Blanchard v. Kyndryl Holdings Inc.

Background

Randall Blanchard and Kyndryl Holdings Inc., through counsel, jointly requested a protective order under Federal Rule of Civil Procedure 26(c). The request concerned nonpublic and competitively sensitive information that might be disclosed during discovery. The court found good cause for an appropriately tailored order governing the pretrial phase of the action.

Confidentiality Rules

The order permits a producing party to designate as confidential only material that it reasonably and in good faith believes includes previously undisclosed financial information, information about ownership or control of a nonpublic company, business or marketing plans, product-development information, personal or intimate information, or another category that the court later protects. Designations generally must be clearly marked, and the producing party must provide a version redacted for future public use.

Deposition testimony may be designated during the deposition or within 30 days afterward. During that 30-day period, the entire deposition transcript must be treated as confidential. A producing party may also correct an earlier failure to designate material by notifying prior recipients in writing before trial.

Permitted Disclosure and Use

Confidential discovery material may be disclosed only to the categories of people identified in the order. These include the parties and certain insurers, case counsel and their assistants, outside vendors working on the matter, mediators or arbitrators, people identified as recipients of a document, potential witnesses, experts and other specialized advisers, deposition transcription providers, and the court. Witnesses, experts, mediators, and arbitrators must first sign a nondisclosure agreement after receiving a copy of the protective order.

Recipients may use confidential material only to prosecute or defend this action and any appeals, not for business, commercial, competitive, or unrelated litigation purposes. People with access must take precautions against unauthorized or accidental disclosure. The order does not waive objections to discovery, privileges, or protections, and it does not decide whether evidence will be admissible at trial.

Court Filings and Challenges

A party filing documents under seal must also file a letter brief and supporting declaration explaining specifically why continued sealing is justified. Confidential material filed with the court generally requires a public redacted filing and an unredacted copy filed under seal. The court retains discretion over whether to keep designated material confidential when it is submitted in connection with a motion or proceeding, and warned that material introduced at trial is unlikely to remain sealed.

A party may object to a confidentiality designation or request additional disclosure limits, such as an attorneys'-eyes-only restriction, before trial. If the parties cannot promptly resolve the issue, they must bring the dispute to the court under the court's individual practices.

Privilege and Case Conclusion

If privileged or work-product material is inadvertently disclosed, the disclosure does not automatically waive the privilege or protection. After notification, the receiving party must return or destroy the material within five business days and provide counsel's certification. The producing party must then provide a privilege log, and the receiving party may ask the court to order production. The producing party retains the burden of showing that the material is privileged or protected.

Within 60 days after the final disposition of the action, including appeals, recipients must return or, with the producing party's permission, destroy confidential material and certify that they retained no copies or reproductions. Lawyers specifically retained for the case may keep archival copies of specified case materials, but those copies remain subject to the order. The order continues after the litigation ends, and the court retains jurisdiction to enforce it and impose contempt sanctions.

Ruling

Judge Philip M. Halpern issued the stipulated confidentiality agreement and protective order. The order governs discovery confidentiality and related enforcement; it does not decide the merits of Blanchard's claims or Kyndryl Holdings Inc.'s defenses.