20080326Protective Agreement.pdf

PROTECTIVE AGREEMENT
BETWEEN A VISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF lUûB lU\R 26 iU~ ia~ Sf,
"\ f)F\.l\1-.()
This Protective C Agreement is entered into this 10~y of March ~ÕÒ~r~f~eista
Corporation (Avista) and the Idaho Public Utilties Commission Staff (Staf).
Recitals:
1. WHEREAS, A vista desires to make available to the Staff certain information,
and Staff desires to examine certin information, respecting Avista's Application to Approve a
Change in Electric and Natual Gas Rates and Prices (Case Nos. AVU-E-08-01/AVU-G-08-01).
2. WHEREAS, A vista and Staff anticipate that A vista may provide, or make
available for review, certin information considered by A vista to be of a trade secret, privileged
or confidential nature (as defined in Idaho Code § 9-340 et seq. and § 48-801 et seq.).
4. WHEREAS, Avista and Staff agree that entering into a Protective Agreement
will expedite the production of documents; wil afford the necessary protection to Avista's and
Staffs employees and/or representatives in this proceeding who might review the information
and subsequently be requested to reveal its contents by setting forth clear cut parameters for use
of Confidential Information, and will protect Contidential Information which might be provided
hereafter,
IT IS HEREBY STIPULATED AND AGREED AS FOLLOWS:
1. (a) Confidential Information.
i All documents, data, information, studies and other materials furished that are
claimed . to be of trade secret, proprietar or confdential nature (herein referred to as
i
"Confidential Information") shall be so marked by A vista by stamping the same with a
designation indicating its trade secret, proprietary or confidential nature and printed on "colored"
paper. Any claim of confidentiality must be accompanied by an attorney's certificate that the
material is protected by law from public disclosure and cite the specific legal authority to support
the claim. IDAPA 31.01.01.067 and 31.01.01.233. Access to and review of Confidential
Information shall be strictly controlled by the terms of this Agreement.
PROTECTIVE ~REEMENT BETWEEN
A VISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF
(b) Use of Confidential Information
All persons who may be entitled to review, or who are afforded access t~ any
Confidential Information by reason of this Agreement shall neither use nor disclosF the
Confidential Information for puroses of business or competition, or any purose other than the
purose of preparation for and conduct .of Case Nos. AVU-E-08-01/AVU-G-08-01 anq then
solely as contemplated herein, and shall keep the Confidential Information secure as trade *cret,
confidential or proprietar information and in accordance with the puroses and intent df this
Agreement.
(c) Persons Entitled to Review.
Access to Confidential Information shall be limited to counsel of the unders, gned
paries, employees, experts, agents or representatives of the undersigned parties who I have
executed an Exhibit "A" to this Agreement. Such information wil be clearly marke~ and
protected from unauthorized public disclosure.
(d) Nondisclosure Agreement.
Confidential Information shall not be disclosed to any person who has not signed a
nondisclosure agreement on this form, which is attached hereto as Exhibit "A" and incorporated
herein. The nondisclosure agreement or Exhibit "A" shall require the person to whom disclosure
is to be made to read a copy of this Protective Agreement and to certify in wrting that he or she
has reviewed the same and has consented to be bound by its terms. The Agreement shall contain
the signatory's full name, permanent address, and employer. Such agreement shall be delivered
to counsel for A vista and acknowledged and approved by A vista before disclosure is made.
2. (a) Copies.
No copies or transcriptions of the Confidential Information shall be made by Staff
and/or Avista except as necessary to make the information available to individuals who have
executed an Exhibit "A" to this Protective Agreement.
(b) Return of Confidential Information.
Upon request of A vista, all original documents and copies of the Confidential
Information shall be: (1) retued to A vista, or (2) shredded by the holder of such documents.
Unless otherwise ordered, Confidential Information, including transcripts or
depositions containing information to which a claim of confidentiality is made, shall remain
under seal, shall continue to be subject to the protective requirements of this Agreement, and
PROTECTIVE AGREEMENT BETWEEN
AVISTACORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 2
shall likewise, be retured to counsel for A vista within thirty (30) days after final settlement or
conclusion of the proceedings before the Commission which Confidential Information is relevant
including administrative or judicial review thereof. After retu of documents pursuant to this
Paragraph, and upon request, a written receipt verifying retur shall be provided by counsel.
(c) Return of Notes.
Any notes maintained by a recipient of Confidential Information, which embody or
reflect any of the Confidential Information provided under this Agreement shall, upon request of
A vista, be either retured to A vista or, at the option of the recipient, destroyed.
3. Non-waiver of Objection to Admissibilty.
The furishing of any document, information, data, study or other materials pursuant
to this Protective Agreement shall in no way limit or waive the right of the providing pary to
object to its relevance or admissibility in any proceedings before this Commission.
4. Challenge to Confidentiality.
(a) Initial Challenge.
