20110823Protective Agreement.pdf

AVU-E-IJ-OYAVD1-&~ //-DI
..
RECEIVED
. PR~TEr~IVE ~GREE~t1~Jlr 2? PM 4: 58
BETWEEN A" ISTA CORPORAYI()N AÑD
IDAHO PUBLIC UTILITIES COMMISSraISSrlltj:d .... ,_
tJ . r! L l "f l r= ,S C: () ¡'¡/\ ¡\,'~: "'~- :~) l \J
, i l r.This Protective Agreement is entered into this I t' day of August 2011 by A vista
Corporation (Avista) and the Idaho Public Utilities Commission Staff (Staft).
Recitals:
1. WHEREAS, Avista desires to make available to the Staff certain infonnation.
and Statf desires to examine certain information. respecting Av¡sta's Application to Approve a
Change in Electric and Natural Gas Rates and Prices (Ca.,e Nos. A VU-E- i I-OI/AVlJ-G-1 1-01).
2. WHEREAS, 1\vista and Staff anticipate that Avista may provide. or make
available for review. certain information considered by Avista to be of a trade secret. privileged
or confidential nature (as detined in Idaho Code * 9-340 ei seq. and § 48-801 elseq.J.
4. WHEREAS, Avista and Stafr agree that entering into a Protective Agreement
\vil expedite the productionof documents: will afl~)rd the necessary protection to Avista's and
Staff s employees and/or representatives in this proceeding who might review the int()rmation
and subsequently be requested to reveal its contents by setting forth clear cut parameters for usc
of Confidential Information. and will protect Confidential Int()rmation which might be provided
hcreatter.
IT IS HEREBY STIPlJLATED AND AGREED AS FOLLOWS:
1. (a) Confidential Information.
All documents. data. information. studies and other materials fumished that are
claimed to be of trade secret. proprietary or confidential nature (herein referred to as
"Confidential Information") shall be so marked by Avista by stamping the same \\!ith a
designation indicating its trade secret. proprietary or con1idential nature and printed on "colored"
paper. Any claim of con1identiality must be accompanied by an attomey's certilicate 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
lnfonnation shall be strictly controlled by the terms of this Agreement.
PROTECTIVE AGRHME~T BETWEE:\
AVIST,\ CORPORA T10~ A~D
IDAHO Pl'BLlC l'T1L1TIES ('0;\:\IS810:\ STAFF
(b) lJse of Confidential Information
All persons who may be entitled to review. or who are atTorded access to any
Confidential Infom1ation by reason of this Agreement shall neither usc nor disclose the
Confidential Information tor purposes of business or competition. or any purpose other than the
purpose of preparation for and conduct of Case ~os. A VU-E-II-O 1/A VU-G-I i -01 and then
solely as contemplatcd herein. and shall keep the Confidential Information sccurc as trade secret.
eontìdentiaI or proprietary intonnation and in accordance with the purposes and intent of this
Agreement.
(c) Persons Entitled to Review.
Access to Contïdential Infòrmation shall be limited to counsel of the undersigned
parties. employees. experts. agents or representatives of the undersigned parties who have
executed an r:xhibit "i\" to this Agreement. Such int(mnation wil be clearly marked and
protected from unauthorized public disclosure.
(d) Nondisclosure Agreement.
Confidential lntè.)nnation shall not be disclosed to any person who has not signed a
nondisclosure agreement on this fonn. 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 Agrcement and to certify in writing that he or she
has reviewed the same and has conscnted to be bound by its terms. The Agreement shall contain
the signatory's full name. permanent address. and employcr. Such agreemcnt shall be delivered
to counsel for Avista and acknmvledged and approved by Avistu before disclosure is made.
2. (a) Copies.
No copies or transcriptions of the Confidential Inf~)miation shall be made by Staff
and/or A vista except as necessary to make the infonnation available to individuals who have
executed an Exhibit "i\" to this Protective Agreement.
(b) Return of Confidential Information.
Upon request of Avista. all original documents and copies of the Cont1dential
Int()rmation shall be: ( I) returned to A vista. or (2) shredded by the holder of such documents.
Unless othel\\'ise 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
PROTEcnVE AGREEMENT BETI\'EEN
AVISTA CORPORATION AND
IDAHO PliBLIC trTILlTIES COMMISSION STAFF 2
shall likewise. be returned to counsel t()r A vista within thirty (30) days after tinal settlement or
conclusion of thc proceedings be10rc the Commission which Confidential In1onl1ation is relevant
including administrative or judicial review thereof. Alter return of documents pursuant to this
Paragraph. and upon request. a written receipt verifYing return shall be provided by counseL.
