W.S.R et al v. FCA US Llc, No. 7:2018cv06961 - Document 261 (S.D.N.Y. 2021)
Court Description: ORDER granting 225 Letter Motion to Seal; granting 228 Letter Motion to Seal; granting 234 Letter Motion to Seal; granting 238 Letter Motion to Seal; granting 260 Letter Motion to Seal. Granted. The Court also grants Plaintiffs' lett er motion to file exhibits under seal (Dkt. No. 225), the Defendant Adient's letter motion to file exhibits under seal (Dkt. No. 228), Defendant/Third-Party Defendant YFAI's letter motion to file exhibits under seal (Dkt. No. 234), and Defendant FCA's letter motion to file exhibits under seal (Dkt. No. 238). The Clerk of Court is respectfully directed to close the motions at Dkt. Nos. 225, 228, 234, 238, and 260. So Ordered. (Signed by Judge Kenneth M. Karas on 11/10/21) (yv)
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W.S.R et al v. FCA US Llc Doc. 261 Case 7:18-cv-06961-KMK-AEK Document 260 Filed 10/28/21 Page 1 of 6 125 BROAD STREET NEW YORK, NY 10004 TEL (212) 471-8500 FAX (212) 344-3333 WWW.HERZFELD-RUBIN.COM Maureen Doerner Fogel Direct Dial (212) 471- 8535 mfogel@herzfeld-rubin.com October 28, 2021 VIA ECF The Honorable Kenneth M. Karas United States District Judge U.S. District Court, Southern District of New York 300 Quarropas Street White Plains, New York 10601 Re: W.S.R., An Infant By And Through His Father William Richardson, and William Richardson And Nicole Richardson, Individually v. FCA US LLC, Yanfeng US Automotive Interior Systems I LLC (a/k/a Yanfeng Automotive Interior Systems), Docket No. 7:18-cv-06961-KMK-AEK Dear Judge Karas: This letter is submitted on behalf of Defendant FCA US LLC (“FCA US”). We write pursuant to Rule IX.A. of the Court’s Individual Practices to request that confidential materials filed as Exhibits to Motions for Summary Judgment filed by Plaintiffs, Adient, and Yanfeng remain under seal. These Motions include: 1) Defendants Adient PLC, Johnson Controls, and JCIM’s Motion for Summary Judgment on FCA’s Crossclaims and Adient, JCIM and JCI’s Crossclaim Against FCA (“Adient v. FCA US”); 2) Defendants Adient PLC, Johnson Controls, and JCIM’s Motion for Summary Judgment on Plaintiffs’ Claims (“Adient v. Plaintiffs”); 3) Defendants Adient PLC, Johnson Controls, and JCIM’s Motion for Summary Judgment on YFAI’s Cross Claims and Adient, JCIM, and JCI’s Crossclaims against YFAI (“Adient v. YFAI”); 4) Plaintiffs’ Motion for Summary Judgment (“Plaintiffs’ Motion”); and 5) Yanfeng Motion for Summary Judgment (“Yanfeng Motion”)(the Motions are collectively referred to as “Other Party Motions”). The Exhibits attached to the Other Party Motions include: 1. Adient v. FCA US - Exhibit Q; Adient v. Plaintiffs - Exhibit K, Adient v. YFAI - Exhibit M - Purchase Order 20797023 2. Adient v. FCA US-Exhibit B; Yanfeng Motion - Exhibit V - Production and MOPAR Purchasing General Terms and Conditions (7/2015 version) AFFILIATES LIVINGSTON, NEW JERSEY BUCHAREST, ROMANIA LOS ANGELES, CALIFORNIA Dockets.Justia.com Case 7:18-cv-06961-KMK-AEK Document 260 Filed 10/28/21 Page 2 of 6 Honorable Kenneth M. Karas October 28, 2021 Page 2 3. Yanfeng Motion - Exhibit T - Production and MOPAR Purchasing General Terms and Conditions (9/2010 version) 4. Yanfeng Motion - Exhibit U - Production and MOPAR Purchasing General Terms and Conditions (12/2014 version) 5. Adient v. Plaintiffs - Exhibit N - Test Report - MPR Cover Abuse Load 6. Adient v. FCA US - Exhibit H; Adient v. Plaintiffs - Exhibit Z; Adient v. YFAI Exhibit G; Yanfeng Motion - Exhibit HH - DVP&R - Instrument Panel Assembly System 7. Yanfeng Motion - Exhibit MM - FCA US LLC Performance Standard PF-11365 8. Adient v. Plaintiffs - Exhibit R - correspondence re: MPR Door Change 9. Adient v. Plaintiffs - Exhibit S - correspondence re: RU IP DVP&R 10. Adient v. Plaintiffs - Exhibit V - correspondence re: MPR Access Door Study 11. Adient v. Plaintiffs - Exhibit W - correspondence re: Column to Gap Hider Resolution 12. Plaintiffs’ Motion - Exhibit AA-2.5 - correspondence re: Interior Value Optimization Report 13. Plaintiffs’ Motion v. FCA US - Exhibit AA-2.6 - correspondence re: MPR retention cover