Radio Music License Committee v. American Society of Composers
Radio Music License Committee, Inc. v. American Society of Composers, Authors and Publishers
- John Cronan
- 1:22-cv-05023
- U.S. District Court · Southern District of New York
- 8
In Radio Music License Committee v. Broadcast Music, Judge Aaron granted BMI’s discovery motion, downgraded GMR’s confidentiality designations, and lifted counsel restrictions.
RMLC must produce the covered documents and information to BMI under an Outside Counsel Only designation. GMR’s confidentiality protections remain, but all Certifying Milbank Counsel Only designations are downgraded, and the special restrictions on BMI’s certifying Milbank attorneys are lifted. BMI, GMR, and RMLC must also comply with the order’s sealed-filing and further-discovery requirements.
What happened
In Radio Music License Committee, Inc. v. Broadcast Music, Inc., the court considered BMI’s request to change confidentiality labels on agreements produced by nonparty Global Music Rights, LLC (GMR). The documents had been marked “Certifying Milbank Counsel Only,” limiting access to specified BMI attorneys who had agreed not to participate in BMI licensing negotiations for three years.
BMI argued that the documents should instead receive an “Outside Counsel Only” designation, which would still protect the highly sensitive information but would not require the special counsel restrictions. GMR argued that some contract terms were highly competitive and needed the stronger designation.
The court granted BMI’s motion. It ordered all of GMR’s designations changed to “Outside Counsel Only,” lifted the restrictions on the certifying Milbank attorneys, and ordered production and related sealed filings by January 17, 2025. Judge Aaron also directed the parties to meet and confer about any remaining discovery disputes.
The detailed version
- Radio Music License Committee v. American Society of Composers · No. 1:22-cv-05023
- John Cronan
- Jan. 3, 2025
Background
The dispute concerned confidentiality designations for agreements between Global Music Rights, LLC (GMR), a nonparty, and radio-station groups. Radio Music License Committee, Inc. (RMLC) had produced unredacted versions marked “Certifying Milbank Counsel Only” (CMCO), along with redacted versions marked “Outside Counsel Only” (OCO). Under the protective order, CMCO documents could be disclosed only to certain Milbank LLP attorneys representing Broadcast Music, Inc. (BMI). Those attorneys had certified that they would not participate in BMI licensing negotiations for three years from their certifications. OCO documents were also highly restricted but did not carry those additional counsel restrictions.
After discussions with BMI, GMR changed some CMCO designations to OCO but maintained CMCO designations for seven agreements involving Audacy, Cox, Cumulus, iHeart, and Townsquare. BMI moved to change the remaining CMCO designations and to lift the restrictions on the certifying Milbank attorneys.
Positions and legal standard
BMI argued that OCO protection was sufficient for all of the disputed information. GMR argued that the designated contract terms contained highly competitive and sensitive information requiring CMCO protection. The court applied Federal Rule of Civil Procedure 26(c), which allows protective orders when there is good cause. The party seeking to maintain a restriction bears the burden of showing that the restriction is justified.
Court’s analysis
The court first addressed the iHeart 2016 agreement and the Townsquare agreement. GMR had previously produced both agreements in another lawsuit with only an OCO designation and had agreed to produce them with that designation in this action. The court concluded that GMR had not shown good cause for stronger protection and ordered both agreements produced in full to BMI under only an OCO designation.
The court then reviewed the five remaining agreements. It concluded that OCO protection adequately protected the price terms because BMI’s outside counsel remained prohibited from disclosing GMR’s prices to people involved in BMI’s licensing negotiations. The court also found that other designated terms were either similar to terms in agreements already produced under OCO protection or were terms BMI could not offer. GMR therefore did not show that CMCO protection was necessary. The court reached the same conclusion regarding records of fees paid to GMR by radio-station groups.
Order and effect
The court granted BMI’s motion. It downgraded all CMCO designations made by GMR to OCO, lifted all restrictions imposed on the certifying Milbank attorneys, and ordered RMLC to produce the documents and information covered by the order to BMI under only an OCO designation by January 17, 2025. BMI and GMR were also ordered to file unredacted versions of specified documents under seal by that date. The parties had to meet and confer about any further discovery and file a joint letter identifying unresolved disputes and proposed revised discovery deadlines.
The opinion also stated that BMI could not properly file a motion for sanctions under Rule 11 unless it had complied with the rule’s 21-day notice-and-correction period. Independently, the court found that GMR’s legal arguments did not exceed what Rule 11 permits.
Read the full 8-page opinion on CourtListener, the free public archive maintained by the Free Law Project.