This Protective Agreement establishes a procedure for the expeditious handling of
information A vista claims is confidentiaL. In any proceeding before the Commission, Staff may
challenge the characterization of any information, document, data, or study claimed by A vista to
be a trade secret, proprietay or confidential information. If seeking to challenge the
confidentiality of any information Staff shall first contact counsel for A vista and attempt to
resolve any difference by stipulation. Resolution may include removing the confidential
classifications, creating a non-confidential sumary, reformatting the information, etc.
(b) Subsequent Challenge.
In the event that the paries canot agree as to the character of the information
challenged, Staff may challenge the confidentiality of the information by petitioning in any
proceeding in which the information is relevant the Commission to rule upon the disputed
information. The Petition shall be served upon the Commission and all paries to the proceeding
who have signed on Exhibit "A" as provided in this Protective Agreement. The Petition shall
designate with specificity the document or material challenged and state the grounds upon which
the subject material are deemed to be non-confidential by Staff.
PROTECTIVE AGREEMENT BETWEEN
A VISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 3
(c) Challenge Hearing.
Staff shall request that the Commission conduct an in camera proceeding where only
those persons duly authorized to have access to such challenged materials under this Protective
Agreement shall be present. This hearing shall be commenced no earlier than five (5) business
days after serving the Petition on Avista and the Commission. The record of the in camera
hearing shall be marked "CONFIDENTIAL -- Subject to Protective Agreement." To the
extent necessary, the transcript of such hearng shall be separately bound, segregated, sealed, and
witheld from public inspection by any person not bound by the terms of this Agreement.
(d) Determination.
The parties wil ask the Commission to issue an Order determining whether any
challenged information or material is not properly deemed to be exempt from public disclosure
pursuant to the Idaho Public Records Act. (Idaho Code § 9-335 et seq.) If information is found
to be not exempt from disclosure, Staff shall not disclose such challenged material or use it in the
public record or otherwise outside the proceedings for at least five (5) business days unless
A vista consents to such conduct. This procedure enables the providing party to seek a stay or
other relief from the Commission's Order removing the restrictions of this Agreement from
material claimed to be confidentiaL. Such relief may be sought from the Commission or a cour
of competent jurisdiction.
5. (a) Receipt Into Evidence.
Provision is hereby made for receipt into evidence in this proceeding of materials
claimed to be confidential in the following maner:
(1) If Staff intends to use Confidential Information or to make substantive
reference to Confidential Information supplied to it under ths
Agreement, it shall give reasonable prior notice of such intention to
A vista and shall provide copies of the used Confidential Information or
substantive reference to Confidential Information only to the providing
party, and such other paries, if any, who have executed an Exhibit "A"
to this Protective Agreement.
(2) One (l) copy of the used Confidential Information or substantive
reference to Confidential Information or substative reference to
Confidential Information described in Paragraph 5(a)(1) shall be placed
in the sealed record.
PROTECTIVE AGREEMENT BETWEEN
A VISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 4
(3) Only one (1) copy of the documents designated to be placed in a sealed
record shall be made, which copy shall be supplied by the providing
pary.
(4) The copy of the documents to be placed in the sealed record shall be
tendered by counsel for A vista to the Commission, and shall be
maintained in accordance with the terms of this Protective Agreement.
(b) SeaL.
While in the custody of the Commission, materials containing Confidential
Information shall be marked "CONFIDENTIAL - SUBJECT TO ATTORNEY'S
CERTIFICATE OF CONFIDENTIALITY" and shall not be examined by any person except
under the conditions set forth in this Agreement, if applicable.
(c) In Camera Hearing and Transcripts.
Any Confidential Information that must be orally disclosed at a hearing in the
proceedings shall be offered at an in camera hearing, attended only by persons" authorized to
have access to the information under this Protective Agreement. Similarly, any transcription of
any examination or other reference to Confidential Information (or that portion of the record
containing Confidential Information) shall be marked and treated as provided herein for
Confidential Information. See IDAPA 31.01.01.287.
(d) Access to Record.
Access to sealed testimony, records, and information shall be limited to the
Commission and persons who have signed an Exhibit "A" as provided in this Protective
Agreement, unless such information is released from the restrictions of this Agreement either
through agreement of the parties or after notice to the parties and hearing, pursuant to the order
of the Commission and/or the final order of a cour having final jurisdiction.
(e) AppeaL.
Should an appeal from the proceeding be taken, sealed portions of the record may be
forwarded to any court of competent jurisdiction for purposes of an appeal, but under seal as
designated herein for the information and use of the cour. If a portion of the record is forwarded
to a cour under seal for the puroses of an appeal, the providing party shall be notified which
portion of the sealed record has been designated by the appealing party as necessary to the record
on appeaL.