change 14. Plaintiffs’ Motion v. FCA US - Exhibit AA-2.8 - correspondence re: MPR Cable Cover Performance 15. Plaintiffs’ Motion v. FCA US - Exhibit AA-2.9 - correspondence re: MPR cover on Steering column cover 16. Plaintiffs’ Motion - Exhibit AA-4.2 - correspondence re: Manual Park Release Door Attachment Review 17. Plaintiffs’ Motion - Exhibit AA-4.4 - correspondence re: MPR Door Changes 18. Plaintiffs’ Motion - Exhibit AA-2.3 - Agenda - Vehicle Regulations Committee Meeting No. 475 Case 7:18-cv-06961-KMK-AEK Document 260 Filed 10/28/21 Page 3 of 6 Honorable Kenneth M. Karas October 28, 2021 Page 3 19. Plaintiffs’ Motion - Exhibit AA-2.11 - VSRC Product Investigations Presentation; Yanfeng Motion – Ex. X 20. Plaintiffs’ Motion - Exhibit AA-3.1 - VSRC Product Investigations Presentation Excerpts; Yanfeng Motion – Ex. X 21. Plaintiffs’ Motion - Exhibit AA-3.2 - Notes- J. Mihm- VSRC 22. Plaintiffs’ Motion - Exhibit AA-4.1 - Notes- J. Mihm- VSRC 23. Plaintiffs’ Motion - Exhibit AA-3.3; Yanfeng Motion - Exhibit II- Internal Investigation Details 24. Plaintiffs’ Motion - Exhibit AA-2.4; Yanfeng Motion - Exhibit O - Customer Assistance Inquiry Record 32667163 25. Yanfeng Motion - Exhibit P - Preliminary Vehicle Inspection Report These documents are collectively referred to as the “Confidential Exhibits.” While there is a presumptive right of public access to judicial documents, that right is “not absolute.” Mirlis v. Greer, 952 F.3d 51, 59 (2d Cir. 2020) (quoting Nixon v. Warner Commc’ns, Inc., 435 U.S. 589, 599 (1978)). Instead, the Court must “balance competing considerations against” access, including but not limited to, “the danger of impairing law enforcement or judicial efficiency” and “the privacy interest of those resisting disclosure.” Lugosch v. Pyramid Co. of Onondaga, 435 F.3d 110, 120 (2d Cir. 2006) (quoting United States v. Amodeo, 71 F.3d 1044, 1049 (2d Cir.1995)); Prod. Res. Grp., L.L.C. v. Martin Pro., A/S, 907 F. Supp. 2d 401, 417 (S.D.N.Y. 2012) (Karas, J.); see also Fed. R. Civ. P. 26(c)(1)(G) (permitting issuance of a protective order, for good cause, to prevent disclosure of “a trade secret or other confidential research, development, or commercial information”). This balancing test here weighs in favor of sealing the Confidential Exhibit because the Confidential Exhibits reveals highly sensitive, non-public business information that courts have consistently held warrants sealing. See Lugosch, 435 F.3d at 120. Specifically, the Confidential Exhibits generally fall into six categories: (1) Purchase Order (1 document); (2) Contract Terms and Conditions (3 documents); (3) Engineering Test Report (1 document); (4) Engineering Standards and Reports (2 documents); (5) Confidential Communications (10 documents); and (6) Root Cause Analysis (8 documents). These documents contain FCA US’s highly sensitive and confidential trade secrets and other confidential and proprietary vehicle development and commercial information as set forth in the Declaration of Dave Valley, attached as Exhibit “1”. Mr. Valley attests as to why each category of documents is confidential to FCA US (see Paragraphs 12-17), including that: Case 7:18-cv-06961-KMK-AEK Document 260 Filed 10/28/21 Page 4 of 6 Honorable Kenneth M. Karas October 28, 2021 Page 4 • The Confidential Exhibits reveals FCA US’s internal processes for vehicle development, supply, and sourcing for purposes of distinguishing FCA US products in the marketplace. FCA US considers such matters to be commercially sensitive and proprietary business information. (Valley Decl., ¶18). • Documents like the Confidential Exhibits are not publicly posted by the company nor shared with competitors, and thus are not available to the public or to FCA US’s competitors. In the subject case, the Confidential Exhibits were disclosed by FCA US as part of the company’s good faith discovery obligations and only after obtaining a Protective Order from the Court for purposes of ensuring that such materials would be protected from public disclosure in order to protect FCA US’s commercial interests and competitive standing. (Id). • FCA US expended significant