Case: 1:21-cv-01283 Document #: 1 Filed: 03/08/21 Page 1 of 32 PageID #:1
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`IN THE UNITED STATES DISTRICT COURT
`FOR THE NORTHERN DISTRICT OF ILLINOIS
`EASTERN DIVISION
`TELADOC HEALTH, INC. and LIVONGO
`HEALTH, INC.,
`
`))
`
`Plaintiffs,
`
`v.
`JAMES PURSLEY and HINGE HEALTH,
`INC.,
`
`Defendants.
`
`Case No.
`
`Judge
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`
`)
`)
`)
`)
`)
`)
`)
`)
`)
`
`VERIFIED COMPLAINT FOR INJUNCTIVE RELIEF AND DAMAGES
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`Plaintiffs Teladoc Health, Inc. and Livongo Health, Inc. (“Livongo”) (sometimes
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`collectively referred to as “Teladoc” or “Plaintiffs”) file this verified complaint against Defendants
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`James Pursley (“Pursley”) and Hinge Health, Inc. (“Hinge Health”) (sometimes collectively
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`referred to as “Defendants”).
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`NATURE OF THE ACTION
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`1.
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`This litigation asserts seven claims for: breach of contract (Count I against Pursley);
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`actual/threatened misappropriation under the Defend Trade Secrets Act and the Illinois Trade
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`Secrets Act (Counts II and III against Pursley and Hinge Health); tortious interference with
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`contract (Count IV against Hinge Health); tortious interference with business relationships (Count
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`V against Pursley and Hinge Health); unjust enrichment (Count VI (in the alternative) against
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`Pursley); and civil conspiracy (Count VII against Pursley and Hinge Health).
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`2.
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`Pursley, Livongo’s former Chief Commercial Officer (“CCO”), executed an
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`Employee Proprietary Information, Inventions Assignment and Non-Solicitation Agreement
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`(“PIIA”)1 in which he agreed not to: (a) solicit certain Customers or Potential Customers of
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`1 A true and accurate copy of the PIIA that Pursley executed is attached as Exhibit 1.
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`Teladoc during his employment and for a period of one (1) year following termination; (b) solicit
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`or induce Livongo employees to leave their employment with the company during his employment
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`and for a period of one (1) year following termination; and (c) use or disclose Teladoc confidential
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`information upon cessation of his employment with Livongo.
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`3.
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`In the Fall of 2020, Teladoc acquired Livongo through a corporate merger. During
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`that process, Teladoc offered a position to Pursley, but he declined it. The parties mutually parted
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`ways pursuant to a written Separation Agreement and Release of Claims (the “Separation
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`Agreement”), under which Teladoc paid Pursley approximately $3 million in accelerated vesting
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`of equity awards plus a $150,000 cash payment to be made over time.2 In exchange for these
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`substantial payments, Pursley re-affirmed his obligations under the PIIA and agreed not to compete
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`with Livongo and Teladoc for a period of one (1) year following his separation of employment.
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`4.
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`Not long after Pursley received approximately $3 million in accelerated vesting of
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`equity awards and a significant portion of his cash payment (approximately $50,000 at that point)
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`under the Separation Agreement, Pursley joined Hinge Health—a direct competitor of Teladoc—
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`as its President. Pursley did so knowing Hinge Health is a direct competitor and that Teladoc
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`considered it to be one.
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`5.
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`Pursley is violating the Agreements, and his statutory and common law duties to
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`Teladoc, by, among other things: (1) serving as President of Hinge Health, a direct competitor of
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`Teladoc; (2) misappropriating Teladoc’s proprietary and confidential business information,
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`including trade secrets; and (3) soliciting and serving, on Hinge Health’s behalf, Customers and
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`Potential Customers (as those terms are defined in the PIIA). Hinge Health has induced Pursley’s
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`2 A true and accurate copy of the Separation Agreement executed by Pursley is attached hereto as Exhibit 2.
`The PIIA and Separation Agreement are referred to collectively herein as the “Agreements.”
`2
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`

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`breaches in an effort to unfairly compete with Teladoc and participated in his misappropriation of
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`Teladoc’s proprietary and confidential business information, including trade secrets.
