Case 4:19-cv-01462-PJH Document 1 Filed 03/20/19 Page 1 of 18
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`ZACHARY J. ALINDER (State Bar No. 209009)
`E-Mail:
`zalinder@sideman.com
`LYNDSEY C. HEATON (State Bar No. 262883)
`E-Mail:
`lheaton@sideman.com
`SIDEMAN & BANCROFT LLP
`One Embarcadero Center, Twenty-Second Floor
`San Francisco, California 94111-3711
`Telephone:
`(415) 392-1960
`Facsimile:
`(415) 392-0827
`
`Attorneys for Plaintiff
`TESLA, INC.
`
`
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`TESLA, INC., a Delaware Corporation,
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`Plaintiff,
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`v.
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`ZOOX, INC., a Delaware Corporation;
`SCOTT TURNER, an individual; SYDNEY
`COOPER, an individual; CHRISTIAN
`DEMENT, an individual; and, CRAIG
`EMIGH, an individual,
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`Defendants.
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`UNITED STATES DISTRICT COURT
`NORTHERN DISTRICT OF CALIFORNIA
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` Case No. 3:19-cv-01462
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`COMPLAINT FOR DAMAGES AND
`INJUNCTIVE RELIEF FOR:
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`1. MISAPPROPRIATION OF TRADE
`SECRETS UNDER THE DEFEND
`TRADE SECRETS ACT;
`2. MISAPPROPRIATION OF TRADE
`SECRETS UNDER THE CALIFORNIA
`UNIFORM TRADE SECRETS ACT;
`3. BREACH OF CONTRACT;
`4. BREACH OF DUTY OF LOYALTY;
`AND,
`5. AIDING AND ABETTING BREACH OF
` DUTY OF LOYALTY.
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`DEMAND FOR JURY TRIAL
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`COMPLAINT FOR DAMAGES AND INJUNCTIVE RELIEF
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`Case 4:19-cv-01462-PJH Document 1 Filed 03/20/19 Page 2 of 18
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`SUMMARY OF THE ACTION
`This dispute arises out of the concerted efforts of Zoox, Inc. (“Zoox”), a competitor
`1.
`to Tesla, Inc. (“Tesla”), and several now-former Tesla employees, to steal Tesla’s proprietary
`information and trade secrets to help Zoox leapfrog past years of work needed to develop and run
`its own warehousing, logistics, and inventory control operations. As they departed Tesla, these
`employees, including Defendants Scott Turner (“Turner”), Sydney Cooper (“Cooper”), Christian
`Dement (“Dement”), and Craig Emigh (“Emigh”), absconded with select proprietary Tesla
`documents useful to their new employer, and at least one of them used Tesla’s confidential
`information to target other Tesla employees for hiring by Zoox. In the process, they
`misappropriated Tesla’s trade secrets, violated their agreements with Tesla, and breached their
`duties of loyalty, all with the knowledge and support of Zoox.
`The theft here was blatant and intentional. For example, just before departing Tesla
`2.
`for Zoox, Defendant Turner – a manager in Tesla’s Newark, California Regional Distribution
`Center – emailed two confidential Tesla documents to his personal email address, with only the
`words “you sly dog you...” in the body of the email. Similarly, shortly before his own departure
`from Tesla, Defendant Dement – a former warehouse supervisor – sent four confidential Tesla
`documents to his personal email account, with the subject line “Good Stuff.” After Defendant
`Emigh joined Zoox, he mistakenly sent an email to Cooper’s old Tesla email address, attaching a
`modified version of a Tesla proprietary document, freshly-emblazoned with the Zoox logo, yet
`still bearing the layout, design, and other vestiges of the Tesla version – showing, without doubt,
`that the Defendants are actively using the Tesla information they stole.
`While Tesla respects that employees may decide to pursue other employment
`3.
