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`Case 3:21-cv-08922 Document 1 Filed 11/17/21 Page 1 of 23
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`William R. Overend (SBN 180209)
`Email: woverend@reedsmith.com
`Jonah D. Mitchell (SBN 203511)
`Email: jmitchell@reedsmith.com
`Christopher J. Pulido (SBN 313142)
`Email: cpulido@reedsmith.com
`REED SMITH LLP
`101 Second Street
`Suite 1800
`San Francisco, CA 94105-3659
`Telephone: +1 415 543 8700
`Facsimile: +1 415 391 8269
`Attorneys for Plaintiff
`BioMarin Pharmaceutical Inc.
`
`
`BIOMARIN PHARMACEUTICAL INC., a
`Delaware corporation,
`
`Plaintiff,
`
`v.
`
`GERARDO CARABALLO, an individual,
`
`Defendant.
`
`
`)
`
`UNITED STATES DISTRICT COURT
`NORTHERN DISTRICT OF CALIFORNIA
`
`Case No.
`
`COMPLAINT FOR INJUNCTIVE RELIEF
`AND DAMAGES FOR (1) FEDERAL
`TRADE SECRET MISAPPROPRIATION;
`(2) CALIFORNIA UNIFORM TRADE
`SECRET ACT MISAPPROPRIATION; (3)
`BREACH OF CONTRACT; AND (4)
`VIOLATION OF CAL. BUS. & PROF.
`CODE SECTION 17200
`
`[JURY TRIAL DEMANDED]
`
`
`))))))))))))))
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`Case 3:21-cv-08922 Document 1 Filed 11/17/21 Page 2 of 23
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`Plaintiff BioMarin Pharmaceutical Inc. (“BioMarin”) alleges as follows:
`NATURE OF ACTION
`1.
`This action arises from Defendant Gerardo Caraballo’s (“Defendant” or “Caraballo”)
`unlawful download and transfer of over 1,800 files containing BioMarin’s trade secrets and
`confidential information to a personal USB device, as—unbeknownst to BioMarin—he prepared to
`join one of BioMarin’s competitors. Caraballo carried out his illegal scheme to avoid detection, and
`even after BioMarin’s information technology security systems exposed his surreptitious
`downloading activity, Caraballo continued to deceive BioMarin and resisted its effort to investigate
`the full scope of the harm he had already caused and intended to further inflict. From the limited
`investigation BioMarin has been able to conduct thus far, however, it is evident that Caraballo had
`plotted and commenced execution of a plan to unfairly compete and cause BioMarin devastating
`harm, in aid of his new position at BioMarin’s competitor.
`2.
`BioMarin is a leading biotechnology company focused on researching, developing,
`manufacturing, and selling a variety of therapies for rare genetic diseases. Since its founding in
`1997, BioMarin’s mission has been to find new solutions to address the biggest challenges in rare
`disease, motivated by the desire to help improve the lives of patients with unmet medical needs.
`BioMarin has developed and introduced seven first or best-in-class therapies for genetic disorders
`with limited-to-no treatment options. BioMarin’s manufacturing approach has allowed it to maintain
`the highest quality standards, coupled with efficient production and delivery capability necessary to
`meet clinical and commercial demands. BioMarin has built one of the first gene therapy
`manufacturing facilities of its kind that offers process manufacturing, quality control, and research
`and development laboratory space.
`3.
`BioMarin’s manufacturing and processing equipment and techniques, and its ability
`to validate the accuracy of that equipment and those techniques, plays a critical role in its research,
`development and manufacturing of its therapies. BioMarin developed this information through
`significant expenditure of time, effort, and economic investment, and the information is immensely
`valuable to competitors. As a result, BioMarin takes extensive measures to protect the secrecy of
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`this information, including through written confidentiality agreements with employees, such as
`Caraballo, and implementation of technological and physical access restrictions.
`4.
`Until recently, Caraballo worked for BioMarin as a Senior Automation Validation
`QA Engineer, and, in that role, had extensive access to BioMarin’s trade secrets and confidential
`information related to automation validation processes of its manufacturing and processing
`equipment, including but not limited to functional requirement specifications, operating procedures,
`automation validation test scripts, equipment listings, and configuration specifications. As part of
`his employment with BioMarin, Caraballo signed a written confidentiality agreement whereby he
`agreed not to disclose, use, induce, or assist in the use or disclosure of BioMarin’s trade secrets and
`confidential information except as expressly permitted. Caraballo also agreed that, following
`termination of his employment, he would not retain any written material (electronic or hardcopy)
`containing any trade secrets or confidential information, and not copy, delete, or alter any
`information contained on his BioMarin-issued laptop before returning that laptop to BioMarin.
