Case 3:17-cv-00939-WHA Document 2623 Filed 02/05/18 Page 1 of 7 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 MICHAEL A. JACOBS (CA SBN 111664) MJacobs@mofo.com ARTURO J. GONZÁLEZ (CA SBN 121490) AGonzalez@mofo.com MORRISON & FOERSTER LLP 425 Market Street San Francisco, California 94105-2482 Tel: 415.268.7000 / Fax: 415.268.7522 KAREN L. DUNN (Pro Hac Vice) kdunn@bsfllp.com MICHAEL A. BRILLE (Pro Hac Vice) mbrille@bsfllp.com BOIES SCHILLER FLEXNER LLP 1401 New York Avenue, N.W. Washington, D.C. 20005 Tel: 202.237.2727 / Fax: 202.237.6131 WILLIAM CARMODY (Pro Hac Vice) bcarmody@susmangodfrey.com SHAWN J. RABIN (Pro Hac Vice) srabin@ susmangodfrey.com SUSMAN GODFREY LLP 1301 Avenue of the Americas, 32nd Floor New York, NY 10019-6023 Tel.: 212.336.8330 / Fax.: 212.336.8340 Attorneys for Defendants UBER TECHNOLOGIES, INC. and OTTOMOTTO LLC 17 18 19 20 21 22 23 24 UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF CALIFORNIA SAN FRANCISCO DIVISION WAYMO LLC, Case No. 3:17-cv-00939-WHA UBER’S AND OTTOMOTTO’S Plaintiff, BRIEF ON THE ADMISSIBILITY AND USE OF STROZ FRIEDBERG’S v. DUE DILIGENCE MATERIALS UBER TECHNOLOGIES, INC., Judge: The Honorable William Alsup OTTOMOTTO LLC; OTTO TRUCKING LLC, Trial Date: February 5, 2018 Defendants. 25 26 27 28 UBER’S BRIEF RE LIMITATIONS ON USE OF STROZ MATERIALS CASE NO. 3:17-CV-00939-WHA Case 3:17-cv-00939-WHA Document 2623 Filed 02/05/18 Page 2 of 7 1 Waymo wants to admit the Stroz Report (TX 7912) and several of its exhibits (TX 5101, 2 5102, 5215, 7114, and 7418), including Stroz’s memorandum of Anthony Levandowski’s 3 interview (“Levandowski Memo”) (TX 7111) (collectively, the “Stroz Materials”). Waymo also 4 intends to seek admission four sets of notes taken by Stroz employees during and after their 5 interviews with Levandowski (TXs 8854, 8855, 8857, and 8858) (collectively, the “Fulginiti 6 Notes”). These documents, however, are either themselves inadmissible hearsay or are so replete 7 with embedded hearsay that they cannot be admitted for their truth. Highlighted copies of each 8 document with a cover page summarizing the hearsay issues with each one are attached to this 9 brief.1 10 I. The Stroz Materials and Fulginiti Notes Are Replete With Hearsay Within Hearsay. 11 The vast majority of the Stroz Materials and the Fulginiti Notes are embedded hearsay— 12 direct quotations and paraphrased reports of statements made by the diligenced employees—to 13 which no exception or exclusion applies. The statements of the diligenced employees are not 14 party admissions because they were made in the employees’ personal capacity, and Stroz’s 15 recounting of those statements, even if made as an agent of Uber’s outside counsel (or Uber), 16 does not cure their hearsay nature. Courts routinely exclude “summaries, notes, and memoranda” 17 of interviews by third-party investigators, including accounts of what was said to the 18 investigators, as “hearsay-upon-hearsay.” United States v. Reyes, 239 F.R.D. 591, 600 (N.D. Cal. 19 2006); Golden v. World Sec. Bureau, Inc., 988 F. Supp. 2d 850, 858 (N.D. Ill. 2013) (excluding 20 “interviews themselves or the second-level hearsay contained within them” conducted as part of 21 internal investigation); Hook v. Regents of Univ. of Cal., 394 F. App’x 522, 531 (10th Cir. 2010) 22 (business records exception did not apply to interview notes and did not cure embedded hearsay 23 in any event). Waymo bears the burden of proving an exception or exemption for each layer of 24 hearsay. United States v. Marguet-Pillado, 560 F.3d 1078, 1086 (9th Cir. 2009) (“in either case, 25 26 27 28 1 Uber continues to assert that the Stroz Report, its exhibits, and documents produced as a result of the Court’s orders granting Waymo’s Motion to Compel the Stroz Report (Dkts. 566, 685) and denying Uber’s Motion to Quash Waymo’s subpoena to Stroz Friedberg (Dkts. 670, 745), are protected by the attorney-client privilege, attorney work product, and common interest doctrines. Uber has preserved its appellate rights regarding those rulings and does not waive any such rights. 