`opportunities, it must take action when current and former employees abuse their positions of trust
`and blatantly violate their legal and contractual obligations to Tesla. Accordingly, Tesla files this
`action (the “Action”) to put a stop to Defendants’ illegal conduct, prevent further misuse of
`Tesla’s proprietary information and trade secrets, and to recover all damages caused by
`Defendants’ unlawful scheme.
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`COMPLAINT FOR DAMAGES AND INJUNCTIVE RELIEF
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`Case 4:19-cv-01462-PJH Document 1 Filed 03/20/19 Page 3 of 18
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`THE PARTIES
`Tesla is a Delaware corporation with its principal place of business at 3500 Deer
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`Creek Road, Palo Alto, California.
`Tesla is informed and believes, and thereon alleges, that Zoox, including doing
`5.
`business in California as Zoox Labs, Inc., is a Delaware corporation with its principal place of
`business in Foster City in San Mateo County, California and with testing operations in San
`Francisco, California.
`Tesla is informed and believes, and thereon alleges, that Turner is a California
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`resident with his principal residence in Union City, California, and that he is currently an
`employee of Zoox. Turner is also a former employee of Tesla.
`Tesla is informed and believes, and thereon alleges, that Cooper is a California
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`resident with her principal residence in Hercules, California, and that she is currently an employee
`of Zoox. Cooper is also a former employee of Tesla.
`Tesla is informed and believes, and thereon alleges, that Dement is a Pennsylvania
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`resident with his principal residence in Macungie, Pennsylvania, and that he was expected to join
`Zoox as well. Dement is also a former employee of Tesla.
`Tesla is informed and believes, and thereon alleges, that Emigh is a California
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`resident with his principal residence in Fremont, California, and that he is currently an employee
`of Zoox. Emigh is also a former employee of Tesla.
`Tesla refers in this Complaint to Turner, Cooper, Dement, and Emigh collectively
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`as the “Individual Defendants.” Tesla refers to the Individual Defendants and Zoox, together, as
`“Defendants.”
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`JURISDICTION AND VENUE
`This action arises under the Defend Trade Secrets Act, and this Court has subject
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`matter jurisdiction under 28 U.S.C. § 1331 and 18 U.S.C. § 1836(c). This Court has supplemental
`jurisdiction over Tesla’s state-law claims pursuant to 28 U.S.C. § 1367 because they form part of
`the same case or controversy as the federal claims and derive from the same operative facts.
`This Court has personal jurisdiction over Defendants because they have transacted
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`business in and have caused injury to Tesla within the State of California. As discussed below, the
`Individual Defendants also breached agreements with Tesla that provide for exclusive jurisdiction
`in the state and federal courts in Santa Clara or San Francisco Counties. Further, Tesla is
`informed and believes that most of the Individual Defendants reside in the Northern District.
`Venue is proper in this District pursuant to 28 U.S.C. § 1391(b)(2) because a
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`substantial part of the events giving rise to the claims occurred in this District, and because the
`Individual Defendants have contractually agreed to litigate disputes in this District.
`INTRA-DISTRICT ASSIGNMENT
`Pursuant to Civ. L.R. 3-2, this Action is properly assignable in the San Francisco
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`Division or San Jose Division, as the Individual Defendants’ agreements with Tesla provide for
`exclusive jurisdiction in the state and federal courts located in Santa Clara or San Francisco
`Counties, and Zoox has its principal place of business in San Mateo County.
`FURTHER RELEVANT FACTUAL ALLEGATIONS
`A. Tesla and Its Proprietary Distribution and Logistics Systems
`Tesla is an American company that designs, manufactures, and sells electric cars,
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`electric vehicle powertrain components, as well as scalable clean energy generation and storage
`products. Tesla also researches and develops self-driving capability for integration in its electric
`vehicles. Tesla is the world’s first vertically-integrated sustainable energy company, and has
`established a global network of stores, vehicle service centers, and charging stations to accelerate
`the widespread adoption of zero-emissions vehicles.
