20080404Protective Agreement.pdf

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PROTECTIV AGREEMENT
BETWEEN A VISTA CORPORATION AND 2an8 APR -3 f'l"Îf2: 1 B
IDAHO PUBLIC UTILITIES COMMISSION STAFF
This Protective Agreement is entered into this l~~y of March 2008 by A vista
Corporation (A vista) and the Idaho Public Utilties Commission Staff (Staff.
Recitals:
1. WHEREAS, A vista desires to make available to the Staff certin information,
and Staff desires to examine certain information, respecting Avista's Application to Approve a
Change in Electric and Natual Gas Rates and Prices (Case Nos. AVU-E-08-0l/AVU-G-08-01).
2. WHEREAS, A vista and Staff anticipate that A vista may provide, or make
available for review, certain information considered by Avista to be of a trade secret, privileged
or confdential natue (as defined in Idaho Code § 9-340 et seq. and § 48-801 et seq.).
4. WHEREAS, Avista and Staf agree that entering into a Protective Agreement
wil expedite the production of documents; will afford the necessar 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 Confidential Information which might be provided
hereafer,
IT is HEREBY STIPULATED AND AGREED AS FOLLOWS:
1. (a) Confidential Information.
All documents, data, information, studies and other materials fuished that are
claimed to be of trade secret, proprietary or confdential nature (herein referred to as
"Confidential Information") shall be so marked by A vista by stamping the same with a
designation indicating its trade secret, proprieta or confidential natue 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 AGREEMENT BETWEN
AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF i
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(b) Use of Confidential Information
All persons who may be entitled to review, or who ar aforded access to any
Confidential Information by reason of this Agrement shall neither use nor disclose 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 and then
solely as contemplated herein, and shall keep the Confidential Information secure as trade secret,
confidential or proprieta information and in accordance with the puroses and intent of this
Agreement.
(c) Persons Entitled to Review.
Access to Confdential Information shall be limited to counsel of the undersigned
paries, employees, experts, agents or representatives of the undersigned paries who have
executed an Exhibit "A" to this Agreement. Such information wil be clearly marked 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 attched hereto as Exhbit "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 writing that he or she
has reviewed the same and has consented to be bound by its terms. The Agreement shall contan
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 Sta
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, Confdential Information, including transcripts or
depositions containing information to which a claim of confdentiality is made, shall remain
under seal, shall continue to be subject to the protective requirements of this Agreement, and
PROTECTIVE AGREEMENT BETWEEN
AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 2
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shall likewise, be returned to counsel for Avista within thirt (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 retu 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
Avista, be either retued to Avista or, at the option of the recipient, destroyed.
3. Non-waiver of Objection to Admissibilty.
The fuishing 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 admissibilty in any proceedings before this Commission.
4. Challenge to Confidentiality.
(a) Initial Challenge.
Ths 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 summar, 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
AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 3
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(c) Challenge Hearing.
Sta 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 A vista and the Commission. The record of the in camera
hearing shall be marked "CONFIDENTIAL -- Subject to Protective Agreement." To the
extent necessar, the transcript of such hearing shall be separately bound, segregated, sealed, and
withheld from public inspection by any person not bound by the terms of this Agreement.
(d) Determination.
The paries will ask the Commission to issue an Order determining whether any
challenged information or material is not properly deemed to be exempt from public disclosure
pursuat 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 par. 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 court
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 this
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 Confdential Information only to the providing
pary, and such other paries, if any, who have executed an Exhibit "A"
to this Protective Agreement.
(2) One (1) copy of the used Confidential Information or substantive
reference to Confdential Information or substantive reference to
Confidential Information described in Paragraph 5(a)(1) shall be placed
in the sealed record.
PROTECTIVE AGREEMENT BETWEEN
AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 4
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(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
par.
(4) The copy of the documents to be placed in the seaed record shall be
tendered by counsel for A vista to the Commission, and shall be
maintaned in accordance with the terms of this Protective Agreement.
(b) Seal.
While in the custody of the Commission, materials containig 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 hearng, 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 Confdential Information (or that portion of the record
containing Confidential Information) shall be marked and treated as provided herein for
Confidential Inormation. 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
though agreement of the paries or afer notice to the paries and hearng, pursuant to the order
of the Commission and/or the final order of a cour having final jursdiction.
(e) Appeal.
Should an appeal from the proceeding be taken, sealed portions of the record may be
forwarded to any cour of competent jursdiction for puroses 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 pary shall be notified which,
portion of the sealed record has been designated by the appealing pary as necessar to the record
on appeaL.
PROTECTIVE AGREEMENT BETWEEN
AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 5
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6. Destruction (or Return).
Unless otherwise ordered, Confidential 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) within thirt (30) days afer 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 will
not disclose the substantive Confdential 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 counel of record who have signed the non-disclosur agreements set
fort in Exhibit "A" attached to ths 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 beome effective on the date hereof.
PROTECTIVE AGREEMENT BETWEEN
AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 6
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DATED ths \.~ day of March 2008.
AVISTA CORPORATION
By
David J. Meyer
A vista Corporation
P.O. Box 3727
14 i i 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~9rd.~ScottD. oodbury ~ 3./-3.08-
Deputy Attorney General
Idaho Public Utilties Commission
472 West Washingtn Street
Boise, ID 83702
Attorney Representing
Idaho Public Utilties Commission Staff
PROTECTIVE AGREEMENT BETWEEN
AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 7
03/13/200812:11 FAX 50848,151 AVISTA CORP e II 008/008
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DATED this /1 day of Mah 2008.
AVISTA CORPRATION
By ~Z / =-
Davi J:yer I
A vista Corporation
P.O. Box 3727
1411 E. Mission Ave.
Spokane, WA 99220-3727
Vice President and Chief Counsel fOT Regulatory and
Government Affairs - A vista Corporation
IDAHO PUBLIC UTILITIES COMMSSION STAFF
B
Scott . Woodbury
Depty Attrney General
Idaho Public Utilities Commission
472 West Washington Street
Boise, II 83702
Attorney Representing
Idaho Public Utiities Commission Staff
PROTECTI AGRET BETWEEN
AVISTA CORPORATION AND
IDAHO PULIC UTalrIE COMMISSJON STAFF 7
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EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 13th day of Marh
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.
~:.(l , '£4.4JJ\
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~vDt?
Date
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EXHIBIT" A"
I have reviewed the foregoing Protective Agreement dated this 13th day of March
2008 in Case Nos. AVU-E-08-01lAVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.
C1MÒ \ 1\ l &.VDS
Patricia Hars
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street. Boise, Idaho
Business Address
Commssion Staff
Pary
\Yv~1. \?: ';ÇQ'6
Date
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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. 7
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Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
3/1~ lo.,
Date
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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.~);?Ú
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
~IQ"D~
Date
e e
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.ç:~L
Davi~une
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Party ..
3~/4-o8
Date
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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.
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Rick Sterling
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission StaffPar
~40?¿
Date
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EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 13th day of March
2008 in Case Nos. AVU-E-08-01lAVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
3~1°z(
Date
e e
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 13th day of March
2008 in Case Nos. AVU-E-08-01lAVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.~
Marilyn Parker
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
.3-11~l)1
Date
e e
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 13th day of March
2008 inCase Nos. AVU-E-08-01/AVU-G-08-01 and agree to be bound by the terms and
conditions of such Agreement.
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
3114~3Date I
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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.
J~ CAlncl
Terri Carlock
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission StaffPar
3)JO)2008iDate