Case 1:20-cv-03553-STV Document 1 Filed 12/02/20 USDC Colorado Page 1 of 11
`
`UNITED STATES DISTRICT COURT
`FOR THE DISTRICT OF COLORADO
`
`
`
`Civil Action No. 1:20-cv-3553
`
`ZOOMINFO TECHNOLOGIES LLC, a Delaware limited liability company,
`
`
`
`v.
`
`CARPEDATUM, LLC, a Colorado limited liability company,
`
`
`
`
`
`
`
`
`
`Plaintiff,
`
`Defendant.
`
`COMPLAINT AND DEMAND FOR JURY TRIAL
`
`
`
`
`
`Plaintiff ZoomInfo Technologies LLC (“ZoomInfo”), for
`
`its complaint against
`
`CarpeDatum, LLC (“CarpeDatum”), alleges as follows:
`
`INTRODUCTION
`
`
`
`ZoomInfo curates a highly accurate database of information used by businesses worldwide
`
`in connection with their business-to-business sales, marketing, and recruiting. ZoomInfo invests
`
`millions of dollars annually to build and maintain its database and associated intellectual property
`
`and to constantly verify, update, and expand upon the information it provides to customers. To
`
`use this database, ZoomInfo’s customers pay tens and sometimes hundreds of thousands of dollars
`
`in subscription fees. The success of ZoomInfo’s business model depends on a customer’s faith on
`
`the continued availability—and exclusivity—of ZoomInfo’s database.
`
`
`
`Instead of paying for a subscription like other customers, CarpeDatum gained unauthorized
`
`access to ZoomInfo’s database for years, thereby improperly acquiring and gaining knowledge of
`
`
`
`UNITED STATES DISTRICT COURT
`FOR THE DISTRICT OF COLORADO
`
`
`
`Civil Action No. 1:20-cv-3553
`
`ZOOMINFO TECHNOLOGIES LLC, a Delaware limited liability company,
`
`
`
`v.
`
`CARPEDATUM, LLC, a Colorado limited liability company,
`
`
`
`
`
`
`
`
`
`Plaintiff,
`
`Defendant.
`
`COMPLAINT AND DEMAND FOR JURY TRIAL
`
`
`
`
`
`Plaintiff ZoomInfo Technologies LLC (“ZoomInfo”), for
`
`its complaint against
`
`CarpeDatum, LLC (“CarpeDatum”), alleges as follows:
`
`INTRODUCTION
`
`
`
`ZoomInfo curates a highly accurate database of information used by businesses worldwide
`
`in connection with their business-to-business sales, marketing, and recruiting. ZoomInfo invests
`
`millions of dollars annually to build and maintain its database and associated intellectual property
`
`and to constantly verify, update, and expand upon the information it provides to customers. To
`
`use this database, ZoomInfo’s customers pay tens and sometimes hundreds of thousands of dollars
`
`in subscription fees. The success of ZoomInfo’s business model depends on a customer’s faith on
`
`the continued availability—and exclusivity—of ZoomInfo’s database.
`
`
`
`Instead of paying for a subscription like other customers, CarpeDatum gained unauthorized
`
`access to ZoomInfo’s database for years, thereby improperly acquiring and gaining knowledge of
`
`
`
`Case 1:20-cv-03553-STV Document 1 Filed 12/02/20 USDC Colorado Page 2 of 11
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`the data contained therein. CarpeDatum then used this improperly acquired data to market and
`
`promote its products and services. ZoomInfo therefore brings this suit to protect its highly valuable
`
`intellectual property, recover its damages, and ensure fairness for itself and for its customers.
`
`PARTIES
`
`1.
`
`ZoomInfo is a Delaware limited liability company. Its principal place of business
`
`is located in Vancouver, Washington.
`
`2.
`
`CarpeDatum is a Colorado limited liability company. Its principal place of business
`
`is located in Aurora, Colorado.
`
`JURISDICTION AND VENUE
`
`3.
`
`This Court has subject matter jurisdiction over the federal claims under 28 U.S.C.
`
`§§ 1331 and 1338(a) and (b). This Court also has supplemental jurisdiction over the state law
`
`claims under 28 U.S.C. § 1367.
`
`4.
`
`This Court has personal jurisdiction over CarpeDatum because CarpeDatum is a
`
`Colorado limited liability company. Venue is proper in this district because a substantial part of
`
`the events and omissions giving rise to this action occurred in this district. 28 U.S.C. § 1391(b)(2).