time and resources in generating the Confidential Exhibits. Multiple FCA US employees participated in their creation, which spanned several months. Such confidential business information is proprietary to FCA US, provides FCA US with an advantage in the market over anyone who does not have such information, and should thus remain protected from public disclosure. (Valley Decl., ¶19). • FCA US derives an economic benefit from the information contained in the Confidential Exhibits and the fact that such processes are not generally known by or ascertainable to the public or to FCA US’s competitors. (Valley Decl., ¶20). • Public dissemination of the Confidential Exhibits would expose to FCA US’s competitors to (a) FCA US’s confidential methods, approaches, and strategies for testing both the specific issue addressed and engineering issues in general, and (b) FCA US’s analysis, strategies, and conclusions concerning supply and sourcing issues. FCA US’s competitors, in turn, would gain valuable information about FCA US’s engineering processes, supply considerations, and conclusions that they otherwise would not know – all to FCA US’s economic detriment. (Valley Decl., ¶21). • FCA US’s confidential procedures were developed over time and after significant investment, and thus provide FCA US with an economic advantage in the marketplace that is not available to its competitors. Public disclosure of the Confidential Exhibits would reduce the value of FCA US’s investment in these confidential processes. (Valley Decl., ¶22). • Disclosure of the Confidential Exhibits to FCA US’s competitors would allow them to appropriate FCA US’s confidential engineering process, analysis, and/or conclusions without incurring any of the costs involved to develop it, placing FCA US at a disadvantage in the highly competitive automobile industry. (Valley Decl., ¶23). Case 7:18-cv-06961-KMK-AEK Document 260 Filed 10/28/21 Page 5 of 6 Honorable Kenneth M. Karas October 28, 2021 Page 5 The Confidential Exhibits were accordingly designated by FCA US as “confidential” and subject to the Protective Order in this action. (Amended Stipulated Protective Order Dkt. 43). This information should remain confidential and sealed from the public record in order to avoid unfairly giving competitors access to FCA US’s trade secrets, and insight into the companies’ most sensitive and proprietary information. See, e.g., GoSMiLE, Inc. v. Dr. Jonathan Levine, D.M.D. P.C., 769 F. Supp. 2d 630, 649-50 (S.D.N.Y. 2011) (allowing sealing of documents “contain[ing] highly proprietary material concerning the defendants’ marketing strategies, product development, costs and budgeting”); In re Zyprexa Injunction, 474 F. Supp. 2d 385, 424-25 (E.D.N.Y. 2007) (“Disclosure of confidential proprietary material and trade secrets poses a significant risk of harm to Lilly, a pharmaceutical company operating in a competitive marketplace.”); Gelb v. Am. Tel. & Tel. Co., 813 F. Supp. 1022, 1035-36 (S.D.N.Y. 1993) (that defendant’s “competitors . . . could use [the information] to do competitive injury to the defendants is, on the facts of this case, a sufficient basis” for sealing); Playtex Prod., LLC v. Munchkin, Inc., No. 14-1308, 2016 WL 1276450, at *11-12 (S.D.N.Y. Mar. 29, 2016) (granting request to redact portions of summary judgment brief which referenced “confidential and sensitive business information, including sales and costs information, presentations, merger discussions, and competitive analyses and product testing” because “Plaintiffs would be competitively harmed”); Encyclopedia Brown Prods., Ltd. v. Home Box Office, Inc., 26 F. Supp. 2d 606, 614 (S.D.N.Y. 1998) (“[c]onfidential business information dating back even a decade or more may provide valuable insights into a company’s current business practices that a competitor would seek to exploit.”). Additionally, FCA US previously submitted a letter and declaration in support of Defendant FCA US’s Motion to Seal Exhibits to FCA US Motion for Summary Judgment addressing 22 documents attached to FCA US’s Motion for Summary Judgment. (Dkt. 238) Several of those same documents were attached as