I. INTRODUCTION

*1 Before the Court is Plaintiff ConsumerDirect, Inc.'s (“ConsumerDirect”) Motion to Compel (the “Motion”) Against Defendants Pentius LLC (“Pentius”) and Array US Inc. (“Array” and, together with Pentius, “Defendants”). (Dkt. No. 232.) On July 26, 2023, the Court held a hearing on the Motion (the “Hearing”) and took the matter under submission. (Dkt. No. 300.) On August 8, 2023, the Honorable James V. Selna, United States District Judge, issued an order regarding Defendants' motions for summary judgment. (Dkt. No. 311.) Array subsequently filed an Application to file a Supplemental Memorandum in Opposition to the Motion. (Dkt. No. 315.) ConsumerDirect then filed a Reply Application. (Dkt. No. 319.) This matter is ready for decision.

II. BACKGROUND

ConsumerDirect moves to compel defendants Pentius and Array to product documents in response to Requests for Production of Documents (“RFPs”). By this Motion, pursuant to RFP No. 21 to Pentius and RFP No. 96 to Array, ConsumerDirect seeks Defendants' agreements with the three credit bureaus, TransUnion, Equifax, and Experian (the “Bureau Agreements”), and contracts between IDCS and TransUnion (the “IDCS Contract”), Profinity and CSID (the “Profinity Contract”), and CSID and TransUnion (the “CSID Contract”). ConsumerDirect seeks the production of these documents with 1B and 3B pricing terms unredacted. (Dkt. No. 232-2 at 5, 8.) Pursuant to RFP Nos. 80–83 to Pentius and RFP Nos. 149–152 to Array, ConsumerDirect seeks documents sufficient to show the number of 1B and 3B reports that Defendants purchased from the three bureaus and then sold to clients (“Purchase and Sales Records”). (Dkt. No. 232-2 at 5.)[1]

III. LEGAL STANDARD

Rule 26 permits discovery of “any nonprivileged matter that is relevant to any party's claim or defense and proportional to the needs of the case,” considering various factors. FED. R. CIV. P. 26(b)(1). “The party seeking to compel discovery has the burden of establishing that its request satisfies the relevancy requirements of Rule 26(b)(1). The party opposing discovery then has the burden of showing that the discovery should be prohibited, and the burden of clarifying, explaining or supporting its objections.” Alves v. Riverside Cnty., 339 F.R.D. 556, 559 (C.D. Cal. 2021) (quotations and citations omitted); Table de France, Inc. v. DBC Corp., No. EDCV 19-423-JGB, 2019 WL 6888043, *5 (C.D. Cal. 2019). “The party opposing discovery is required to carry a heavy burden of showing why discovery should be denied.” Alves, 339 F.R.D. at 559 (quotations and citations omitted). “The district court enjoys broad discretion when resolving discovery disputes, which should be exercised by determining the relevance of discovery requests, assessing oppressiveness, and weighing these factors in deciding whether discovery should be compelled.” Alves, 339 F.R.D. at 559 (quotations and citations omitted).

IV. DISCUSSION

A. RFPs to Pentius

*2 ConsumerDirect argues that the unredacted Bureau Agreements, IDCS Contract, Profinity Contract, and CSID Contract are all relevant to its unfair competition claim against Pentius. That claim alleges Pentius circumvented industry pricing standards, allowing Defendants to unfairly compete by buying 1B reports from the three bureaus, merging them into 3B reports, and selling them to customers without having to pay the higher cost of 3B reports. (Dkt. No. 232-2 at 6–7.) ConsumerDirect avers that the agreed pricing is relevant to show this industry standard of companies paying higher prices for 3B reports or 1B reports used for the purpose of merging them into 3B reports. (Dkt. No. 232-2 at 13–14.) Defendants argue that pricing should be (or should remain) redacted because pricing is commercially sensitive to the parties and bureaus, and ConsumerDirect has not proved it is relevant and necessary. (Dkt. No. 232-2 at 16.)