`5.
`Also as part of his employment, Caraballo received, read, and signed certifications of
`receipt and understanding regarding BioMarin’s U.S. Employee Handbook, Privacy Policy, and
`Global Code of Conduct and Business Ethics. The U.S. Employee Handbook states that employees
`are prohibited from backing up or storing company data onto any non-company device, including
`but not limited to a USB drive, and must use good judgment and adhere to the highest ethical
`standards when using or transmitting BioMarin’s confidential information. The Global Code of
`Conduct and Business Ethics provides that employees may not make unauthorized copies of any
`BioMarin information.
`6.
`On October 25, 2021, Caraballo gave BioMarin notice that he would be resigning
`from BioMarin, effective November 5, 2021, his last day with the company. Caraballo did not
`indicate what he intended to do upon his resignation from BioMarin, only vaguely stating that he had
`been “offered another position that will enhance [his] personal and professional development.”
`Caraballo indicated that he would continue with his duties up until his last day on November 5,
`2021.
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`7.
`BioMarin requires departing employees to sign a Cessation of Employment
`Certificate that confirms that they have complied and will continue to comply with their respective
`confidentiality agreement, and that they will not retain any of BioMarin’s confidential information.
`Caraballo signed and returned the Certificate on October 26, 2021, i.e. a week-and-a-half before he
`would be required to return his company-issued laptop during his November 5, 2021 exit meeting.
`By signing the Certificate, Caraballo confirmed in writing that, upon cessation of employment, he
`complied with and would continue to comply with the terms of his confidentiality agreement, and
`certified that he did not have in his possession, nor had he failed to return, any BioMarin confidential
`information or other documents or materials, equipment, or other property belonging to the
`BioMarin.
`8.
`As an additional layer of protection for its confidential and trade secret information,
`BioMarin’s information technology systems monitor for any unusual downloading activity by its
`employees. On November 1, 2021, BioMarin’s IT department was alerted that Caraballo had made a
`large download (200+ files) from BioMarin’s Microsoft SharePoint database and transferred the files
`to an external USB device. This was prohibited by BioMarin and Caraballo had no legitimate
`business purpose to be downloading and transferring these files to an external device. The
`SharePoint database is BioMarin’s central repository containing business records/files. It is access-
`restricted and password-protected. Upon learning of Caraballo’s improper downloading and
`transferring activity, BioMarin immediately began to investigate Caraballo’s activity in the
`surrounding timeframe.
`9.
`BioMarin’s investigation uncovered that, in addition to the 200+ files downloaded
`and transferred during his final week of employment, Caraballo had transferred 1,600+ BioMarin
`files to the same external USB device a week and a half before Caraballo gave his resignation notice.
`10.
`All told, despite Caraballo’s obligations and commitments not to take any BioMarin
`information or files—and his assurances to BioMarin that he had not—Caraballo improperly took
`over 1,800 company files without any business justification. Subsequent forensic analysis revealed
`that those files included BioMarin’s confidential and trade secret information, functional
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`requirement specifications, operating procedures, automation validation test scripts, equipment
`listings, and configuration specifications.
`11.
`Indeed, the materials Caraballo secretly downloaded contain BioMarin’s trade secrets
`and confidential information related to automation validation processes of its manufacturing and
`processing equipment, including but not limited to functional requirement specifications, operating
`procedures, automation validation test scripts, equipment listings, configuration specifications, and
`other highly confidential information that Caraballo had access to via his former employment with
`BioMarin.
`12.
`Upon learning of his unlawful downloading activity, BioMarin immediately
`confronted Caraballo and demanded that he return his company-issued laptop and the USB drive
`containing the BioMarin files. While BioMarin attempted to mitigate the harm Caraballo had
`already caused and ensure its confidential and trade secret information would not be further
`compromised, however, Caraballo resisted and continued to try and deceive BioMarin. Indeed,
`Caraballo claimed he had only downloaded his personal tax returns, which was belied by both the
`volume and content of the materials that he had actually downloaded. Similarly, Caraballo refused
`to identify his plans for employment following his departure from BioMarin. As BioMarin pressed
`Caraballo to come clean, however—and no doubt under the weight of the evidence that had exposed
`his unlawful activity—Caraballo ultimately relented and acknowledged that he was joining Sangamo
`Therapeutics, Inc. (“Sangamo”), one of BioMarin’s principal gene therapy competitors.