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`6.
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`Teladoc asked Pursley and Hinge Health to cure these violations and to end their
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`unlawful conduct, but they have not done so to date. Teladoc now pursues this action against
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`Pursley and Hinge Health to restrain their violations and to seek redress for the harm caused by
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`their misconduct.
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`THE PARTIES
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`7.
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`Livongo is a business corporation organized and existing under the laws of the state
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`of Delaware, with its headquarters located at 150 W Evelyn Ave #150, Mountain View, CA 94041.
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`8.
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`Teladoc Health, Inc., is a publicly-traded business corporation organized and
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`existing under the laws of the state of Delaware, with its headquarters located at 2 Manhattanville
`
`Road, Purchase, NY 10577. The company is the oldest telehealth provider in the United States.
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`9.
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`Pursley is an individual who was employed by and/or worked for Livongo Health,
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`Inc. from March 2014 through October 2020.
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`10.
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`Upon information and belief, Pursley resides at 1S641 Verdun Drive, Winfield,
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`Illinois 60190.
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`11.
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`Hinge Health is a business corporation organized and existing under the laws of the
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`state of Delaware, with its headquarters located at 465 California St. 14th Floor, San Francisco,
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`CA 94104.
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`JURISDICTION AND VENUE
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`12.
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`This Court has original jurisdiction over this action under 28 U.S.C. § 1331 because
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`Teladoc asserts claims against Pursley and Hinge Health for violation of a federal statute – the
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`Defend Trade Secrets Act (“DTSA”), 18 U.S.C. § 1836, et seq.
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`13.
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`Teladoc’s related state-law claims fall within this Court’s supplemental jurisdiction
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`pursuant to 28 U.S.C. § 1367.
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`14.
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`This Court has personal jurisdiction over Defendants, and venue is proper in this
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`District under 28 U.S.C. § 1391(a), because Defendants committed and continue to commit
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`tortious acts in, and/or related to Illinois and the area within this District. Also, Defendants
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`regularly conduct business in Illinois. In addition, Pursley in the Separation Agreement consented
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`to personal jurisdiction and venue in state and federal courts in Illinois for any lawsuit filed there
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`against him by Teladoc arising from or related to the PIIA.
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`FACTUAL BACKGROUND
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`About Teladoc
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`15.
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`Teladoc is a multinational telemedicine and virtual healthcare company based in
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`the United States. Teladoc’s primary services include telehealth, medical opinions, Artificial
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`Intelligence (“AI”) and analytics, and licensable platform services. In particular, Teladoc uses
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`telephone and videoconferencing software as well as mobile applications to provide on-demand
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`remote medical care.
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`16.
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`As the first and largest telemedicine company in the United States, Teladoc was
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`launched in 2002 and has acquired companies such as BetterHelp in 2015, Best Doctors in 2017,
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`and Advance Medical in 2018. Teladoc is a public company that trades on the New York Stock
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`Exchange, and it is active in 175 countries across the world. Teladoc ranked Best in KLAS for
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`Virtual Care Platforms in 2020.
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`17.
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`The global telemedicine market size was $41.63 billion in 2019, including $17.9
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`billion in North America alone. The global impact of COVID-19 on this telemedicine market has
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`been unprecedented and staggering. Analysts predict that, as a result of COVID-19, the
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`4
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`telemedicine industry grew by 91% in 2020, to $79.79 billion. Analysts further predict that the
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`telemedicine industry will grow to $396.76 billion in 2027 – an anticipated 397.26% increase over
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`the next seven years.3
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`18.
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`Teladoc has approximately 51.5 million members who utilize its products and
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`services—more than 21% of the 243 million Americans with health coverage. Further, Teladoc
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`partners with a large number of insurance carriers to supply telemedicine products and services to
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`their insureds and with a large number of corporations to provide telemedicine products and
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`services to their workforce.
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`19.
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`Teladoc is the North American market leader as a result of more than 18 years of
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`growth and expansion across the United States, Canada, and Mexico.
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`Teladoc’s Significant Protectable Interests in Goodwill and in its Confidential Information
`and Proprietary Business Information
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`20.
