20221012Protective Agreement.pdf

I.:[CEIVED
PROTECTM AGREEMENT .!'nn r;tBET*EEN JIid ul:T I2 &H ll: 0I
VEOLIA WATER IDAIIO,INC., AND THE ii- ' :,tC pr-ltj:i0 - ^.IDAIIO PUBLIC UTILITIES COMMISSION STAFF :, i --, COMh{ISS:CN
vEo-w-22-02
(and other parties as applicable)
This Protective Agreement is entered into this 5e day of October, 2022by and between
Veolia Water Idaho, [nc. ("Company") and the Idaho Public Utilities Commission Staff
(*Staff'). Other parties to the proceeding, such as any intervenors, may enter into this Protective
Agreement by executing the Agreernent.
RECITALS:
l. WHEREAS, the Company and 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 ("Confidential Information") as
defined in ldaho Code $$ 74-107 through 74-109 and 48-801.
2. WHEREAS, the Company and the undersigned parties agree that entering into a
Protective Agreement will expedite the production of documents; will afford the necessary
protection to the Company's and the undersigned parties' employees and/or representatives in
the proceeding who might review the information and subsequently be requested to reveal its
contents by setting forttr clear cut parameters for use of Confidential Information; and will
protect Confidential Information which might be provided during the course of the proceedings,
now therefore,
IT IS IIEREBY STIPULATED AI\D AGREED AS FOLLOWS:
1. (a) Conlidential Information
All documents, data, information, studies and othermaterials fumished pursuant to any
requests for information, subpoenas or other modes of discovery (formal or informal), and
including depositions, that are claimed to be "Confidential Information" shall be so marked by
the party 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
31.01.01.067.02. lf inelectronic forrn, the Confide,ntial Information shall be reproduced
separately on a CD-ROM or other approved storage device and clearly marked as Confidential
lnformation. Id. Cotfidential Information may also be exchanged via a secure Sharepoint site or
Protective Agleement - VEO-W-22-02 Page - I
similar means, in which case the party providing the Confidential Information shall provide to
the Parties the password and other information necessary to obtain and download the
information.
A 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. See Rules 67.03 and 233; IDAPA 31.01.01.067.03 and .233.
(b) Protection of Confidential Information
Access to and review of Confidential Infonnation shall be strictly controlled by the terms
of this Agreement. Unless otherwise ordered, Confidential Information, 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 "A." IDAPA 31.01.01 .067 .03-.04, .287 .
(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 lnformation 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 conternplated
herein, and shall keep the Confidential lnformation secure as tade secret, confidential or
proprietary information and in accordance with the purposes and intent of this Agreement.
(d) Persons Entifled 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-disclosureAqreement
Confidential Inforrnation 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 certit/ in writing that
he or she has reviewed the same and has consented to be bound by its terms. The Agreement
Protective Agreement - VEO-W-22-02 Page -2
shall contain the signatory's full name, permanent address and employer. Such agreement shall
be delivered to counsel for the providing party before disclosure is made.
2. Copies
No copies or transcriptions of the Confidential Infonnation 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. )
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 Confidentialitv
(a) Initial Challenee
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 tade 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. IDAPA
31.01.01.067.04.
@) SubseouentChallenee
In the evsnt 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 infornation. The Petition shall be served upon the Commission and all parties to
the case 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 is deemed to be non-confidential by the challenging party.
(c) Challense 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
Protective Agreement - VEO-W-22-02 Page - 3
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 maTked "CONFIDENTIAL - Subject to Protective
Agreement." To the extent necessary, 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. See Rule 287, IDAPA 31.01.01.287.
(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
providing party to seek relief and to separate non-exempt material from that found 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 manner:
(1) If the requesting party 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 the
providing party and shall provide copies ofthe used Confidential
Information or substantive reference to Confidential Information only to
the providing party, and such other parties, 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 or substantive reference to Confidential
Information described in paragraph 5(a)(1) shall be placed in the sealed
record.
Protective Agreement - VEO-W-22-02 Page - 4
(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 Inforrnation
shall be maTked "CONFIDENTLAL - 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) .[z Canrera Hearins 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. Rule 243,DAPA
31.01.01.243. Similarly, my transcription of any examination or other reference to Confidential
Information (or that portion of the record containing Confidential Infomration) shall be marked
and teated as provided herein for Confidential Information. Rule 287, 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 restictions 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 jwisdiction.
