20100419Protective Agreement.pdf

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PROTECTIVE AGREEMENT
BETWEEN AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF
AN OTHER PARTIES AS APPLICABLE
DC('r:i\\ L.. \;.J 4.. i:
Z31n APR 19 M'111: 08
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This Protective Agreement is entered into this 14th day of April 2010 by Avista
Corporation (A vista) and the Idaho Public Utilties Commission Staff (Staff), and other paries as
applicable.
Recitals:
1. WHEREAS, Avista desires to make available to the Staff certain information,
and Staff desires to examine cerain information, respecting Avista's Application to Approve a
Change in Electrc and Natual Gas Rates and Prices (Case Nos. A VU-E-10-01lA VU-G-10-01).
2. WHEREAS, Avista, Staff, and other paries as applicable anticipate that Avista
may provide, or make available for review, certain information considered by Avista to be of a
trade secret, privileged or confidential natue (as defined in Idaho Code § 9-340 et seq. and § 48-
801 et seq.).
4. WHEREAS, A vista, Staff, and other paries as applicable agree that enterng
into a Protective Agreement wil expedite the production of documents; wil afford the necessar
protection to Avista's, Staffs, and other paries' 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 wil
protect Confidential Information which might be provided hereafter,
IT IS HEREBY STIPULATED AND AGREED AS FOLLOWS:
1. (a) Confidential Information.
All documents, data, information, studies and other materials furnished that are
claimed to be of trade secret, proprietar or confidential 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, proprietar or confidential nature and printed on "yellow"
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 strctly controlled by the terms of this Agreement.
PROTECTIVE AGREEMENT BETWEEN
AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 1
(b) 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 purose other than the
purpose of preparation for and conduct of Case Nos. A VU-E-10-01lA VU-G-10-01 and then
solely as contemplated herein, and shall keep the Confidential Information secure as trade secret,
confidential or proprietar information and in accordance with the puroses and intent of this
Agreement.
(c) Persons Entitled to Review.
Access to Confidential Information shall be limited to counsel of the undersigned
paries, employees, expers, 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 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 ters. The Agreement shall contain
the signatory's full name, peranent 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) returned to Avista, or (2) shredded by the holder of such documents.
Unless otherwise ordered, Confidential Information, including transcrpts 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
PROTECTIVE AGREEMENT BETWEEN
AVISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 2
shall likewise, be returned 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 wrtten receipt verifyng 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 retured to Avista or, at the option of the recipient, destroyed.
3. Non-waiver of Objection to Admissibilty.
The furnishing of any document, information, data, study or other materials puruant
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. Challenge to Confidentiality.
( a) Initial Challenge.
This Protective Agreement establishes a procedure for the expeditious handling of
information Avista claims is confidential. In any proceeding before the Commission, Staff or a
pary may challenge the characterization of any information, document, data, or study claimed by
A vista to be a trade secret, proprietar or confidential information. If seeking to challenge the
confidentiality of any information Staff or a pary 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, a pary 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 parties 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.
PROTECTIVE AGREEMENT BETWEN
AVIST A CORPORATION AND
IDAHO PUBLIC UTILITIES COl\MISSION STAFF 3
(c) Challenge Hearing.
The challenging pary 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 hearng shall be commenced no earlier
than five (5) business days after serving the Petition on Avista, the Commission, and other pary.
The record of the in camera hearng shall be marked "CONFIDENTIAL -- Subject to
Protective Agreement." To the extent necessar, 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 paries wil ask the Commission to issue an Order determining whether any
challenged information or materal 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, paries shall not disclose such challenged material or use it in
the public record or otherise outside the proceedings for at least five (5) business days unless
Avista consents to such conduct. This procedure enables the providing pary to seek a stay or
other relief from the Commission's Order removing the restrctions of this Agreement from
materal 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 materals
claimed to be confidential in the following maner:
(1 ) If a pary 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 Confidential 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 Confidential Information described in Paragraph 5(a)(1)
shall be placed in the sealed record.
PROTECTIVE AGREEMENT BETWEEN
AVISTACORPORATION 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 to the Commission, and shall be maintained in accordance
with the terms of ths Protective Agreement.
(b) SeaL.
While in the custody of the Commission, materials containing Confidential
Information shall be marked "CONFIDENTIA - 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 hearng 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 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 ths Protective
Agreement, uness such information is released from the restrctions of this Agreement either
though agreement of the paries or after notice to the paries and hearng, pursuant to the order
of the Commission and/or the final order of a court having final jursdiction.
