Opinion
CASE NUMBER: 13-cv-1677
July 7, 2014, Decided. July 7, 2014, Filed
TELEBUYER, LLC, Plaintiff, v. AMAZON.COM, INC., AMAZON WEB SERVICES LLC, VADATA, INC., Defendants.For Telebuyer, LLC, Plaintiff: Brian M. Berliner, Mark Alan Samuels, Xin-Yi Zhou, LEAD ATTORNEYS, PRO HAC VICE, O'MELVENY & MYERS (LA), LOS ANGELES, CA; Jonathan Crawford, LEAD ATTORNEY, PRO HAC VICE, O'MELVENY & MYERS, MENLO PARK, CA; Marc Pensabene, LEAD ATTORNEY, PRO HAC VICE, O'MELVENY & MYERS LLP (NY), NEW YORK, NY; Diana S Breaux, Jeremy E Roller, YARMUTH WILSDON PLLC, SEATTLE, WA.
For Amazon.com Inc, Defendant: Douglas E Lumish, Eugene Chiu, Gabriel Gross, Patricia Young, Richard G. Frenkel, S. Giriraj Pathmanaban, LEAD ATTORNEYS, PRO HAC VICE, LATHAM & WATKINS (MENLO PK), MENLO PARK, CA; Ewa M. Davison, LEAD ATTORNEY, Brian D Buckley, FENWICK & WEST (WA), SEATTLE, WA; Matthew J Moore, LEAD ATTORNEY, LATHAM & WATKINS (MENLO PK), MENLO PARK, CA; Dabney Jefferson Carr, IV, PRO HAC VICE PENDING, Troutman Sanders LLP (Richmond), Richmond, VA; Mary Catherine Zinsner, Syed Mohsin Reza, PRO HAC VICE PENDING, Troutman Sanders LLP (Tysons Corner), Tysons Corner, VA; Robert Armistead Angle, PRO HAC VICE PENDING, Troutman Sanders LLP, Richmond, VA.
For Amazon Web Services, LLC, VADATA, Inc, Defendants: Douglas E Lumish, Eugene Chiu, Gabriel Gross, Patricia Young, Richard G. Frenkel, S. Giriraj Pathmanaban, LEAD ATTORNEYS, PRO HAC VICE, LATHAM & WATKINS (MENLO PK), MENLO PARK, CA; Ewa M. Davison, LEAD ATTORNEY, Brian D Buckley, FENWICK & WEST (WA), SEATTLE, WA; Matthew J Moore, LEAD ATTORNEY, LATHAM & WATKINS (MENLO PK), MENLO PARK, CA; Dabney Jefferson Carr, IV, PRO HAC VICE PENDING, Troutman Sanders LLP (Richmond), Richmond, VA; Mary Catherine Zinsner, Syed Mohsin Reza, PRO HAC VICE PENDING, Troutman Sanders LLP (Tysons Corner), Tysons Corner, VA; Robert Armistead Angle, PRO HAC VICE PENDING, Troutman Sanders LLP, Richmond, VA; Mary Catherine Zinsner, PRO HAC VICE PENDING, Troutman Sanders LLP, McLean, VA; Syed Mohsin Reza, PRO HAC VICE PENDING, Troutman Sanders LLP, Vienna, VA.
For Amazon Web Services, LLC, Amazon.com Inc, VADATA, Inc, Counter Claimants: Douglas E Lumish, Eugene Chiu, Gabriel Gross, Patricia Young, S. Giriraj Pathmanaban, LEAD ATTORNEYS, PRO HAC VICE, LATHAM & WATKINS (MENLO PK), MENLO PARK, CA; Ewa M. Davison, LEAD ATTORNEY, Brian D Buckley, FENWICK & WEST (WA), SEATTLE, WA; Matthew J Moore, LEAD ATTORNEY, LATHAM & WATKINS (MENLO PK), MENLO PARK, CA; Dabney Jefferson Carr, IV, PRO HAC VICE PENDING, Troutman Sanders LLP (Richmond), Richmond, VA; Robert Armistead Angle, PRO HAC VICE PENDING, Troutman Sanders LLP, Richmond, VA; Mary Catherine Zinsner, PRO HAC VICE PENDING, Troutman Sanders LLP, McLean, VA; Syed Mohsin Reza, PRO HAC VICE PENDING, Troutman Sanders LLP, Vienna, VA.