(e) Appeal
Should an appeal from the proceeding be taken, sealed portions of the record may be
forwarded to any court of competeirt jurisdiction for purposes of an appeal, but under seal as
designated herein for the information and use of the court. See Idaho Court Administrative
Rules 32(9)(1), (15), and (i). If a portion of the record is forwarded to a court under seal for the
pu{poses 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.
6. Use in Pleadines
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
Protective Agreement - VEO-W-22-02 Page - 5
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
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 served only
on counsel of record who have signed the nondisclosure agreements set forth in Exhibit "A"
attached to this Protective Agreernent, and may, in turn, be disclosed by them only to individuals
who likewise signed Exhibit "A".
7. Summarv 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. Refurn or Destruction of Confidential Information
(a) Upon request of the providing party, all original documents and copies of the
Confidential lnfonnation shall be: (1) retumed to the providing party; or (2) or at the option of
the recipient destroyed within thirty (30) days after the fural settlement or conclusion of the
proceedings, including administrative or judicial review thereof. After retum or destruction of
documents pursuant to this paragraph, and upon request, a written receipt veriffing retum or
destruction shall be provided by counsel.
(b) On a case-by-case basis and upon notification to the utility, the Commission
Staffmay retain one copy of the Confidential lnformation under seal. Notwithstanding any other
provision in this Agreement, any member of Staffmay review and use that copy of the
Confidential krformation outside this proceeding while performing his or her duties as a Staff
member by signing an Exhibit A. StafPs use and disclosure of the Confidential Information in a
later Commission procesding shall be subject to any protective agreement signed in the
subsequent 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 party, be either returned to the providing party or, at the option of the recipient,
destoyed.
Protective Agreement - VEO-W-22-02 Page - 6
parties.
9. Effective Date
This Protective Agreeurent shall become effective on the date it is fully executed by the
DATED this 5ft day of October,2022
Vnoln Wlrnn Iolnor lxc.
By:,"A--Z-*
PrestonN. Caner
Givens Pursley, LLP
Attorneys Representing Veolia Water Idaho, Inc.
Iolno Punnc Uru,rrms ComvussroN SrArr
By:U,*furlh
By:
Chris Burdin
Deputy Attorney General
Dayn
Deputy Attorney General
Idaho Public Utilities Commission
I l33l W. Chinden Blvd., Bldg. 8, Suite 201-A
Boise,ID 83713
Attorneys Represe,nting
Idaho Public Utilities Commission Staff
Protective Agreeurent - VEO-W-22-02 Page - 7
@eserved for Interve,nor)
By:
IE:
(Resenred for Intervenor)
By:
Its:
@esenred for Intenrenor)
By:
Its:
Proteetive Agreement - VEO-W-22-02 Page - 8
EXHIBIT 3'A''
I have revicwed the foregoing Protective Agrcement dated Octob* 5,?0D., in Case No. VEO-W-22-
02 and agree to be bound by the terms and conditions of such Agreernent.
Public Utilities Commission
Employeror Firm
I l33l W. Chinden Blvd., Building 8, Suite 201-A
Boise.Idaho 83714
Business Address
Commission Stnff
{
Date
Party
0
Protective Ageement - VEO-W-22-02 Page - 9
EXHIBIT *A'
I have revierved the foregoing Protective Agreement daled October 5,2022, in Case No. VEO-W-22-
02 and agree to be bound by the terms and conditions of such Agreement.
Maupin
Public Utilities Commission
Employer or Firm
I l33l W. Chinden Blvd., Building 8, Suite 201-A
Boise- Idaho 83714
Business Address
Commission Staff
Party
4l0
Protective Agreement - VEO-W-22-02 Page - 9
EXHTBIT "A',
I have reviewed the foregoing Protectivc Agreanent dated October 5, 2022, in Case No. VEO-W-22-
02 and agree to be bound by the terms and conditions of such Agreement.