Exhibits to the Other Party Motions. FCA US seeks to seal those duplicate Exhibits for the same reasons set forth in the prior letter and Declaration of Dave Valley dated September 30, 2021. (Dkt. 238 Attachment 1) The justification for FCA US’s request to seal such duplicate documents is the same as that provided in the prior letter and declaration of Mr. Valley. A chart cross-referencing the exhibits addressed in FCA’s prior motion to seal with those same exhibits as attached to the Other Party Motions is attached as Exhibit “A” to the Declaration of Dave D. Valley (“Valley Decl.”) dated October 22, 2021 submitted herewith as Exhibit “1.” Respectfully submitted, Maureen Doerner Fogel Maureen Doerner Fogel Case 7:18-cv-06961-KMK-AEK Document 260 Filed 10/28/21 Page 6 of 6 Honorable Kenneth M. Karas October 28, 2021 Page 6 VIA ECF cc Yitzchak M. Fogel, Esq. Danielle George, Esq. Cathleen Ann Giannetta, Esq. Katherine Garcia, Esq. John Patrick Mitchell, Esq. William J. Conroy, Esq. Thomas Hinchey, Esq. Meaghann C. Porth, Esq Granted. The Court also grants Plaintiffs' letter motion to file exhibits under seal (Dkt. No. 225), the Defendant Adient's letter motion to file exhibits under seal (Dkt. No. 228), Defendant/ThirdParty Defendant YFAI's letter motion to file exhibits under seal (Dkt. No. 234), and Defendant FCA's letter motion to file exhibits under seal (Dkt. No. 238). The Clerk of Court is respectfully directed to close the motions at Dkt. Nos. 225, 228, 234, 238, and 260. So Ordered. November 10, 2021 White Plains, NY Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 1 of 13 EXHIBIT “1” Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 2 of 13 Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 3 of 13 Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 4 of 13 Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 5 of 13 Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 6 of 13 Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 7 of 13 Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 8 of 13 Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 9 of 13 Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 10 of 13 Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 11 of 13 Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 12 of 13 Case 7:18-cv-06961-KMK-AEK Document 260-1 Filed 10/28/21 Page 13 of 13 EXHIBIT “A” FCA US Exhibits to Defendant FCA US LLC’s Motion to Seal Exhibits to FCA US LLC’s Motion for Summary Judgment Duplicate Exhibits Attached to Related Motions D. Valley Declaration Paragraph Graber Exhibit C - PO 10276401.pdf; Guido Exhibit B - Purchase Order 102746401.pdf Adient v FCA - Ex. F; Adient v YFAI - Ex. O; Yanfeng v FCA - Ex. J 7(a)(ii) Graber Exhibit D - PO 48200015.pdf; Guido Exhibit A - Purchase Order 48200015.pdf Adient v FCA - Ex. G; Adient v YFAI - Ex. P; 7(a)(iii) Graber Exhibit L - PO 10184678.pdf; Guido Exhibit C - Purchase Order 10184678.pdf Adient v FCA - Ex. P; 7(a)(v) Graber Exhibit M - PO 10869201.pdf Adient v FCA - Ex. R; Adient v Plaintiff - Ex. L; Adient v YFAI - Ex. N; 7(a)(vi) Graber Exhibit I - Letter of Intent.pdf; Tereau Exh. F - Letter of Intent.pdf Adient v FCA - Ex. D; Adient v Plaintiff - Ex. F; Adient v YFAI - Ex. F; Yanfeng v FCA - Ex. GG 7(a)(xi) Fogel Exhibit AD - Graber Transcript.pdf Yanfeng v. FCA – Ex. S 7(a)(xii) Graber Exhibit F - General T&Cs 1-2017.pdf Yanfeng v FCA - Ex. W 7(b)(iv) Graber Exhibit G - Indirect T&Cs 8-2011 to 7-302015.pdf Fogel Exh. R - Tereau Exh. 9 FCAUSRICHARDSON-003216 Compliance Report.PDF; Fogel Exhibit Y Compliance Report.pdf Adient v FCA - Ex. C; 7(b)(v) Adient v FCA - Ex. Y; Adient v Plaintiff - Ex. P; Adient v YFAI - Ex. W; Plaintiff - Ex. AA-2.2 7(c)(i) Kastamo Exhibit F.pdf; Tereau Exh. A - OKTT.pdf Yanfeng v FCA - Ex. LL 7(c)(ii) Fogel Exh. O - Asselin Ex. 36_FCAUSRICHARDSON-002952_FCA001 Functional Service Cycle Test Yanfeng.PDF; Tereau Exh. C - Functional Service Cycle Test FCAUS-RICHARDSON-002952_FCA001 Yanfeng Asselin Ex. 36_.pdf Adient v FCA - Ex. W; Adient v Plaintiff - Ex. Q; Adient v YFAI - Ex. U; 7(d)(ii)
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