`As a vertically-integrated company, Tesla has expended significant resources in
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`developing its sourcing, design, manufacturing, warehousing, and distribution logistics and
`operations. For example, Tesla has developed a proprietary system called WARP, a multi-
`functional software platform designed to manage Tesla’s manufacturing, warehousing, inventory,
`distribution, transportation, and implementation systems. As another example, Tesla employs a
`proprietary system to track inventory into and out of its warehouses and distribution centers and
`utilizes a variety of manuals and process documents to memorialize those procedures. These
`materials and knowhow were developed by Tesla over many years, and at great expense, and
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`Tesla considers them to be proprietary, confidential trade secrets.
`B. Tesla Vigorously Protects Its Confidential Information
`Tesla’s policies and practices robustly protect confidential and proprietary
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`information, including the information misappropriated by Defendants here. For example, Tesla
`requires all its employees to enter into non-disclosure agreements that obligate them to safeguard
`the company’s confidential information, including trade secrets and source code. As further
`discussed below, employees must sign these agreements as a condition of their employment, and
`must periodically re-sign as the company updates its agreements.
`In addition, Tesla secures its physical facilities by restricting access to authorized
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`personnel, and then monitoring actual access with security guards and cameras. Visitors to Tesla’s
`facilities must check in with a receptionist or security guard, sign a nondisclosure agreement, and
`submit to a photograph. Visitors must further be escorted by a Tesla employee at all times.
`Tesla also protects its confidential information with stringent information security
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`policies and practices. Tesla’s network and servers are themselves password-protected and
`firewall-protected and are accessible only to current Tesla employees with proper credentials.
`After an employee resigns or is terminated, Tesla promptly deactivates that user’s system
`permissions, which cuts off access to Tesla’s network.
`In addition, Tesla policy forbids employees from sending confidential information
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`to unauthorized third parties, and even to employees’ own personal email addresses. This policy
`is conveyed to employees in a number of ways, both formally and informally, including through a
`written reminder that employees “must not … forward work emails outside of … Tesla or to a
`personal email account,” which Turner, Dement and Emigh each signed and acknowledged.
`C. The Former Tesla Employees Hired By Zoox
`The Individual Defendants here worked in warehouse and distribution center
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`management at Tesla’s regional Parts Distribution Centers (“PDC”) in Newark, California and
`Bethlehem, Pennsylvania. Defendant Turner joined Tesla on May 19, 2014 and most recently
`served as Tesla’s Distribution Center Manager at Tesla’s PDC in Newark. In that role, Turner
`served as a manager with Defendants Emigh and Cooper as his direct or indirect reports.
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`Defendant Dement joined Tesla on October 20, 2014, and initially worked in Tesla’s Newark PDC
`with Defendant Turner. In his last position with Tesla, Dement served as a Supervisor at Tesla’s
`warehouse in Bethlehem, Pennsylvania. Defendant Emigh joined Tesla on September 21, 2015.
`In his last role at Tesla, Emigh had the position of Regional Parts Distribution Supervisor, also at
`Tesla’s Newark PDC. Defendant Cooper was the latest to join Tesla, on May 21, 2018. Cooper’s
`last role was as the Supervisor of the Inventory Control Team at the Newark PDC. As a result of
`its investigation, Tesla believes that Turner, Emigh, and Cooper are all current employees of Zoox,
`and that Dement is either a Zoox employee or is expected to become one in short order.
`D. The Individual Defendants Each Agreed to Safeguard Tesla’s Confidential
`Information and to Avoid Unfair Solicitation
`As a condition of their employment, all of the Individual Defendants agreed to
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`maintain the confidentiality of Tesla’s information and to avoid poaching Tesla’s employees
`within one year of their departure. For each of the Individual Defendants, the operative non-
`disclosure agreement was the Tesla, Inc. Employee Nondisclosure And Inventions Assignment
`Agreement (referred to herein as the “NDA” or “Non-Disclosure Agreement”), which was
`electronically signed by Turner on August 31, 2017, Cooper on June 13, 2018, Emigh on
`September 20, 2015, and Dement on October 19, 2014.