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`The services and products provided by Teladoc are adapted to meet the needs of
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`each customer, member, or market. Teladoc has maintained its status as a national leader in the
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`industry by providing quality products and services, but more importantly, by cultivating its
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`relationships between its members, customers, and potential customers as well as its expert
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`network of approximately 55,000 health care providers across 450 medical subspecialties.
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`21.
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`By creating, nurturing, and maintaining goodwill with its members, customers,
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`prospective customers, and expert network of health care providers, Teladoc is better able to
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`compete and maintain its standing in the market.
`
`3 Fortune Business Insights, Telemedicine Market Size, Share & COVID-19 Impact Analysis, By Type
`(Products and Services), By Modality (Store-and-forward (Asynchronous), Real-time (Synchronous), and
`Others), By Application (Teleradiology, Telepathology, Teledermatology, Telecardiology, Telepsychiatry,
`and Others), By End User (Healthcare Facilities and Homecare), and Regional Forecast, 2020-2027,
`summary available at https://www.fortunebusinessinsights.com/industry-reports/telemedicine-market-
`101067, last visited March 8, 2021.
`
`5
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`22.
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`Among competing telemedicine providers with similar products and services, the
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`maintenance and protection of the relationships and goodwill that Teladoc representatives build
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`with Teladoc’s members, customers, prospective customers, and expert network of health care
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`providers are crucial to the continued viability of the company.
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`23.
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`Teladoc has also assembled, developed, created, and maintained confidential and
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`proprietary business information, including characteristics of members, customers and prospective
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`customers, sales and billing practices, service methodologies, pricing structures and pricing
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`computations, expected margins, analyses of the strengths and weaknesses of products and
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`services, information about Teladoc’s cost structure, operations, business methods, and future
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`marketing plans and business strategies—along with compilations of such information that include
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`data and facts generated, maintained, and used by Teladoc to obtain a competitive advantage over
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`those, such as competitors, who do not know or use such information.
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`Teladoc’s Investment of Time and Expense in its Business and its Reasonable Efforts to
`Protect its Confidential and Proprietary Information
`
`24.
`
`Teladoc devotes a considerable amount of time and resources training its sales staff
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`to understand its operations, cost structure, pricing structures and computations, business methods,
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`and strategies, as well as on the development and maintenance of goodwill with members,
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`customers, and potential customers.
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`25.
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`Based upon Teladoc’s dedication of resources, capital, manpower, industry
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`knowledge, and knowledge of each members’ and customer’s needs, it has developed a unique,
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`cost effective system to timely and efficiently address the needs of its members and customers.
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`26.
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`Teladoc has taken, and continues to take, reasonable and appropriate steps to
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`preserve the confidentiality of its proprietary and confidential information, including by:
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`(a)
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`Requiring employees to enter into agreements to govern employment and
`post-employment obligations;
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`(b)
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`(c)
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`(d)
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`(e)
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`(f)
`
`(g)
`
`(h)
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`(i)
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`(j)
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`(k)
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`Ensuring proper procedures are in place at companies it acquires before
`proceeding with acquisitions;
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`Maintaining confidentiality policies governing the use and disclosure of
`confidential information;
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`Training employees to protect confidential information;
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`Requiring username/password access to proprietary data;
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`Requiring use of strong passwords for user accounts on both the file and
`email servers;
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`Monitoring suspicious activity;
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`Using only secure connections to protect servers (when accessing
`information remotely, secure VPN connections are required);
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`Encrypting data at rest;
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`Employment data loss prevention controls to limit data exfiltration; and
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`Conducting regular user access reviews to ensure roles and access is
`appropriate.
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`Pursley’s Access to Teladoc’s Confidential and Proprietary Information
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`27.
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`Pursley enjoyed access to confidential and proprietary information, including trade
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`secrets. This included, but was not limited to, financial information, member names and
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`information, customer names and information, customer lists, prospective customer names and
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`information, pricing policies, research, design and development data, and technical and other
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`information relating to all aspects of telemedicine. For example, as COO of Livongo, Pursley
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`became intimately familiar with the company’s technology platforms, the needs and preferences
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`of Livongo’s customers and third-party partners, the company’s pricing models, and how to
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`integrate, structure, and adapt Livongo’s offerings in an efficient and cost-effective manner for its
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`customers and third-party partners. These processes, methodologies and compilations—which
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`Teladoc has invested significant efforts and resources to develop and keep secret—are not
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`generally known by, and would have significant value to, Teladoc’s competitors (including Hinge
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`Health). Pursley enjoyed significant access to trade secret information only by virtue of his position
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`as COO.
