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S.D.N.Y.Procedural orderFiled Sept. 10, 2020

Tradeshift, Inc. v. Smucker Services Company

Judge
Edgardo Ramos
Docket
1:20-cv-03661
Court
U.S. District Court · Southern District of New York
Pages
3
Civil ProcedureContract
In one sentence

In Tradeshift v. Smucker, Judge Ramos granted Tradeshift’s request to keep parts of a services agreement sealed because they contained sensitive business information.

Who this affects

Tradeshift and Smucker Services Company, particularly the handling of confidential portions of their June 30 Services Agreement in the public court docket.

What happened

Tradeshift, Inc. v. Smucker Services Company concerns Tradeshift’s request to continue sealing parts of a June 30 Services Agreement filed as an exhibit to a declaration supporting Tradeshift’s motion to dismiss.

Tradeshift argued that the proposed redactions covered sensitive pricing, technical and product information, contractual confidentiality obligations, and information not material to the court’s decision. It said disclosure could harm its competitive position and affect future negotiations.

The court granted the application to continue sealing the indicated portions, while a redacted public version was filed. Judge Edgardo Ramos issued the endorsement.

The detailed version

For law students, journalists, and other readers who want the full reasoning

Case
Tradeshift, Inc. v. Smucker Services Company · No. 1:20-cv-03661
Judge
Edgardo Ramos
Date
Sept. 10, 2020

Background

Tradeshift asked the court to continue sealing portions of Exhibit A to the declaration of Amy K. Van Zant. The exhibit was the June 30 Services Agreement between Tradeshift and Smucker Services Company. The sealed filing was docketed as Dkt. No. 32-1, and Tradeshift also filed a public version with redactions.

Legal standard and request

The request discussed the presumption that judicial documents should be accessible to the public. A judicial document is material relevant to the court’s work or useful in the judicial process. The request explained that sealing may be permitted when necessary to protect higher interests and when the restriction is narrowly tailored.

Tradeshift sought to seal portions containing sensitive pricing information, technical details, product information, information covered by contractual confidentiality obligations, and information that Tradeshift said was not material to the court’s adjudication of its motion to dismiss. Tradeshift argued that disclosure could give customers leverage in future negotiations, allow competitors to undercut its bids or adjust competing products, and undermine data-security measures. It also stated that the agreement itself required the parties to keep sensitive portions confidential.

Tradeshift said it did not redact provisions material to the motion to dismiss, including relevant portions of the termination provision, warranty, and integration clause discussed in the parties’ pre-motion letters.

Ruling

Judge Edgardo Ramos granted the application to continue sealing the indicated portions of Exhibit A. The opinion text does not separately state a detailed explanation of the judge’s reasoning beyond the endorsement granting the application. The public docket was to contain the redacted version rather than the unredacted portions covered by the request.

The authoritative version

Read the full 3-page opinion on CourtListener, the free public archive maintained by the Free Law Project.

Open opinion PDF →
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