`
`FACTS AND ALLEGATIONS
`
`A.
`
`ZoomInfo’s Platform.
`
`5.
`
`ZoomInfo provides business-to-business marketing data including business contact
`
`data, firmographic information, and other competitive intelligence. It delivers this data to paying
`
`subscribers via a password-secured, online graphical user interface. ZoomInfo’s subscribers gain
`
`access to its database of marketing information profiling businesses in the United States and across
`
`2
`
`
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`Case 1:20-cv-03553-STV Document 1 Filed 12/02/20 USDC Colorado Page 3 of 11
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`the globe. ZoomInfo has been recognized as an industry leader in sales and marketing intelligence.
`
`The depth, breadth, and accuracy of ZoomInfo’s database is unrivaled in the marketplace.
`
`6.
`
`ZoomInfo has invested, and continues to invest, tens of millions of dollars to
`
`develop and maintain the infrastructure, content, and quality of its database. To deliver timely and
`
`comprehensive data to ZoomInfo’s clients, ZoomInfo employs hundreds of research analysts
`
`focused on building, managing, and updating ZoomInfo’s database. ZoomInfo expends substantial
`
`labor, time, and resources to collect, organize, and disseminate the information in its database. In
`
`total, ZoomInfo employs thousands of people, and has made significant investment in developing
`
`and purchasing software, hardware, and other equipment to continuously update and support the
`
`accuracy and comprehensiveness of its database. ZoomInfo’s database displays the selection,
`
`arrangement, orchestration, compilation, and presentation of the organizational charts, contacts,
`
`and other information collected and assembled by ZoomInfo’s analysts.
`
`7.
`
`ZoomInfo licenses access to its database to thousands of companies. ZoomInfo’s
`
`database is valuable to companies like CarpeDatum because they use the detailed information
`
`collected by ZoomInfo to market their own products and services.
`
`8.
`
`9.
`
`Indeed, CarpeDatum was a customer until December 2019.
`
`The database’s value depends on its exclusivity. To protect the database’s value,
`
`ZoomInfo has implemented reasonable security measures. For example, access to ZoomInfo’s
`
`database requires a password, and only users that have signed restrictive license agreements
`
`receive this password. ZoomInfo also uses mail monitoring and list protection to secure the
`
`integrity of its database.
`
`
`
`3
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`
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`Case 1:20-cv-03553-STV Document 1 Filed 12/02/20 USDC Colorado Page 4 of 11
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`B.
`
`CarpeDatum’s Wrongful Conduct.
`
`9.
`
`Instead of acquiring a license from ZoomInfo to access the proprietary and
`
`confidential subscriber-only portions of the platform, CarpeDatum gained unauthorized access to
`
`ZoomInfo’s proprietary information by using login credentials issued to existing ZoomInfo
`
`customers. CarpeDatum thus acquired and gained knowledge of ZoomInfo’s proprietary data
`
`without using proper means. CarpeDatum then used this improperly acquired data to market and
`
`promote its products and services. This conduct presents a critical threat to ZoomInfo: if everyone
`
`did what CarpeDatum has done, ZoomInfo could not survive as a business, and the resource
`
`ZoomInfo provides to its customers would be completely lost. Through its actions, CarpeDatum
`
`sought to enjoy a “free ride” off of the license fees paid by ZoomInfo’s legitimate customers.
`
`10.
`
`Beginning in February 2020, CarpeDatum gained unauthorized access to
`
`ZoomInfo’s database. CarpeDatum’s own managing partner has conducted downloads of
`
`ZoomInfo data using logins from another customer’s account. These actions allowed CarpeDatum
`
`to acquire and gain knowledge of ZoomInfo’s proprietary database using improper means. On
`
`information and belief, CarpeDatum used and continues to use the improperly acquired data to
`
`market and promote its products and services.
`
`11.
`
`CarpeDatum acted knowingly, intentionally, and willfully in accessing and using
`
`ZoomInfo’s proprietary information without authorization and without compensating ZoomInfo.
`
`CarpeDatum knew that its actions were unauthorized because it was a customer until December
`
`2019. CarpeDatum therefore intentionally and wrongfully profited from its unauthorized use of
`
`ZoomInfo’s proprietary information, including, but not limited to, by reducing the time, effort, and
`
`4
`
`
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`Case 1:20-cv-03553-STV Document 1 Filed 12/02/20 USDC Colorado Page 5 of 11
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`expense associated with identifying and contacting potential new customers and business
`
`opportunities.