1 UBER’S BRIEF RE LIMITATIONS ON USE OF STROZ MATERIALS CASE NO. 3:17-CV-00939-WHA Case 3:17-cv-00939-WHA Document 2623 Filed 02/05/18 Page 3 of 7 1 there is at least one more layer of hearsay, and to be admissible there must be an exception for 2 that layer also.”). 3 A. The diligenced employees’ statements are not party admissions. 4 At the first level of hearsay, the diligenced employees’ statements are not party 5 admissions of Ottomotto under Rule 801(d)(2)(D) because the employees did not make the 6 statements “within the scope of an employment or agency relationship.” United States v. Bonds, 7 608 F.3d 495, 502 (9th Cir. 2010). Waymo previously took the position that “Levandowski 8 communicated with Stroz in his individual capacity rather than in his capacity as an officer of any 9 Otto entity” to overcome Uber’s and Levandowski’s privilege assertions. Dkt. 585 at 1:12-13; see 10 id. at 3:16-20 & n.3, 11:4-6. This Court agreed. See Dkt. 566 at 7-8, aff’d, Dkt. 685; Dkt. 670 at 2, 11 aff’d, Dkt. 745; see also Waymo LLC v. Uber Techs., Inc., 870 F.3d 1350, 1363 (Fed. Cir. 2017). 12 Having gained an advantage by taking the position that the diligenced employees spoke to Stroz 13 as individuals, rather than as Otto employees, Waymo is now judicially estopped from taking the 14 opposite position. E.g., Hamilton v. State Farm Fire & Cas. Co., 270 F.3d 778, 782 (9th Cir. 15 2001) (“Judicial estoppel is an equitable doctrine that precludes a party from gaining an 16 advantage by asserting one position, and then later seeking an advantage by taking a clearly 17 inconsistent position.”).2 18 B. Levandowski’s statements are inadmissible hearsay despite his unavailability. 19 As to Levandowski, even if his Fifth Amendment invocation makes him unavailable, see 20 Fed. R. Evid. 804(a)(1), none of the exceptions to the rule against hearsay for an unavailable 21 witness—including the exception for statements against interest—apply. Fed. R. Evid. 804(b). 22 The proponent of an alleged statement against interest must establish the declarant “knew” when 23 making the statements that they “would tend to subject him to criminal or civil liability or to harm 24 his financial interests.” United States v. Bonds, No. CR 07-00732 SI, 2009 WL 416445, at *7 25 (N.D. Cal. Feb. 19, 2009), aff’d, 608 F.3d 495 (9th Cir. 2010). Levandowski’s statements to Stroz 26 27 28 2 Waymo represented to Uber during the meet and confer process that it did not intend to seek to admit the Stroz Materials as business records. Should Waymo change its position, Uber stands ready to submit a further brief explaining why the business records exception is inapplicable too. 2 UBER’S BRIEF RE LIMITATIONS ON USE OF STROZ MATERIALS CASE NO. 3:17-CV-00939-WHA Case 3:17-cv-00939-WHA Document 2623 Filed 02/05/18 Page 4 of 7 1 were intended to induce Uber to enter into a transaction and indemnification agreement that stood 2 to benefit Levandowski financially. Because his statements were in his financial interest, not 3 against it, “the circumstances that allow the application of the hearsay exception—that no 4 reasonable person would say this if it were not so—are not present here.” Bonds, 2009 WL 5 416446, at *8. 6 C. The Stroz materials are not rendered admissible due to agency. 7 At the next level of hearsay, Stroz’s recounting of what the diligenced employees may 8 have said is not automatically admissible because Stroz was acting as MoFo’s agent. Uber does 9 not dispute that it authorized MoFo to retain Stroz to prepare the Stroz Report, and thus 10 statements in the Report made by Stroz might be admissible for their truth under Rule 11 801(d)(2)(C). But the Stroz Materials in many places just regurgitate the diligenced employees’ 12 statements, quote documents and communications collected from their devices, or report data 13 taken from those devices without additional analysis. For example, the Report’s discussion of 14 each diligenced employee begins with a lengthy summary of what he said when Stroz interviewed 15 him. See TX-7912 at 8–11, 17–19, 24–25, 27–28, 30-31. These summaries are inadmissible 16 hearsay for the reasons described above. And many of those statements are themselves hearsay 17 reports. For example, Stroz reports “Ron called Levandowski, learned that the disks had already 18 been destroyed, and relayed this information to Qi.” Id. at 19. Stripped of their embedded hearsay 19 and double hearsay, little remains of the Report; even less that has any material relevance to 20 Waymo’s claims.3 21 II. The Fulginiti Notes Are Inadmissible Hearsay. 