(c) Return of Notes.
Any notes maintained by a recipient of Confidential Infonnation. which embody or
reflect any of the Confidential Inforniation provided under this Agreement shalL. upon request of
A vista. be either returned to A vista or. at the option of the recipient. destroyed.
3. Non-waiver of Objection to Admissibilt\'.
The furnishing of any document. information. data. study or other matedals pursuant
to this Protective Agreement shall in no way limit or waive the right of the providing pal1y to
object to its relevance or admissibility in any proceedings before this Commission.
4. Challenge to Confidcntialit\..
(a) Initial Challenge.
This Protective Agreement establishes a procedure lor the expeditious handling of
information Avista claims is confidentiaL. In any proceeding before the Commission. Stair may
challenge the characterization of any int()rniation. document. data. or study claimed by A vista to
be a trade secret, proprietary or confidential intc)rmation. If seeking to challenge the
confidentiality of any int(mnation Stafr shall first contact counsel for Avisia and attempt to
resolve any difference by stipulation. Resolution may include removing the confidential
classifications, creating a non-confldential summary. refonl1atting the information. etc.
(b) Subsequent Challenge.
In the event that the parties cannot agree as to the character of the inl~)nnation
challenged. Staff may challenge the confidentiality of the int()rn1ation by petitioning in any
proceeding in which the information is relevant the Commission to rule upon the disputed
infonnation. The Petition shall be served upon the Commission and all parties to the procet'ding
who have signed on Exhibit "A" as provided in this Protectivc Agreement. The Petition shall
designate with specitìcity thc documcnt or material challcnged and statc the grounds upon which
the subject material arc decmed to be non-confidential by Staff.
PROTECTIVE AGRHME:'T BETWEEN
AVISTA CORPOR-\TlON A;\O
IDAHO Pl:BLlC lTILlTIES CO~lMISSIO:' STAFF J
(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 A vista 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 hearing shall be separately bound. segregated. sealed. and
\vithheld from public inspection by any person not bound by the terms of this Agreement.
(d) Determination.
The pai1ies 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
pursuant to the Idaho Public Records Act. (Idaho Code * 9-335 el seq.) If information is tound
to be not exempt from disclosure. Staff shall not disclose such challenged material or use it in the
public record or othenvisc outside the proceedings It)r at least five (5) business days unless
A vista consents to such conduct. This procedure enables the providing party to seck 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 çourt
of competent jurisdiction.
5. (i) Receipt Into Evidence.
Provision is hereby made tt)r rcceipt into evidence in this proceeding of materials
claimed to be conf1dcntial in the I()lIO\ving manner:
( i ) If Staff intcnds to use Confidential Information or to make substantive
reference to Con1idential Inf(mnatl0n 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 retèrence to Confidenlial Infbrmation only to the providing
party. and such other parties, if any. who have cxecutcd an Exhibit "A"
to this Protective Agreement.
(2) One (i) copy of the used Confidential Information or substantive
refèrence to Confidential Information or substantive retèrence to
Contldential Information described in Paragraph 5(a)( 1) shall be placed
in the sealed record.
PROTECTIVE AGREBIENT BETWEE:\
A VISTA CORPORATION AND
IJAllO PldBLlC lTILITIES CO "I \IISS 1 0-" STAff .l
(3) Only one ( I ) copy of the documents designated to be placed in a sealed
record shall be made. which copy shall be supplied by the providing
party.
(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 tenns of this Protective Agreement.
(b) ~.
While in the custody of the Commission, materials containing Confidential
lnfoffiation shall be marked "CONFIDENTIAL - SUBJECT TO ATTOR.~EY'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 Intt1rmarion that must be orally disclosed at a hearing in the
proceedings shall be offered at an in cumera hearing. attended only by pcrsons authorized to
have access to the information under this Protective Agreement. Similarly. any transcription of
any examination or other refcrence to Contidential Infonnation (or that portion of the record
containing Confidential Intt)rmation) shall be marked and treated as provided herein for
Confidential lnf()miation. Sec IDAPA 3) .01.0) .287.
(d) Access to Record.
Access to sealed testimony. records. and inf()rmation shall be limited to the
Commission and persons \vho 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 court having final jurisdiction.
(e) Appeal.
Should an appeal hom the proceeding be taken. scaled portions of the record may be
forwarded to any court of competent jurisdiction fbr purposes of an appeaL. but under seal/as
designated herein for the information and use of the court. If a portion of the record is forwarded
to a court under seal for the purposes of an appeaL. the providing party shall be notified which
portion of the scaled record has been designated by the appealing party as necessary to the record
on appeaL.