For Telebuyer, LLC, Counter Defendant: Brian M. Berliner, Mark Alan Samuels, Xin-Yi Zhou, LEAD ATTORNEYS, PRO HAC VICE, O'MELVENY & MYERS (LA), LOS ANGELES, CA; Jeremy E Roller, YARMUTH WILSDON PLLC, SEATTLE, WA.
Defendants Amazon.com, Inc., Amazon Web Services LLC, and Vadata, Inc. (collectively, "Amazon") move for a protective order under Fed. R. Civ. P. 26. The proposed protective order, which would supplement the parties' existing protective agreement, covers the disclosure and handling of Amazon's confidential source code, and prohibits counsel and experts from participating in certain patent prosecution and acquisition activities. Having considered the parties' filings together with all other relevant materials, the Court grants Amazon's motion, for the reasons discussed below.
LEGAL STANDARD
Fed. R. Civ. P. 26 authorizes this Court to issue a protective order upon a showing of good cause. A protective order may require that trade secrets "not be revealed or be revealed only in a specified way." Fed R. Civ. P. 26(c)(1)(G). "If a court finds particularized harm will result from disclosure of information to the public, then it balances the public and private interests to decide whether a protective order is necessary." Rivera v. NIBCO, Inc., 384 F.3d 822, 827 (9th Cir. 2004). Courts generally require "a specific prejudice or harm." Id. (quotation omitted).
Because the legality of a "prosecution bar" turns on the interpretation of substantive patent law, Federal Circuit precedent governs the question. See In re Deutsche Bank Trust Co. Americas, 605 F.3d 1373, 1378 (Fed. Cir. 2010). The Federal Circuit in Deutsche Bank set forth a two-step balancing test for deciding whether to include a prosecution bar in a protective order. Id. First, the court determines on a case-by-case basis whether individuals who receive confidential information play a role in "competitive decision-making." Id. Second, the court weighs the risk of inadvertent disclosure against the potential harm caused by placing restrictions on access to counsel. Id at 1380. In performing this balancing test, courts "should consider such things as the extent and duration of counsel's past history in representing the client before the PTO, the degree of the client's reliance and dependence on that past history, and the potential difficulty the client might face if forced to rely on other counsel for the pending litigation or engage other counsel to represent it before the PTO." Id. at 1381. The party seeking to include the prosecution bar has the burden of showing good cause. Id. at 1378.
ANALYSIS
The parties are quite familiar with the underlying facts and legal arguments. In the interest of rendering a prompt decision, the Court will not review those matters here.
A. The Necessity of a Protective Order for Source Code
Amazon asks the Court to order restrictions on viewing, handling, printing, and transporting all materials designated as "source code." Telebuyer argues that the parties' existing Protective Agreement adequately protects Amazon's source code, such that adding a specific provision for source code would be unnecessary and burdensome. Telebuyer also argues that the harm or prejudice that could be caused by disclosure of documents designated as "source code" is too speculative to outweigh the presumption in favor of public litigation. For the reasons given below, the Court concludes that a specific provision for source code is warranted.
1. The Parties' Existing Agreement Does Not Provide Equivalent Protection
The Protective Agreement already signed by the parties does not restrict the viewing, handling, transport, or replication of source code. It also contains no prosecution bar. As such, it cannot be said to provide a level of protection that would make additional source code protections superfluous.
Telebuyer essentially asks the Court to give its counsel and experts the benefit of the doubt that they will faithfully observe the confidentiality rules to which the parties have already agreed. This assurance does not address Amazon's concerns. The proposed source code provision is designed not only to hold the designated parties to their word, but also to prevent any others from gaining unauthorized access to the information. It restricts how, when, and where the information is displayed, how much can be printed, and how it is transported. The existing agreement does not do these things, and Telebuyer's promise of fidelity to the confidentiality rules, however sincere, is not a substitute.
