final Disposition: the later of (1) dismissal of all claims and defenses 18 in this Action, with or without prejudice; and (2) final judgment herein after the 19 completion and exhaustion of all appeals, rehearings, remands, trials, or reviews of 20 this Action, including the time limits for filing any motions or applications for 21 extension of time pursuant to applicable law. 22 2.9 In-House Counsel: attorneys who are employees of a party to this 23 Action. In-House Counsel does not include Outside Counsel of Record or any other 24 outside counsel. 25 2.10 Non-Party: any natural person, partnership, corporation, association, or 26 other legal entity not named as a Party to this action. 27 2.11 Outside Counsel of Record: attorneys who are not employees of a party 1 to this Action but are retained to represent or advise a party to this Action and have 2 appeared in this Action on behalf of that party or are affiliated with a law firm which 3 has appeared on behalf of that party, and includes support staff. 4 2.12 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 2.13 Producing Party: a Party or Non-Party that produces Disclosure or 8 Discovery Material in this Action. 9 2.14 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 2.15 Protected Material: any Disclosure or Discovery Material that is 14 designated as “CONFIDENTIAL.” 15 2.16 Receiving Party: a Party that receives Disclosure or Discovery Material 16 from a Producing Party. 17 18 3. SCOPE 19 The protections conferred by this Stipulation and Order cover not only 20 Protected Material (as defined above), but also (1) any information copied or 21 extracted from Protected Material; (2) all copies, excerpts, summaries, or 22 compilations of Protected Material; and (3) any testimony, conversations, or 23 presentations by Parties or their Counsel that might reveal Protected Material. 24 Any use of Protected Material at trial shall be governed by the orders of the 25 trial judge. This Stipulated Protective Order does not govern the use of Protected 26 Material at trial. 27 1 4. TRIAL AND DURATION 2 The terms of this Stipulated Protective Order apply through Final Disposition 3 of the Action. 4 Once a case proceeds to trial, information that was designated as 5 CONFIDENTIAL or maintained pursuant to this Stipulated Protective Order and 6 used or introduced as an exhibit at trial becomes public and will be presumptively 7 available to all members of the public, including the press, unless compelling 8 reasons supported by specific factual findings to proceed otherwise are made to the 9 trial judge in advance of the trial. See Kamakana v. City and Cnty. of Honolulu, 10

, 1180-81 (9th Cir. 2006) (distinguishing “good cause” showing for 11 sealing documents produced in discovery from “compelling reasons” standard 12 when merits-related documents are part of court record). Accordingly, for such 13 materials, the terms of this Stipulated Protective Order do not extend beyond the 14 commencement of the trial. 15 Even after Final Disposition of this litigation, the confidentiality obligations 16 imposed by this Stipulated Protective Order shall remain in effect until a 17 Designating Party agrees otherwise in writing or a court order otherwise directs. 18 19 5. DESIGNATING PROTECTED MATERIAL 20 5.1 Exercise of Restraint and Care in Designating Material for Protection. 21 Each Party or Non-Party that designates information or items for protection under 22 this Order must take care to limit any such designation to specific material that 23 qualifies under the appropriate standards. The Designating Party must designate for 24 protection only those parts of material, documents, items, or oral or written 25 communications that qualify so that other portions of the material, documents, 26 items, or communications for which protection is not warranted are not swept 27 unjustifiably within the ambit of this Order. 1 Mass, indiscriminate, or routinized designations are prohibited. Designations 2 that are shown to be clearly unjustified or that have been made for an improper 3 purpose (e.g., to unnecessarily encumber the case development process or to 4 impose unnecessary expenses and burdens on other parties) may expose the 5 Designating Party to sanctions. 6 If it comes to a Designating Party’s attention that information or items that it 7 designated for protection do not qualify for protection, that Designating Party must 8 promptly notify all other Parties that it is withdrawing the inapplicable designation. 9 5.2 Manner and Timing of Designations. Except as otherwise provided in 10 this Stipulated Protective Order (see, e.g., second paragraph of section 5.2(a) 11 below), or as otherwise stipulated or ordered, Disclosure or Discovery Material that 12 qualifies for protection under this Stipulated Protective Order must be clearly so 13 designated before the material is disclosed or produced. 14 Designation in conformity with this Stipulated Protective Order requires: 15 (a) for information in documentary form (e.g., paper or electronic 16 documents, but excluding transcripts of depositions or other pretrial or trial 17 proceedings), that the Producing Party affix at a minimum, the legend 18 “CONFIDENTIAL” to each page that contains protected material. If only a 19 portion or portions of the material on a page qualifies for protection, the Producing 20 Party also must clearly identify the protected portion(s) (e.g., by making 21 appropriate markings in the margins). 