`Through the NDA, Tesla employees pledge, among other things, to not disclose
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`Tesla’s “Proprietary Information,” defined to include “all information, in whatever form and
`format, to which I have access by virtue of and in the course of my employment,” and
`encompassing, as relevant here, “technical data, trade secrets, know-how, … plans, designs, …
`methods, processes, … data, programs, lists of or information relating to, employees, suppliers, ...
`financial information and other business information[.]” NDA ¶ 1 (attached hereto as Exhibit A
`and incorporated herein).
`Pursuant to the NDAs, the Individual Defendants also agreed to refrain from
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`soliciting Tesla’s employees to work at another company within 12 months of leaving Tesla, in
`recognition of the fact that the Individual Defendants “have obtained . . . valuable information
`about the Company’s employees” during their time at Tesla. NDA ¶ 9.2.1. The NDA also
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`precludes employees from using confidential information—including about employees’ pay,
`expertise, and projects—at any time to recruit away Tesla’s employees. NDA ¶ 9.2.2; see ¶ 1.
`E. Zoox Aims to Build a Fleet of Autonomous Vehicles and to Compete with Tesla
`Defendant Zoox is reportedly attempting to create a robotic taxi service and plans
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`to build, own, and operate its own fleet of self-driving electric vehicles. This aspiration echoes
`Tesla’s longstanding plans to allow customers to add their Tesla vehicles to a shared, self-driving
`Tesla fleet, and thereby earn money when they are not using their vehicles. Like numerous other
`companies, Zoox has branded itself as a competitor to Tesla.
`Zoox is targeting a launch date of 2020, and to date, has not commercially released
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`any self-driving cars or software. To meet its goal, Zoox has said it will need an “enormous
`amount of cash and lots of good engineers.” To do so, it has aggressively hired current and former
`Tesla employees. See Robotaxi Startup Zoox Becomes A Big Acquirer Of Tesla-Incubated
`Talent, Forbes.com, June 27, 2018. As of June 2018, more than 80 of Zoox’s 500 employees
`(16%) reportedly came directly to Zoox from Tesla. See id. Currently, over 100 LinkedIn profiles
`list Zoox as a current employer and Tesla as a former employer.
`F. Zoox Hires the Individual Defendants, and Each Time Receives New Tesla
`Confidential Information
`The facts here, while egregious, are not complicated. Based on the information
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`uncovered to date, former Tesla employee Turner initially left Tesla to join Zoox and took Tesla
`trade secret and proprietary documents with him. Emigh joined shortly thereafter, apparently
`followed by Cooper and Dement, and they too took Tesla trade secret and proprietary information
`with them as they departed. These trade secret and proprietary documents were then used by Zoox
`in its bid to catch up to, and compete with, Tesla.
`(1)
`Turner
`On November 1, 2018, Turner emailed two confidential Tesla documents from his
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`Tesla email account to his personal email address with the note to himself, “you sly dog you.”
`The attachments contained confidential and proprietary Tesla receiving and inventory procedures,
`as well as internal schematics and line drawings of the physical layouts of certain Tesla
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`warehouses. He sent another email to his personal email address that same day, attaching an
`additional confidential Tesla document, and a note that said, “Ooooh man... so much time and
`effort. Loved every second of it though.” Turner resigned a little over a month later.
`As Tesla has now learned, by February 2019, Turner was actively recruiting
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`Cooper and Dement (still employees at Tesla) to come over to Zoox. Turner also provided the
`names of at least four other Tesla employees to a Zoox recruiter along with insights about their
`pay structure at Tesla and a recommendation for their starting salaries at Zoox. In addition, in late
`February, Turner sent text messages to Cooper requesting copies of confidential Tesla documents
`relating to inventory management. Tesla does not know what was sent in response to Turner’s
`request.