Telebuyer's argument fares no better with respect to the prosecution bar. Source code is "highly confidential, technical information" that creates a "heightened risk of inadvertent disclosure." Kelora Sys., LLC v. Target Corp., 2011 U.S. Dist. LEXIS 96724, 2011 WL 6000759, at *7 (N.D. Cal. Aug. 29, 2011) (quoting Applied Signal Technology, Inc. v. Emerging Markets Communications, 2011 U.S. Dist. LEXIS 97403, 2011 WL 197811, at *2 (N.D. Cal. Jan. 20, 2011)). The Federal Circuit recognized in Deutsche Bank that "even the most rigorous efforts of the recipient of such information to preserve confidentiality in compliance with the provisions of such a protective order may not prevent inadvertent compromise." 605 F.3d at 1378. This is because "[i]t is very difficult for the human mind to compartmentalize and selectively suppress information once learned, no matter how well-intentioned the effort may be to do so." Id. (citing FTC v. Exxon Corp., 636 F.2d 1336, 1350, 205 U.S. App. D.C. 208 (D.C. Cir. 1980)). Telebuyer's promise that designated individuals would not deliberately or affirmatively disclose Amazon's confidential information is irrelevant. The prosecution bar functions as a guard against inadvertent disclosure and inadvertent misuse of confidential information.
2. Amazon Has Shown Specific Harm or Prejudice
The "particularized harm" of disclosure is self-evident in this case. See Rivera, 384 F.3d at 827. Moreover, the parties' private interest in protecting themselves from the disclosure of proprietary technical information outweighs the public interest in transparent litigation. Id.
Telebuyer does not dispute the value of Amazon's source code and related documents. Amazon explained that some documents (described as "pseudo-code") do not contain source code but could still be used to derive source code. Amazon also emphasized the investment in time and manpower that goes into developing the source code and related materials, and pointed out the obvious value and highly confidential nature of any documents that "define or otherwise describe in detail" Amazon's algorithms. This is enough of a "particularized harm" to justify a protective order. Amazon need not provide a step-by-step description of precisely how someone might go about taking advantage of Amazon's trade secrets.
B. "Source Code" Definition
The Court adopts Amazon's proposed definition of "source code," which reads: "computer code and associated comments and revision histories, formulas, engineering specifications, or schematics that define or otherwise describe in detail the algorithms or structure of software or hardware designs." Declaration of Eugene Chiu ("Chiu Decl.") [Dkt. #92] Ex. 2, at 6.
The Court notes a discrepancy between the definition quoted herein and the definition given by Amazon in its briefs to the Court. Amazon's definition in the briefs omits the reference to "hardware." See Def's Mot. at 6; Def's Reply Br. at 3. Adding the term "hardware" appears to expand the scope of the definition. However, contrary to Telebuyer's Surreply, the proper remedy is not to strike those portions of Amazon's briefs. See Pl's Surreply at 2. The material in Amazon's briefs is not redundant, immaterial, impertinent, or scandalous. See Fed. R. Civ. P. 12(f) (describing grounds for striking material from a pleading). It is just erroneous. The Court does not rely upon any arguments stemming from the misquotation. Those arguments have no force, but need not be struck.
Telebuyer maintains that the definition given by Amazon is too broad, encompassing routinely disclosed documents that have nothing to do with source code. It is true, for example, that Amazon could designate as source code "engineering specifications" that describe the "structure" of "hardware designs." Id. On its face this would seem further removed from the actual code than the other elements included in Amazon's proposed definition. However, at this point in the litigation, Amazon is best qualified to determine whether these elements actually do relate to source code. Telebuyer has given the Court no specific reason not to err on the side of caution when dealing with highly technical materials.
Furthermore, Amazon's proposed definition is a verbatim transcription of the model Stipulated Protective Order for source code in the United States District Court for the Northern District of California. See id. Ex. 11 at 2. That court has substantial expertise in this area of law, and its model order reflects the cumulative wisdom of the court and the bar in that jurisdiction.
C. Print Restrictions
Amazon proposes a 25-page limit on printing of "any continuous block of Source Code," unless "reasonably required for printing a source code function or method in its entirety." Id. Ex. 2 at 9. Amazon also proposes a 1500-page aggregate printing limit. Id. The proposal recognizes that the receiving party "may request a meet and confer to discuss the printing of additional code." Id.
These requirements appear reasonable. The receiving party still has the option to request more than 25 continuous pages when necessary to print a function or method in its entirety, and the parties are obligated to meet and confer in the event of a dispute concerning the print limitation. Telebuyer argues that it cannot assess the reasonableness of the print limitation until it learns the total volume of documents in the source code. If Telebuyer later discovers that the document volume makes the print limitations unworkable, it may move for an amendment of the protective order.
