Summary:The court granted the motion to compel Plaintiff to amend its response to Request for Production No. 17, which sought ESI in the form of documents, emails, and spreadsheets. The court also ordered Plaintiff to amend its responses and supplement its production on an ongoing basis, ensuring that all relevant ESI is produced in the case and allowing the parties to have access to all the evidence necessary to make their case.
Court:United States District Court, D. Minnesota
Date decided:
Judge:Brisbois, Leo I.
Marco Technologies, LLC, Plaintiff, v. Keith Midkiff, et al., Defendants Court File No. 19-cv-2323 (PJS/LIB) United States District Court, D. Minnesota Filed June 24, 2020 Brisbois, Leo I., United States Magistrate Judge ORDER *1 This matter comes before the undersigned United States Magistrate Judge pursuant to a general assignment made in accordance with the provisions of 28 U.S.C. § 636, and upon Midkiff and Urzendowski's Motion to Compel Discovery. [Docket No. 60]. For the reasons discussed below, the Court GRANTS in part and DENIES in part Midkiff and Urzendowski's Motion to Compel Discovery. [Docket No. 60]. I. BACKGROUND AND RELEVANT FACTS A. Relevant Factual Allegations and Procedural History In 2017, Defendants Keith Midkiff (“Midkiff”) and Dan Urzendowski (“Urzendowski”) were hired by Plaintiff Marco Technologies, LLC. (First Am. Compl. [Docket No. 54] ¶¶ 8, 14, 21–22). Prior to being hired, Defendants executed non-compete agreements that included non-solicitation provisions. (Id. ¶¶ 8–10, 14–17; Exs. 1, 2 [Docket No. 54-1], at 2–12). While employed by Plaintiff, Midkiff held the position of Technology Advisor. (First Am. Compl. [Docket No. 54] ¶ 21). “Midkiff had significant sales responsibilities and worked in the Nebraska and Iowa markets.” (Id.). In addition, “Midkiff had responsibility for numerous Marco Customer accounts.” (Id.). While employed by Plaintiff, Urzendowski held the positions of “Sales Manager – IT Solutions” and “Regional Sales Manager – IT Solutions.” (Id. ¶ 22). In both positions, “Urzendowski had significant sales responsibilities and was responsible for Nebraska and Iowa sales territories.” (Id.). “Urzendowski had responsibility, directly or indirectly, for numerous Marco customer accounts.” (Id.). For the duration of his employment, “Urzendowski was Midkiff's direct supervisor.” (Id. ¶ 21). During his employment, Urzendowski provided Heartland Business Systems (“Heartland”) with a copy of his non-compete agreement. (Id. ¶ 24). Urzendowski also discussed a business plan for the Nebraska market with Heartland and discussed recruiting other Plaintiff's employees. (Id. ¶¶ 25–26). In June 2019, “Urzendowski gave [Plaintiff] notice that he intended to resign from his employment.” (Id. ¶ 27). Shortly before his last day of employment with Plaintiff on June 28, 2019, Urzendowski informed his supervisor “that he was going to be a General Manager at Heartland,” which Plaintiff alleges is a direct competitor, and that “he would be responsible for Nebraska and Iowa.” (Id. ¶¶ 5, 28–29). On July 17, 2019, Urzendowski and another Heartland employee interviewed Midkiff. (Id. ¶ 32). “On or about August 6, 2019, Chad Shepherd (“Shepherd”), a Marco Systems Engineer, informed [Plaintiff] he was resigning to go work for Heartland.” (Id. ¶ 34). Shepherd had previously “worked closely with Urzendowski and Midkiff, servicing several of their accounts.” (Id.). Shepherd did not have a non-compete agreement. (Id.). On August 6, 2019, Midkiff's supervisor, “[k]nowing the close relationship that Midkiff, Shepherd, and Urzendowski had,” asked Midkiff if he planned on leaving his employment with Plaintiff. (Id. ¶ 36). “Midkiff responded that he would be staying but that he was concerned that his customers would follow Shepherd and Urzendowski to Heartland because both of them had strong relationships with their customers and Shepherd had knowledge and expertise that were critical to serving their customers.” (Id.). *2 The following day, on August 7, 2019, Midkiff told his supervisor “that he was resigning to work for Heartland, operating out of the Omaha branch that Heartland was in the process of opening.” (Id. ¶ 37). Midkiff “told his supervisor “that Heartland had recently grown their Des Moines presence and was looking to do the same in Omaha by hiring high-end, Cisco-certified engineers.” (Id.). Midkiff also told his supervisor “that he was leaving for Heartland because he believed Heartland was more committed to providing a better customer experience for his local customers in Omaha.” (Id.). Plaintiff alleges that “Urzendowski recruited both Shepherd and Midkiff to work with him at Heartland.” (Id. ¶ 42). Plaintiff further alleges that Urzendowski knew, or had reason to know, that Midkiff had executed a non-compete agreement, and that Urzendowski induced Midkiff to violate said non-compete agreement. (Id. ¶ 44). Moreover, Plaintiff alleges that “Urzendowski and Midkiff have been soliciting [Plaintiff's] customers and prospective customers in an attempt to bring their business to Heartland. (Id. ¶ 45). On August 14, 2019, Plaintiff filed its original Complaint in Stearns County. (Compl. [Docket No. 1]). In its original Complaint, Plaintiff asserted six counts against Defendants Midkiff and Urzendowski. Counts I and II alleged Breach of Contract against Midkiff and Urzendowski, respectively. (Id. ¶¶ 39–48). Counts III and IV alleged Breaches of Fiduciary Duty of Loyalty against Midkiff and Urzendowski, respectively. (Id. ¶¶ 49–58). Count V alleged Tortious Interference with Contract against Urzendowski. (Id. ¶¶ 59–64). And Count VI alleged Tortious Interference with Prospective Economic Advantage against both Defendants. (Id. ¶¶ 65–71). In October 2019, Plaintiff served discovery requests on Midkiff, Urzendowski, and Heartland. (Farganis Decl. [Docket No. 69] ¶¶ 4–5). In November 2019, Midkiff, Urzendowski, and Heartland provided their responses to Plaintiff's requests. (Id. ¶ 6–7). “Among the evidence discovered in the responses from Defendants and Heartland were emails and other electronic messages between Urzendowski and Heartland executives.” (Id. ¶ 8). Based on this evidence, Plaintiff moved to amend its Complaint to add Heartland as a Defendant on December 31, 2019. (Mot. for Leave to Am. Compl. and Add Def. [Docket No. 32]). On February 24, 2020, the Court granted in part and denied in part Plaintiff's motion to amend. (Order [Docket No. 51]). On February 26, 2020, Plaintiff filed its Amended Complaint which adds Heartland as a Defendant and asserts six claims against Defendants Midkiff, Urzendowski, and Heartland. (First Am. Compl. [Docket No. 54]). Counts I and II allege Breach of Contract against Midkiff and Urzendowski, respectively. (Id. ¶¶ 49–58). Counts III and IV allege Breaches of Fiduciary Duty of Loyalty against Midkiff and Urzendowski, respectively. (Id. ¶¶ 59–68). And Counts V and VI allege Tortious Interference with Contract against Urzendowski and Heartland, respectively. (Id. ¶¶ 69–80).[1] In their Answer to Plaintiff's First Amended Complaint, Defendants assert several affirmative defenses, including that: Midkiff and Urzendowski's non-compete agreements are unenforceable; “Plaintiff has waived its ability to enforce the claims;” “Plaintiff is estopped from raising its claims;” “[a]ny alleged tortious interference was justified;” and “[a]ny damages sustained by Plaintiff ... were caused or contributed by its own actions or inaction.” (Defs.’ Answer to Plf.’s First Am. Compl. [Docket No. 57], at 11). B. Relevant Discovery History *3 On November 8, 2019, Defendants Midkiff and Urzendowski served Plaintiff with their First Set of Interrogatories and First Requests for Production of Documents. (Farganis Decl. [Docket No. 69] ¶ 9). On December 20, 2019, Plaintiff served its Answers to Defendants’ First Set of Interrogatories and its Responses to Defendants’ First Requests for Production of Documents. (Id. ¶ 10; see also, Ex. A [Docket No. 64-1]; Ex. B [Docket No. 64-2]). On January 13, 2020, Midkiff and Urzendowski sent a deficiency letter to Plaintiff. (Ex. C [Docket No. 64-3]). On January 29, 2020, the Parties met and conferred telephonically regarding the purported deficiencies in Plaintiff's discovery responses. (Pavelko Decl. [Docket No. 64] ¶ 4). During the meet and confer, Plaintiff agreed to amend several of its responses but also stood by several of its objections. (See, Id. ¶¶ 4–5; Farganis Decl. [Docket No. 69] ¶¶ 12–26, 27–29). On February 12, 2020, Plaintiff served its First Amended Answers to Defendants’ First Set of Interrogatories and its First Amended Responses to Defendants’ First Request for Production of Documents. (Pavelko Decl. [Docket No. 64] ¶ 5; see also, Exs. A, B [Docket No. 69-1], at 2–27). On February 13, 2020, Plaintiff supplemented its production of documents. (Pavelko Decl. [Docket No. 64] ¶ 5). Plaintiff's supplemental production of documents included numerous missed hits for the search term “Heartland.” (Id. ¶¶ 5–6). On February 17, 2020, Defendants Midkiff and Urzendowski filed their first Motion to Compel Discovery. [Docket No. 45]. After said motion was filed, the Parties continued to discuss the purported deficiencies in Plaintiff's discovery responses, and Defendants Midkiff and Urzendowski told Plaintiff that a second motion to compel was in progress. (See, e.g., Ex. F [Docket No. 64-6]; Ex. G [Docket No. 64-7]; Ex. H [Docket No. 64-8]; Ex. E [Docket No. 69-1], at 43–44). On March 2, 2020, Plaintiff served its Second Amended Answers to Defendants’ First Set of Interrogatories and its Second Amended Responses to Defendants’ First Requests for Production of Documents. (Ex. I [Docket No. 64-9]; Ex. J [Docket No. 64-10]). On March 11, 2020, after Heartland was added as a Defendant, Plaintiff “served discovery requests on Heartland seeking, inter alia, documents and information related to [Plaintiff's] customers that Defendants have solicited and are now servicing on behalf of Heartland.” (Farganis Decl. [Docket No. 69] ¶ 41). Heartland had not responded to those requests as of March 24, 2020. (Id.). On March 17, 2020, Defendants Midkiff and Urzendowski withdrew their first Motion to Compel, [Docket No. 45], and stated that they were going to file “a different Motion to Compel that includes many of the issues in their [first] Motion to Compel ... as well as additional discovery issues that the Parties could not resolve after the first Motion to Compel was filed.” (Midkiff and Urzendowski's Notice of Withdrawal of Motion [Docket No. 59]). II. MIDKIFF AND URZENDOWSKI'S MOTION TO COMPEL DISCOVERY. [DOCKET NO. 60]. On March 17, 2020, Defendants Midkiff and Urzendowski filed the present motion to compel. (Midkiff and Urzendowski's Motion to Compel Discovery [Docket No. 60]). Defendants Midkiff and Urzendowski seek an Order of this Court compelling Plaintiff to amend its Answers to Interrogatory Nos. 1, 14, 15, 16, 17, and 18 and to amend and supplement its Responses to Document Request Nos. 5, 7, 8, 9, 10, 11, 13, 17, 25, and 26. (Mem. in Supp. [Docket No. 63], at 1). In addition, Defendants Midkiff and Urzendowski seek an Order of this Court compelling Plaintiff to re-designate several documents as merely “confidential” which are currently designated as “attorney's eyes only.” (Id. at 23).[2] A. Standard of Review *4 Federal Rule of Civil Procedure 26(b)(1) provides that “[p]arties may obtain discovery regarding any nonprivileged matter that is relevant to any party's claim or defense and proportional to the needs of the case, considering the importance of the issues at stake in the action, the amount in controversy, the parties’ relative access to relevant information, the parties’ resources, the importance of the discovery in resolving the issues, and whether the burden or expense of the proposed discovery outweighs its likely benefit.” Fed. R. Civ. P. 26(b)(1). Courts construe Rule 26(b)(1) broadly. Oppenheimer Fund, Inc. v. Sanders, 437 U.S. 340, 351 (1978); see also, Hofer v. Mack Trucks, Inc., 981 F.2d 377, 380 (8th Cir. 1992) (Rule 26 “is liberal in scope and interpretation, extending to those matters which are relevant”). However, the scope of discovery is intended to focus on the actual claims or defenses that are at issue in the litigation. See e.g., Sierrapine v. Refiner Prods. Mfg., Inc., 275 F.R.D. 604, 609 (E.D. Cal. 2011). As such, the party seeking discovery is required to make a threshold showing of relevance before production of information is required. Hofer, 981 F.2d at 380 In addition, “even if relevant, discovery is not permitted where no need is shown, or compliance would be unduly burdensome, or where harm to the person from whom discovery is sought outweighs the need of the person seeking discovery of the information.” Miscellaneous Docket Matter #1 v. Miscellaneous Docket Matter #2, 197 F.3d 922, 925 (8th Cir. 1999) (quoting Micro Motion, Inc. v. Kane Steel Co., 894 F.2d 1318, 1323 (Fed. Cir. 1990) (emphasis omitted)). “The party resisting production bears the burden of establishing lack of relevancy or undue burden.” St. Paul Reinsurance Co. v. Commercial Fin. Corp., 198 F.R.D. 508, 511 (N.D. Iowa 2000) (citations omitted). “On notice to other parties and all affected persons, a party may move for an order compelling disclosure or discovery.” Fed. R. Civ. P. 37(a)(1). Federal Rule of Civil Procedure 37(a)(3) provides for various motions to compel disclosure or compel discovery depending on the failure of the other party. Specifically, the Court may compel a discovery response if “a party fails to answer an interrogatory submitted under Rule 33” or “fails to produce documents ... as requested under Rule 34.” Fed. R. Civ. P. 37(a)(3)(B)(iii)–(iv). B. Analysis As noted above, Defendants Midkiff and Urzendowski seek an Order compelling Plaintiff to amend its Answers to Interrogatory Nos. 1, 14, 15, 16, 17, and 18 and to amend and supplement its Responses to Document Request Nos. 5, 7, 8, 9, 10, 11, 13, 17, 25, and 26. (Mem. in Supp. [Docket No. 63], at 1). i. Interrogatory No. 1 INTERROGATORY NO. 1: Identify each person answering, contributing, or assisting in any way in formulating any answer or response to this discovery. ANSWER: Plaintiff objects to this interrogatory as seeking disclosure of communications protected by the attorney-client privilege or attorney work product doctrine, or otherwise seeking mental impressions of counsel. Subject to and without waiving any objections, Plaintiff states that undersigned counsel prepared responses to these interrogatories based on a review of relevant documentation and consulting with employees of Plaintiff. AMENDED ANSWER: Plaintiff objects to this interrogatory as seeking disclosure of communications protected by the attorney-client privilege or attorney work product doctrine, or otherwise seeking mental impressions of counsel. Subject to and without waiving any objections, Plaintiff states that undersigned counsel prepared responses to these interrogatories based on a review of relevant documentation and consulting with employees of Plaintiff. Plaintiff further states that Sara Lommel, Human Resources Director, reviewed and verified Plaintiff's interrogatory responses, and Matthew Kanaskie, VP of IT Sales Operations, reviewed and verified Plaintiff's amended interrogatory responses. *5 (Ex. A [Docket No. 69-1], at 4–5). Defendants Midkiff and Urzendowski assert that they seek the identities of employees with whom Plaintiff's counsel consulted so that they “can determine which employees have information relevant to this dispute.” (Mem. in Supp. [Docket No. 63], at 7]. Defendants argue that “[t]he identity