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`28.
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`Pursley developed close relationships with Teladoc’s key customers and
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`prospective customers, including but not limited to major insurance carriers and corporations.
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`The PIIA
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`29.
`
`30.
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`On March 18, 2016, Pursley and Livongo executed the PIIA.
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`The PIIA prohibits Pursley from disclosing “Proprietary Information.” (Exhibit 1,
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`PIIA at §§ 1.1 & 1.2.)
`
`31.
`
`The PIIA defines “Proprietary Information” as “any and all confidential and/or
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`proprietary knowledge, data or information of the Company, its affiliates, parents and subsidiaries,
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`whether having existed, now existing, or to be developed during my employment.”
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`32.
`
`The PIIA also contains a non-exhaustive list of its “Proprietary Information:”
`
`“Proprietary Information” includes (a) trade secrets, inventions, mask
`works, ideas, processes, formulas, source and object codes, data, programs,
`other works of authorship, know-how,
`improvements, discoveries,
`developments, designs and techniques and any other proprietary technology
`and all Proprietary Rights therein (hereinafter collectively referred to as
`“Inventions”); (b) information regarding research, development, new
`products, marketing and selling, business plans, budgets and unpublished
`financial statements, licenses, prices and costs, margins, discounts, credit
`terms, pricing and billing policies, quoting procedures, methods of
`obtaining business, forecasts, future plans and potential strategies, financial
`projections and business strategies, operational plans, financing and capital-
`raising plans, activities and agreements, internal services and operational
`manuals, methods of conducting Company business, suppliers and supplier
`information, and purchasing; (c) information regarding customers and
`potential customers of the Company, including customer lists, names,
`representatives, their needs or desires with respect to the types of products
`or services offered by the Company, proposals, bids, contracts and their
`contents and parties, the type and quantity of products and services provided
`or sought to be provided to customers and potential customers of the
`Company and other non-public information relating to customers and
`potential customers; (d) information regarding any of the Company’s
`business partners and their services, including names; representatives,
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`proposals, bids, contracts and their contents and parties, the type and
`quantity of products and services received by the Company, and other non-
`public information relating to business partners; (e) information regarding
`personnel, employee lists, compensation, and employee skills; and (f) any
`other non-public information which a competitor of the Company could use
`to the competitive disadvantage of the Company.
`
`(Id. at § 1.2.)
`
`33.
`
`The PIIA also prohibits Pursley from disclosing confidential and/or proprietary
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`knowledge, data, or information received from third parties (“Third Party Information”). (Id. at
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`§§ 1.1 & 1.3.) Specifically, Pursley promised that during and after his employment with Livongo:
`
`I will hold Third Party Information in the strictest confidence and will not
`disclose to anyone (other than Company personnel who need to know such
`information in connection with their work for the Company) or use, except
`in connection with my work for the Company, Third Party Information
`unless expressly authorized by an authorized officer of the Company in
`writing.
`
`(Id. at § 1.3.)
`
`34.
`
`Pursley expressly agreed that “Proprietary Information and Third Party Information
`
`is never to be used or disclosed by me”—a reasonable post-employment restriction in light of the
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`company’s protectable interests at stake. (Id. at § 1.4.) Pursley also agreed in the alternative that
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`the nondisclosure period could be construed to be two years. (Id.)
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`35.
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`The PIIA also prohibits Pursley from soliciting employees, consultants, contractors,
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`customers, or potential customers of Teladoc for a period of at least one (1) year after the date his
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`employment with Livongo ended. (Id. at § 5.)
`
`36.