D. Transport Restrictions
Amazon proposes that any printed source code transported outside of counsel's office must be kept in the possession of individuals cleared for access to that code, and that the printouts must be hand-carried by one of those individuals. Id. at 11. The proposal permits outside counsel to print up to six copies (excluding deposition copies) of any page of the source code, as long as the sole purpose is to create "hard duplicate copies for retention in the offices of persons authorized to access and review the source code." Id. at 9-10.
Like the print restrictions, the proposed transport restrictions appear reasonable. Telebuyer will have electronic access to the entire source code, some hard copies (subject to the print limitation), and the right to make six duplicates of any page. The sensitivity of the material outweighs Telebuyer's inconvenience.
E. The Prosecution Bar
Amazon proposes a prosecution bar under which "any person" who reviews certain protected material is subject to a two-year bar on "Prosecution/Acquisition Activity." Id. at 26. "Prosecution/Acquisition Activity" includes "any activity related to the prosecution or acquisition of patents or patent applications relating to: 1) e-commerce technology for searching, displaying, advertising, offering, and/or selling products and/or services, or 2) traffic control technology for interfacing members for video communication over dial-up telephone." Id. at 26-27. The proposed order specifies that "prosecution" includes "original prosecution, reissue, reexamination, or other proceedings affecting the scope or maintenance of patent claims." Id. at 27.
The Court concludes that the proposed prosecution bar is necessary as well as reasonable in scope and duration. The risk of inadvertent disclosure outweighs any potential harm caused by restricting access to counsel. Deutsche Bank, 605 F.3d at 1378.
1. The Subject Matter of the Prosecution Bar Reasonably Reflects the Risk that Amazon's Source Code May Be Inadvertently Used
Deutsche Bank instructs that the scope of prohibited activities and the subject matter of the bar must "reasonably reflect the risk presented by the disclosure of proprietary competitive information." 605 F.3d at 1381. A prosecution bar serves little purpose if it bars only some of the activity that could lead to inadvertent use. To "reasonably reflect" the risk of disclosure, a prosecution bar should ordinarily cover the whole universe of confidential information disclosed, and prohibit the full category of patent activities in which that information might be inadvertently used.
Amazon directly copied the language in its proposed order from Telebuyer's discovery request and Telebuyer's own patent. See Chiu Decl. Exs. 3, 6. Those are appropriate sources from which to draw a description of the prosecution bar's subject matter. The scope of a prosecution bar should match "the areas of technology where there is risk that individuals may inadvertently exploit their new knowledge in future patent prosecution." Applied Signal, 2011 U.S. Dist. LEXIS 97403, 2011 WL 197811, at *3. The subject matter of the prosecution bar should be "coextensive with the subject matter of the patents-in-suit." Id. To the extent Telebuyer objects to the breadth of the description, Telebuyer has made its own bed. A broad discovery request invites a broad protective order.
The model order from the Northern District of California supports Amazon's proposed language. In the section dealing with the subject matter of the prosecution bar, the model order instructs parties to "insert [the] subject matter of the invention and of highly confidential technical information to be produced." Chiu Decl. Ex. 11 at 13. That is precisely what Amazon did.
Telebuyer argues that applying the prosecution bar to patent actions on behalf of third-party clients imposes an excessive restriction on access to counsel and experts, when balanced against the harm to Amazon. See Pl's Opp. at 11. But, as Amazon points out, the harm is identical whether confidential information is inadvertently used on behalf of Telebuyer or another client. See Kelora Systems, 2011 U.S. Dist. LEXIS 96724, 2011 WL 6000759, at *7 (noting the plaintiff's failure to "explicitly address why the court should distinguish activities done on behalf of [the plaintiff] from those same activities when done on behalf of other clients").
The Federal Circuit instructed courts to consider several factors in balancing the restrictions on counsel against the risk of disclosure - namely, "the extent and duration of counsel's past history in representing the client before the PTO, the degree of the client's reliance and dependence on that past history, and the potential difficulty the client might face if forced to rely on other counsel for the pending litigation or engage other counsel to represent it before the PTO." 605 F.3d at 1381.