of these employees is relevant and proportional as they are the people providing [Plaintiff's] counsel with information relevant to the dispute.” (Id.). The Court agrees. Plaintiff represents that employees were consulted in preparing its Responses to Defendants Midkiff and Urzendowski's First Set of Interrogatories, and Defendants can know the identities of which of Plaintiff's employees were consulted. Therefore, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is GRANTED accordingly to the extent that it seeks an Order of this Court compelling Plaintiff to amend its Answer to Interrogatory No. 1. ii. Interrogatory No. 14 and Requests for Production of Documents Nos. 5, 7, 8, 9, and 10 INTERROGATORY NO. 14: Describe in detail any restructuring and/or cost-saving measures that Marco has undertaken from January 1, 2010, through the present, including, without limitation: reductions in force; hiring freezes; restrictions on salary increases or bonuses or other changes in compensation or bonus structures and systems for employees; discontinuation of any products, services, business, research and development projects or other projects. ANSWER: Plaintiff objects to this Interrogatory because it seeks information not relevant to the claims and defenses in the case, and because it is vague, overbroad in time and scope, unduly burdensome, highly invasive, and not proportional to the needs of the case. AMENDED ANSWER: Plaintiff objects to this Interrogatory because it seeks information not relevant to the claims and defenses in the case, and because it is vague, overbroad in time and scope, unduly burdensome, highly invasive, and not proportional to the needs of the case. Subject to and without waiving any objections, Plaintiff states that it did not engage in any specific cost-saving measures, as it understands that term, in the offices where Defendants Midkiff and Urzendowski worked from January 1, 2016 to the present, other than its general practice of prudently managing expenses throughout the company. (Ex. I [Docket No. 64-9], at 3–4). During the January 29, 2020 meet and confer, Defendants Midkiff and Urzendowski, through their counsel, agreed to narrow Interrogatory No. 14 in scope to only seek restructuring and/or cost saving measures undertaken from January 1, 2015, though the present that involve Plaintiff's Iowa and Nebraska markets. (Pavelko Decl. [Docket No. 64] ¶ 4). REQUEST NO. 5: Produce all documents which refer, relate, or pertain to any cost-saving measures that any Marco office at which Urzendowski and Midkiff worked has undertaken from January 1, 2016, through the present. RESPONSE: Plaintiff objects to this Request because it seeks information not relevant to the claims and defenses in the case, and because it is vague, overbroad, unduly burdensome, highly invasive, and not proportional to the needs of the case. Pursuant to these and its general objections, Plaintiff will not produce any documents in response to this Request. *6 AMENDED RESPONSE: Plaintiff objects to this Request because it seeks information not relevant to the claims and defenses in the case, and because it is vague, overbroad, unduly burdensome, highly invasive, and not proportional to the needs of the case. Subject to and without waiving any objections, Plaintiff states that it did not engage in any specific cost-saving measures, as it understands that term, other than its general practice of prudently managing expenses throughout the company. Therefore, no such responsive documents exist. (Ex. B [Docket No. 69-1], at 24). REQUEST NO. 7: Produce all documents which refer, relate, or pertain to any complaints or concerns raised by Urzendowski and Midkiff with Marco regarding customer service, customer satisfaction, or similar customer issues-including but not limited to concerns raised by the Defendants regarding adequate staffing and availability of engineers at Marco. RESPONSE: Plaintiff objects to this Request because it seeks information not relevant to the claims and defenses in the case, and because it is vague, overbroad, unduly burdensome, and not proportional to the needs of the case. Pursuant to these and its general objections, Plaintiff will not produce any documents in response to this Request. (Ex. B [Docket No. 64-2], at 7–8). REQUEST NO. 8: Produce all documents which refer, relate, or pertain to complaints or concerns raised by any of your employees regarding customer service, customer satisfaction, or similar customer issues-including but not limited to concerns about the staffing and availability of engineers at Marco, from January 2017 to the present. RESPONSE: Plaintiff objects to this Request because it seeks information not relevant to the claims and defenses in the case, and because it is vague, overbroad, unduly burdensome, and not proportional to the needs of the case. Pursuant to these and its general objections, Plaintiff will not produce any documents in response to this Request. (Ex. B [Docket No. 64-2], at 8). REQUEST NO. 9: Produce all documents which refer, relate, or pertain to any complaints or concerns raised by any of your customers from January 2017 to the present-including but not limited to concerns/complaints made by customers regarding engineer support from Marco. RESPONSE: Plaintiff objects to this Request because it seeks information not relevant to the claims and defenses in the case, and because it is vague, overbroad, unduly burdensome, highly invasive, and not proportional to the needs of the case. Pursuant to these and its general objections, Plaintiff will not produce any documents in response to this Request. (Ex. B [Docket No. 64-2], at 8–9). REQUEST NO. 10: Produce all documents which refer, relate, or pertain to any complaints or concerns raised by any of Midkiff's or Urzendowski's customers from January 2017 to the present-including but not limited to concerns/complaints made by customers regarding engineer support from Marco. RESPONSE: Plaintiff objects to this Request because it seeks information not relevant to the claims and defenses in the case, and because it is vague, overbroad, unduly burdensome, highly invasive, and not proportional to the needs of the case. Pursuant to these and its general objections, Plaintiff will not produce any documents in response to this Request. (Ex. B [Docket No. 64-2], at 9). Defendants Midkiff and Urzendowski argue that the information sought by Interrogatory No. 14 and Requests for Production of Documents Nos. 5, 7, 8, 9, and 10 is relevant to their defense that that the alleged breach of their non-compete agreements did not cause Plaintiff's damages, rather any damages were caused by Plaintiff's failure to adequately staff and service its customers. (See, Mem. in Supp. [Docket No 63], at 8, 14–15, 17). *7 “Damages awarded for a breach of a noncompete covenant ‘are measured by the business loss suffered as a consequence of the breach.’ ” Hansen v. N'compass, No. A14-0869, 2015 WL 1514010, at *7 (Minn. Ct. App. Apr. 6, 2015) (emphasis added) (quoting Faust v. Parrott, 270 N.W.2d 117, 120 (Minn. 1978)). To prove damages, Plaintiff must demonstrate “by a preponderance of the evidence that (a) profits were lost, (b) the loss was directly caused by the breach of the covenant not to compete, and (c) the amount of such causally related loss is capable of calculation with reasonable certainty rather than benevolent speculation.” Id. (quoting B & Y Metal Painting, Inc. v. Ball, 279 N.W.2d 813, 816 (Minn. 1979)). In the present case, Plaintiff alleges that Defendants Midkiff and Urzendowski breached their non-compete agreements by engaging in sales activity on behalf of Heartland and by soliciting Plaintiff's customers “in an attempt to bring their business to Heartland.” (See, Am. Compl. [Docket No. 54]). Plaintiff also alleges that Urzendowski further breached his non-compete agreement by recruiting Midkiff and Shepherd to work at Heartland. (See, Id.). Plaintiff's alleged damages arise from any profits that it lost when its customers left as a direct result of Defendants Midkiff and Urzendowski's alleged breach of their non-compete agreements. (See, Id.). Consequently, if said customers ceased conducting business with Plaintiff without any contact with Midkiff and Urzendowski, or if customers who had such contacts left for any reason other than Defendants Midkiff and Urzendowski's contacts in alleged breach of their non-compete agreements, then Plaintiff cannot establish damages. See, Hansen, 2015 WL 1514010, at *7. However, the motivations for why a given customer changed vendors are subjective, and a given customer's subjective motivations belong to that customer. Therefore, a given customer's subjective motivations for possibly ceasing to conduct business with Plaintiff can be derived directly from that customer through depositions or other non-party discovery. The subjective motivations behind a given customer's decision to cease conducting business with Plaintiff will not be evidenced by Plaintiff's overall internal operations, business management, business decision making, or strategic planning. Accordingly, the subjective motivations of a given customer for ceasing to do business with Plaintiff cannot be revealed by any unrelated internal restructuring and/or cost-saving measures undertaken by Plaintiff. Likewise, the subjective motivations of a given customer cannot be revealed by any unrelated complaints or concerns regarding customer service, customer satisfaction, or similar customer issues raised internally as part of Plaintiff's operations by Midkiff, Urzendowski, or Plaintiff's other employees. Nor can the subjective motivations of a given customer for ceasing to do business with Plaintiff be revealed by the unrelated complaints or concerns regarding customer service, customer satisfaction, or similar customer issues raised by any of Plaintiff's other customers who did not have contact with Midkiff and Urzendowski. Therefore, such information is not relevant to Defendants Midkiff and Urzendowski's defense that their alleged breach of their non-compete and non-solicitation agreements did not cause Plaintiff's damages. Defendants Midkiff and Urzendowski also argue that the information sought by Request for Production of Documents No. 7 is relevant to whether their non-compete agreements are enforceable. “[N]oncompete agreements are enforceable if they serve a legitimate employer interest and are not broader than necessary to protect this interest.” Kallok v. Medtronic, Inc., 573 N.W.2d 356, 361 (Minn. 1998). “The validity of the [non-compete agreement] in each case must be determined on its own facts and a reasonable balance must be maintained between the interests of the employer and the employee.” Bennet v. Storz Broad. Co., 134 N.W.2d 892, 899–900 (Minn. 1965). Here, any complaints and concerns raised by Defendants Midkiff and Urzendowski regarding customer service, customer satisfaction, or similar customer issues are not relevant to the reasonableness of their non-compete agreements. See, e.g., Bennet., 134 N.W.2d at 899 (“The test applied is whether or not the restraint is necessary for the protection of the business or good will of the employer, and if so, whether the stipulation has imposed upon the employee any greater restraint than is reasonably necessary to protect the employer's business, regard being had to the nature and character of the employment, the time for which the restriction is imposed, and the territorial extent of the locality to which the prohibition extends.”). Therefore, the internal operations, strategic planning, and customer service general information sought here is not relevant to whether Midkiff and Urzendowski's non-compete agreements are enforceable. *8 The threshold inquiry with regard to discovery issues is whether the moving party seeks discoverable material. Prokosch v. Catalina Lighting, Inc., 193 F.R.D. 633, 635 (D. Minn. 2000) (citing Shelton v. Am. Motors, 805 F.2d 1323, 1326 (8th Cir. 1986)). Pursuant to Federal Rule of Civil Procedure 26(b)(1), the scope of discoverable material is limited to that which is relevant to the parties’ claims or defenses. See, e.g., Mallak v. Aitkin Cty., No. 13-cv-2119 (DWF/LIB), 2016 WL 8607391, at *6 (D. Minn. June 30, 2016), aff'd, 2016 WL 8607392 (D. Minn. Sept. 29, 2016) (citing Sierrapine v. Refiner Prods. Mfg., Inc., 275 F.R.D. 604, 609 (E.D. Cal. 2011)). And the party seeking discovery is required to make a threshold showing of relevance before production of information is required. Hofer, 981 F.2d at 380. Here, the Court finds that Defendants Midkiff and Urzendowski have not made a threshold showing that the information sought by Interrogatory No. 14 and Requests for Production of Documents Nos. 5, 7, 8, 9, and 10 is relevant to any claims or defenses in this case. Therefore, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is DENIED to the extent that it seeks an Order of this Court compelling Plaintiff to amend its Answers to Interrogatory No. 14 and to amend and supplement its Responses to Requests for Production of Documents Nos. 5, 7, 8, 9, and 10. iii. Interrogatory Nos. 15 and Request for Production of Documents No. 25 and 26 INTERROGATORY NO. 15: Identify all engineers hired by Marco between the years of 2010 and the present and state whether they were required to sign a non-competition or non-solicitation provisions. ANSWER: Plaintiff objects to this Interrogatory as seeking information that is not relevant to the claims and defenses in this case and because it seeks information that precedes the time period relevant to the claims and defenses in this Case. (Ex. A [Docket No. 64-1], at 10). REQUEST NO. 25: Produce all non-competition or non-solicitation agreements signed by Marco engineers from January 1, 2010 to the present. RESPONSE: Plaintiff objects to this Request because it is not relevant to the claims and defenses in this case and because it seeks information that precedes the time period relevant to the claims and defenses in this case. Pursuant to this these and its general objections, Plaintiff will not produce any documents in response to this Request. (Ex. B [Docket No. 64-2], at 15–16). REQUEST NO. 26: Produce a job description for engineers. RESPONSE: Plaintiff objects to this Request because it is not relevant to the claims and defenses in this case and because it seeks information that precedes the time period relevant to the claims and defenses in this case. Pursuant to this objection and its general objections, Plaintiff will not produce any documents in response to this Request. (Ex. B [Docket No. 64-2], at 16). Defendants Midkiff and Urzendowski argue that the information sought by Interrogatory No. 16 and Requests for Production of Documents Nos. 25 and 26 is relevant to the reasonableness of their non-compete agreements. (See, Mem. in Supp. [Docket No. 62], at 9–11, 21–22). In support of their argument, Defendants cite to Electro-Craft Corp. v. Controlled Motion, Inc., 332 N.W.2d 890, 902 (Minn. 1983) as “holding employer's ‘minimal precautions’ to protect its confidential information, including requiring ‘some of its employees to sign a confidentiality agreement,’ were ‘not enough.’ ” (See, Mem. in Supp. [Docket No. 62], at 9–10). However, the claim asserted in Electro-Craft was for the misappropriation of trade secrets not the breach of a non-compete agreement. 