22 The Fulginiti Notes consist almost solely of embedded hearsay and hearsay-within- 23 hearsay, and cannot be admitted for any non-hearsay purpose. Fed. R. Evid. 802, 805. While the 24 Fulginiti Notes appear to be notes Stroz investigators took during their interview with 25 26 27 28 3 Sections I‒III(C) of the Report (TX-7912 at 3-7) simply recite Stroz’s engagement and methodology; while these passages are not embedded hearsay, they are also of marginal, if any, relevance to whether Uber improperly used any of Waymo’s alleged trade secrets. Moreover, the same information is available in non-hearsay documents, such as Stroz’s engagement letter and protocols, and Stroz’s side letters with Levandowski. See TX 5223-26, 7656. 3 UBER’S BRIEF RE LIMITATIONS ON USE OF STROZ MATERIALS CASE NO. 3:17-CV-00939-WHA Case 3:17-cv-00939-WHA Document 2623 Filed 02/05/18 Page 5 of 7 1 Levandowski, parts of the notes were made at different points in time, sometimes by two different 2 authors. (See 10/17/17 Fulginiti Dep. 160:1–17, 164:5–15, 172:9–15, 177:5–15.) While 3 Fulginiti’s characterizations of Levandowski’s out-of-court statements made in his personal 4 capacity make up the bulk of the notes, the notes regularly intermingle up to three levels of 5 hearsay, often in rapid succession and without any clear indication of who said what when. See, 6 e.g., TX-8855 at 18 (“What happens next. Go to Uber, I have some stuff I want to get rid of. Cam 7 Nina and Travis. Cam says: …”).) The Fulginiti Notes commingle statements from 8 Levandowski’s interviews with notations of “follow-up questions” and other information that was 9 “not part of the Anthony Levandowski interview” but “must have gotten mixed in.” (10/17/17 10 Fulginiti Dep. 177:5-15 (discussing TX-8858); id. at 162:3-13 (discussing TX-8854).) Even apart 11 from this confusion as to whose statements are reflected in the handwritten notes (which is only 12 made worse by the fact that TX-8854, 8857, and 8858 are black and white photocopies of the 13 original, Fed. R. Evid. 1002), the embedded hearsay problems are insurmountable. The 14 combination of authors, speakers, and subjects addressed in the notes also threatens to mislead 15 and confuse the jury and renders any redaction effort futile; the notes should be excluded. See 16 Fed. R. Evid. 403. 17 III. The Levandowski Forensic Findings Are Also Replete With Inadmissible Hearsay. 18 Similarly, TX 5101, a memo drafted by Stroz summarizing findings of their forensic 19 analysis of Levandowski’s devices, contains listings of data taken directly from Levandowski’s 20 devices and accounts, untransformed by Stroz’s analysis; those embedded data are inadmissible 21 hearsay. For example, the memo contains a listing of backup folders that Stroz simply copied out 22 of a system file on Levandowski’s laptop, see TX-5101 at 766, and a listing of file activity Stroz 23 simply copied out of a log file from Dropbox, id. at 768‒69. TX 7418 is even more problematic, 24 as it is a rote listing of metadata from Levandowski’s laptop without any selection or commentary 25 by Stroz. Stroz’s verbatim recitation of these hearsay sources does not convert them into 26 admissions. 