nA lil^^^^-
Ty Johnson $\
Public Utilities Commission
Employer or Firm
I l33l W. Chinden Blvd., Building 8, Suite 201-A
Rniep ldnhn 1771d,
Business Address
Commission Staff t
Party
5
Date
Protective Agreement - VEO-W-22-02 Page - 9
E (glBfr.w
I have revicwcd thc forcgoing Protcctive Agreemcnt dated October \m24 in Casc No.lrEo.W-22-
02 and agrlo tobe bottnd S thc tcrms ond condidons of such Agrecnrent
frataz &r&r,rArn
Travis Cnlbcrtson
Drrhlin I ltilitirc (r.nrnrniscinn
EmployerorFirm
I l33l W. Chirden Bhd, Building 8, Suitc 201-AEaile &lahrr n1?1,
Busincss Addrcss
Commission Staff
1AEDfr22
Dats
Party
Prctcctive Agecmcnt - \rEG,W-22-{12 Pagc - 9
EXIIIBIT "A'
I have rcviewed thc forcgoing Protcctivc Agrcemcnt dated fuobcr 5,20112, in Casc No. tfEO-W-22-
02 and rgrce to bc bound by thc tems and conditions of such Agrccmcnt.
Rick
hrblic Utilitics Commission
Employeror Firm
I l33l W. Chindcn BIvd., Building 8, Suite 201-A
Boise- Idaho 83714
Business Addross
Commission Staff
lo 5
Date
t
Party
Protective Agroenrent - VEO-W-22-02 Page - 9
EXIIIBIT '34''
I have reviewed the forcgoing Protective Agrcenrent dated October 5,202?" in Case No. VEO-W-ZI-
02 ad agrcc to be bound E the terms ud conditions of such Agreernent.d
El&d
Puhlic I ltilities Commission
Employcror Firm
I l33l W. Chindcn Blvd., Building 8, Suite 201-A
Boise.Idsho 83714
Business Addr€ss
Commi^qsion Stnfr
Party
to/ slr=
Date
Prototive ASfBemGnt - VEO-W-22-02 Pagc - 9
ETEIBIT.3A'
I harrr rcvia*cd rho foregoiry Protoctive Agrccmcnt dmed Octobcr 5,2AXL in Cacc No. VE&1V-22-
02 and ryrcc to bc boud by thc terms ard eonditions of mch Agrcement
Chrt Eechtby enalH.pdf
Chris Hccht
Public Utilitics Cornmission
EmploycrorFirm
ll33l W. ChindenBlvd,, Buildiru E, Suitt 20l-A
Boisc.Idnho 83714
BusinmAd&css
Commiccion Stefr
Pety
(htobcr SrZA22
Datc
Protcstiye Agrcqnont - \,EO"W-22-02 Pagc- 9
EXHIBIT "A'
I have reviewed the foregoing Protcctive Agreement dated Octobec 5,2022, in Case No. VEGW-22-
02 and agree to be bound by the terms and conditions of such Agrcemenl
hrblic Utilities Commission
Employer or Firm
I l33l W. Chinden Blvd., Building 8, Suite 201-A
Eoise Ideho n1714
Business Addrcss
Cnmrnissinn StrfF
Party
Date
Keyt
Protective Agreement - VEO-W-22-02 Page - 9
EXI{IBIT "A''
I have reviewed the foregoing Protective Agreement dated October 5,2022, in Case No. VEGW-22-
02 and agree to be bound by the terms and conditions of such Agrcement.
Jr; C,*U*
Teni Carlock
Public Utilities Commission
Employer or Firm
I l33l W. Chinden Blvd., Building 8, Suite 201-A
Boise.ldaho 83714
Business Address
Commission Staff
Party
tols )aoxe
flate
Protective Agreement - VEO-W-22-0?Page - 9
EXHIBIT ..A'
I have revierved the foregoing Protective Agreement dated October 5,2022, in Case No. VEO-W-22-
02 and agree to be bound by the terms and conditions of such Agreement.
Prrhlin t ltiliticc Onrnrnicsinn
Employer or Firm
I l33l W. Chinden Blvd., Building 8, Suite 201-A
Boise.ldaho 83714
Business Address
Commission Staff
Party
lo ll ?o"-Z
Date
Protective Agreement - VEO-W-22-02 Page - 9
EXHIBIT I'A'
I have reviewed the forcgoing Protective Agreement dated October 5,2022, in Case No. VEO-W-22-
02 and sgree to be bound by the terms and conditions of such Agreement.
Prrhlin I lriliricc linrnrniscinn
Employer or Firm
I l33l W. Chinden Blvd., Building 8, Suite 201-A
Rnicp ldqhn n1714
Business Address
Commission Staff
Party
tb e.2L
Date
Protective Agreement - VEO-W-22-02 Pagc - 9