332 N.W.2d at 893 (“Respondent ... sued appellants ... for misappropriation of trade secrets.”). *9 “Minnesota law distinguishes between a claim based upon the tort of misappropriation of trade secrets and confidential information and one based upon the breach of a non-compete provision in a contract.” Loftness Specialized Farm Equip., Inc. v. Twiestmeyer, 742 F.3d 845, 850 (8th Cir. 2014). In Electro-Craft, the Minnesota Supreme Court “explained that using a non-compete clause to protect information requires ‘a single act’ by the party seeking to protect the information,—presumably the act of entering the contract,” while “[t]he tort of misappropriation of trade secrets and confidential information, by contrast, requires ‘a continuing course of conduct’ by the party seeking to protect the information; that is, the party must make reasonable efforts to maintain the secrecy of the information.” Id.; see also, Electro-Craft, 332 N.W.2d at 901 (“It is this aspect of trade secret law which truly sets it apart from the other two means through which employers can protect information—patents, and employment contracts containing a non-competition clause.”). Here, the reasonableness of Midkiff and Urzendowski's non-compete agreements does not hinge in any way on whether Plaintiff required other employees to sign similar non-compete agreements. See, e.g., Bennet, 134 N.W.2d at 899. Moreover, the test to determine the reasonableness of a non-compete agreement is an objective one, thus it does not hinge in any way on what Plaintiff subjectively considers to be a reasonable restrictive covenant. See, e.g., Id. Accordingly, the identities of Plaintiff's other engineers, whether Plaintiff's other engineers signed non-compete agreements, the contents of any such other non-compete agreements, and the job description for Plaintiff's other engineers are not relevant to the objective reasonableness of the non-compete agreements signed by Midkiff and Urzendowski, neither of whom were employed by Plaintiff as engineers. Defendants Midkiff and Urzendowski also again argue that the information sought by Interrogatory No. 15 and Request for Production of Documents No. 26 is relevant to their defense that the alleged breach of their non-compete agreements did not cause Plaintiff's damages. (See, Mem. in Supp. [Docket No. 62], at 10, 22–23). Specifically, Defendants contend that Plaintiff lost customers because it “failed to adequately service its customers due to an inability to hire and keep quality engineers” not due to the alleged breach of their non-compete and non-solicitation agreements. As already explained above, however, the reasoning behind a given customer's decision to cease conducting business with Plaintiff is subjective. The subjective motivations of a given customer for ceasing to do business with Plaintiff cannot be revealed by Plaintiff's internal business decisionsconcerning employment policies regarding its engineers. Accordingly, the identities of Plaintiff's engineers, whether Plaintiff's engineers signed non-compete agreements, the contents of any such non-compete agreements, and the job description for Plaintiff's engineers is not relevant to Defendants Midkiff and Urzendowski's defense that that the alleged breach of their non-compete and non-solicitation agreements did not cause Plaintiff's damages. For the forgoing reasons, the Court finds that Defendants have not made a threshold showing that the information sought by Interrogatory No. 15 and Requests for Production of Documents Nos. 25 and 26 is relevant to the claims or defenses in this case. See, Hofer, 981 F.2d at 380. Therefore, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is DENIED to the extent that it seeks an Order of this Court compelling Plaintiff to amend its Answers to Interrogatory No. 15 and to amend and supplement its Responses to Requests for Production of Documents Nos. 25 and 26. iv. Interrogatory No. 16 INTERROGATORY NO. 16: Identify all circumstances in which Marco has hired an employee who had a non-competition, non-solicitation or confidentiality agreement with his/her former employer, from January 1, 2010 to the present. *10 ANSWER: Plaintiff objects to this Interrogatory as seeking information that is not relevant to the claims and defenses in this case and because it seeks information that precedes the time period relevant to the claims and defenses in this case. (Ex. A [Docket No. 64-1], at 10). Defendants Midkiff and Urzendowski argue that the information sought by Interrogatory No. 16 is relevant to the reasonableness of their non-compete and non-solicitation agreements. (See, Mem. in Supp. [Docket No. 62], at 11). Specifically, Defendants Midkiff and Urzendowski contend that the requested information “is relevant to determine how [Plaintiff] has reacted in such situations and what [Plaintiff] considers to be a reasonable restrictive covenant.” (Id.) However, as already observed, the reasonableness of non-compete agreements is determined using an objective test. See, e.g., Bennet, 134 N.W.2d at 899. What Plaintiff considers to be reasonable in other employee dealings is not relevant, nor are the circumstances where Plaintiff hired an employee, if any, who had a non-compete, non-solicitation, or confidentiality agreement with their former employer. Accordingly, the Court finds that Defendants have not made a threshold showing that the information sought by Interrogatory No. 16 is relevant to the claims or defenses in this case. Therefore, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is DENIED to the extent that it seeks an Order of this Court compelling Plaintiff to amend its Answer to Interrogatory No. 16. v. Interrogatory No. 17 and Requests for Production of Documents Nos. 11 and 13. INTERROGATORY NO. 17: Provide a detailed amount and calculation of the damages you are claiming in this action, including a specific and detailed breakdown of all claims and any form of damages, including the methodology for each calculation. ANSWER: Plaintiff objects to this Interrogatory to the extent it seeks the mental impressions of counsel and is premature. Subject to and without waiving any objections, Plaintiff states it is seeking all damages available to it under the law, including but not limited to disgorgement of all amounts unjustly received by Defendants, forfeiture of compensation previously paid to Defendants, lost profits and business, and attorneys’ fees and costs. Discovery is continuing and Plaintiff will supplement this answer accordingly. AMENDED ANSWER: Plaintiff objects to this Interrogatory to the extent it seeks the mental impressions of counsel and is premature. Subject to and without waiving any objections, Plaintiff states it is seeking all damages available to it under the law, including but not limited to disgorgement of all amounts unjustly received by Defendants, forfeiture of compensation previously paid to Defendants, lost profits and business, and attorneys’ fees and costs. The following provides our estimates of these damages to date: • Disgorgement: $500,000 • Forfeiture: $500,000 • Lost Profits and Business: $5 million • Attorneys’ Fees and Costs: $100,000 Discovery is continuing and Plaintiff reserves the right to supplement this answer accordingly. SECOND AMENDED ANSWER: Plaintiff objects to this Interrogatory to the extent it seeks the mental impressions of counsel and is premature. Subject to and without waiving any objections, Plaintiff states it is seeking all damages available to it under the law, including but not limited to disgorgement of all amounts unjustly received by Defendants, forfeiture of compensation previously paid to Defendants, lost profits and business, and attorneys’ fees and costs. The following provides our estimates of these damages to date: *11 • Disgorgement: $500,000 • Forfeiture: $500,000 • Lost Profits and Business: $5 million • Attorneys’ Fees and Costs: $100,000 Discovery is continuing and this answer will be supplemented accordingly after Plaintiff has had the opportunity to seek discovery from Heartland Business Systems, a newly-added Defendant, as such