27 28 4 UBER’S BRIEF RE LIMITATIONS ON USE OF STROZ MATERIALS CASE NO. 3:17-CV-00939-WHA Case 3:17-cv-00939-WHA Document 2623 Filed 02/05/18 Page 6 of 7 1 IV. The Stroz Materials Should Be Treated as Hearsay and Excluded for their Truth Pursuant To Rule 403 To Avoid Juror Confusion and Unfair Prejudice To Uber. 2 If the Court admits the Stroz Materials at all, it should exercise its discretion under Rule 3 403 to exclude reliance on them to prove the truth of any matter asserted therein. Little of the 4 Stroz Materials are even potentially admissible for their truth; in light of the impracticability of 5 impressing upon the jury the complicated hearsay lines that apply, wholesale exclusion of the 6 Stroz Materials for their truth is the only way to avoid misleading the jury, causing unfair 7 prejudice to Uber, and wasting time attempting to explain the labyrinthine hearsay status of the 8 materials to the jury. Fed. R. Evid. 403. The Advisory Committee Notes to Rule 403 are clear that 9 “[i]n reaching a decision whether to exclude on grounds of unfair prejudice, consideration should 10 be given to the probable effectiveness or lack of effectiveness of a limiting instruction” (emphasis 11 added) and that “[t]he availability of other means of proof may also be an appropriate factor.” 12 Waymo should be required to rely on non-hearsay evidence to prove its claims. Allowing the 13 Stroz Report and Exhibits into evidence for their truth will significantly and unfairly prejudice 14 Uber. 15 Finally, if Waymo lays appropriate foundation with a witness who received the Stroz 16 Materials, then the specific documents the witness received might be admissible for a non- 17 hearsay purpose.4 The Uber and Otto witnesses who received any of the Stroz Materials, and the 18 non-hearsay purpose for which they might be admissible, are set forth on the cover page of each 19 attached trial exhibit. 20 V. Conclusion 21 For the foregoing reasons, the Court should exclude any reliance on the Stroz Materials or 22 the Fulginiti Notes for their truth, and should limit any use of these materials to non-hearsay 23 purposes, if any. 24 25 26 27 28 4 The Court has already excluded any witness’s receipt in connection with this litigation. (7/26/17 Hr’g Tr. 125:15-24.) 5 UBER’S BRIEF RE LIMITATIONS ON USE OF STROZ MATERIALS CASE NO. 3:17-CV-00939-WHA Case 3:17-cv-00939-WHA Document 2623 Filed 02/05/18 Page 7 of 7 1 2 3 4 5 6 7 Dated: February 5, 2018 MORRISON & FOERSTER LLP BOIES SCHILLER FLEXNER LLP SUSMAN GODFREY LLP By: /s/ Karen L. Dunn KAREN L. DUNN Attorneys for Defendants UBER TECHNOLOGIES, INC. and OTTOMOTTO LLC 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 6 UBER’S BRIEF RE LIMITATIONS ON USE OF STROZ MATERIALS CASE NO. 3:17-CV-00939-WHA Case 3:17-cv-00939-WHA Document 2623-1 Filed 02/05/18 Page 1 of 3 Waymo v. Uber Case No. 3:17-cv-00939-WHA   APPENDIX A Case 3:17-cv-00939-WHA Document 2623-1 Filed 02/05/18 Page 2 of 3 APPENDIX A Document Description TX-7912 Summary Report - Project Unicorn Investigation Stroz Report TX-7111 Exhibit 5 TX-5215 Exhibit 6 Anthony Levandowski (“Levandowski”) Redacted Interview Memorandum and Exhibits Pre-Litigation Recipient Witnesses Admissibility Potentially admissible under Fed. R. Evid. 801(d)(2)(C) as to Stroz's own statements, if Waymo lays appropriate foundation. Adam Bentley; Not admissible under any other provision of Fed. R. Evid. 801. Angela Padilla; Eric Not admissible under any provision of Fed. R. Evid. 803. Tate; John Gardner; Not admissible under any provision of Fed. R. Evid. 804. Justin Suhr; Lior Ron Embedded hearsay inadmissible under Fed. R. Evid. 805. Uber believes, but Because inadmissible embedded hearsay pervades the document, making a limiting instruction ineffective and ensuring jury confusion and unfair cannot confirm, that prejudice to Uber, the document should not be admitted for its truth to any degree. Fed. R. Evid. 403. Anthony Levandowski received the report. Potentially admissible for a non-hearsay purpose as to Uber witnesses listed to the left. Potentially admissible under Fed. R. Evid. 801(d)(2)(C) as to Stroz's own statements, if Waymo lays appropriate foundation. Not admissible under any other provision of Fed. R. Evid. 801. Not admissible under any provision of Fed. R. Evid. 803. *Adam Bentley; Not admissible under any provision of Fed. R. Evid. 804. *Angela Padilla; Embedded hearsay inadmissible under Fed. R. Evid. 805. *Cameron Poetzscher; Eric Because inadmissible embedded hearsay pervades the document, making a limiting instruction ineffective and ensuring jury confusion and unfair Tate; John Gardner; prejudice to Uber, the document should not be admitted for its truth to any