SMRH:489025408.1 SAMSUNG’S REVISED ADMINISTRATIVE MOTION TO SEAL 

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SHEPPARD, MULLIN, RICHTER & HAMPTON LLP

A Limited Liability Partnership 

Including Professional Corporations 

GARY L. HALLING, Cal. Bar No. 66087 

ghalling@sheppardmullin.com 

MICHAEL W. SCARBOROUGH, Cal. Bar No. 203524 

mscarborough@sheppardmullin.com 

MONA SOLOUKI, Cal. Bar No. 215145 

msolouki@sheppardmullin.com 

Four Embarcadero Center, 17th Floor 

San Francisco, California 94111-4109 

Telephone: 415.434.9100 

Facsimile: 415.434.3947 

Attorneys for Non-Parties 

SAMSUNG ELECTRONICS CO., LTD., 

SAMSUNG SEMICONDUCTOR, INC. and 

SAMSUNG ELECTRONICS AMERICA, INC. 

UNITED STATES DISTRICT COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN JOSE DIVISION 

FEDERAL TRADE COMMISSION, 

 Plaintiff, 

QUALCOMM INCORPORATED, 

 Defendant. 

Case No. 17-cv-0220-LHK-NMC 

The Hon. Lucy H. Koh 

NON-PARTY SAMSUNG’S REVISED 

ADMINISTRATIVE MOTION TO 

MAINTAIN UNDER SEAL AS TO THE 

AGREEMENTS THAT ARE THE 

SUBJECT OF THIS COURT’S ORDER 

ECF NO. 1123 

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 Non-parties Samsung Electronics Company Ltd., Samsung Semiconductor Inc., 

and Samsung Electronics America Inc. (collectively “Samsung”) previously filed an 

Administrative Motion to Maintain Under Seal a small portion of Andrew Hong’s testimony and 

Ten Trial Exhibits, and the Declaration of Sanghoon Park in Support of Samsung’s Administrative 

Motion to Maintain Under Seal (“Park Decl.”). ECF No. 1112. Samsung also filed provisionally 

under seal unredacted versions of the ten trial exhibits that were the subject of its sealing motion. 

ECF No. 1128. 

Pursuant to this Court’s follow-up Order re agreements (ECF No. 1123) and this 

Court’s Order granting Samsung’ motion for an extension of time to file (ECF No. 1130), 

Samsung files this Revised Administrative Motion to Seal Exhibits CX2628, JX0006, JX0047 and 

JX0122 provisionally under seal. Samsung is not withdrawing its motion as to the remaining 

documents it filed under seal which sought to seal the remaining documents in their entirety. 

Samsung filed those documents in unredacted form provisionally under seal in ECF No 1128. 

This motion only addresses the Court’s Order related to the trial exhibits listed in the table below 

in order to narrow the scope of Samsung’s prior sealing request as to those agreements. For 

brevity and given non-party Samsung’s time constraints in making this motion, Samsung 

incorporates by reference its arguments in its previous sealing motion and the Park declaration 

supporting sealing of these four agreements (ECF No. 1112). For the Court’s reference and 

convenience, Samsung is also refiling the supporting Park declaration with this motion. 

Samsung has made its best effort to narrow the sealing request to the complex 

financial terms of the agreements, including those definitions and provisions that would otherwise 

reveal the royalty or other payment amounts and terms, royalty rates, and/or the manner in which 

royalties are calculated or are otherwise affected or modifiable due to the occurrence of certain 

events. Thus, these limited portions clearly meet the compelling reasons standard for sealing. 

Of the four agreements, JX0006, JX0047 and JX0122 are not solely Samsung’s 

proprietary information. As to these exhibits, Samsung cannot waive Qualcomm’s right to file its 

own sealing motions as to the portions Qualcomm considers proprietary. Qualcomm will make a 

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separate request for sealing to the Court regarding the portions that it considers proprietary. 

Nonetheless and to comply with the Court’s order to file both unredacted (under seal) and public 

redacted versions of these exhibits, Samsung is filing a joint unredacted version of those 

agreements that include both non-party Samsung’s and Defendant Qualcomm’s sealing requests 

[in red marking] in Exhibits JX0006, JX0047 and JX0122. Samsung’s sealing requests are 

reflected in the table below. The redactions that are not addressed in the table below reflect 

Qualcomm’s sealing requests, including for sections of JX0122 which Samsung also seeks to seal 

but for the reasons stated below has not had sufficient time to move with respect to. Samsung is 

also filing a publicly-redacted version of each agreement, as required by the Court, that reflect the 

both non-party Samsung’s and Defendant Qualcomm’s joint redaction requests. 

Although Exhibit JX0122 appears to contain multiple Samsung and Qualcomm 

agreements from 2018 (QAPPCMSD02163035 – 133), Samsung did not receive appropriate 

notice from the FTC regarding what documents were included in that exhibit because the 

documents were produced by Qualcomm, not Samsung and no bates numbers or copies of its 

content were provided to Samsung. Samsung understood Exhibit JX0122 to include only the 2018 

SULA Amendment (QAPPCMSD02163037 – 066) and thus only moved to seal that document 

supported by the Park Declaration. However, because the exhibit contains several other 

agreements that were produced by Qualcomm, Samsung has thus incorporated Qualcomm’s 

request to seal portions of the remaining agreements in order to avoid publicly disclosing those 

portions of these other agreements in a public redacted version. As noted, Qualcomm is separately 

moving the Court as to the redactions in the remaining agreements which came from Qualcomm’s 

production. 

