United States District Court, W.D. Wisconsin
D. PETERSON District Judge.
court has reviewed the parties' submissions regarding the
form of the preliminary injunction. Because defendants'
circumstances and systems differ, the court will issue a
separate order for preliminary injunction for each defendant.
The orders will be the same in many respects, differing
primarily in the implementation procedures and deadlines. In
this opinion, the court explains its decisions on the main
points of contention; the terms of the preliminary
injunctions will reflect these decisions.
court's general perspective is that the preliminary
injunctions extend a lifeline to Authenticom, to maintain its
viability until this case is finally decided on the merits.
The preliminary injunctions are not intended to give
Authenticom free reign to maximize its business as it sees
fit while the court keeps defendants sidelined. Accordingly,
Authenticom will be allowed access to defendants' systems
for dealers who authorized Authenticom to provide data
integration services as of May 1, 2017, the date Authenticom
filed suit. That date marks Authenticom's earliest
assertion in this court that it was suffering irreparable
harm as a result of defendants' conduct. Accordingly, the
court will allow Authenticom to return to that point to serve
those dealers who, as of that date, authorized Authenticom to
access DMS data and provide data integration services.
access to defendants' DMSs is generally limited to
read-only data exporting. In supporting its proposed form of
injunction, Authenticom contended that “writing back
data” is “an important part of Authenticom's
services (and a need of many vendors).” Dkt. 182, at 4.
But the assertion is conclusory, and it is not consistent
with Authenticom's presentation on the merits of its
motion for preliminary injunction, where it downplayed the
need for data write-back. See Dkt. 143, ¶¶
45-46 (According to Steve Cottrell: “Nearly all of
Authenticom's business . . . does not ‘push'
data[.] . . . The only portion of Authenticom's current
business that ‘pushes' data to the DMS is a service
that Authenticom provides to cleanse the dealership's
customer information stored in the DMS.”). So,
consistent with its previous testimony, Authenticom may write
back only to provide data-cleansing services for the dealers
for whom it was providing data-cleansing services as of May
1, 2017, and this type of access is limited to the CDK DMS.
It is not clear that Authenticom was providing data cleansing
for Reynolds dealers as of May 1, 2017, so the court will not
require Reynolds to allow Authenticom to write back to the
will need to secure the dealer's authorization to access
specific data fields, and Authenticom will need to
communicate those authorized data fields to defendants.
Authenticom does not say that it is unable to provide this
information or that it would be unduly burdensome; rather, it
summarily contends that such a “provision is
unwarranted.” Dkt. 182, at 5. But as the court
explained in its July 14, 2017 opinion and order,
Authenticom's access is appropriately restricted to those
data fields reasonably necessary to provide data integration
services. Dkt. 172, at 22. And defendants have a right to
know what those fields are. Once Authenticom secures the
dealer's authorization and represents to defendants that
the authorized fields are reasonably necessary to provide
data integration services, defendants will facilitate access.
That said, defendants will not be able to unilaterally second
guess the dealer's and Authenticom's representation
that access to specific data fields is authorized and
reasonably necessary. If defendants believe that Authenticom
is accessing data that is not reasonably needed for its data
integration services, they will have to bring that matter to
the court's attention.
court rejects the notion suggested by Reynolds that the
preliminary injunction has to provide Authenticom with access
to its DMS in a manner identical to Reynolds's previous
“whitelisting” approach. Reynolds's previous
whitelisting for certain vendors and dealers demonstrates
that Reynolds was willing and able to allow some exceptions
to its customary means of allowing third-party access to its
DMS. But the court is not persuaded that it must pattern the
injunction on Reynolds's past whitelisting practices. The
court adopts a simpler approach in which Reynolds will issue
one set of Authenticom-specific credentials for each dealer,
not one set for each dealer/vendor relationship. One set of
credentials will allow Authenticom to access the authorized
data fields necessary to provide data integration services
for all the vendors that provide services to that dealer.
Similarly, the court will not adopt Reynolds's
“Data Tracking Certification” proposal. Reynolds
does not explain why it needs to track where Authenticom
sends the dealer's data.
court is not at all persuaded by Reynolds's conclusory
statements about the effort it would take to set up user
credentials for Authenticom. The court will grant
Authenticom's motion to strike, Dkt. 188, the July 21,
2017 declaration of Robert Schaefer, Dkt 181-1. Authenticom
is correct that the court did not invite further evidentiary
submissions after affording the parties ample opportunity to
present evidence on all issues pertinent to Authenticom's
motion for preliminary injunction. At the evidentiary
hearing, Reynolds's explanation of its security needs
relied heavily on vague metaphors (such as “iron
gates” and “sandboxes”) rather than actual
data and measurements. But even if the court were to consider
the latest Schaefer declaration, the court would not find it
persuasive because it contains Schaefer's
seat-of-the-pants estimates based on some unspecified
“past experience.” And it apparently assumes that
each Authenticom credential would be set up manually for a
particular vendor/dealer pair. The court has rejected that
approach, and Schaefer does not appear to have considered
whether, if called upon to process a larger number of
credentials, the process could be streamlined or automated
with Authenticom's cooperation. Moreover, the court is
limiting Authenticom to dealers that had authorized
Authenticom to provide data integration services as of May 1,
2017, so that restriction will ameliorate the burden on
court will also enjoin defendants from enforcing those
provisions in its contracts with dealers or vendors that
restrict, or have the effect of restricting, any dealer or
vendor from obtaining data integration services from
Authenticom. Enforcing these provisions would effectively
prevent Authenticom from providing data integration services
to dealers as contemplated under the injunction. For the same
reason, the orders prevent defendants from retaliating
against any dealer or vendor as result of its decision to do
business with Authenticom.
court's determination of other issues will be apparent
from the two ...