degree. Fed. R. Evid. 403. *Justin Suhr; *Nina Qi; *Salle Yoo Potentially admissible for a non-hearsay purpose as to Uber witnesses listed to the left. Witnesses marked with an asterisk received an identical document prior to the drafting of the Stroz Report, but never received the document as an Exhibit to the Report; questioning must be limited to avoid misleading the jury as to whether these witnesses ever received any of the Exhibts to the Report as such. Fed. R. Evid. 403. *Adam Bentley; Eric Lior Ron (“Ron”) Redacted Interview Memorandum Tate; John Gardner; and Exhibits *Justin Suhr; *Lior Ron Potentially admissible under Fed. R. Evid. 801(d)(2)(C) as to Stroz's own statements, if Waymo lays appropriate foundation. Not admissible under any other provision of Fed. R. Evid. 801. Not admissible under any provision of Fed. R. Evid. 803. Not admissible under any provision of Fed. R. Evid. 804. Embedded hearsay inadmissible under Fed. R. Evid. 805. Because inadmissible embedded hearsay pervades the document, making a limiting instruction ineffective and ensuring jury confusion and unfair prejudice to Uber, the document should not be admitted for its truth to any degree. Fed. R. Evid. 403. Potentially admissible for a non-hearsay purpose as to Uber witnesses listed to the left. Witnesses marked with an asterisk received an identical document prior to the drafting of the Stroz Report, but never received the document as an Exhibit to the Report; questioning must be limited to avoid misleading the jury as to whether these witnesses ever received any of the Exhibts to the Report as such. Fed. R. Evid. 403. TX-7418 Exhibit 15 TX-7114 Exhibit 16 TX-5101 Exhibit 17 Last-Access Report re: Levandowski’s SelfIdentified Data Analysis Report of Last-Access Files from Levandowski’s Self-Identified Data Levandowski Report of Preliminary Forensic Findings Eric Tate; John Gardner Eric Tate; John Gardner Eric Tate; John Gardner Not admissible under any provision of Fed. R. Evid. 801. Not admissible under any provision of Fed. R. Evid. 803. Not admissible under any provision of Fed. R. Evid. 804. Embedded hearsay inadmissible under Fed. R. Evid. 805. Inadmissible for any non-hearsay purpose because Uber never received the document. Potentially admissible for a non-hearsay purpose as to Uber's outside counsel, but because the jury cannot be asked to speculate as to what advice Uber's attorneys may have provided, the risk of unfair prejudice substantially outweighs the negligible probative value and the document should be excluded. Fed. R. Evid. 403 Not admissible under any provision of Fed. R. Evid. 801. Not admissible under any provision of Fed. R. Evid. 803. Not admissible under any provision of Fed. R. Evid. 804. Embedded hearsay inadmissible under Fed. R. Evid. 805. Inadmissible for any non-hearsay purpose because Uber never received the document. Potentially admissible for a non-hearsay purpose as to Uber's outside counsel, but because the jury cannot be asked to speculate as to what advice Uber's attorneys may have provided, the risk of unfair prejudice substantially outweighs the negligible probative value and the document should be excluded. Fed. R. Evid. 403. Potentially admissible under Fed. R. Evid. 801(d)(2)(C) as to Stroz's own statements, if Waymo lays appropriate foundation. Not admissible under any provision of Fed. R. Evid. 801. Not admissible under any provision of Fed. R. Evid. 803. Not admissible under any provision of Fed. R. Evid. 804. Embedded hearsay inadmissible under Fed. R. Evid. 805. Inadmissible for any non-hearsay purpose because Uber never received the document. Potentially admissible for a non-hearsay purpose as to Uber's outside counsel, but because the jury cannot be asked to speculate as to what advice Uber's attorneys may have provided, the risk of unfair prejudice substantially outweighs the negligible probative value and the document should be excluded. Fed. R. Evid. 403 Page 1 of 2 Case 3:17-cv-00939-WHA Document 2623-1 Filed 02/05/18 Page 3 of 3 APPENDIX A Document TX-5102 Exhibit 23 Description Stroz Friedberg’s Investigative Report re: Shred Works Pre-Litigation Recipient