22 A Party or Non-Party that makes original documents available for inspection 23 need not designate them for protection until after the inspecting Party has indicated 24 which documents it would like copied and produced. During the inspection and 25 before the designation, all of the material made available for inspection shall be 26 deemed CONFIDENTIAL. After the inspecting Party has identified the documents 27 it wants copied and produced, the Producing Party must determine which 1 documents, or portions thereof, qualify for protection under this Stipulated 2 Protective Order. Then, before producing the specified documents, the Producing 3 Party must affix the “CONFIDENTIAL” legend to each page that contains 4 Protected Material. If only a portion or portions of the material on a page qualifies 5 for protection, the Producing Party also must clearly identify the protected 6 portion(s) (e.g., by making appropriate markings in the margins). 7 (b) for testimony given in depositions that the Designating Party identify 8 the Disclosure or Discovery Material within fourteen (14) days from delivery of the 9 transcript by the court reporter, during which time period all information shall be 10 treated as CONFIDENTIAL, absent agreement by the parties. 11 (c) for information produced in some form other than documentary and 12 for any other tangible items, that the Producing Party affix in a prominent place on 13 the exterior of the container or containers in which the information is stored the 14 “CONFIDENTIAL” legend. If only a portion or portions of the information 15 warrants protection, the Producing Party, to the extent practicable, shall identify the 16 protected portion(s). 17 5.3 Inadvertent Failures to Designate. If timely corrected, an inadvertent 18 failure to designate qualified information or items does not, standing alone, waive 19 the Designating Party’s right to secure protection under this Order for such material. 20 Upon timely correction of a designation, the Receiving Party must make reasonable 21 efforts to assure that the material is treated in accordance with the provisions of this 22 Stipulated Protective Order. 23

24 6. CHALLENGING CONFIDENTIALITY DESIGNATIONS 25 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 1 Scheduling Order. 2 6.2 Meet and Confer. Absent agreement between the parties, the 3 Challenging Party shall initiate the dispute resolution process under Local Rule 4 37.1 et seq. 5 6.3 The burden of persuasion in any such challenge proceeding shall be on 6 the Designating Party. Frivolous challenges, and those made for an improper 7 purpose (e.g., to harass or impose unnecessary expenses and burdens on other 8 parties) may expose the Challenging Party to sanctions. Unless the Designating 9 Party withdraws the confidentiality designation, all parties shall continue to afford 10 the material in question the level of protection to which it is entitled under the 11 Producing Party’s designation until the court rules on the challenge. 12

13 7. ACCESS TO AND USE OF PROTECTED MATERIAL 14 15 7.1 Basic Principles. A Receiving Party may use Protected Material that 16 is disclosed or produced by another Party or by a Non-Party in connection with this 17 Action only for prosecuting, defending, or attempting to settle this Action. Such 18 Protected Material may be disclosed only to the categories of persons and under the 19 conditions described in this Order. When the Action reaches a Final Disposition, a 20 Receiving Party must comply with the provisions of section 13 below. 21 Protected Material must be stored and maintained by a Receiving Party at a 22 location and in a secure manner that ensures that access is limited to the persons 23 authorized under this Stipulated Protective Order. 24 7.2 Disclosure of “CONFIDENTIAL” Information or Items. Unless 25 otherwise ordered by the court or permitted in writing by the Designating Party, a 26 Receiving Party may disclose any information or item designated 27 “CONFIDENTIAL” only: 1 (a) to the Receiving Party’s Outside Counsel of Record in this Action, as 2 well as employees of said Outside Counsel of Record to whom it is reasonably 3 necessary to disclose the information for this Action; 4 (b) to the officers, directors, and employees (including House Counsel) of 5 the Receiving Party to whom disclosure is reasonably necessary for this Action; 6 (c) to Experts (as defined in this Order) of the Receiving Party to whom 7 disclosure is reasonably necessary for this Action and who have signed the 8 “Acknowledgment and Agreement to Be Bound” (Exhibit A); 9 (d) to the court and its personnel; 10 (e) to court reporters and their staff; 11 (f) to professional jury or trial consultants, mock jurors, and Professional 12 Vendors to whom disclosure is reasonably necessary for this Action and who have 13 signed the “Acknowledgment and Agreement to Be Bound” (Exhibit A); 14 (g) to the author or recipient of a document containing the information or 15 a custodian or other person who otherwise possessed or knew the information; 16 (h) during their depositions, to witnesses, and attorneys for witnesses, in 17 the Action to whom disclosure is reasonably necessary, provided: (1) the deposing 18 party requests that the witness sign the “Acknowledgment and Agreement to Be 19 Bound” (Exhibit A); and (2) the witness will not be permitted to keep any 20 confidential information unless they sign the “Acknowledgment and Agreement to 21 Be Bound” (Exhibit A), unless otherwise agreed by the Designating Party or 22 ordered by the court. Pages of transcribed deposition testimony or exhibits to 23 depositions that reveal Protected Material may be separately bound by the court 24 reporter and may not be disclosed to anyone except as permitted under this 25 Stipulated Protective Order; and 26 (i) to any mediator or settlement officer, and their supporting personnel, 27 mutually agreed upon by any of the parties engaged in settlement discussions. 