Judge: Joseph Lipner, Case: 24STCV20700, Date: 2024-09-19 Tentative Ruling

Case Number: 24STCV20700    Hearing Date: September 19, 2024    Dept: 72

SUPERIOR COURT OF CALIFORNIA

COUNTY OF LOS ANGELES

DEPARTMENT 72

TENTATIVE RULING

Plaintiff Atos IT Outsourcing Services, LLC (“Plaintiff”) moves for an order sealing confidential information in Plaintiff’s Complaint.

The Court GRANTS the motion to seal the redacted portions of the Complaint.

Background

This is a contract case that arises out of a contract for the provision of technological services (the “Framework Agreement”) between Plaintiff and Defendant Disney Worldwide Services, Inc. (“Defendant”).

Plaintiff filed this action against Defendant on August 14, 2024, raising claims for (1) breach of contract – wrongful termination; (2) breach of contract – breach of confidentiality; (3) breach of contract – breach of solicitation and cooperation provisions; (4) breach of contract – breach of express covenant to act in good faith; and (5) unfair competition.

Plaintiff moved to seal portions of the Complaint on August 19, 2024. On September 6, 2024, Defendant submitted a notice of non-opposition, stating that it does not concede that any information subject to the request is confidential and reserves the right to contest the confidentiality of any information contained in the Complaint.

Legal Standard

“The court may order that a record be filed under seal only if it expressly finds facts that establish:

(1)  There exists an overriding interest that overcomes the right of public access to the record;

       (2)  The overriding interest supports sealing the record;

(3)  A substantial probability exists that the overriding interest will be prejudiced if the record is not sealed;

       (4)  The proposed sealing is narrowly tailored; and

       (5)  No less restrictive means exist to achieve the overriding interest.”

(California Rules of Court, rule 2.550(d).)

            “An order sealing the record must:

                   (A)  Specifically state the facts that support the findings; and

(B)  Direct the sealing of only those documents and pages, or, if reasonably practicable, portions of those documents and pages, that contain the material that needs to be placed under seal. All other portions of each document or page must be included in the public file.”

(California Rules of Court, rule 2.550(e)(1).)

“(1)  If the court grants an order sealing a record and if the sealed record is in paper format, the clerk must substitute on the envelope or container for the label required by (d)(2) a label prominently stating “SEALED BY ORDER OF THE COURT ON (DATE),” and must replace the cover sheet required by (d)(3) with a filed-endorsed copy of the court's order. If the sealed record is in electronic form, the clerk must file the court's order, maintain the record ordered sealed in a secure manner, and clearly identify the record as sealed by court order on a specified date.

(2)  The order must state whether-in addition to the sealed records-the order itself, the register of actions, any other court records, or any other records relating to the case are to be sealed.

(3)  The order must state whether any person other than the court is authorized to inspect the sealed record.

(4)  Unless the sealing order provides otherwise, it prohibits the parties from disclosing the contents of any materials that have been sealed in anything that is subsequently publicly filed.”

(California Rules of Court, rule 2.551(e).)

Discussion

Plaintiff requests that certain portions of the Complaint be sealed on the grounds that they reflect portions of the Framework Agreement which are protected by a confidentiality provision in the agreement.

The Complaint “discusses and quotes the confidential contractual terms of the Framework Agreement between Atos IT and DWS and discloses proprietary and confidential information, including financial information, regarding Atos IT’s provision of outsourcing and consulting services.” (Fountain-James Decl. ¶ 5.) Plaintiff contends that rival information technology firms would gain an unfair economic advantage if they were to gain access to the commercial information covered by the confidentiality provision. (Fountain-James Decl. ¶ 7.)

“[A] binding contractual agreement not to disclose” can give rise to an overriding interest. (Huffy Corp. v. Superior Court (2003) 112 Cal.App.4th 97, 107, abrogated on other grounds as recognized in Curtis v. Superior Court (2021) 62 Cal.App.5th 453, 471.)

The Court finds that such an interest arises here, under the facts of this case, and that it supports sealing the record. The Court finds that failure to seal the confidential portions of the Complaint would create a substantial probability that Plaintiff’s interest will be prejudiced. The Court finds that the proposed redactions are narrowly tailored to protect Plaintiff’s interest, and that no less restrictive means exist to achieve this interest.

Plaintiff has already filed a redacted public version of the Complaint.

The Court grants the motion to seal the redacted portions of the Complaint.  The Court will file the unredacted Complaint under seal.