`13.
`It is at that point that Caraballo’s surreptitious, unlawful downloading activity started
`to come into fuller focus. Caraballo had planned to abscond with BioMarin’s trade secret and
`confidential information to aid his efforts to unfairly compete with BioMarin at Sangamo, where he
`would assume a Senior Manager QA Validation position—a role that appears nearly identical to his
`role at BioMarin. BioMarin demanded that Caraballo turn over his BioMarin-issued laptop and the
`USB device on which he had unlawfully downloaded BioMarin’s confidential and trade secret
`information. Caraballo reluctantly complied.
`14.
`BioMarin’s confidential and trade secret information remains at grave risk. Although
`BioMarin has not had the opportunity to conduct a full investigation, it is evident that Caraballo had,
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`Case 3:21-cv-08922 Document 1 Filed 11/17/21 Page 6 of 23
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`and has, the intent, motivation, and means to inflict devastating competitive harm upon BioMarin.
`His surreptitious illegal downloading activity, which he knew ran afoul of his obligations to
`BioMarin, and his subsequent deceitful pattern of behavior in which he lied to BioMarin and refused
`to be transparent with BioMarin on his plans to unfairly compete, underscores the severity of the
`risk. Caraballo’s conduct has also demonstrated that his written and oral affirmations cannot be
`trusted.
`15.
`BioMarin has no meaningful assurance that Caraballo does not remain in possession
`of its confidential and trade secret information and has not copied or replicated it to other locations,
`and is not using it. Judicial relief is necessary to remedy the harm that Caraballo has already
`inflicted and to ensure that BioMarin’s confidential and trade secret information will not be further
`misused.
`16.
`Caraballo has set out on a course to cripple BioMarin’s business by stealing its highly
`confidential and valuable business information, and wrongfully using that information at Caraballo’s
`new employer (Sangamo) to unfairly compete. Caraballo’s illegal conduct thus poses a grave threat
`to BioMarin’s business. The confidential and trade secret information Caraballo illegally
`downloaded is highly-sensitive and would provide a competitor with a significant unfair advantage,
`including in connection with developing and implementing its own manufacturing processes and
`techniques, quality control procedures, and validation and configuration specifications. Indeed,
`Caraballo and BioMarin contractually agreed that use of BioMarin’s confidential information would
`cause irreparable harm to BioMarin and entitle it to injunctive relief.
`17.
`Accordingly, BioMarin seeks injunctive relief and monetary damages for Caraballo’s
`misappropriation of its trade secrets under both the Defend Trade Secrets Act, now codified at 18
`U.S.C. § 1836 (“DTSA”), and California Uniform Trade Secret Act (“CUTSA”), as well as breach
`of contract under state law and/or common law and violation Cal. Bus. & Prof. Code § 17200 et seq.
`PARTIES
`18.
`BioMarin is a Delaware corporation, with its principal place of business located at
`770 Lindaro Street, San Rafael, California 94901. BioMarin’s core business is focused on
`researching, developing, manufacturing and selling a variety of therapies for rare genetic diseases.
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`19.
`BioMarin is informed, believes, and thereon alleges that Caraballo is an individual
`residing in Napa, California. Caraballo was a Senior Automation Validation QA Engineer for
`BioMarin, responsible for reviewing and approving all of the automation validation documentation
`and processes for the BioMarin manufacturing and processing equipment. On information and
`belief, Caraballo now works as a Senior Manager QA Validation at Sangamo.
`JURISDICTION AND VENUE
`20.
`This Court has subject matter jurisdiction over this action under 18 U.S.C. § 1836(c)
`(actions arising under the DTSA); 28 U.S.C. § 1331 (federal question jurisdiction); 28 U.S.C. § 1367
`(supplemental jurisdiction); and the doctrines of ancillary and pendent jurisdiction.
`21.
`This Court has personal jurisdiction over Caraballo because he resides in California.
`In addition, Caraballo has engaged in intentional conduct directed towards California that caused
`harm that Caraballo knew would likely be suffered by BioMarin in California. Among other things,
`Caraballo misappropriated BioMarin’s trade secrets and confidential information located in
`California. On information and belief, Caraballo has committed tortious acts in California and this
`judicial district or otherwise established contacts with California such that the exercise of personal
`jurisdiction is proper.
`22.