PROTECTIVE AGREEMENT BETWEEN
AVISTA CORPORATION AND
IDAHO PlJBLlC tTILITIES COMMISSION STAFF 5
6. Destruction.
Unless otherwise ordered. Confidential Information provided pursuant to a discovery
request and this Agreement. including transcripts of any discovery depositions to \vhich 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 within thirty (30) days after tina I
settlement or conclusion of this matter. including administrative or judicial review thereof.
7. Use in Pleadings.
Where retèrences 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 Confidential Information contained therein. Any use of or
substantive references to Contidential Intonl1ation 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
t~)rth in Exhibit "A" attached to this Protective Agreement. and may. in turn. be disclosed by
them only to individuals who likewise signed Exhibit "A".
8. Summary of Record.
If deemed necessary by the Commission. Avista shall prepare a written summary of
the Confidential Intt)rmation referred to in Orders to be issued to the public and the parties.
9. -Iliis Protective Agreement shall become effective on the date hereof
PROTECTIVE AGREEMENT BETWEEN
AVISTA CORPORATION AND
IO:\HO PlBLlC l"fJLlTIES ('O:\1\ISSI0;\ STAFI¡ 6
p'DATED this I ~ i' day of August 20 i i.
A VISTA CORPORATION
\'-. ~ ""-,-;/ / 1
By '. ,. .' /? -----'-. l.M / JDavi * ¡ eyer
ihista Corporation
P.O. Box 3727
14 i 1 E. Mission Ave.
Spokane. WA 99220-3727
Vice President and Chief Counsel for Regulatory and
Govemment Affairs - A vista Corporation
IOAHO PlJBLlc UTILITIES COMMISSION STAFF
By. #~) (2. ~"4' K ,
Knstine A. Sasser
Deputy Attomey General
Idaho Public Ctilitics Commission
472 ,"'cst Washington Street
Boise.1D 83702-59 i 8
Attomcy Representing
Idaho Public Utilities Commission Stair
PROTECTIVE AGREEME~T 8ETWE:E~
AVISTA CORPORATION A:'D
IDAlIO PliBLJ(' lTIUTIES CO\IMISSION STAFF 7
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this I (p ~ay of August 201 1
in Case Nos. AVU-E-l 1-0l/AVU-G-l 1-01 and agree to be bound by the tenns and conditions of
such Agreement.
ti ci
Idaho Public Utilties Commission
Employer or Finn
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
-t'Ú~~l!
Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this fb~y of August 201 I in
Case Nos. AVU-E-l l-Ol/AVU-G-I 1-01 and agree to be bound by the terms and conditions of
such Agreement.
:lM Cwùe
Terri Carlock
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Party
Date
8/1'5/2011
EXHIBIT" A"
I have reviewed the foregoing Protective Agreement dated this ilottay of August 201 1 in
Case Nos. AVU-E-ll-OI/AVU-G-ll-OI 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
i;~-úDate
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this J~ay of August 201 1 in
Case Nos. AVU-E-ll-OI/AVU-G-II-Ol and agree to be bound by the terms and conditions of
such Agreement.
~":-l til¡Jvi~ \,_/I!~Nv---'
Marilyn Pari(6r
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street. Boise, Idaho
Business Address
Commission Staff
Pary
f-/~ --C//
Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 110 ~ay of August 201 1
in Case Nos. AVU-E-l 1-0IlAVU-G-l 1-01 and agree to be bound by the terms and conditions of
such Agreement.~~
Curtis Thaden
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
ß- \5" \\
Date
EXHIBIT" A"
I have reviewed the foregoing Protective Agreement dated this \ b ~day of August 201 1
in Case Nos. AVU-E-l 1-0l/AVU-G-l 1-01 and agree to be bound by the terms and conditions of
such Agreement.
Z9sÆRic Sterling
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street. Boise, Idaho
Business Address
Commission Staff
Pary
t/.sIDate
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this llo~y of August 2011
in Case Nos. A VU-E- i i -0 i i A VU-G-l 1 -Oland agree to be bound by the terms and conditions of
such Agreement.
~~ Co'
Doug Cox
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
o gJ / .s/;io' l
Date ~ ·
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this \Io~ay of August 2011
in Case Nos. AVU-E-II-0l/AVU-G-I1-01 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
8lßjDate
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this \ b~ay of August 2011
in Case Nos. AVU-E-II-0l/AVU-G-I1-01 and agree to be bound by the terms and conditions of
such Agreement.
4~.)y~
Matttiew Elam
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
?/IS-/;(Date' i
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this ,gtday of August 20 i i
in Case Nos. A VU-E- i 1-011 A VU-G- i i -0 i 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
i /nLi!Date f