discovery will be critical to determining Plaintiff's damages. (Ex. I [Docket No. 64-9], at 4–5). REQUEST NO. 11: Produce all financial documents which refer, relate, or pertain to any client or account Urzendowski and Midkiff worked on or with while employed by Marco that you claim left to follow Urzendowski and Midkiff to Heartland; this includes, without limitation, profitability reports; reports or documents which contain information relating to the profit margin generated by any such account; reports or documents which contain information relating to the hourly rate charged or billed to the client or account; reports or documents which contain information relating to the internal rate assigned to the client or account; reports or documents which contain information relating to any internal rate assigned to Urzendowski and Midkiff; and reports or documents which reflect commissions paid on those accounts. RESPONSE: Plaintiff objects to this Request because it is overbroad and seeks information that is not relevant to the claims and defenses in this case. Subject to these objections and its general objections, Plaintiff will produce relevant, non-privileged documents reflecting revenue generated by clients worked on by Urzendowski or Midkiff from 2017 to 2019. AMENDED RESPONSE: Plaintiff objects to this Request because it is overbroad and seeks information that is not relevant to the claims and defenses in this case. Subject to these objections and its general objections, Plaintiff will produce relevant, non-privileged documents reflecting revenue and profit generated by clients worked on by Urzendowski or Midkiff from 2017 to 2019. (Ex. B [Docket No. 69-1], at 25). REQUEST NO. 13: Produce all documents which refer, relate, or pertain to any damages claimed by you and the method by which your damages have been calculated or determined, including, but not limited to, all notes, spreadsheets, calculations and preliminary or final estimates. RESPONSE: Plaintiff objects to this request to the extent it seeks documents that are attorney-client privileged or protected by the attorney work product doctrine. Subject to and without waiving these and any general objections, Plaintiff will produce any relevant, non-privileged documents that are responsive to this request. AMENDED RESPONSE: Plaintiff objects to this request to the extent it seeks documents that are attorney-client privileged or protected by the attorney work product doctrine. Subject to and without waiving these and any general objections, Plaintiff will produce any relevant, non-privileged documents that are responsive to this request. Plaintiff further states that discovery is continuing and responsive documents will be produced after Plaintiff has had the opportunity to seek discovery from Heartland Business Systems, a newly-added Defendant, as such discovery will be critical to determining Plaintiff's damages. *12 (Ex. J [Docket No. 64-10] at 3). Defendants Midkiff and Urzendowski argue that the information sought by Interrogatory No. 17 and Requests for Production of Documents Nos. 11 and 13 “is relevant for Midkiff and Urzendowski to analyze and defend [Plaintiff's] damages claim.” (See, Mem. in Supp. [Docket No. 62], at 11–12, 17–19). Defendants further argue that Plaintiff must provide “a specific amount and calculation of [Plaintiff's] alleged damages including the methodology for each calculation” and “must produce actual financial documents that support [its] alleged damages.” (Id.). As a threshold matter, the Court finds that the information sought by Interrogatory No. 17 and Requests for Production of Documents Nos. 11 and 13 is clearly relevant to Plaintiff's asserted damages. See, e.g., Gacek v. Owens & Minor Distribution, Inc., No. 09-3202 (PAM/LIB), 2010 WL 11534503, at *3 (D. Minn. Oct. 21, 2010), aff'd, 2010 WL 4286330 (D. Minn. Oct. 25, 2010) (quoting Marvin Lumber & Cedar Co. v. Norton Co., 113 F.R.D. 588, 593 (D. Minn. 1986)) (“It goes without saying that a defendant is entitled to discovery of its adversary's theory or measure of damages, its calculations under that theory, and expert opinions on the subject of damages.”). Nonetheless, Plaintiff argues that its Answer to Interrogatory No. 17 and Responses to Requests for Production of Documents Nos. 11 and 13 are not deficient. (Mem. in Opp'n [Docket No. 68], at 24–25, 29–29). Plaintiff asserts that it is waiting for Heartland's discovery responses and that it will amend its Answers and supplement its production once Plaintiff has received Heartland's discovery responses. (Id.). Plaintiff also asserts that it “is continuing its efforts to locate or generate documents that specifically address the profit issues raised by defendant.” (Id. at 29). First, the Court will address Plaintiff's alleged damages for disgorgement, lost profits and business, and attorney's fees and costs. In its Second Amended Answer to Interrogatory No. 17, Plaintiff provides an estimated amount of these damages. (Ex. I [Docket No. 64-9], at 4–5). Defendants Midkiff and Urzendowski argue that providing a mere estimated total is insufficient because they “do not seek an estimate of [Plaintiff's] damages” but instead “seek a specific amount and calculation of [Plaintiff's] alleged damages.” (Mem. in Supp. [Docket No. 63], at 12). However, these alleged damages are the result of an ongoing injury, and, as such, they are unliquidated and continue to accrue. Therefore, Plaintiff necessarily must provide Defendants with some measure of an estimated amount of these damages as opposed to a specific, fixed amount. Moreover, Plaintiff asserts that it has not yet received discovery responses from Defendant Heartland and that such responses are critical to determining the amount of its damages. (See, e.g., Ex. I [Docket No. 64-9], at 4–5). Plaintiff represents that it will supplement its Answer to Interrogatory No. 17 after it receives Heartland's discovery responses. (See, e.g., Id.). *13 Accordingly, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is DENIED to the extent that it seeks an Order of this Court compelling Plaintiff to provide a specific, and presently fixed, final amount and calculation of Plaintiff's alleged damages for disgorgement, lost profits and business, and attorneys’ fees and costs. Nonetheless, Plaintiff's Answer to Interrogatory No. 17, as well as, its Responses to Requests for Production of Documents Nos. 11 and 13 are at present insufficient in describing its as yet unliquidated damages claim. Plaintiff provides no explanation on how it determined its estimated damages. Plaintiff must explain the basis for its current damage estimates, as well as, the methodology used to calculate its estimates. See, e.g., Superior Indus., LLC v. Mesaba, Inc., No. 10-cv-764 (DWF/LIB), 2010 WL 11469569, at *4 (D. Minn. Dec. 27, 2010) (ordering the plaintiff to “provide the damages information it currently possesses” (emphasis in original)). Plaintiff also must produce the underlying documents that refer, relate, or pertain to and support its current estimates, if any such documents exist. See, CPI Card Grp., Inc. v. Dwyer, No. 17-3983 (SRN/BRT), 2018 WL 5919985, at *5 (D. Minn. Nov. 13, 2018) (compelling discovery of documents related to damage claims); Hodges v. Pfizer, Inc., No. 14-4855 ADM/TNL, 2016 WL 1222229, at *3–4 (finding that financial documents were relevant to disputed damages claim); Gacek, 2010 WL 11534503, at *3 (ordering the plaintiff to “provide a more detailed response which identifies the particular documents that provide a basis for Plaintiff's damage claims”). In addition, Plaintiff has an ongoing duty under the Federal Rules to supplement its Answers, Responses, and production of documents. See, e.g., Superior Indus., LLC, 2010 WL 11469569, at *4. Therefore, Plaintiff must supplement its Answers, Responses, and