`Venue is proper in this Court pursuant to 28 U.S.C. § 1391(b) because Caraballo
`resides in this district and a substantial part of the events giving rise to the claims occurred in this
`district.
`
`INTRADISTRICT ASSIGNMENT
`23.
`Pursuant to Civil L.R. 3-2(c), this action should be assigned to the San Francisco
`Division of the United States District Court for the Northern District of California because BioMarin
`is based in San Rafael, and Caraballo, upon information and belief, resides in Napa. The unlawful
`acts by Caraballo have been and are occurring within the San Francisco Division, and a substantial
`part of the events or omissions which give rise to BioMarin’s claims occurred in the San Francisco
`Division.
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`Case 3:21-cv-08922 Document 1 Filed 11/17/21 Page 8 of 23
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`A.
`
`GENERAL ALLEGATIONS
`BioMarin’s Business And Its Valuable Trade Secrets And Confidential Information
`24.
`Established in 1997, BioMarin is a world leader in developing and commercializing
`first- or best-in-class therapies for rare genetic diseases. BioMarin sells a number of products,
`including: PALYNZIQ®, Brineura®, Vimizim®, Kuvan®, Naglazyme®, and Aldurazyme®.
`BioMarin also has a number of products in the clinical pipeline, including: Valoctocogene
`Roxaparvovec (BMN 270), Vosoritide (BMN 111), BMN 307, and BMN 331. BioMarin’s products
`are used in, and intended for use in, interstate and foreign commerce.
`25.
`Being at the forefront of one of the newest advancing fields in biotechnology,
`BioMarin has built one of the first gene therapy manufacturing facilities of its kind, spanning 18,000
`feet with the ability to produce up to 10,000 doses per year. BioMarin’s facilities include three
`cGMP (current Good Manufacturing Practices) manufacturing plants across Novato, California and
`Shanbally, Ireland. The facilities offer dedicated cGMP process manufacturing, quality control, and
`research and development laboratory space. BioMarin’s owned manufacturing approach allows it to
`maintain the highest quality standards, along with the efficient production and delivery capability to
`meet clinical and commercial demands
`26.
`As part of its business, BioMarin has developed, and uses, various proprietary and
`confidential trade practices, trade materials, and other trade secrets. These trade secrets are the result
`of years of time, money and labor.
`27.
`BioMarin’s various trade secrets at issue in this case include, but are not limited to,
`the following (collectively referred to as “BioMarin Trade Secrets”): functional requirement
`specifications, operating procedures, automation validation test scripts, equipment listings, and
`configuration specifications.
`28.
`The BioMarin Trade Secrets have significant economic value from not being
`generally known to the public or the biotechnology industry, including the gene therapy industry.
`This information was developed by BioMarin over a substantial period of time through substantial
`costs and investment. If this information could have been learned at all, it would have taken a
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`substantial period of time to learn, at a substantial cost. The information provides BioMarin with
`economic value and a competitive advantage.
`29.
`BioMarin has taken, and continues to take, extensive measures to maintain the
`secrecy of the BioMarin Trade Secrets, and to prevent disclosure of this information to the general
`public or the biotechnology industry. For example, BioMarin maintains secure physical premises and
`stores its electronic records on a secured, password-protected network. BioMarin also has
`implemented multi-factor authorization and conditional access policies for access to BioMarin’s
`Office365 and SharePoint databases—employees must meet certain minimum criteria before gaining
`access.
`30.
`In addition, BioMarin’s employees contractually agree that “any and all confidential
`knowledge, data or information related to [BioMarin’s] business or its actual or demonstrably
`anticipated research or development,” including “all information on teachings, techniques, processes,
`formulas, trade secrets, inventions, discoveries, improvements” and various other categories of
`BioMarin non-public business information (defined as “Confidential Information” in the employee
`contracts) are proprietary to BioMarin. BioMarin employees further agree not to use or disclose
`such Confidential Information, and that such information is only to be used by the employee in
`connection with his or her work for BioMarin, except as expressly authorized. Employees also
`contractually agree that, promptly upon termination, they will return to BioMarin the original and all
`copies of any and all documents, memoranda, notes, and other papers and items embodying any of
`BioMarin’s Confidential Information.
`31.
`BioMarin has been vigilant about protecting the secrecy of the BioMarin Trade
`Secrets and Confidential Information due it their significant economic value to BioMarin and
`competitors.
`B.
`Caraballo’s Employment At BioMarin And His Obligations To Protect BioMarin’s
`Trade Secrets And Confidential Information
`32.