`
`By executing the PIIA, Pursley promised:
`
`I will not, as an officer, director, employee, consultant, owner, partner, or
`in any other capacity, either directly or through others, except on behalf of
`the Company:
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`5.1 solicit, induce, encourage, or participate in soliciting, inducing,
`or encouraging any employee of the Company to terminate his or her
`relationship with the Company;
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`5.2 hire, employ, or engage in business with or attempt to hire,
`employ, or engage in business with any person employed by the
`Company or who has left the employment of the Company within the
`preceding three (3) months of any such prohibited activity or discuss
`any potential employment or business association with such person,
`even if I did not initiate the discussion or seek out the contact;
`
`5.3 solicit, induce or attempt to induce any Customer or Potential
`Customer, or any consultant or independent contractor, with whom I had
`direct or indirect contact during my employment with the Company or
`whose identity I learned as a result of my employment with the
`Company, to terminate, diminish, or materially alter in a manner
`harmful to the Company its relationship with the Company.
`
`(Id. at §§ 5, 5.1, 5.2, & 5.3.)
`
`37.
`
`The parties agreed that for purposes of the PIIA:
`
`…a “Customer or Potential Customer” is any person or entity who or which,
`at any time during the one (1) year prior to the date my employment with
`the Company ends, (i) contracted for, was billed for, or received from the
`Company any product, service or process with which I worked directly or
`indirectly during my employment by the Company or about which I
`acquired Proprietary Information; or (ii) was in contact with me or in
`contact with any other employee, owner, or agent of the Company, of which
`contact I was or should have been aware, concerning any product, service
`or process with which I worked directly or indirectly during my
`employment with the Company or about which I acquired Proprietary
`Information; or (iii) was solicited by the Company in an effort in which I
`was involved or of which I was or should have been aware.
`
`(Id. at § 5.)
`
`38.
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`Pursley agreed that the restrictions imposed upon him by the PIIA were reasonable.
`
`Specifically, Pursley acknowledged:
`
`I agree that this Agreement does not prevent me from earning a living or
`pursuing my career and that I have the ability to secure other non-
`competitive employment using my marketable skills. I agree that the
`restrictions contained in this Agreement are reasonable, proper, and
`necessitated by the Company’s legitimate business interests, including
`without
`limitation,
`the Company’s Proprietary Rights, Proprietary
`Information and the goodwill of its customers. I represent and agree that I
`am entering into this Agreement freely and with knowledge of its contents
`with the intent to be bound by the Agreement and the restrictions contained
`in it.
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`(Id. at § 7.1.)
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`39.
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`By executing the PIIA, Pursley also agreed that upon his termination from
`
`employment:
`
`I will deliver to Company all of Company’s property, equipment, and
`documents, together with all copies thereof, and any other material
`containing or disclosing any Inventions, Third Party Information or
`Proprietary Information and certify in writing that I have fully complied
`with the foregoing obligation. I agree that I will not copy, delete, or alter
`any information contained upon my Company computer or Company
`equipment before I return it to Company. In addition, if I have used any
`personal computer, server, or e-mail system to receive, store, review,
`prepare or transmit any Company information, including but not limited to,
`Proprietary Information, I agree to provide the Company with a computer-
`useable copy of all such Proprietary Information and then permanently
`delete and expunge such Proprietary Information from those systems; and I
`agree to provide the Company access to my system as reasonably requested
`to verify that the necessary copying and/or deletion is completed.
`
`(Id. at § 9.) Pursley also agreed that he would have to pay all costs, including reasonable attorney’s
`
`fees, if Livongo is successful in whole or in part in any action against him under the PIIA. (Id. at
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`§ 10.)
`
`The Separation Agreement
`
`40.
`
`The Teladoc and Livongo merger was the most significant blending of capabilities
`
`and talent in the history of digital health. By virtue of the merger, the combined company became
`
`the only consumer and healthcare provider partner to span a person’s entire health journey. During
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`the merger of Livongo and Teladoc, Teladoc offered Pursley a position, but he declined.
`
`41.
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`On October 20, 2020, Pursley executed a Separation Agreement and Release of
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`Claims (“Separation Agreement”) in favor of Livongo and Teladoc, effective as of the close of
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`business on the date of closing for the merger (October 30, 2020). It included significant payments
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`to Pursley that he otherwise would not have received.
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`42.
`
`By executing the Separation Agreement, Pursley acknowledged and agreed that he
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`remained subject to any existing restrictive covenants, including those imposed under the PIIA.