Pentius' Bureau Agreements are relevant to ConsumerDirect's unfair competition claim because they will reveal the contractual terms agreed to by the Bureaus. The IDCS Contract is also relevant for this same reason because Pentius acquired IDCS and purchased data from TransUnion through this contract. (Dkt. No. 232-2 at 13.) The same is not true, however, for the Profinity Contract and CSID Contract. Neither CSID nor Profinity are parties to this case. Profinity does not exist anymore, existed separately from Pentius, and did not exist when Array formed. (Dkt. No. 232-2 at 13–15.) Two non-party agreements are not proportionally relevant to establishing “industry standards.” These two contracts, therefore, are not relevant to ConsumerDirect's unfair competition claim or any other claim remaining in the case.

Defendants argue these documents should not be produced or should be redacted because they contain confidential pricing terms. However, the cases Defendants rely on to support their position relate to the protection of a party's trade secrets. (Dkt. No. 232-2 at 16–17) (citing In re Apple & AT & TM Antitrust Litig., No. C07-05152 JW PVT, 2010 WL 1240295, at *2 (N.D. Cal. Mar. 26, 2010) and Hartley Pen Co. v. United States District Court, 287 F.2d 324, 328 (9th Cir.1961)). In re Apple found that, “[b]ecause the iPhone source code is a trade secret, plaintiffs have the burden to establish that it is both relevant and necessary.” See 2010 WL 1240295, at *2. And Hartley Pen dealt with “ink made under a secret formula comprising a trade secret belonging to Formulabs.” See 287 F.2d at 325. Defendants do not explain how the bureaus' pricing for the bureaus' reports would amount to any party's trade secrets. See, e.g., Marantz Bros., LLC v. Tate & Lyle Ingredients Americas LLC, No. CV 20-317 PSG (AFMX), 2022 WL 17190270, at *13 (C.D. Cal. July 28, 2022) (“The Court fails to see how the price Defendant charged Plaintiff for Defendant's own product constitutes Plaintiff's trade secret.”), reconsideration denied, No. CV 20-317 PSG (AFMX), 2022 WL 17185977 (C.D. Cal. Sept. 19, 2022).

Moreover, there is a Protective Order in place in this case. Defendants do not explain why the Protective Order (Dkt. No. 129) is insufficient to quell the purported confidentiality concerns. ConsumerDirect's counsel represented at the Hearing that the Protective Order and the use of “Highly Confidential – Attorneys' Eyes Only” designations would appropriately protect the pricing terms. Counsel assured the Court that only litigation counsel would have access under such designations. Therefore, the confidentiality concerns raised do not warrant denying production of relevant contracts with unredacted pricing terms.

The Motion is granted as to RFP No. 21 to Pentius only with respect to its Bureau Agreements and the IDCS Contract. The Court orders Pentius to produce these documents with pricing terms unredacted and stamped as appropriate under the Protective Order.

*3 ConsumerDirect moves to compel Pentius to produce its Purchase and Sales Records—documents that show the number of 1B and 3B reports Pentius purchased from the three bureaus (TransUnion, Equifax, and Experian) and sold to clients. As noted above, ConsumerDirect alleges Pentius bought 1B reports from the bureaus, merged them into 3B reports, and then sold them to customers without having to pay the higher 3B report cost to the bureaus. (Dkt. No. 232-2 at 6–7.) ConsumerDirect claims that, by doing so, Pentius circumvented industry pricing standards allowing it to unfairly compete. (Id.) ConsumerDirect argues that Pentius' Purchase and Sales Records are relevant to showing the extent to which Pentius unfairly competed in this way. (Dkt. No. 232-2 at 21.) Defendants argue that producing such records would be unduly burdensome, because responsive documents do not neatly tie purchases from the bureaus to sales to customers. (Dkt. No. 232-2 at 23–24.)