`
`12.
`
`CarpeDatum knew that ZoomInfo’s data was confidential and proprietary and
`
`subject to restrictive license agreements. Even so, CarpeDatum knowingly accessed and acquired
`
`knowledge of ZoomInfo’s data without any license or authorization to do so. On information and
`
`belief, CarpeDatum took these actions to profit from ZoomInfo’s data without paying ZoomInfo.
`
`13.
`
`At all relevant times, CarpeDatum had a duty to train and supervise the conduct of
`
`its employees and agents acting on its behalf. CarpeDatum breached this duty in two ways:
`
`
`
`
`
`(a)
`
`(b)
`
`by failing to train and monitor its employees and agents adequately; and
`
`by failing to have appropriate policies in place regarding unauthorized
`
`access to computer systems, communication, storage networks, and copyrighted works and
`
`trade secrets, and/or failing to enforce such policies.
`
`14.
`
`On information and belief, all of CarpeDatum’s alleged actions here were
`
`performed by employees or other agents of CarpeDatum within the scope of their employment or
`
`other agency relationship with CarpeDatum, on CarpeDatum’s behalf, and for CarpeDatum’s
`
`benefit.
`
`15.
`
`14.
`
`FIRST CLAIM FOR RELIEF
`(Theft of Trade Secrets – 18 U.S.C. § 1832, et seq.)
`
`ZoomInfo incorporates herein by reference the allegations in paragraphs 1 through
`
`16.
`
`ZoomInfo gathers, organizes, generates, collects, and assembles in-depth,
`
`commercially valuable information (including reporting structures, contact information, and other
`
`data), expending substantial time, labor, and expense to do so. ZoomInfo’s database and the
`
`5
`
`
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`Case 1:20-cv-03553-STV Document 1 Filed 12/02/20 USDC Colorado Page 6 of 11
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`information contained therein comprise a compilation of business information. This information
`
`is used in interstate commerce.
`
`17.
`
`The compilation of information in ZoomInfo’s database derives independent
`
`economic value from not being generally known to, and not being readily ascertainable through
`
`proper means by, those who are not licensed by ZoomInfo to access the database. Specifically,
`
`ZoomInfo works as a subscriber-based platform; to gain access to ZoomInfo’s collection of
`
`information, subscribers must pay a fee. Therefore, ZoomInfo’s very business model depends on
`
`the secrecy and independent value of its information. If subscribers could get ZoomInfo’s
`
`information elsewhere for free or by paying less, they would. Non-licensees, such as CarpeDatum,
`
`obtain economic value from the acquisition, disclosure, or use of the information in ZoomInfo’s
`
`database.
`
`18.
`
`ZoomInfo has taken reasonable measures to protect and keep the information in its
`
`database secret. These measures include limiting access to those customers who agree to the terms
`
`of access in the licensing agreement, and requiring password authentication to access the database
`
`through its secure online portal. ZoomInfo also monitors access to the database and use of the
`
`information to further ensure its security.
`
`19.
`
`CarpeDatum used improper means, including theft, to obtain access to, and acquire
`
`information from, ZoomInfo’s database. CarpeDatum knew, or had reason to know, at the time it
`
`obtained and at the times it used ZoomInfo’s information, that this information was obtained from
`
`persons or entities owing ZoomInfo a duty to maintain its secrecy.
`
`20.
`
`CarpeDatum received and possessed information from ZoomInfo’s proprietary
`
`database that CarpeDatum knew to have been converted without authorization.
`
`6
`
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`Case 1:20-cv-03553-STV Document 1 Filed 12/02/20 USDC Colorado Page 7 of 11
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`21.
`
`CarpeDatum willfully and maliciously misappropriated ZoomInfo’s trade secrets
`
`by acquiring and using the information contained in ZoomInfo’s proprietary computer systems for
`
`CarpeDatum’s financial gain without authorization.
`
`22.
`
`CarpeDatum’s actions have damaged ZoomInfo through the lost opportunity to
`
`realize licensing revenue and the diminution of the market value of its proprietary information.
`
`On information and belief, CarpeDatum has been unjustly enriched by the use of valuable
`
`marketing and sales information without paying compensation, and through the consummation of
`
`business transactions that would not have occurred without use of the stolen information.