`Caraballo was a Senior Automation Validation QA Engineer at BioMarin from
`approximately May 2017 to November 2, 2021. Caraballo was responsible for developing,
`reviewing, and approving all of the automation validation documentation and processes for the
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`BioMarin manufacturing and processing equipment. In his role, Caraballo had access to, and
`regularly worked with, BioMarin Trade Secrets and Confidential Information, including but not
`limited to functional requirement specifications, operating procedures, automation validation test
`scripts, equipment listings, configuration specifications, and other BioMarin trade secrets and
`confidential information.
`33.
`As a condition to his employment with BioMarin, Caraballo entered into a
`Confidential Information and Inventions Agreement (the “Agreement”). A true and correct copy of
`the Agreement is attached hereto as Exhibit A.
`34.
`The Agreement defines “Confidential Information” as “any and all confidential
`knowledge, data or information related to Company’s business or its actual or demonstrably
`anticipated research or development. Confidential Information includes not only information
`disclosed to [Caraballo] by the Company (including its employees, agents, and independent
`contractors) or by healthcare providers or their patients, or another other third party with whom the
`Company does business, but also information (including Inventions as defined below) developed or
`learned by [Caraballo] during the course of [Caraballo’s] employment with Company. By way of
`illustration but not limitation, ‘Confidential Information’ includes: (i) all information on teachings,
`techniques, processes, formulas, trade secrets, inventions, discoveries, improvements, research or
`development, and clinical test results; (ii) marketing plans, business plans and other business
`information, strategies, forecasts, budgets, projections, and any other non-public business or
`financial information; (iii) health care provider and patient lists, and information regarding health
`care providers or their patients; (iv) information regarding Company personnel including employee
`lists, employee compensation, and employee skills and performance; and (v) any other non-public
`information which a competitor of Company could use to the competitive disadvantage of the
`Company.” (See Agreement at §2(a).)
`35.
`The Agreement defines “Inventions” as “trade secrets, mask works, discoveries,
`developments, concepts, designs, ideas, improvements, inventions, formulas, processes, techniques,
`know-how, other works of authorship, results, data, and other work products (whether or not
`patentable or registrable under copyright or similar statutes) made, conceived, reduced to practice, or
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`A limited liability partnership formed in the State of Delaware
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`learned by [Caraballo] (either along or jointly with others) during the period of [Caraballo’s]
`employment with the Company.” (See Agreement at §2(b).)
`36.
`Pursuant to the Agreement, Caraballo agreed that “[a]t all times, both during
`[Caraballo’s] employment and after the cessation of [Caraballo’s] employment, [Caraballo] will not
`disclose, use, induce, or assist in the use or disclosure of any Confidential Information without the
`prior express written consent of the Company, except as may be necessary in the ordinary course of
`performing [Caraballo’s] duties as an employee of the Company.” (See Agreement at § 4.)
`Caraballo further agreed that he “will obtain Company’s written approval before publishing or
`submitting for publication any material (written, oral, or otherwise) that discloses and/or
`incorporates any Confidential Information.” (Id.) Caraballo also agreed to “hereby assign any rights
`[Caraballo] may have or acquire in such Confidential Information and recognize that all Confidential
`Information shall be the sole and exclusive property of Company and its assigns.” (Id.)
`37.
`Pursuant to the Agreement, Caraballo also agreed that “[i]f [Caraballo’s] employment
`with the Company ceases for any reason, I shall promptly and without request: (i) return to the
`Company all of its property, documents, Inventions and Confidential Information then in my
`possession, custody or control, and (ii) sign the Cessation of Employment certificate attached [to the
`Agreement] as Exhibit C.” (See Agreement at § 8(a).) Caraballo further agreed that, “[f]ollowing
`the termination of employment, [Caraballo] shall not retain any written or other tangible material
`(whether in electronic or hardcopy form) containing any information concerning or disclosing any
`Confidential Information,” and that “[Caraballo] will not copy, delete, or alter any information
`contain upon my Company computer or Company equipment before I return it to Company.” (Id.)
`“In addition, if [Caraballo] [has] used any personal computer, server, device, or e-mail system to
`receive, store, review, prepare or transmit any Company information, including but not limited to,
`Confidential Information, [Caraballo] agree[d] to permanently delete and expunge such Confidential
`Information from those systems; and [Caraballo] agree[d] to provide Company access to my system
`as reasonably requested to verify that the necessary copying and/or deletion is completed.” (Id.)