Witnesses Eric Tate; John Gardner Admissibility Potentially admissible under Fed. R. Evid. 801(d)(2)(C) as to Stroz's own statements, if Waymo lays appropriate foundation. Not admissible under any provision of Fed. R. Evid. 801. Not admissible under any provision of Fed. R. Evid. 803. Not admissible under any provision of Fed. R. Evid. 804. Embedded hearsay inadmissible under Fed. R. Evid. 805. Inadmissible for any non-hearsay purpose because Uber never received the document. Potentially admissible for a non-hearsay purpose as to Uber's outside counsel, but because the jury cannot be asked to speculate as to what advice Uber's attorneys may have provided, the risk of unfair prejudice substantially outweighs the negligible probative value and the document should be excluded. Fed. R. Evid. 403. Page 2 of 2 Case 3:17-cv-00939-WHA Document 2623-2 Filed 02/05/18 Page 1 of 10 Waymo v. Uber Case No. 3:17-cv-00939-WHA   TRIAL EXHIBIT 5101 Uber Objections:  Fed. R. Evid. 802 – This document contains inadmissible hearsay; namely, out of court statements made by Anthony Levandowski and documents and communications taken from Levandowski’s devices, including text messages and file metadata listings, and other sources, such as his Dropbox account history. See Br. § III.  Fed. R. Evid. 403 – Because the document is replete with embedded hearsay, the Court should exercise its discretion under Rule 403 to exclude any reliance on the document for its truth, to prevent jury confusion about what fragments are admissible for truth, and resulting waste of time and prejudice to Uber. See Br. § IV.  Designated witnesses who received this document pre-litigation are: Eric Tate and John Gardner. The document therefore cannot be admitted for a non-hearsay purpose of notice to Uber or Ottomotto. See Br. § IV. Yellow Highlights Hearsay Statements Case 3:17-cv-00939-WHA Document 2623-2 Filed 02/05/18 Page 2 of 10 Privileged & Confidential MORRISON & FOE RSTE R LLP: PROJE CT UNICORN ANTHONY L E VANDOWSKI PRE LIMINARY FORE NSIC FINDINGS: JULY 28, 201 6 ESOOl: ES003: ES005: ES007: ES009: ESOll: ES027: ES034 ES048: Exhibit 17 CONFIDENTIAL MACBO O K LAPTOP A@OTTOMOTTO.COM PERSONAL DROPBOX ACCOUNT PERSONAL DESKTOP COMPUTER PERSONAL IPAD 3 ES002: ES004: ES006: ES008: ESOlO: ES012: ES031: ES045: ES057: IPHONE A@OT.TO PERSONAL DROBO NAS PERSONAL IPAD MINI NEXUS TABLET 003199533 UBER00312645 Case 3:17-cv-00939-WHA Document 2623-2 Filed 02/05/18 Page 3 of 10 Levandowski provided Stroz Friedberg with 18 sources of media between March 22, 2016 and March 23, 2016. Each piece of media was preserved and returned to Levandowski except the following, which are being stored in Stroz Friedberg's evidence vault: On March 30, 2016, Stroz Friedberg arranged to have 27 desktops and/or servers collected from Levandowski's storage facility located at Nemo Building Systems 18231 Murphy Parkway, Lathrop, California. At the request of the Clients, Stroz Friedberg did not create a forensic image of these devices and continues to store these devices in its evidence vault. Levandowski stored and accessed Google files on his personal laptop. Other Potentially Relevant files were accessed and subsequently deleted between 09/01/15 and 03/22/16. He also used his iPhone 6S Plus to communicate with Ms. Morgan regarding Shred Works in addition to sending a reminder text to an unknown recipient to delete iMessages every night 1 . Levandowski indicated during his interview with Stroz Friedberg that he destroyed the five hard drives located within the Drobo2 storage device (ES031) and replaced those with new drives sometime in early March 2016. Evidence suggests that the Drobo2 device was last connected to the MacBook Pro (ES001) on 03/08/16 and was being used, in part, to create backups of his personal laptop. Lastly, Levandowski emptied the Trash on his MacBook Pro while he was at Stroz Friedberg's office on 03/22/16 at approximately 12:12 PM. Below is a timeline of relevant events identified through analysis of Levandowski's devices. oo 12-14-2015- Approximately 24,000 Potentially Relevant files and folders were moved from a desktop folder to the