(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 court. If a portion of the record is forwarded
to a court 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 BETWEN
A VISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 5
6. Destruction.
Unless otherise ordered, Confidential Information provided pursuant to a discovery
request and ths Agreement, including transcripts of any discover 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 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 servced 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 necessary by the Commission, A vista shall prepare a wrtten summar of
the Confidential Information referred to in Orders to be issued to the public and the paries.
9. Ths Protective Agreement shall become effective on the date hereof.
PROTECTIVE AGREEMENT BETWEEN
AVISTACORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 6
DATED this 14th day of April 2010.
AVISTA CORPORATION
ByDavid e
A vista Co oration
P.O. Box 3727
1411 E. Mission Ave.
Spokane, WA 99220-3727
Vice President and Chief Counsel of Regulatory and
Goverent Affairs - A vista Corporation
IDAHO nmLIC UTILITIES COMM
By IrJr
Donald L. Howell,
Deputy Attorney General
Idaho Public Utilities Commission
472 West Washington Street
Boise, ID 83702-5918
ION STAFF
Attorney Representing
Idaho Public Utilities Commission Staff
By ~;. 0 l â ~4..Krstine~. Sasser -ç
Deputy Attorney General
Idaho Public Utilities Commission
472 West Washington Street
Boise, ID 83702-5918
Attorney Representing
Idaho Public Utilities Commission Staff
PROTECTIVE AGREEMENT BETWEEN
A VISTA CORPORATION AND
IDAHO PUBLIC UTILITIES COMMISSION STAFF 7
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of March
2010 in Case Nos. AVU-E-IO-0l/AVU-G-10-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
~ - 31'-- /"0
Date
/L.
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of March
2010 in Case Nos. AVU-E-lO-Ol/AVU-G-IO-OI and agree to be bound by the terms and
conditions of such Agreement.
G2:'','ll.. ~
Patricia Hars
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
fìt CLt! tL 30 i 2.0 / 0
Date
EXHIBIT" A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of March
2010 in Case Nos. AVU-E-IO-OI/AVU-G-IO-Ol and agree to be bound by the terms and
conditions of such Agreement.
gMje:Randy Lobb
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
3/.ztf / / D
Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of March
2010 in Case Nos. AVU-E-IO-Ol/AVU-G-IO-Ol and agree to be bound by the terms and
conditions of such Agreement.
~~Rick Sler1ing~
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Party
7't#t?Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of March
2010 in Case Nos. AVU-E-IO-01/AVU-G-10-Ol and agree to be bound by the terms and
conditions of such Agreement.
j.w CAalacl
Terri Carlock
Idaho Public Utilities Commission
Employer or Firm
472 W, Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
3.1d~)aoJOi iDate
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of Marh
2010 in Case Nos. AVU~E~IO-Ol/AVU-G-IO-OI and agree to be bound by the terms and
conditions of such Agreement.
Bed/'
~ CL"7 "51P'r ¿~V' tò l/-
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Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary.
Dll1.'1/1O
IDate
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of March
2010 in Case Nos. AVU-E-IO-Ol/AVU-G-IO-01 and agree to be bound by the terms and
conditions of such Agreement.
~~Ki~šî(;;iton
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
3l;ifp (:H/l
Date I f
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of March
2010 in Case Nos. AVU-E-IO-0l/AVU-G-IO-0l and agree to be bound by the terms and
conditions of such Agreement.
TJ
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
~ 12'" I \t)
Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of March
2010 in Case Nos. AVU-E-IO-Ol/AVU-G-IO-Ol and agree to be bound by the terms and
conditions of such Agreement.t~~
Curtis Thaden
Idaho Public Utilities Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Par
3,~Co-(o
Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of March
2010 in Case Nos. AVU-E-IO-OllAVU-G-IO-OI and agree to be bound by the terms and
conditions of such Agreement.
~~Mattew Ham . ~
Idaho Public Utilties Commission
Employer or Firm
472 W. Washington Street, Boise, Idaho
Business Address
Commission Staff
Pary
Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of March
2010 in Case Nos. AVU-E-IO-01/AVlJ-G-IO-OI 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
Part
3-'; ¿, -10
Date
EXHIBIT "A"
I have reviewed the foregoing Protective Agreement dated this 23rd day of March
2010 in Case Nos. AVU-E-IO-0IlAVU-G-IO-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
3hhJJDate I /