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`Emigh
`(2)
`The pattern repeated with Emigh. On December 4, Emigh emailed himself a
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`proprietary Tesla document relating to Tesla’s standards for workplace safety and efficiency. He
`resigned on December 9, 2018, and he now works at Zoox.
`(3)
`Cooper
`31. With Cooper, there was a small variation on the theme. On February 26, 2019,
`Cooper submitted her resignation to Tesla and indicated she had accepted a job offer at Zoox. The
`next day, on February 27th, Tesla met with Cooper regarding allegations that she had provided
`confidential Tesla information to Turner and Zoox. Cooper denied the allegations initially. When
`presented with two confidential and proprietary Tesla documents (relating to inventory control
`procedures) she had sent to Turner, she admitted to doing so and made vague excuses. A later
`review of her Tesla emails revealed that Cooper had sent at least one more proprietary Tesla
`document (relating to Tesla’s human resource policies) to Turner at his Zoox email address.
`(4)
`Dement
`The obfuscation continued with Dement. On March 1, 2019, Tesla met with
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`Dement regarding Zoox and Turner. During that interview, Dement did not reveal that Turner had
`been recruiting him for a job, nor did he tell Tesla that he planned to resign. Tesla later uncovered
`that, on February 28, 2019, Dement had sent an email from his Tesla account to his personal email
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`account with the subject line “Good Stuff” and attached four confidential and proprietary Tesla
`documents. Among other things, these documents included confidential and proprietary
`information regarding a Tesla “Service Campaign” related to Tesla’s Falcon Wing doors for its
`Model X, and included confidential parts pricing information, an export of information of Tesla’s
`confidential and proprietary WARP system regarding the tracking and monitoring of parts
`inventory, and several analyses of such information.
`G. Zoox Mistakenly Reveals Actual Use of The Stolen Tesla Documents
`A few weeks later, on March 12, 2019, Emigh sent an email using his @zoox.com
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`email address to Cooper’s old email address at Tesla. Presumably this email was inadvertent and
`the result of Cooper’s old Tesla email address auto-populating. The subject line of the email was
`“Stocking SOP,” and the document contained one attachment, titled “Receiving WI-19-CHESS-
`STK-01.” The document bore the Zoox logo and described detailed processes for stocking
`product systematically and physically within a warehouse. The Logistics Manager listed on the
`Zoox document was Turner.
`Tesla has determined that this “Zoox” document was based nearly entirely on a
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`proprietary Tesla standard operating procedures (“SOP”) document. The Tesla version had been
`emailed by Turner (while still at Tesla) to the employee who would be replacing him, with the
`subject line, “Do Not Forward.” While the email from Turner seemed innocuous at the time,
`Tesla later learned that Turner had blind copied Cooper on this email—without context or
`explanation.
`The layout and structure of the Tesla and “Zoox” versions are nearly identical.
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`Indeed, Zoox left at least one reference to another proprietary Tesla document, showing that Zoox
`didn’t even bother to remove references to Tesla when copying Tesla’s work. Tesla, on the other
`hand, spent significant time and effort in creating, modifying, and updating this SOP document, as
`evidenced by the version control information which identifies numerous previous iterations
`created over four years of work.
`Turner made a similar blunder on March 15, 2019, mistakenly forwarding a
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`document from his Zoox email address to Cooper’s old Tesla email address, which appears to be
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`another Tesla procedures document that has been modified and emblazoned with a Zoox logo.
`These “slipups” remove any doubt about why the Individual Defendants took
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`Tesla’s proprietary and trade secret documents and confirm that Zoox is wrongfully using the
`stolen materials for its own benefit. Moreover, given the circumstances, there can be no doubt that
`Zoox is aware of the Individuals’ theft of Tesla’s documents. The pattern is undeniable, and the
`benefits to Zoox are clear.
