Loading...
HomeMy WebLinkAbout20220316Protective Agreement.pdfPROTECTIVE AGREEMENT BETWEEN ''-'-j'fi"./Ii1liL'Lj -rrLv .=,2ii'1i:i ii .i.?{ll: l0 IDAHO POWER COMPANY AND .. i.. , . i...:ii" rDAHo puBLIC urILrrIEs coMMlssroN srAFF " '' lnb (AND OTHER PARTIES AS APPLICABLE) CASE NO. IPC.E.22.O6 Application for Approval of a Replacement Special Contract with Micron Technology, Inc. and a Power Purchase Agreement with Black Mesa Energy, LLC This Protective Agreement is entered into this l0th day of March 2022by Idaho Power Company ("Idaho Power") and the Idaho Public Utilities Commission Staff, and other parties as applicable. Recitals: 1. WHEREAS,ldaho Power and the ldaho Public Utilities Commission Staffanticipate that parties to this proceeding may make requests to provide, or make available for review, certain information, considered by its custodian to be of a trade secret, privileged or confidential nature (as defined in ldaho Code $$ 74-107 through 74-109 and 48-801). 2. WHEREAS, ldaho Power and the undersigned parties agree that entering into a Protective Agreement will expedite the production of documents; will afford the necessary protection to Idaho Power's and the undersigned parties' employees and/or representatives in Case No. IPC-E-22-06 who might review the information and subsequently be requested to reveal its contents by setting forth clear cut parameters for use of Confidential lnformation, and will protect Confidential Information which might be provided during the course of the proceedings, now therefore. IT IS I{EREBY STIPULATED AND AGREED AS FOLLOWS: 1. (a) Confidential Information All documents, data, information, studies and other materials fumished pursuant to any requests for information, subpoenas or other modes of discovery (formal or informal), and including depositions, that are claimed to be of trade secret, proprietary or confidential nature (herein referred to as "Confidential Information") shall be so marked by the parly or entity providing the information by stamping the same with a designation indicating its trade secret, proprietary or confidential nature and printed on "yellow" paper. IDAPA 31.01.01.067. 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. rDAPA 31.01.01.233. !nlll\Jrt IPC-E-22-06 _ PROTECTTVE AGREEMENT - I (b) Protection of Confidential Information Access to and review of Confidential lnformation shall be strictly controlled by the terms of this Agreement. Unless otherwise ordered, Confidential lnformation, including transcripts of 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 shall not be disclosed to individuals who have not executed the nondisclosure agreement set forth in Exhibit 664." (c) Use of Confidential Information All persons who may be entitled to review, or who are afforded access to any Confidential Information by reason of this Agreement shall neither use nor disclose the Confidential Information for purposes of business or competition, or any purpose other than the purpose of preparation for and conduct of the proceedings, and then solely as contemplated herein, and shall keep the Confidential Information secure as trade secret, confidential or proprietary information and in accordance with the purposes and intent of this Agreement. (d) Persons Entitled to Review Access to Confidential Information shall be limited to counsel of the undersigned parties, employees, experts, agents or representatives of the undersigned parties who have executed an Exhibit "A" to this Agreement. Such information will be clearly marked and protected from unauthorized public disclosure. (e) Non-disclosure Asreement Confidential Information shall not be disclosed to any person who has not signed a non- disclosure agreement on this form, which is attached hereto as Exhibit "A" and incorporated herein. The non-disclosure 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 certiff in writing 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 the providing pafi, before disclosure is made. 2. Copies No copies or transcriptions of the Confidential Information shall be made by the recipient except as necessary to make the information available to individuals who have executed an Exhibit "A" to this Protective Agreement. IPC-E-22.06 _ PROTECTIVE AGREEMENT. 2 3. Non-waiver of Obiection to Admissibilitv The furnishing 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 party to object to its relevance or admissibility in any proceedings before this Commission. 4. Challense to Conlidentialitv (a) Initial Challense This Protective Agreement establishes a procedure for the expeditious handling of information that a party claims is confidential. Any party may challenge the characterization of any information, document, data or study claimed by the providing party to be a ffade secret, proprietary or confidential information. A party seeking to challenge the confidentiality of any information shall first contact counsel for the providing party and attempt to resolve any difference by stipulation. Resolution may include removing the confidential classifications, creating a non- confidential summary, reformatting the information, etc. (b) Subsequent Challense ln the event that the parties cannot agree as to the character of the information challenged, any party challenging the confidentiality may petition the Commission to rule upon the disputed information. The Petition shall be served upon the Commission and all parties to the case who have signed an 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 the challenging party. (c) Challenee Hearins The challenging party 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 the providing party and the Commission. The record of the in camera hearing shall be marked *CONFIDENTIAL - Subject to Protective Agreement." To the extent necessary, the ffanscript 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. IPC-E.22.06 _ PROTECTIVE AGREEMENT - 3 (d) Determination The parties 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 $$ 74-l0l through 74-126). If information is found to be not exempt from disclosure, no party shall disclose such challenged material or use it in the public record, or otherwise outside the proceedings for at least five (5) business days unless the providing party consents to