1 8. PROTECTED MATERIAL SUBPOENAED OR ORDERED 2 PRODUCED IN OTHER LITIGATION 3 If a Party is served with a subpoena or a court order issued in other litigation 4 that compels disclosure of any information or items designated in this Action as 5 “CONFIDENTIAL,” that Party must: 6 (a) promptly notify in writing the Designating Party. Such notification 7 shall include a copy of the subpoena or court order; 8 (b) promptly notify in writing the party who caused the subpoena or order 9 to issue in the other litigation that some or all of the material covered by the 10 subpoena or order is subject to this Protective Order. Such notification shall include 11 a copy of this Stipulated Protective Order; and 12 (c) cooperate with respect to all reasonable procedures sought to be 13 pursued by the Designating Party whose Protected Material may be affected. 14 If the Designating Party timely seeks a protective order, the Party served 15 with the subpoena or court order shall not produce any information designated in 16 this action as “CONFIDENTIAL” before a determination by the court from which 17 the subpoena or order issued, unless the Party has obtained the Designating Party’s 18 permission. The Designating Party shall bear the burden and expense of seeking 19 protection in that court of its confidential material and nothing in these provisions 20 should be construed as authorizing or encouraging a Receiving Party in this Action 21 to disobey a lawful directive from another court. 22 23 9. A NON-PARTY’S PROTECTED MATERIAL SOUGHT TO BE 24 PRODUCED IN THIS LITIGATION 25 9.1 Application. The terms of this Stipulated Protective Order are 26 applicable to information produced by a Non-Party in this Action and designated as 27 “CONFIDENTIAL.” Such information produced by Non-Parties in connection with 1 this litigation is protected by the remedies and relief provided by this Order. 2 Nothing in these provisions should be construed as prohibiting a Non-Party from 3 seeking additional protections. 4 9.2 Notification. In the event that a Party is required, by a valid discovery 5 request, to produce a Non-Party’s confidential information in its possession, and the 6 Party is subject to an agreement with the Non-Party not to produce the Non- 7 Party’s confidential information, then the Party shall: 8 (a) promptly notify in writing the Requesting Party and the Non-Party 9 that some or all of the information requested is subject to a confidentiality 10 agreement with a Non-Party; 11 (b) promptly provide the Non-Party with a copy of the Stipulated 12 Protective Order in this Action, the relevant discovery request(s), and a reasonably 13 specific description of the information requested; and 14 (c) make the information requested available for inspection by the Non- 15 Party, if requested. 16 9.3 Conditions of Production. If the Non-Party fails to seek a protective 17 order from this court within 14 days of receiving the notice and accompanying 18 information, the Receiving Party may produce the Non-Party’s confidential 19 information responsive to the discovery request. If the Non-Party timely seeks a 20 protective order, the Receiving Party shall not produce any information in its 21 possession or control that is subject to the confidentiality agreement with the Non- 22 Party before a determination by the court. Absent a court order to the contrary, the 23 Non-Party shall bear the burden and expense of seeking protection in this court of its 24 Protected Material. 25 26 10. UNAUTHORIZED DISCLOSURE OF PROTECTED MATERIAL 27 If a Receiving Party learns that, by inadvertence or otherwise, it has 1 disclosed Protected Material to any person or in any circumstance not authorized 2 under this Stipulated Protective Order, the Receiving Party must immediately (a) 3 notify in writing the Designating Party of the unauthorized disclosures, (b) use its 4 best efforts to retrieve all unauthorized copies of the Protected Material, (c) inform 5 the person or persons to whom unauthorized disclosures were made of all the terms 6 of this Order, and (d) request such person or persons to execute the 7 “Acknowledgment and Agreement to Be Bound” (Exhibit A). 8 9 11. INADVERTENT PRODUCTION OF PRIVILEGED OR OTHERWISE 10 PROTECTED MATERIAL 11 When a Producing Party gives notice to Receiving Parties that certain 12 inadvertently produced material is subject to a claim of privilege or other 13 protection, the obligations of the Receiving Parties are those set forth in Rule 14 26(b)(5)(B) of the Federal Rules of Civil Procedure. This provision is not intended 15 to modify whatever procedure may be established in an e-discovery order that 16 provides for production without prior privilege review. Pursuant to Rules 502(d) 17 and (e) of the Federal Rules of Evidence, insofar as the parties reach an agreement 18 on the effect of disclosure of a communication or information covered by the 19 attorney-client privilege or work product protection, the parties may incorporate 20 their agreement in the stipulated protective order submitted to the court. 21