`
`43.
`
`Pursley acknowledged that the terms of his PIIA would remain unaffected except
`
`that Section 6 of the PIIA would be replaced in its entirety with the following:
`
`6. NON-COMPETE PROVISION. In order to protect the Company's
`legitimate business interests, including (without limitation) its interests in
`the Company's trade secrets and Proprietary Information, its substantial and
`near permanent relationships with customers, and its customer goodwill, I
`agree that for the one (1) year period after the date my employment ends for
`any reason, including but not limited to voluntary termination by me or
`involuntary termination by the Company, I will not, directly, indirectly, as
`an officer, director, employee, consultant, owner, manager, member,
`partner, or in any other capacity solicit, perform, or provide, or attempt to
`solicit, perform or provide, Conflicting Services anywhere in the world
`where the Company conducts any business in which I was involved or about
`which I acquired Proprietary Information, including but not limited to
`locations where the Company performs research or development activities
`related to the Company's products, services or processes, nor will I assist
`another person to solicit, perform or provide or attempt to perform or
`provide Conflicting Services anywhere in the world where the Company
`conducts any business in which I was involved or about which I acquired
`Proprietary Information, including but not limited to locations where the
`Company performs research or development activities related to the
`Company's products, services or processes.
`
`The parties agree that for purposes of this Agreement, “Conflicting
`Services” means any services performed relating to any product, service, or
`process or the research and development thereof, by any person or
`organization other than the Company or Teladoc Health, Inc. that is
`competitive with a product, service, or process, including the research and
`development thereof, of (i) the Company with which I worked directly or
`indirectly or about which I acquired Proprietary Information at any time
`during the one (1) year prior to the date my employment or engagement
`with the Company ends or (ii) Teladoc Health, Inc. as of the of my
`termination of employment, including any telehealth, telemedicine and
`other virtual wellness solution companies.
`
`(Exhibit 2, Separation Agreement at § 3.)
`
`44.
`
`Teladoc is a third-party beneficiary of the Separation Agreement and is entitled to
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`enforce the promises and covenants in the Separation Agreement and the PIIA. (Id. at § 9.)
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`45.
`
`In exchange for Pursley’s agreement to abide by the additional restrictive covenants
`
`in the Separation Agreement and the release of claims relating to the end of his employment on
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`October 30, 2020, Pursley received generous consideration. Specifically, Pursley received a cash
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`payment of $150,000 (less applicable taxes) to be paid over a period of time and vesting
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`acceleration of 75% of unvested equity awards. This acceleration is worth approximately $3
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`million. There was no obligation on the part of Teladoc to offer Pursley accelerated vesting of
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`equity, and he would not have received that but for executing the Separation Agreement.
`
`46.
`
`In addition to the obligations imposed on Pursley by the PIIA and the Separation
`
`Agreement, he was and is obligated to follow the requirements of the federal DTSA, the Illinois
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`Trade Secrets Act (“ITSA”), and Illinois law.
`
`Pursley and Hinge Health Engage in Intentional and Wrongful Conduct
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`47.
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`As provided in the Separation Agreement, Teladoc granted Pursley the accelerated
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`unvested equity awards and began paying the cash payments (totaling approximately $50,000).
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`48.
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`On February 3, 2021, Teladoc’s Chief Legal Officer, Adam C. Vandervoot,
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`responded to an email inquiry from Pursley, where he informed Pursley that Hinge Health is a
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`competitor for purposes of the PIIA and the Separation Agreement.
`
`49.
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`Pursley on Februrary 6, 2021, wrote to Teladoc’s Chief Executive Officer, Jason
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`Gorevic, asking to be released from his non-compete obligation so that he could work at Hinge
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`Health. Teladoc did not agree to do so.
`
`50.
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`Despite the contractual and other obligations Pursley owed to Teladoc and the
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`generous separation compensation he received, he breached his contractual duty not to compete
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`by joining Hinge Health as its new President. This was announced on Hinge Health’s website on
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`13
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`

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`Case: 1:21-cv-01283 Document #: 1 Filed: 03/08/21 Page 14 of 32 PageID #:14
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`or about February 23, 2021. (See https://www.hingehealth.com/hinge-health-expands-executive-
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`team/, last visited March 8, 2021.)
