Caraway Home, Inc. v. Sensio Inc.

Background

Caraway Home, Inc. sued Sensio Inc. d/b/a Made by Gather, Walmart, Inc., and Drew Barrymore. Sensio Inc. d/b/a Made by Gather also asserted a counterclaim against Caraway Home, Inc. The opinion text provided is a stipulated confidentiality agreement and protective order; it does not describe the underlying claims or counterclaim.

The parties agreed to the proposed order and submitted it to the court. The order governs materials designated as “CONFIDENTIAL” or “HIGHLY CONFIDENTIAL – ATTORNEYS’ EYES ONLY,” including discovery materials, copies, and information contained in those materials.

Terms of the Order

The order treats certain privileged, confidential, or nonpublic information as confidential, including trade secrets; research, design, development, financial, technical, marketing, planning, personal, and commercial information; contracts; nonpublic retail-price compilations; proprietary information; vendor agreements; personnel files; litigation information; and nonpublic policies and procedures.

Highly confidential material includes corporate trade secrets, nonpublic research and development data, cost data, pricing formulas, inventory-management programs, other nonpublic sales or business information, information obtained from a nonparty under a nondisclosure agreement, and customer-related protected data. Protected data is information that a party believes in good faith is subject to federal, state, or foreign data-protection laws or privacy obligations.

The producing party must mark materials with the appropriate confidentiality legend. The order includes procedures for designating deposition testimony and for changing a designation. Parties may not designate information that is already public knowledge.

Confidential material may be disclosed only to specified people, including the parties, certain counsel and staff, insurers and their counsel, vendors working on the case, mediators or arbitrators, certain witnesses, experts and consultants, deposition stenographers, and the court. Highly confidential material may be disclosed to a narrower group, principally outside counsel, no more than two qualifying in-house counsel for each party, certain witnesses, experts and consultants, vendors, mediators or arbitrators, stenographers, and the court. Many recipients must first sign the undertaking attached as Exhibit A. Confidential material may not be disclosed to current or former employees, consultants, advisors, or agents of a direct competitor, subject to the order’s procedures for addressing uncertainty about whether an entity is a direct competitor.

The parties must use reasonable security measures for produced data, including access controls, encryption, security policies, employee training, and physical security. The order also provides that an inadvertent production of material protected by attorney-client privilege or work-product protection does not waive that protection. A receiving party that learns material may be privileged must stop using it and sequester it. After a formal clawback request, the receiving party must return or destroy the material and related work product and confirm that it has done so.

Confidential material may be used only to litigate this lawsuit. A person who violates the order may face court sanctions and liability for damages caused by the violation. A party or interested member of the public may challenge a confidentiality designation after first attempting to resolve the dispute with the producing party’s counsel. The material remains confidential while the challenge is pending unless the court orders otherwise.

The order addresses withholding nonrelevant email attachments and permits specified redactions for privileged information, legally protected information, and sensitive, nonrelevant information. Confidential material may not be filed publicly without permission from the producing party or a court order. A party filing such material must publicly file a redacted version and follow the court’s sealing procedures; no document may be filed under seal without a further court order addressing the specific material.

The order remains effective during and after the litigation, including appeals. Within 30 days after settlement or final adjudication, each party or nonparty that received materials must destroy the produced documents, items, or data and provide written certification, subject to an exception allowing outside counsel to retain an archival copy of filings, depositions, and deposition exhibits. The order also sets procedures for responding to subpoenas or other demands from another proceeding and allows third parties producing documents in this action to use the order.

Ruling and Effect

Judge P. Castel entered the parties’ stipulated confidentiality agreement and protective order on May 22, 2024. This order governs discovery and handling of protected information; it does not decide the merits of Caraway Home’s claims or Sensio’s counterclaim.