Accordingly, Samsung respectfully moves this Court to issue an Order to seal the 

following portions of the trial exhibits to be presented Monday, January 7, 2019: 

Samsung 

Exhibit 

Trial 

Exhibit 

Location of Information Type of Information Relevant 

Standard 

Samsung 

Exhibit B 

CX2628 Table in §4.4(a) at SFT0036349 Pricing terms Compelling 

Reasons 

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Samsung 

Exhibit B 

CX2628 §4.5(a) at SFT-0036351 Pricing terms Compelling 

Reasons 

Samsung 

Exhibit B 

CX2628 §4.5(d) and §4.7 at SFT0036352 Pricing terms Compelling 

Reasons 

Samsung 

Exhibit B 

CX2628 Second line at SFT-0036377 Pricing terms Compelling 

Reasons 

Samsung 

Exhibit C 

JX0006 §3.1 at JX0006-009 Licensing fees Compelling 

Reasons 

Samsung 

Exhibit C 

JX0006 §§5.2.1 - 5.2.4 at JX0006-

012 – 13 

Royalty rates Compelling 

Reasons 

Samsung 

Exhibit C 

JX0006 §5.4 at JX0006-014 – 15 Royalty rates Compelling 

Reasons 

Samsung 

Exhibit C 

JX0006 §6.2 at JX0006-016 – 17 Royalty rates and 

terms 

Compelling 

Reasons 

Samsung 

Exhibit C 

JX0006 §7.1 at JX0006-017 Pricing terms and 

payment terms 

Compelling 

Reasons 

Samsung 

Exhibit C 

JX0006 Percentages, unit values, and 

dollar values in §1 of Side 

Agreement at JX0006-036 

Pricing terms Compelling 

Reasons 

Samsung 

Exhibit C 

JX0006 Dollar amounts in §2 of Side 

Agreement at JX0006-037 

Pricing terms Compelling 

Reasons 

Samsung 

Exhibit D 

JX0047 §2 at JX0047-016 Guaranteed payment 

terms 

Compelling 

Reasons 

Samsung 

Exhibit D 

JX0047 §4; §4.1 and subsections at 

JX0047-019 – 26 

Royalty rates Compelling 

Reasons 

Samsung 

Exhibit D 

JX0047 §4.2.3 at JX0047-027 Royalty rates and 

pricing terms 

Compelling 

Reasons 

Samsung 

Exhibit D 

JX0047 §4.4.1 at JX0047-028 – 29 Royalty rates, pricing 

terms, minimum 

payment terms 

Compelling 

Reasons 

Samsung 

Exhibit D 

JX0047 §4.4.3.1 at JX0047 – 031 Pricing terms and 

minimum payment 

terms 

Compelling 

Reasons 

Samsung 

Exhibit D 

JX0047 §4.4.3.2 at JX0047-032 – 33 Royalty rates, pricing 

terms, minimum 

payment terms 

Compelling 

Reasons 

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Samsung 

Exhibit D 

JX0047 §7 at JX0047-052 – 54 Pricing terms, 

payment terms 

Compelling 

Reasons 

Samsung 

Exhibit D 

JX0047 §12 at JX0047-056 Future expiration date 

for all terms 

Compelling 

Reasons 

Samsung 

Exhibit D 

JX0047 Exhibit C at JX0047-067 – 

68 

Royalty rates Compelling 

Reasons 

Samsung 

Exhibit E 

JX0122 §§2.1-2.2 at

QAPPCMSD02163042

Royalty rates, pricing 

terms, minimum 

payment 

Compelling 

Reasons 

Samsung 

Exhibit E 

JX0122 §3 at

QAPPCMSD02163044

Pricing terms and 

royalty rates 

Compelling 

Reasons 

Samsung 

Exhibit E 

JX0122 §4.1.2.1 at

QAPPCMSD02163046

Pricing terms Compelling 

Reasons 

Samsung 

Exhibit E 

JX0122 §6.2 at

QAPPCMSD02163061 – 62

Licensing and pricing 

terms 

Compelling 

Reasons 

Samsung 

Exhibit E 

JX0122 §7 at

QAPPCMSD02163062 – 63

Royalty rates Compelling 

Reasons 

Samsung 

Exhibit E 

JX0122 §17.2 at

QAPPCMSD02163065 – 67

Licensing and royalty 

terms 

Compelling 

Reasons 

Dated: January 5, 2019

SHEPPARD, MULLIN, RICHTER & HAMPTON LLP

By /s/ Gary L. Halling 

GARY L. HALLING 

Attorneys for Non-Parties 

Samsung Electronics Co., Ltd., 

Samsung Semiconductor Inc., and 

Samsung Electronics America Inc. 

Case 5:17-cv-00220-LHK Document 1132 Filed 01/05/19 Page 5 of 5