such conduct. This procedure enables 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) Receiot Into Evidence Provision is hereby made for receipt into evidence in this proceeding of materials claimed to be confidential in the following manner: (1) If the requesting party intends to use Confidential Information or to make substantive reference to Confidential lnformation supplied to it under this Agreement, it shall give reasonable prior notice of such intention to the providing party and shall provide copies ofthe used Confidential [nformation or substantive reference to Confidential Information only to the providing pa$, and such other parties, if any, who have executed an Exhibit "A" to this Protective Agreement. @ One (l) copy of the used Confidential Information or substantive reference to Confidential Information or substantive reference to Confidential Information described in paragraph 5(a)(l) shall be placed in the sealed record. (3) The copy of the documents to be placed in the sealed record shall be tendered by counsel for the providing party 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. IPC-E-22-06 -PROTECTIVE AGREEMENT - 4 (c) /z Camera Hearing and Transcripts Any Confidential Information that must be orally disclosed at a hearing in the proceedings shall be offered atan 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 teated as provided herein for Confidential lnformation. (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 inthis 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) Apneal 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 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 ofthe sealed record has been designated by the appealing party as necessary to the record on appeal. 6. Use in Pleadinss Where references to Confidential Information in the sealed record or with the custodian is required in pleadings, briefs, arguments, or motions (excep 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 lnformation contained therein. Any use of or substantive references to Confidential lnformation 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 served only on counsel of record who have signed the nondisclosure agreements set forth in Exhibit "A" attached to this Protective Agreement, and may, in turn, be disclosed by them only to individuals who likewise signed Exhibit "A". IPC.E.22.O6 _PROTECTIVE AGREEMENT - 5 7. Summarr of Record If deemed necessary by the Commission, the providing parties shall prepare a written summary of the Confidential Information referred to in Orders to be issued to the public and the parties. 8. Return or Destruction of Confidential Information (a) Upon request of the providing party, all original documents and copies of the Confidential Information shall be: (l) returned to the providing party; or (2) or at the option of the recipient destroyed within thirty (30) days after the final settlement or conclusion of the proceedings, including administrative or judicial review thereof. After return or destruction of documents pursuant to this paragraph, and upon request, a written receipt verifying retum or destruction shall be provided by counsel. (b) On a case-by-case basis and upon notification to the utility, the Commission Staff may retain one copy of the Confidential Information under seal. Notwithstanding any other provision in this Agreement, any member of Staffmay review and use that copy ofthe Confidential Information outside this proceeding while performing his or her duties as a Staff member. Staffls use and disclosure of the Confidential Information in a later Commission proceeding shall be subject to any protective agreement signed in the proceeding. (c) 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 the providing paf'y, be either returned to the providing party or, at the option of the recipient, destroyed. 9. Effective Date This Protective Agreement shall become effective on the date hereof. ilt t/t IPC.E.22.O6 - PROTECTIVE AGREEMENT - 6 DATED this lfth day of March2022. IDAHO POWER COMPAITY By:fuzk)et/+- Donovan E. Walker Idaho Power Company l22l West Idaho Street Boise,Idaho 83702 Attorney Representing Idaho Power Company IDAHO PT]BLIC UTILITIES COMN{ISSION STAFF By: Riley Deputy General Idaho Public Utilities Commission I l33l W. Chinden Blvd., Bldg 8, suite 201-A (83714) PO Box 83720 Boise, Idaho 83720-0074 Attorney Representing the Idaho Public Utilities Commission Staff IPC.E-22-06 _PROTECTIVE AGREEMENT - 7 EXIIIBIT '(A' I have reviewed the foregoing Protective Agreement dated March 10,2022, in Case No. IPC-E-22-06 and agroe to be bound by tho terms and conditions of such Agree,luent. Public Utilitiss Commission Employer sr Firm 11331 W. Chinden Blvd., Building 8, Suite 201-A Boiee. Idaho 83714 Business Address Commfusion Staff Party 'ZL Date EXHIBIT"A" EXIIIBIT '(A' I have rcviewed the foregoing hotective Agrwment dated March 10,2022, in Case No. fPC-E-22-ffi and agree to be bound by the tcrms and conditions of such Agreement. Michacl Public Utilities Commission Employeror Firm 11331 W. Chinden Blvd-, Building 8, Suite 201-A Boise- Idaho 83714 Business Address Commlssion Staff Party Date EXHIBIT'4" EXHIBIT ..A'' I have reviewed the foregoing Protective Agreement dated March 10,2022, in Case No. IPC-E-22-06 and agree to be bound by the terms and conditions of such Agreement. Jr rt Co** Terri Carlock Public Utilities Commission Employer or Firm I l33l W. Chinden Blvd., Building 8, Suite 201-A Boise.Idatro 83714 Business Address Commission Sfaff Party Date EXHIBIT"A'' EXHIBIT 3'A' I have reviewed the foregoing Protective Agreement dated March 10,2022, in Case No IPC-E-22-06 and agree to be bound by the terms and conditions of such Agreement. Keyt Puhlic I Itilities Commrssrnn Employer or Firm I l33l W. Chinden Blvd., Building 8, Suite 201-A Boise.Idalp 83714 Business Address Commission Staff Party Date EXHIBIT'A" EI(HIBIT "^A' I have rcviowed the foregoing Prorcotive Ageernent daed March 10,2022, in Case No. IPC-R22-06 and agree to be bound by the tcrms and conditions of such Agrecmcnt. -/aaa)- &r4o,r*r* Travis Culberton Public Util itios C,ornmission Employer orFirm I l33l W. ChindenBlvd., Building 8, Suite 201-A Boise- klehn R?714 Business Address Cnmmission Steff u15t20?2 Date Party EXHIBIT*A"