`
`ZoomInfo would, in the alternative, be entitled to a reasonable royalty for CarpeDatum’s use of
`
`the information.
`
`23.
`
`CarpeDatum is liable to ZoomInfo for damages for ZoomInfo’s actual losses and
`
`CarpeDatum’s unjust enrichment, in an amount to be proven at trial, or for a reasonable royalty
`
`pursuant to 18 U.S.C. § 1836(b)(3)(B). ZoomInfo is entitled to an injunction preventing
`
`CarpeDatum from continuing to acquire, possess, or use information obtained from ZoomInfo’s
`
`database, or requiring CarpeDatum to pay a reasonable royalty for future acquisition or use.
`
`Finally, ZoomInfo is entitled to exemplary damages under 18 U.S.C. § 1836(b)(3)(C), and to its
`
`reasonable attorneys’ fees under 18 U.S.C. § 1836(b)(3)(D).
`
`SECOND CLAIM FOR RELIEF
`(Misappropriation of Trade Secrets – C.R.S. § 7-74-102)
`
`ZoomInfo incorporates herein by reference the allegations in paragraphs 1 through
`
`24.
`
`23.
`
`25.
`
`CarpeDatum is liable to ZoomInfo for damages for ZoomInfo’s actual losses and
`
`CarpeDatum’s unjust enrichment, in an amount to be proven at trial. ZoomInfo is entitled to an
`
`7
`
`
`
`Case 1:20-cv-03553-STV Document 1 Filed 12/02/20 USDC Colorado Page 8 of 11
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`injunction preventing CarpeDatum from continuing to acquire, possess, or use information
`
`obtained from ZoomInfo’s database, or requiring CarpeDatum to pay a reasonable royalty for
`
`future use. Finally, because CarpeDatum’s misappropriation was attended by circumstances of
`
`fraud, malice, or a willful and wanton disregard of the ZoomInfo’s right and feelings, ZoomInfo
`
`is entitled to exemplary damages under C.R.S. § 7-74-104(2)
`
`THIRD CLAIM FOR RELIEF
`(Misappropriation of Confidential Information)
`
`ZoomInfo incorporates herein by reference the allegations in paragraphs 1 through
`
`26.
`
`25.
`
`27.
`
`ZoomInfo gathers, organizes, generates, collects, and assembles in-depth,
`
`commercially valuable confidential and proprietary information (including reporting structures,
`
`contact information, and other data), expending substantial time, labor, and expense to do so.
`
`28.
`
`CarpeDatum intentionally and without permission acquired and used confidential
`
`information from ZoomInfo’s database. CarpeDatum has taken a “free ride” on ZoomInfo’s skill,
`
`labor, and costly and substantial efforts in creating and securing its commercially valuable
`
`database.
`
`29.
`
`ZoomInfo has lost profits and suffered the diminution of the market value of its
`
`database because of CarpeDatum’s actions. As a result, CarpeDatum is liable to ZoomInfo for
`
`compensatory damages including wrongfully derived revenues in an amount to be proven at trial.
`
`FOURTH CLAIM FOR RELIEF
`(Circumvention of Copyright Protection Systems
`17 U.S.C. §§ 1201, 1203)
`
`ZoomInfo incorporates herein by reference the allegations in paragraphs 1 through
`
`30.
`
`29.
`
`8
`
`
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`Case 1:20-cv-03553-STV Document 1 Filed 12/02/20 USDC Colorado Page 9 of 11
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`31.
`
`ZoomInfo’s database is an original work of authorship containing copyrightable
`
`subject matter for which copyright protection exists under the Copyright Act. ZoomInfo has filed
`
`for copyright registration with the United States Copyright Office in compliance with 17 U.S.C.
`
`§ 101 et seq. ZoomInfo’s copyright was registered December 27, 2010, with registration number
`
`TX0007487999.
`
`32.
`
`ZoomInfo employs technical measures including password protection, mail
`
`monitoring, and list protection to protect its copyrighted works. These works include its database,
`
`business intelligence reports, and supporting infrastructure, which effectively control access to
`
`these works.
`
`33.
`
`CarpeDatum, through its unauthorized use of access and login credentials,
`
`circumvented these measures to access and use ZoomInfo’s copyrighted works.
`
`34.