The Court agrees that Pentius' Purchases and Sale records are relevant. Defendants' arguments against production based on burden seem to relate only to Array. The Motion is granted as to RFP Nos. 80–83 to Pentius.

B. RFPs to Array

ConsumerDirect's Motion argues that the Bureau Agreements are relevant to its unfair competition claim against Array—i.e., that Array circumvented industry pricing standards by buying 1B reports from the three bureaus, merging them into 3B reports, and selling them to customers without having to pay the higher cost of 3B reports, allowing Array to unfairly compete. (Dkt. No. 232-2 at 6–7) (citing to Dkt. No. 93 ¶¶ 52–53.) That claim is no longer in the case. (Dkt. No. 311 at 23.)[2]

ConsumerDirect also argues that the Bureau Agreements are relevant to its interference with contract claim against Array,[3] which alleges Defendants interfered with ConsumerDirect's “relationship with its customer Identity Club by offering to sell Identity Club 3B reports at lower than the bureaus' own costs.” (Dkt. No. 232-2 at 14; Dkt. No. 93 ¶¶ 82–83.) Pricing in the Bureau Agreements and IDCS Contract are relevant to whether Defendants offered Identity Club lower prices for 3B reports. For the same reasons discussed above, however, the Profinity Contract and CSID Contract are not relevant to this claim or any other claim. And the Court does not find Defendants' confidentiality concerns over pricing terms warrant denying production.

The Motion is granted as to the RFP No. 96 to Array only with respect to its Bureau Agreements and the IDCS Contract. The Court orders Array to produce these documents (to the extent it has not already done so) with pricing terms unredacted and stamped as appropriate under the Protective Order.

ConsumerDirect also moves to compel Array's Purchase and Sale Records, specifically documents that show the number of 1B and 3B reports Array purchased from the three bureaus (TransUnion, Equifax, and Experian) and sold to clients. ConsumerDirect generally argues that these documents are “relevant to [its] interference and unfair competition claims ....” (Dkt. No. 232-2 at 5.) As noted above, ConsumerDirect's unfair competition claim and interference with prospective business claim are no longer in the case. (Dkt. No. 311 at 23, 28.) And ConsumerDirect does not explain how these documents are specifically relevant to its interference with contract claim, which alleges Defendants interfered with ConsumerDirect's relationship with Identity Club “by offering to sell Identity Club 3B reports at lower than the bureaus' own costs.” (Dkt. No. 93 ¶¶ 82–83.)

*4 ConsumerDirect also argues that Array's Purchase and Sales Records are relevant to disproving Array's counterclaim that ConsumerDirect interfered with Array's relationship with TransUnion, resulting in damages.[4] (Dkt. No. 232-2 at 22; Dkt. No. 275 at 5.) ConsumerDirect asserts that it needs historical purchase and sales data to determine the accuracy of Array's damage projections, relating to TransUnion. (Dkt. Nos. 232-2 at 22, 275 at 5.)

Array argues that the Purchase and Sales Records requests are overbroad and not relevant to its damage projections relating to TransUnion. Array explains that its damages expert detailed his calculation in his report. (Dkt. No. 232-2 at 23.) Array argues that it has already produced all the underlying data supporting that calculation, and that ConsumerDirect has not provided any justification for its position that historical costs are relevant. (Id.)

The Court agrees with Array, to an extent. ConsumerDirect's request for Array's Purchase and Sales Records related to Equifax and Experian is overbroad because Array's counterclaim only relates to TransUnion. But more historical data concerning Array's purchases and sales of TransUnion reports is relevant to Array's damages projections.

The Motion is granted as to RFP Nos. 149–152 to Array only with respect to Array's purchase and sales of TransUnion reports.

V. CONCLUSION

The Motion is granted in part and denied in part. Defendants are ordered to produce responsive documents consistent with this order by no later than September 27, 2023.

IT IS SO ORDERED.