production of documents to substantiate its present damage estimates and comply with Fed. R. Civ. P. 26(e) ongoing as it obtains additional information regarding the amount of its alleged damages. Accordingly, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is GRANTED to the extent that it seeks an Order of this Court compelling Plaintiff to: provide an explanation of the basis for Plaintiff's current estimated damages for disgorgement, lost profits and business, and attorneys’ fees and costs; provide the methodology used to calculate Plaintiff's current estimated damages for disgorgement, lost profits and business, and attorneys’ fees and costs; and produce the underlying documents that refer, relate, or pertain to Plaintiff's current estimated damages for disgorgement, lost profits and business, and attorneys’ fees and costs or the methodology used to calculate them. In Plaintiff's Amended Response to Request for Production of Documents No. 11, Plaintiff self-limited its production to “clients worked on by Urzendowski or Midkiff from 2017 to 2019.” (Ex. B [Docket No. 69-1], at 25). This self-limitation is improper, and, as a result, Plaintiff's production is unresponsive. Request for Production of Documents No. 11 seeks all financial documents referring, relating, or pertaining to customers that Plaintiff claims left to follow Midkiff and Urzendowski to Heartland. (Id.). The information contained in such documents is relevant because Plaintiff seeks damages for lost profits, and lost profits may be determined by comparing profits before and after a breach. See, e.g., Haff v. Augeson, No. C1-02-1652, 2003 WL 1908163, at *2 (Minn. Ct. App. Apr. 22, 2003) (“In cases involving an established business, courts may estimate lost profits by comparing plaintiff's revenue before and after the breach.”). However, the material relevance of past profits diminishes the more temporally distant they become from the alleged breach. *14 Therefore, the Court finds that Defendants’ request is overbroad in that it requests all financial documents referring, relating, or pertaining to any of Plaintiff's customers who left without any temporal restrictions. (See, Ex. B [Docket No. 69-1], at 25).[3] The Court further finds that this request should be temporally limited to a period of five years prior to Defendants Midkiff and Urzendowski's alleged breach of their non-compete and non-solicitation agreements. See, e.g., M.W. Johnson Constr., Inc. v. Progress Land Co., Inc., Nos. A07-1752, A07-2008, 2008 WL 2967022, at *7 (Minn. Ct. App. Aug. 5, 2008) (finding that lost-profit damages were properly calculated based in part on the average profit margin over the past five years). Accordingly, Plaintiff must produce all financial documents from June 2014, to the present that refer, relate, or pertain to any customers that Plaintiff claims left to follow Midkiff and Urzendowski to Heartland. Plaintiff also must continue to supplement its production of documents as it obtains additional information regarding such customers. Accordingly, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is GRANTED to the extent that it seeks an Order of this Court compelling Plaintiff to produce all financial documents from June 2014, to the present that refer, relate, or pertain to customers that Plaintiff claims left to follow Midkiff and Urzendowski to Heartland. And Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is DENIED to the extent that it seeks an Order of this Court compelling Plaintiff to produce all financial documents from before June 2014, that refer, relate, or pertain to customers that Plaintiff claims left to follow Midkiff and Urzendowski to Heartland. Next, the Court will address Plaintiff's alleged forfeiture damages. In its Amended Complaint, Plaintiff seeks an award of “damages against Defendants in the form of forfeiture of compensation and revenues in certain amounts previously paid by [Plaintiff] to Defendants Urzendowski and Midkiff during their employment with [Plaintiff].” (Am. Compl. [Docket No. 54], at 16 (emphasis added)). In contrast to the alleged lost revenue and attorneys’ fees damages addressed above, Plaintiff's asserted forfeiture damages are not the result of an ongoing injury. Moreover, Plaintiff does not require Heartland's discovery responses to ascertain this information. In its Second Amended Answer to Interrogatory No. 17, Plaintiff estimated without any explanation whatsoever that its forfeiture damages were $500,000. (Ex. I [Docket No. 64-9], at 4–5). This conclusory response is insufficient. Plaintiff must provide a specific amount and calculation of its claimed forfeiture damages. Plaintiff must also provide the methodology used to calculate its forfeiture damages. Moreover, in response to Request for Production of Documents No. 13, Plaintiff must produce any underlying documents that refer, relate, or pertain to its claimed forfeiture damages or the methodology used to calculate them. Accordingly, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is GRANTED to the extent that it seeks an Order of this Court compelling Plaintiff to: provide a specific amount and calculation of its alleged forfeiture damages; provide the methodology used to calculate its alleged forfeiture damages; and produce any underlying documents that refer, relate, or pertain to Plaintiff's claimed forfeiture damages or the methodology used to calculate them. Therefore, as set forth above, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is GRANTED in part and DENIED in part to the extent that it seeks an Order of this Court compelling Plaintiff to amend its Answer to Interrogatory No. 17 and to amend and supplement its Responses to Requests for Production of Documents Nos. 11 and 13. vi. Interrogatory No. 18 *15 INTERROGATORY NO. 18: Identify all customers to whom Urzendowski and/or Midkiff made a sale in the last two years of their employment and state the amount of revenue, gross profit and net profit received by Marco in connection with each sale. ANSWER: Plaintiff objects to this interrogatory on the grounds that it is premature, vague with respect to “made a sale,” and that Defendants are in the best position to know the identity of the customers to whom they have sold products. Furthermore, the answer to this Interrogatory can be determined by examining documents produced in response to Defendants’ requests for documents, including Plaintiff's response to Request No. 11, and the burden of deriving that answer from those documents will be substantially the same for either party. See Fed. R. Civ. P. 33(d). AMENDED ANSWER: Plaintiff objects to this interrogatory on the grounds that it is premature, vague with respect to “made a sale,” and that Defendants are in the best position to know the identity of the customers to whom they have sold products. Subject to and without waiving any objections, Defendants “made sales”—as Plaintiff understands that term—to the following customers during their last two years of employment: Leo A. Daly, James Skinner Baking Co., Lindsay Manufacturing, Pinnacle Data Services, OrthoNebraska, Archdiocese of Omaha, Greater Regional Medical Center, Phelps Memorial, Team Software, Crawford Hospital, DLR Group, Hillcrest Health, McGrath North, Memorial Systems, Midwest Laboratories, Physicians Laboratory Systems, and Transwood. Plaintiff will produce profit and revenue amounts for these customers under an “Attorneys’ Eyes Only” designation consistent with the Protective Order entered in this case. (Ex. A [Docket No. 69-1], at 14–15). The Court notes that Plaintiff has already provided the names of each customer to whom Midkiff and Urzendowski made a sale within the last two years of their employment with Plaintiff. Therefore, the only remaining issue is the amount of revenue, gross profit and net