`38.
`Pursuant to the Agreement, Caraballo “acknowledge[d] and agree[d] that
`[Caraballo’s] breach of this Agreement will cause the Company irreparable harm for which money
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`– 11 –
`COMPLAINT FOR DAMAGES AND INJUNCTIVE RELIEF
`
`A limited liability partnership formed in the State of Delaware
`
`REED SMITH LLP
`
`

`

`Case 3:21-cv-08922 Document 1 Filed 11/17/21 Page 12 of 23
`
`
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`damages are inadequate compensation, and that the Company will be entitled to injunctive relief,
`specific performance, or other equitable relief to enforce this Agreement in any court of competent
`jurisdiction, without the necessity of posting a bond or other security and without prejudice to any
`other rights or remedies that the Company may have for a breach or threatened breach of this
`Agreement.” (See Agreement at § 10.)
`39.
`Also as a condition of his employment, Caraballo received, read, and signed
`certifications of receipt and understanding regarding BioMarin’s U.S. Employee Handbook, Privacy
`Policy, and Global Code of Conduct and Business Ethics. Attached hereto as Exhibit B are
`exemplar “Completion Information” forms confirming Caraballo’s receipt and understanding of
`BioMarin’s U.S. Employee Handbook and Global Code of Conduct and Business Ethics.
`40.
`Pursuant to the U.S. Employee Handbook, “[e]mployees are prohibited from backing
`up or storing Company data on to any non-Company laptop computer, desktop computer, server
`computer, network storage device, Internet storage system or portable storage device, including but
`not limited to, a USB drive.” The Handbook also states: “[t]he Company is very sensitive to the
`issue of protection of Confidential Information (as defined in the Company’s Confidential
`Information and Inventions Agreement), and expects employees to use good judgment and to adhere
`to the highest ethical standards when using or transmitting Confidential Information on the
`Company’s Technology Resources.”
`41.
`The Global Code of Conduct and Business Ethics also provides guidance regarding
`BioMarin assets and property, as well as confidential and proprietary information. Regarding
`company assets and property, it provides that: “BioMarin has a duty to safeguard its assets,
`including, but not limited to, its . . . business records” and “[e]mployees may not make unauthorized
`copies of any BioMarin . . . information . . . .” Regarding confidential and proprietary information, it
`provides that: “It is in BioMarin’s best interest to protect and prevent inappropriate or unauthorized
`disclosures of our confidential and proprietary information, as well as third-party confidential . . .
`information provided to BioMarin.” The document also provides that “[e]mployees can help protect
`our confidential and proprietary information by following [a number of] principles,” including “not
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`
`
`– 12 –
`COMPLAINT FOR DAMAGES AND INJUNCTIVE RELIEF
`
`A limited liability partnership formed in the State of Delaware
`
`REED SMITH LLP
`
`

`

`Case 3:21-cv-08922 Document 1 Filed 11/17/21 Page 13 of 23
`
`forward[ing] confidential or proprietary information to non-BioMarin e-mail accounts, even [the
`employee’s] own (e.g., Gmail) unless approved by [the employee’s] management.”
`C.
`Caraballo’s Resignation and Misappropriation Of The BioMarin Trade Secrets And
`Confidential Information
`42.
`On October 25, 2021, Caraballo announced his resignation from BioMarin. In his
`resignation letter, Caraballo stated that he had “been offered another position that will enhance my
`personal and professional development.” Caraballo indicated that his “last day of work will be
`November 5, 2021, which will allow me to clear any outstanding responsibilities while handing over
`the work to [his] replacement.” Caraballo made no indication to BioMarin that he intended to go to
`work for a BioMarin competitor.
`43.
`On or about that same day, October 25, 2021, BioMarin’s Human Resources wrote
`Caraballo, outlining the standard off-boarding procedure, including that Human Resources would
`meet with Caraballo on his official last day of employment (November 5, 2021) to walk-though the
`final checklist and intake all company-issued devices and materials. Human Resources also included
`the Cessation of Employment Certificate.
`44.
`On or about October 26, 2021, Caraballo signed and returned the Cessation of
`Employment Certificate to Human Resources. A true and correct copy of the Agreement is attached
`hereto as Exhibit C. Caraballo certified that he “complied with and will continue to comply with the
`terms of the [Agreement], which [he] signed, including the prompt reporting of all Inventions
`conceived or made by [Caraballo] that are covered by the Agreement.” C