`H. The Stolen Tesla Documents Were Confidential and Proprietary, and Their
`Misappropriation Has Damaged Tesla
`The documents stolen from Tesla include Tesla’s confidential, proprietary, and
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`trade secret information. Among other things, the documents provide a roadmap for how to
`design, implement, and manage a warehouse and inventory system for the production of electric
`vehicles. This information allows Zoox to copy significant parts of Tesla’s work in these areas,
`without investing the substantial effort, time, and resources that Zoox would need to even attempt
`to develop these systems on its own. This is information that Tesla does not make available to
`competitors or to the public.
`The stolen documents also disclose information about prices that Tesla has
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`negotiated with certain vendors, which is competitively sensitive and closely guarded. This
`pricing information could allow a competitor such as Zoox to obtain the same or better pricing
`from its suppliers by leveraging Tesla’s internal and confidential pricing information.
`There can be no doubt that the confidential and proprietary Tesla documents and
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`data specifically exfiltrated by these Zoox employees have independent value from being not
`generally known and that the information in them could not be readily ascertainable through
`proper means. That is not only objectively the case, but the fact that employees and former
`employees of Tesla took such risks to steal these documents further demonstrates their value.
`/ / / /
`/ / / /
`/ / / /
`/ / / /
`9963-2\3935412
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`9
`COMPLAINT FOR DAMAGES AND INJUNCTIVE RELIEF
`
`Case No. 3:19-cv-01462
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`SAN FRANCISCO, CALIFORNIA 94111-3711
`ONE EMBARCADERO CENTER, 22ND FLOOR
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`SIDEMAN & BANCROFT LLP
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`LAW OFFICES
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`Case 4:19-cv-01462-PJH Document 1 Filed 03/20/19 Page 11 of 18
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`herein.
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`TESLA’S CLAIMS FOR RELIEF
`FIRST CAUSE OF ACTION
`(Misappropriation of Trade Secrets under the Defend
`Trade Secrets Act, 18 U.S.C. § 1836 et seq.)
`Against All Defendants
`Tesla incorporates the preceding paragraphs of this Complaint as if fully set forth
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`Tesla’s information, designs, and other “knowhow” related to its technical,
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`logistical, and operational plans, manuals, programs, and procedures constitute trade secrets as
`defined by the Defense of Trade Secrets Act.
`Tesla maintains its trade secrets as confidential and proprietary and does not share
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`them with competitors or the public.
`Tesla keeps the trade secret information alleged in this Complaint confidential and
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`has undertaken reasonable efforts to maintain the secrecy of the trade secrets at issue, as alleged
`above.
`Tesla’s vehicle and other products are regularly shipped and sold in interstate and
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`foreign commerce. As such, Tesla’s confidential, proprietary, and trade secret information relates
`to products and services used, sold, shipped and/or ordered in, or intended to be used, sold,
`shipped and/or ordered in, interstate or foreign commerce.
`Tesla’s trade secret information described herein derives independent economic
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`value from not being generally known to, and not being readily ascertainable through proper
`means by, others who could obtain economic value from the disclosure or use of the information.
`Such confidential information constitutes trade secrets within the meaning of the
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`Defense of Trade Secrets Act.
`In violation of Tesla’s rights, Defendants misappropriated Tesla’s trade secret
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`information in the improper and unlawful manner alleged herein. As alleged above, the Individual
`Defendants accessed Tesla’s trade secret information while working as employees of Tesla and
`then transmitted such trade secret information to Defendant Zoox in violation of the Individual
`9963-2\3935412
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`COMPLAINT FOR DAMAGES AND INJUNCTIVE RELIEF
`
`Case No. 3:19-cv-01462
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`SAN FRANCISCO, CALIFORNIA 94111-3711
`ONE EMBARCADERO CENTER, 22ND FLOOR
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`SIDEMAN & BANCROFT LLP
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`LAW OFFICES
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`Case 4:19-cv-01462-PJH Document 1 Filed 03/20/19 Page 12 of 18
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`Defendants’ duties of loyalty as employees to Tesla and in breach of their NDAs with Tesla.