profit received by Plaintiff in connection with each sale. Defendants Midkiff and Urzendowski argue that the information sought by Interrogatory No. 18 is relevant to analyzing Plaintiff's alleged damages. (See, Mem. in Supp. [Docket No. 63], at 13). Specifically, Defendants argue that they “are entitled to know [Plaintiff's] gross and net profit for the customers that [Plaintiff] alleges Midkiff and Urzendowski unlawfully solicited so that they may analyze [Plaintiff's] alleged damages claim.” (Id.). However, as written, Interrogatory No. 18 seeks the amount of revenue, gross profit, and net profit received by Plaintiff in connection with each sale made by Midkiff and/or Urzendowski to any customer, not just those whom Plaintiff alleges that Midkiff and Urzendowski solicited away from Plaintiff over to Heartland. (Ex. A [Docket No. 69-1], at 14–15). The total revenue, gross profit, and net profit generated for all sales by Midkiff and Urzendowski during the last two years of their employment with Plaintiff is not relevant to Plaintiff's claimed damages which relate only to customers who left Plaintiff for Heartland following Midkiff and Urzendowski's change of employer and alleged contract breaches. *16 For the forgoing reasons, the Court finds that the information sought by Interrogatory No. 18, as written, is overly broad and as such has not been shown by Defendants to be relevant to the claims or defenses in this case. See, Hofer, 981 F.2d at 380. Therefore, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is DENIED to the extent that it seeks an Order of this Court compelling Plaintiff to amend its Answer to Interrogatory No. 18. vii. Request for Production of Documents No. 17 REQUEST NO. 17: Produce all documents from January 1, 2019 through the present which refer to or mention “Heartland.” RESPONSE: Plaintiff objects to this Request because it is overbroad, unduly burdensome, and not proportionate to the needs of the case to the extent that it seeks all documents referring to “Heartland.” Subject to this objection and its general objections, Plaintiff will produce any relevant, non-privileged documents that refer to both to Defendants and either “Heartland Business Systems” or “HBS,” and that can be found subject to a reasonable search. AMENDED RESPONSE: Plaintiff objects to this Request because it is overbroad, unduly burdensome, and not proportionate to the needs of the case to the extent that it seeks all documents referring to “Heartland.” Subject to this objection and its general objections, Plaintiff will produce any relevant, non-privileged documents that refer to both to Defendants and “Heartland,” “Heartland Business Systems,” or “HBS,” and that can be found subject to a reasonable search. (Ex. B [Docket No. 69-1], at 26). As a threshold matter, the Court finds that the evidence sought by Request for Production of Documents No. 17 is clearly relevant to the claims and defenses in this case. Defendants Midkiff and Urzendowski assert that Plaintiff “has failed to produce documents in its possession that use the term ‘Heartland’ that did not also include Midkiff and Urzendowski.” (Mem. in Supp. [Docket No 63], at 20). Defendants argue that Plaintiff should search for documents containing the term “Heartland” as requested. However, Plaintiff explains that its “amended response to Request No. 17 inadvertently stated that its search would include Defendants’ names as narrowing terms. The actual search was just for documents containing ‘Heartland.’ ” (Farganis Decl. [Docket No. 69] ¶ 27). Plaintiff further asserts that it only realized this error after reviewing Defendants Midkiff and Urzendowski's documents filed in support of the present motion to compel. (Id.). Nonetheless, Plaintiff's current Response to Request for Production of Documents No. 17 does not reflect that Plaintiff has in fact complied, and if so how, with the request. Therefore, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is GRANTED to the extent that it seeks an Order of this Court compelling Plaintiff to amend its Response to Request for Production No. 17. viii. Document Designations Defendants Midkiff and Urzendowski seek an Order of this Court compelling Plaintiff to re-designate twelve documents as “confidential” which are currently designated as “attorney's eyes only.” (Id. at 23). Prior to the present motion, Defendants Midkiff and Urzendowski requested that Plaintiff re-designate as “confidential” approximately one hundred documents that were designated as “attorney's eyes only” in Plaintiff's initial production. (Farganis Decl. [Docket No. 69] ¶ 35; see also, Ex. G [Docket No. 69-1], at 53–54)). In response, Plaintiff re-designated ninety-seven documents. (Farganis Decl. [Docket No. 69] ¶ 35; see also, Ex. H [Docket No. 69-1], at 57–59). The designation of twelve documents remains in dispute. (See, Mem. in Supp. [Docket No. 63], at 23). *17 However, Defendants merely contend in a vague and conclusory manner that “these twelve documents do not qualify as documents properly designated as ‘Attorney's Eyes Only.’ ” (Mem. in Supp. [Docket No. 63], at 23). Neither party bothers to identify in any way or with any specificity the twelve at-issue documents. (See, Id.). Indeed, Defendants merely generally assert that “some of these documents are the damages spreadsheets that [Plaintiff] relies on. Other examples are email communications with third parties about Midkiff and Urzendowski.”[4] (Id.). Without identifying the specific twelve at-issue documents, the Court is unable to determine whether they are properly designated as “attorney's eyes only” under the existing Protective Order. Therefore, Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is DENIED without prejudice to the extent that it seeks an Order of this Court compelling Plaintiff to re-designate documents as merely “confidential” which are currently designated as “attorney's eyes only.” III. CONCLUSION For the foregoing reasons, and based on all of the files, records, and proceedings herein, IT IS HEREBY ORDERED that Midkiff and Urzendowski's Motion to Compel Discovery, [Docket No. 60], is GRANTED in part and DENIED in part, as set forth above. Plaintiff shall Amend its responses and supplement its production, as set forth above, within twenty-one (21) days of this Order. Plaintiff shall further Amend its responses and supplement its production on an ongoing basis as set forth above. Footnotes [1] The Court notes that Plaintiff's First Amended Complaint does not assert a claim for Tortious Interference with Prospective Economic Advantage against any Defendant. [Docket No. 54]. [2] Defendants Midkiff and Urzendowski also request that the Court award them their costs and attorneys’ fees incurred in bringing the present motion. (Id. at 23–24). The Court DENIES Defendants Midkiff and Urzendowski's request for attorneys’ fees and costs. [3] Of course, the financial history with Plaintiff of customers who left without going thereafter to Heartland would have no relevance to Plaintiff's damages claims because these lost revenues would have no relation to Midkiff and Urzendowski's alleged contract breaches. [4] Defendants Midkiff and Urzendowski do not provide any citations to the Record in their briefing on this issue. (Id.). Nevertheless, the Court notes that the Record does contain an email listing by bates number the approximately one hundred emails that Defendants originally requested Plaintiff re-designate as confidential. (Ex. G [Docket No. 64-7]; Ex. G [Docket No. 69-1], at 53–55). The Record also contains another email listing by bates number the ninety-seven documents that Plaintiff re-designated. (Ex. H [Docket No. 69-1], at 57–59). However, these emails do not enable the Court to meaningfully identify or understand the nature of the twelve at-issue documents remaining.