22 12. MISCELLANEOUS 23 12.1 Right to Further Relief. Nothing in this Stipulated Protective Order 24 abridges the right of any person to seek its modification by the court in the future. 25 12.2 Right to Assert Other Objections. By stipulating to the entry of this 26 Stipulated Protective Order no Party waives any right it otherwise would have to 27 object to disclosing or producing any information or item on any ground not 1 addressed in this Stipulated Protective Order. Similarly, no Party waives any right 2 to object on any ground to use in evidence of any of the material covered by this 3 Stipulated Protective Order. 4 12.3 Filing Protected Material. A Party that seeks to file under seal any 5 Protected Material must comply with Local Rule 79-5. Protected Material may 6 only be filed under seal pursuant to a court order authorizing the sealing of the 7 specific Protected Material at issue. If a Party's request to file Protected Material 8 under seal is denied by the court, then the Receiving Party may file the information 9 in the public record unless otherwise instructed by the court. 10 11 13. FINAL DISPOSITION 12 After the Final Disposition of this Action, as defined in paragraph 4, within 13 60 days of a written request by the Designating Party, each Receiving Party must 14 return all Protected Material to the Producing Party or destroy such material. As 15 used in this subdivision, “all Protected Material” includes all copies, abstracts, 16 compilations, summaries, and any other format reproducing or capturing any of the 17 Protected Material. Whether the Protected Material is returned or destroyed, the 18 Receiving Party must submit a written certification to the Producing Party (and, if 19 not the same person or entity, to the Designating Party) by the 60 day deadline that 20 (1) identifies (by category, where appropriate) all the Protected Material that was 21 returned or destroyed and (2) affirms that the Receiving Party has not retained any 22 copies, abstracts, compilations, summaries or any other format reproducing or 23 capturing any of the Protected Material. Notwithstanding this provision, Counsel is 24 entitled to retain an archival copy of all pleadings, motion papers, trial, deposition, 25 and hearing transcripts, legal memoranda, correspondence, deposition and trial 26 exhibits, expert reports, attorney work product, and consultant and expert work 27 product, even if such materials contain Protected Material. Any such archival 1 copies that contain or constitute Protected Material remain subject to this Protective 2 Order as set forth in Section 4. 3 4 14. VIOLATION 5 Any violation of this Stipulated Protective Order may be punished by any 6 and all appropriate measures including, without limitation, contempt proceedings 7 and/or monetary sanctions. 8 9 IT IS SO STIPULATED, THROUGH COUNSEL OF RECORD. 10 11 DATED: March 21, 2024 ___/s/ Robert Tauler ________________ 12 Attorney(s) for Plaintiff(s) 13 14 DATED: March 21, 2024 /s/ William A. Delgado 15 Attorney(s) for Defendant(s) 16 17 18 FOR GOOD CAUSE SHOWN, IT IS SO ORDERED. 19 20 DATED:__3 _/2 _1 _/ _2 _0 _2 _4 ____ __/_s_/ _C_h_a_r_le_s_ F_._ E__ic_k_________________ 21 CHARLES F. EICK 22 United States Magistrate Judge 23 24 25 26 27 1 EXHIBIT A ACKNOWLEDGMENT AND AGREEMENT TO BE BOUND 2

3 I, ________________________ [print or type full name], of 4 _________________ [print or type full address], declare under penalty of 5 perjury that I have read in its entirety and understand the Stipulated Protective 6 Order that was issued by the United States District Court for the Central District 7 of California on ________ [date] in the case of __________ [insert formal 8 name of the case and the number and initials assigned to it by the court]. I 9 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 11 could expose me to sanctions and punishment in the nature of contempt. I 12 solemnly promise that I will not disclose in any manner any information or item 13 that is subject to this Stipulated Protective Order to any person or entity except in 14 strict compliance with the provisions of this Order. 15 I further agree to submit to the jurisdiction of the United States District 16 Court for the Central District of California for the purpose of enforcing the terms 17 of this Stipulated Protective Order, even if such enforcement proceedings occur 18 after termination of this action. I hereby appoint ________________________ 19 [print or type full name] of ____________ [print or type full address and 20 telephone number] as my California agent for service of process in connection 21 with this action or any proceedings related to enforcement of this Stipulated 22 Protective Order. 23

24 Date: __________________________ 25 City and State where sworn and signed: __________________________ 26 Printed name: __________________________ 27 Signature: __________________________