Amazon alleges that Telebuyer has no past history with its current outside counsel. In support of this allegation, Amazon offered documents from Telebuyer's past patent actions that show other attorneys representing Telebuyer. See Chiu Decl. Ex. 16. Though this evidence is far from conclusive as to the degree of Telebuyer's past history and dependence on counsel, Telebuyer presented no evidence to the contrary. Furthermore, the Court has no reason to doubt that Telebuyer can secure different counsel for future patent actions, at least during the limited period of the prosecution bar. Should Telebuyer wish to exempt a particular individual from the prosecution bar, such exemptions are to be considered on an individual basis. See Deutsche Bank, 605 F.3d at 1381. Telebuyer "must show . . . (1) that counsel's representation of the client in matters before the PTO does not and is not likely to implicate competitive decision-making related to the subject matter of the litigation so as to give rise to a risk of inadvertent use of confidential information learned in litigation, and (2) that the potential injury to the moving party from restrictions imposed on its choice of litigation and prosecution counsel outweighs the potential injury to the opposing party caused by such inadvertent use." Id.; Kelora Systems, 2011 U.S. Dist. LEXIS 96724, 2011 WL 6000759, at *7.
2. Reexamination Proceedings
Telebuyer challenges the inclusion of reexamination proceedings in Amazon's proposed definition of "prosecution," on the ground that reexamination proceedings do not involve the same risk of inadvertent use. Pl's Opp. at 11-12.
Under the Patent Act, patent owners and third parties may initiate a "reexamination" proceeding to confirm or challenge the validity of a previously issued patent. See 35 U.S.C. §§ 302-307. The statute gives "any person at any time" the right to request a reexamination, and describes the requirements for such a request. Id. § 302. The Director of the USPTO then determines whether the reexamination request raises a "substantial new question of patentability." Id. § 303. If not, the reexamination request is denied. Id. If a substantial new question of patentability does exist, the Director orders a reexamination and gives both the owner and (if different) the requester opportunity to weigh in. Id. § 304. At that point, the reexamination goes forward "according to the procedures established for initial examination" - that is, the process undertaken by the USPTO to examine a new patent application. Id. § 305.
Because reexamination proceedings involve only a comparison of existing patent claims against publicly available prior art, courts often observe that reexamination proceedings present fewer opportunities and incentives for a receiving party to use confidential information. Until recently, courts generally did not include reexamination proceedings within the scope of a prosecution bar. See Ameranth, Inc. v. Pizza Hut, Inc., 2012 U.S. Dist. LEXIS 20483, 2012 WL 528248, at *6 (S.D. Cal. Feb. 17, 2012) ("a review of cases directly discussing a prosecution bar applied to reexamination finds near unanimous support against extending the bar to cover reexamination").
There are several reasons given for the reduced risk. First, confidential information would not be presented to or considered by the PTO in assessing patentability. See Xerox Corp. v. Google, Inc., 270 F.R.D. 182, 184 (D. Del. 2010) (describing confidential information as "basically irrelevant" to the determination of patentability). Second, a patent owner cannot enlarge the scope of its patent claims in a reexamination proceeding, see 35 U.S.C. § 305, 314(a), which means that, in theory, "no product that did not infringe a patent before reexamination could ever infringe that patent following reexamination." Xerox Corp., 270 F.R.D. at 184. Finally, common sense suggests that a patentee "will seek to preserve the broadest possible reading of its claims on reexamination regardless of any insight gleaned from. . .confidential information." Id. at 185.
However, a newer line of cases recognizes that even in a reexamination proceeding, a patent owner can use confidential information to restructure or amend its claims so as to improve its litigation position against alleged infringers. See Shared Memory Graphics, LLC v. Apple, Inc., 2010 U.S. Dist. LEXIS 125184, 2010 WL 4704420, at *3 (N.D. Cal. Nov. 12, 2010) ("Claims may still be restructured in reexamination, and, in a given case, a patent owner may well choose to restructure claims in a manner informed by the alleged infringer's confidential information gleaned from litigation."); Grobler v. Apple Inc., 2013 U.S. Dist. LEXIS 65048, 2013 WL 3359274, at *2 (N.D. Cal. May 7, 2013) (prohibiting counsel from crafting or amending claims in reexamination); EPL Holdings, LLC v. Apple Inc., 2013 U.S. Dist. LEXIS 71301, 2013 WL 2181584, at *4 (N.D. Cal. May 20, 2013) (same); Microunity Sys. Eng., Inc. v. Dell, Inc., 2005 U.S. Dist. LEXIS 36814, 2005 WL 2299455, at *2-3 (E.D. Tex. Aug. 1, 2005). These decisions recognize that drafting, amending, restructuring, or otherwise participating in reexamination proceedings may constitute "competitive decision-making," as contemplated by the Federal Circuit in Deutsche Bank. See 605 F.3d at 1378-79.