`
`As a direct and proximate result of the foregoing acts, ZoomInfo has been, and will
`
`continue to be, harmed. ZoomInfo is entitled to its actual damages, in addition to any of
`
`CarpeDatum profits attributable to its conduct under 17 U.S.C. § 1201(c)(1)-(2). In the alternative,
`
`ZoomInfo is entitled to statutory damages under 17 U.S.C. § 1201(c)(3). ZoomInfo is also entitled
`
`to its reasonable attorneys’ fees and costs under 17 U.S.C. § 1203(b)(4)-(5).
`
`FIFTH CLAIM FOR RELIEF
`(Negligence)
`
`ZoomInfo incorporates herein by reference the allegations in paragraphs 1 through
`
`35.
`
`34.
`
`36.
`
`At all relevant times, CarpeDatum had a duty to take reasonable care in training
`
`and supervising its employees and other agents acting on its behalf.
`
`9
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`Case 1:20-cv-03553-STV Document 1 Filed 12/02/20 USDC Colorado Page 10 of 11
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`37.
`
`CarpeDatum breached this duty in two ways: (1) by failing to train and supervise
`
`its employees regarding basic data security obligations; and (2) by allowing its employees to
`
`participate in the unlawful conduct alleged above. A reasonable entity would have implemented
`
`and enforced a policy banning this kind of conduct. CarpeDatum failed to do so.
`
`38.
`
`It is foreseeable that the failure to train and supervise employees and other agents
`
`about appropriate methods for obtaining sales and marketing information for the benefit of
`
`CarpeDatum would harm ZoomInfo.
`
`39.
`
`As a direct and proximate cause of CarpeDatum’s negligence, ZoomInfo lost
`
`profits. CarpeDatum’s negligence also reduced the market value of ZoomInfo’s database.
`
`CarpeDatum is therefore liable to ZoomInfo for compensatory damages in an amount to be proven
`
`at trial.
`
`
`
`WHEREFORE, ZoomInfo prays for the following relief:
`
`PRAYER FOR RELIEF
`
`1.
`
`2.
`
`3.
`
`Entry of judgment in its favor and against CarpeDatum on all counts;
`
`A declaration that CarpeDatum’s unlawful conduct was willful and knowing;
`
`As to its First Claim for Relief, ZoomInfo’s actual damages, restitution for
`
`CarpeDatum’s unjust enrichment, or a reasonable royalty, in an amount to be proven at trial;
`
`4.
`
`As to its Second Claim for Relief, ZoomInfo’s actual damages, restitution for
`
`CarpeDatum’s unjust enrichment, or a reasonable royalty, in an amount to be proven at trial;
`
`5.
`
`As to its Third Claim for Relief, compensatory damages in an amount to be proven
`
`at trial;
`
`10
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`Case 1:20-cv-03553-STV Document 1 Filed 12/02/20 USDC Colorado Page 11 of 11
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`6.
`
`As to its Fourth Claim for Relief, actual damages in an amount to be proven at trial,
`
`or statutory damages as provided for by 17 U.S.C. § 1201(c)(3);
`
`7.
`
`As to its Fifth Claim for Relief, compensatory damages in an amount to be proven
`
`at trial;
`
`8.
`
`An award of exemplary damages for CarpeDatum’s willful and knowing
`
`misappropriation;
`
`9.
`
`Immediate and permanent injunctive relief enjoining CarpeDatum from using
`
`ZoomInfo’s trade secrets, copyrighted materials, and misappropriated products and services, or
`
`requiring CarpeDatum to pay a reasonable royalty for future use;
`
`10.
`
`An award of ZoomInfo’s costs of suit, including the costs of experts and reasonable
`
`attorneys’ fees as permitted by law, including 18 U.S.C. § 1836(b)(3)(D), C.R.S. § 7-74-105, and
`
`17 U.S.C. §§ 1203(b)(4)-(5); and
`
`11.
`
`An award of pre- and post-judgment interest; and such other relief as the Court may
`
`deem just and equitable.
`
`
`
`DATED: December 2, 2020
`
`Respectfully submitted,
`
`FORTIS LAW PARTNERS LLC
`
`
`
`s/ Henry M. Baskerville
`Henry M. Baskerville, Atty. Reg. #49431
`Fortis Law Partners LLC
`1900 Wazee Street, Suite 300
`Denver, CO 80202
`Phone: (303) 295-9700
`Fax: (303) 295-9701
`hbaskerville@fortislawpartners.com
`Attorneys for Plaintiff
`
`11
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`
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