PROTECTIVE AGREEMENT BETWEEN
AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 5
6. Destruction (or Return).
Unless otherwise ordered, Confdential Information provided pursuant to a discovery
request and this Agreement, including transcripts of any discovery depositions to which a claim
of confidentiality is made, shall remain under seal, shall continue to be subject to the protective
requirements of this Agreement, and shall be destroyed (shall be retured to counsel for the
providing pary J within thirty (30) days after final settlement or conclusion of this matter,
including administrative or judicial review thereof.
7. Use in Pleadings.
Where references to Confidential Information in the sealed record or with' the
custodian is required in pleadings, briefs, arguments, or motions (except as provided in
Paragraph 5), it shall be by citation to title or exhibit number or some other description that wil
not disclose the substantive Confidential Information contained therein. Any use of or
substantive references to Confidential Information shall be placed in a separate section of the
pleading or brief and submitted to the Commission pursuant to Paragraph 5. This sealed section
shall be serviced only on counsel of record who have signed the non-disclosure agreements set
forth in Exhibit "A" attached to this Protective Agreement, and may, in tu, be disclosed by
them only to individuals who likewise signed Exhibit "A".
8. Summary of Record.
If deemed necessar by the Commission, A vista shall prepare a written sumar of
the Confidential Information referred to in Orders to be issued to the public and the paries.
9. This Protective Agreement shall become effective on the date hereof.
PROTECTIVE AGREEMENT BETWEEN
AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 6
DATED this ¡.~ day of March 2008.
A VISTA CORPORATION
By
David J. Meyer
A vista Corporation
P.O. Box 3727
1411 E. Mission Ave.
Spokane, WA 99220-3727
Vice President and Chief Counsel for Regulatory and
Governent Affairs - A vista Corporation
IDAHO PUBLIC UTILITIES COMMISSION STAFF
B~2).cl~
Scott D. oodbur. . . 3 /3 08
Deputy Attorney General
Idaho Public Utilities Commission
472 West Washington Street
Boise, ID 83702
Attorney Representing
Idaho Public Utilities Commission Staff
PROTECTIVE AGREEMENT BETWEEN
A VISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 7
03/13/2008 12: 11 FAX [phone] AVIST A CORP ll 008/008
-?
DATED.this /1 day of Mach 2008.
A VISTA CORPORATION
BY~Z/D'vi~yer r
A vista Corporation
P.O. Box 3727
1411 E. Mission Ave.
Spokane, W A 99220-3727
=-
Vice Prsident and Chief Counsel fOT Regulatory and
Government Affairs - A vista Corporation
IDAHO PUBLIC UTILITIE COMMISSION STAFF
B
Scott . Woodbury
Deputy Attorney General
Idaho Public Utilties CommIssion
472 West Washington Stret
Boise, ID 83702
Attomey Representing
Idaho Public Utilities Commission Staff
PROlECTnf AGRENT BETWEEN
AVlSTA CORPORATION AND
IDAHO PULIC UTlllTIS COMMISSJON STAFF 7
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 13th day of March
,
2008 in Case Nos. AVU-E-08-01/AVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.
~~(1. ~4.UJ\
Kris me A. Sasser, Deputy Attorney General
Idaho Attorney General Offce
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
'Ô/I~,D~
Date
EXHIBIT" A"
I have reviewed the foregoing Protective Agreement dated this 13th day of March
2008 in Case Nos. AVU-E-08-01/AVU-G-08-01 and agree .to be bound by the terms and
conditions of such Agreement.
GriJ 1 3\ ,t\1L'\\A
Patricia Hars
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
\y\l\x)~ \ ~. ;¿CQ~¡
Date
EXHIBIT" A"
I have reviewed the foregoing Protective Agreement dated this 13 th day of March
2008 in Case Nos. AVU-E-08-0l/AVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Party
3/~;'/0 'l
Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 13 th day of March
2008 in Case Nos. AVU-E-08-01/AVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.
~.:~~
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
?Yl0,D9;
Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 13th day of March
2008 in Case Nos. AVU-E-08-01/AVU-G-08-01 and agree to be hound by the terms and
conditions of such Agreement.
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Party
EXHIBIT "A" .
I have reviewed the foregoing Protective Agreement dated this 13th day of March
2008 in Case Nos. AVU-E-08-01/AVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.
;? 5~Rick Sterling ~
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
~4VMDate
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 13th day of March
2008 in Case Nos. AVU-E-08-01/AVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.
Idaho Public Utilities Commission
Employer or Firm
472W. Washington Street, Boise, Idaho
Business Aqdress
Commission Staff
Party
3~O¿(
Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 13th day of March
2008 in Case Nos. AVU-E-08-01/AVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.
~
Marilyn Parker
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
3-11-()1
Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 13th day of March
2008 in Case Nos. AVU-E-08-0l/AVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
311l~3Date I I
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 13th day of March
2008 in Case Nos. AVU-E-08-01/AVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.
J~ UvlnÙ2
Terri Carlock
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Part
3/JO)2C08iDate