`Upon information and belief, Defendant Zoox was aware of the restrictions on the Individual
`Defendants’ ability to transmit Tesla’s trade secret information, yet encouraged the Individual
`Defendants to do so and has since used Tesla’s trade secrets for its benefit. Defendants’
`misappropriation of Tesla’s confidential, proprietary, and trade secret information was intentional,
`knowing, willful, malicious, fraudulent, and oppressive. Defendants have attempted and continue
`to attempt to conceal their misappropriation.
`Defendants knew or should have known under the circumstances that the
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`information misappropriated was trade secret information.
`Tesla is informed and believes, and on that basis alleges, that Defendants are now
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`using Tesla’s trade secrets, without its consent, to build and run competing warehousing, logistics,
`and inventory control operations.
`Tesla is informed and believes, and on that basis alleges, that if Defendants are not
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`enjoined, Defendants will continue to misappropriate and use Tesla’s trade secret information for
`their own benefit and to Tesla’s detriment.
`As a direct and proximate result of Defendants’ conduct, Tesla has been damaged
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`in amount to be proven at trial. Tesla has also incurred, and will continue to incur, additional
`damages, costs and expenses, including attorney’s fees, as a result of Defendants’
`misappropriation. As a further proximate result of the misappropriation and use of Tesla’s trade
`secrets, Defendants were unjustly enriched.
`If Defendants’ conduct is not stopped, Tesla will continue to suffer competitive
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`harm and irreparable injury. Because Tesla’s remedy at law is inadequate, Tesla seeks, in addition
`to damages, temporary, preliminary, and permanent injunctive relief to recover and protect its
`confidential, proprietary, and trade secret information and other legitimate business interests.
`In performing the conduct described herein, Defendants acted willfully and
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`maliciously, intending to injure Tesla and to wrongfully obtain an advantage at Tesla’s expense
`and detriment. As a result of this conduct, Tesla is entitled to an award of exemplary damages
`against Defendants as well as attorneys’ fees and costs incurred in this action.
`9963-2\3935412
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`11
`COMPLAINT FOR DAMAGES AND INJUNCTIVE RELIEF
`
`Case No. 3:19-cv-01462
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`SAN FRANCISCO, CALIFORNIA 94111-3711
`ONE EMBARCADERO CENTER, 22ND FLOOR
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`SIDEMAN & BANCROFT LLP
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`LAW OFFICES
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`Case 4:19-cv-01462-PJH Document 1 Filed 03/20/19 Page 13 of 18
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`herein.
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`SECOND CAUSE OF ACTION
`(Misappropriation of Trade Secrets under the California Uniform Trade Secrets Act,
`Cal. Civ. Code § 3426 et seq.)
`Against All Defendants
`Tesla incorporates the preceding paragraphs of this Complaint as if fully set forth
`
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`Tesla’s information, designs, and other “know how” related to its technical,
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`logistical, and operational plans, manuals, programs, and procedures constitute trade secrets as
`described above and as defined by California’s Uniform Trade Secrets Act.
`Tesla keeps the trade secret information alleged in this Complaint confidential and
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`has undertaken reasonable efforts to maintain the secrecy of the trade secrets at issue, as discussed
`above. Tesla’s trade secret information described herein derives independent economic value from
`not being generally known to the public or others who could obtain economic value from their
`disclosure or use (such as competitors).
`Such confidential information constitutes trade secrets within the meaning of
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`California Civil Code Section 3426.1.
`Defendant Zoox misappropriated Tesla’s trade secret information at least by
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`acquiring such information improperly from the Individual Defendants in violation of those
`individuals’ duties of loyalty to Tesla and in breach of their NDAs.
`Defendants knew or should have known under the circumstances that the
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`information misappropriated was trade secret information.
`Tesla is informed and believes, and on that basis alleges, that Defendants are now
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`using Tesla’s trade secrets, without its consent, to build and run competing warehousing, logistics,
`and inventory control operations.
`Defendants’ misconduct detailed herein constitutes misappropriation of Tesla’s
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`trade secrets and