Bookends & Beginnings LLC v. Amazon.com, Inc.

Background

The plaintiff moved to redact portions of its memoranda opposing the defendants’ motions to dismiss. Amazon separately moved to redact portions of its reply memorandum supporting its motion to dismiss. Both sets of proposed redactions concerned specific alleged terms of confidential agreements between Amazon and the publisher defendants relating to the sale of print books.

Amazon argued that disclosure could reveal commercially sensitive information because it negotiates agreements with each publisher individually and keeps their core terms confidential. Amazon said public disclosure could give the publisher defendants and the publishing industry information about terms in competitors’ distribution agreements. The plaintiff also stated that the defendants had allowed its counsel to review the agreements on a confidential, attorney-eyes-only basis and that it had agreed to seek permission before filing discussions of the agreements’ terms.

Court’s analysis

The party requesting redaction had the burden of justifying it. The court reviewed both motions and the proposed redactions. It found that the redactions were limited to specific, confidential contractual terms. The court concluded that disclosure could harm Amazon or its business partners by disadvantaging them in future negotiations with publishers. Applying the standard identified by the Court of Appeals for the Second Circuit in Lugosch v. Pyramid Co., the court found that legitimate competitive interests outweighed the public’s interest in the redacted material and that the redactions were reasonably tailored.

Ruling

Judge Valerie Figueredo granted both motions to seal, identified as ECF Nos. 93 and 113. The court respectfully requested that the clerk terminate those motions. The opinion does not decide the defendants’ underlying motions to dismiss.