Opinion
21-cv-02584 (GHW) (VF)
09-09-2022
BOOKENDS & BEGINNINGS LLC, on behalf of itself and all others similarly situated, Plaintiff, v. AMAZON.COM, INC.; HACHETTE BOOK GROUP, INC.; HARPERCOLLINS PUBLISHERS L.L.C.; MACMILLAN PUBLISHING GROUP, LLC; PENGUIN RANDOM HOUSE LLC; SIMON & SCHUSTER, INC., Defendants.
ORDER ON LETTER MOTIONS TO SEAL
VALERIE FIGUEREDO UNITED STATES MAGISTRATE JUDGE
On October 22, 2021, Plaintiff filed a letter motion to redact portions of Plaintiff's memoranda in opposition to Defendants' motions to dismiss. See ECF No. 93. On November 22, 2021, Amazon filed a letter motion to redact portions of its reply memorandum of law in support of its motion to dismiss. See ECF No. 113. The party seeking redaction in each instance bears the burden of justifying the proposed redactions. Having reviewed both letter motions and the proposed redactions, the motions to seal are GRANTED.
For purposes of the discussion that follows, I assume the parties' familiarity with the facts of this case and its procedural history, both of which are recounted in my Report and Recommendation addressing Defendants' motions to dismiss. See ECF No. 146.
Both letter motions to seal seek to redact discussions in the memoranda of law concerning “specific alleged terms of Amazon's and the Publisher Defendants' confidential agreements relating to the sale of print books.” See ECF No. 113 at 1; ECF No. 93 at 1. Amazon argues that disclosure of these terms would reveal commercially sensitive information, because Amazon negotiates its agreements with each publisher individually, with the core terms remaining confidential. ECF No. 113 at 1. Amazon contends that public disclosure of these confidential terms would give the Publisher Defendants and the publishing industry as a whole access to commercially sensitive information about relevant terms and conditions contained in their competitors' distribution agreements with Amazon. Id. Plaintiff also notes that Defendants agreed to provide Plaintiff's counsel access to these agreements on a confidential, attorney's eyes-only basis, and that Plaintiff agreed that it would seek leave to file under seal any discussion of the terms of those agreements in its filings to the Court. ECF No. 93 at 1. A review of the proposed redactions confirms that the redactions are limited to specific, confidential terms of the distribution agreements between Amazon and the Publishers.
Amazon has demonstrated that disclosure of these contractual terms could harm Amazon and/or its business partners by disadvantaging them in negotiating future distribution agreements with publishers. Moreover, courts in this District routinely permit parties to redact commercially sensitive information in order to protect these sorts of competitive interests. See, e.g., Rubik's Brand Ltd. v. Flambeau, Inc., No. 17-CV-6559 (PGG) (KHP), 2021 WL 1085338, at *1 (S.D.N.Y. Mar. 22, 2021); Gracyzk v. Verizon Commc'ns, Inc., No. 18-CV-6465 (PGG), 2020 WL 1435031, at *8-9 (S.D.N.Y. Mar. 24, 2020) (“Courts in this Circuit routinely permit parties to redact sensitive financial information.”). And, the redactions are narrowly tailored and limited to specific, non-public contractual terms. Given these circumstances, there are legitimate competitive interests at stake that outweigh the public's interest in the redacted material. Because the redactions in the memoranda of law are reasonably tailored to protect sensitive contractual terms, the redactions are appropriate.
CONCLUSION
Based on the standard set forth by the Second Circuit in Lugosch v. Pyramid Co., 435 F.3d 110 (2d Cir. 2006), the Court finds that the parties' motions to seal (ECF Nos. 93 & 113) should be GRANTED. The Court respectfully requests that the Clerk of Court terminate the motions at ECF Nos. 93 and 113.
Respectfully submitted,