`
`51.
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`Pursley joined Hinge Health as its President knowing he was breaching his non-
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`compete covenants. As Hinge Health’s President, Pursley is providing “Conflicting Services”
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`because Hinge Health conducts business and provides services in telemedicine, just as Teladoc
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`does.
`
`52.
`
`For example, Hinge Health’s website contains a page regarding “Hinge Health
`
`Terms and Conditions.” (See https://www.hingehealth.com/terms/, last visited March 8, 2021.)
`
`The Terms and Conditions state, in relevant part:
`
`Terms and Conditions Welcome to the Hinge Health digital care pathway
`for musculoskeletal disorders which is provided through a variety of
`different channels, including online at hingehealth.com (the “Website”), via
`one or more mobile applications (the “Application”), or through telehealth
`delivery (collectively the “Service”).
`
`1. Scope of Services… Hinge Health makes certain telehealth related
`information available to you and/or facilitates your access to telehealth and
`secondary medical services through the Chronic Care Pathway, Acute Care
`Pathway, Secondary Medical Opinion Pathway, and the Peri- and Post-
`Surgical Care Pathway.
`
`Hinge Health agrees to provide certain telehealth related information to you
`and/or to help provide you with access to telehealth providers. Hinge Health
`is independent from healthcare providers who will be providing such
`telehealth services to you through the Services and is not responsible for
`such healthcare providers’ acts, omissions, or for any content of the
`communications made by them. …
`
`2. Medical Advice Hinge Health MSO, Inc. provides the clinical services
`for Hinge Health, Inc. Hinge Health MSO, Inc. is an independent
`management entity with a national network of United States based
`physicians and physical therapists who provide clinical telehealth services.
`
`(Id. (emphasis added.) This makes Hinge Health’s business, products, and services competitive
`
`with Teladoc.
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`14
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`

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`Case: 1:21-cv-01283 Document #: 1 Filed: 03/08/21 Page 15 of 32 PageID #:15
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`53.
`
`Hinge Health sends devices to customers and then coaches them to improve their
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`musculoskeletal (MSK) condition — which is nearly identical to Teladoc’s practice of sending
`
`devices to customers with diabetes, hypertension, weight loss (which is also used for people who
`
`need to have MSK surgery like total knee or total hip), and then coaching those customers to
`
`improve their condition. Telemedicine aimed at improving MSK conditions, diabetes,
`
`hypertension, and weight loss are just a few examples of how Hinge Health directly competes
`
`against Teladoc.
`
`54.
`
`Hinge Health also sells telemedicine products and services into the same markets
`
`and to the same customers as Teladoc. Accordingly, Pursley takes to a competitor unique access
`
`to Proprietary Information related to Teladoc’s business model, practices, and strategic plans that
`
`he learned at Livongo. Pursley also takes with him unique access to Proprietary information related
`
`to Teladoc’s customers and potential customers based on relationships forged while employed with
`
`Livongo, which he can now use to sell to customers and potential customers of Hinge Health.
`
`55.
`
`Hinge Health directly competes with Teladoc’s Expert Medical Service product and
`
`service offerings, where MSK cases make up a sizable percentage of cases and represent elevated
`
`return on investment per case.
`
`56.
`
`In his position as President of Hinge Health, Pursley will inevitably disclose
`
`Teladoc’s Proprietary Information, including trade secrets, in violation of his contractual and other
`
`legal obligations.
`
`57.
`
`Upon information and belief, Pursley has already disclosed Teladoc’s Proprietary
`
`Information, including trade secrets, in violation of his contractual and other legal obligations.
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`15
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`Case: 1:21-cv-01283 Document #: 1 Filed: 03/08/21 Page 16 of 32 PageID #:16
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`58.
`
`By letter dated February 25, 2021, Teladoc sent Pursley a cease and desist letter
`
`regarding his breach of contractual and other legal obligations. A copy of the February 25, 2021
`
`letter to Pursley is attached as Exhibit 3.
`
`59.
`
`By letter dated February 25, 2021, Teladoc sent Hinge Health