A patent owner might even put its own patent into reexamination for the purpose of restructuring its claim.
Thus, where the need to protect confidential information outweighs the burden on the receiving party, see id. at 1380, a court may prohibit counsel from participating or consulting on reexamination proceedings, or may limit that participation. See Grobler, 2013 U.S. Dist. LEXIS 65048, 2013 WL 3359274, at *2; EPL Holdings, 2013 U.S. Dist. LEXIS 71301, 2013 WL 2181584, at *4; Shared Memory Graphics, 2010 U.S. Dist. LEXIS 125184, 2010 WL 4704420, at *4. In this case the Court is persuaded that the risk to Amazon's confidential information outweighs the burdens imposed on Telebuyer. Though courts in other cases have permitted counsel to participate in reexamination proceedings, while barring counsel from engaging in drafting or amendment of claims, this Court does not view such distinctions as workable under the present circumstances. The Court notes the breadth and volume of the material requested by Telebuyer, and the possibility of counsel using such information in the PTO proceeding without technically "drafting" or "amending" a claim. Therefore, the Court will prohibit designated individuals from participating in or consulting on any reexamination proceedings concerning the subject matter of this prosecution bar. This order also is consistent with the Northern District's model order, which includes reexamination within the scope of the prosecution bar. See Chiu Decl., Ex. 11 at 13.
There is one particular circumstance in which the burden on the receiving party may outweigh the risks. Should the producing party initiate the reexamination proceeding, the PTO proceeding might effectively be "part and parcel of the litigation at issue." Shared Memory Graphics, 2010 U.S. Dist. LEXIS 125184, 2010 WL 4704420, at *4. In such situations, a complete bar on participation in reexamination proceedings would force the receiving party to retain separate counsel for what is essentially the same dispute, another "front" in the litigation. Therefore, upon a grant of leave from the Court, counsel may be permitted to participate in reexamination proceedings brought by the producing party. The scope of permitted activities will determined at that time.
3. Patent Acquisition Activities
Patent acquisition creates the same risks of inadvertent use as patent prosecution, in that "litigation counsel may consciously or subconsciously use their knowledge of. . .confidential information to advise a client on which patents to acquire." EPL Holdings, 2013 U.S. Dist. LEXIS 71301, 2013 WL 2181584, at *4. However, not all activities associated with patent acquisition involve the same obvious level of risk. The court in EPL Holdings found "less danger in using or revealing protected information when counsel gives advice on legal matters, such as validity, in the patent acquisition process." Id. The Court recognizes that the risk of inadvertent use decreases where counsel is offering a legal assessment of patent validity, infringement, claim scope, or the language of an acquisition contract. Nevertheless, the Court sees little value in attempting to draw, in advance, a fuzzy and unmanageable distinction between purely legal matters and matters that implicate competitive decision-making.
4. A Two-Year Duration is Reasonable
Amazon proposes a two-year prosecution bar. Telebuyer objects that two years is too long, but gives no concrete reason why, apart from citing to certain cases in which the court approved prosecution bars of less than two years. A two-year bar is suggested in the Northern District's model order, and has been approved in that jurisdiction. See Chiu Decl., Ex. 11 at 13; Kelora Systems, 2011 U.S. Dist. LEXIS 96724, 2011 WL 6000759 at *7; Applied Signal, 2011 U.S. Dist. LEXIS 97403, 2011 WL 197811, at *2. This Court finds that the duration "reasonably reflect[s] the risk presented by the disclosure of proprietary competitive information." Deutsche Bank, 605 F.3d at 1381.
CONCLUSION
For the reasons given above, the Court hereby ORDERS:
1) Amazon's motion is GRANTED.
2) The parties shall comply with the provisions of Section I.C and Section II of Amazon's proposed protective order.
3) The parties shall submit a revised proposed protective order to the Court on or before July 21st, 2014.
SO ORDERED.
July 7, 2014
/s/ Barbara J. Rothstein
Barbara J. Rothstein
United States District Judge