Trash (ES001) 1 oo 12-22-2015 -USB device labelled "8GB" erased using MacBook Pro laptop (ES001) oo 01-26-2016- AL's last day at Google oo 01-26-2016- "USB device labelled "280" erased using MacBook Pro laptop (ES001) oo 02-09-2016- Approximately 20,000 items were moved to the Trash (ES001) oo 02-10-2016-160 GB of free space become available on the MacBook Pro laptop (ES001) oo 02-19-2016-8 GB San Disk Cruzer erased using MacBook Pro laptop (ES001) Th is message is deleted and the Recipient field is no longer populated. Page I 2 Exhibit 17 CONFIDENTIAL 003199533 UBER00312646 Case 3:17-cv-00939-WHA Document 2623-2 Filed 02/05/18 Page 4 of 10 oo 02-26-2016- Text from Rhian Tm gonna go get your stuff destroyed this afternoon btw. ill send sen oo 03-01-2016 - Text from AL "Ok good reminder to delete the iMessages every night" (deleted) you a bill and a pic/video" (deleted) (ES002) (ES002) oo 03-01-2016- Text from Rhian "i've been paying for shredding on my card, since it's not technically a business expense for OM. LMK if I should expense it or send you a bill instead 0' (deleted) (ES002) oo 03-01-2016- Text from Rhian "Ricardo, the shredder at ShredWorks, has a thing for these baby blues so he only charges me for about hal f the stuff they shred" ((deleted) (ES002) oo 03-08-2016- Last known time the Drobo2 was connected to the MacBook Pro. (ES001) oo 03-13-2016- Text from AL "We're ready for junk King" (deleted) (ES002) oo 03-22-2016- Trash emptied (during the interview with Stroz Friedberg) (ES001) Stroz Friedberg analyzed each piece of media for evidence of: 1. data deletions or destruction; 2. file copy or transfer activity; and 3. the existence of Potentially Relevant content not sent to Relativity. Stroz used several techniques to accomplish this depending on the media type. Below are some examples of the techniques used during its analysis. All Devices Potentially Relevant Data: Stroz harvested and processed millions of files into Relativity, an eDiscovery review platform. This data was reviewed separately for Potentially Relevant data. Files not processed into Relativity, such as source code and pictures, were reviewed manually outside of Relativity. Stroz also performed keyword searches across unallocated space (if applicable to the device) to identify any Potentially Relevant data. Desktops and Laptops Deleted Content Review: Stroz analyzed system logs, unallocated space, and other system artifacts to identify files that once existed on the device. This information was then compared to the active files on the device to identify files no longer active on the device. File Copy or Transfer: Stroz analyzed system logs and other artifacts to identify the connection of external media and access to cloud repositories. Stroz then correlated that activity with other activity such as mass file access. Mob i le Devices Deleted Content Review: Stroz analyzed databases and system artifacts to identify Potentially Relevant data. Page I 3 Exhibit 17 CONFIDENTIAL 003199533 UBER00312647 Case 3:17-cv-00939-WHA Document 2623-2 Filed 02/05/18 Page 5 of 10 File Copy or Transfer: Stroz analyzed databases and system artifacts to identify access to cloud repositories and the existence of cloud storage apps. Removable Media Deleted Content Review: Stroz performed data carving across, and separately analyzed, unallocated space to identify files that may have once existed. File Copy or Transfer: Stroz compared the serial numbers of each piece of media to those connected to in scope computers. Stroz then compared file and system metadata to determine if files were copied between the devices. ESOOl: MacBook Pro Summary of Deleted Content Stroz identified four external devices were connected to this laptop and subsequently erased/formatted between 09/01/15 and 02/16/16. Below is a summary of those devices. Stroz identified evidence of several deleted files and folders; specifically: 1. A folder titled "280"; 2. 64 files in the folder titled "Otto"; 3. Approximately 89,000 files and folders deleted between November 2015 and March 2016; a. Approximately 24,000 of which were located in the folder "/Users/anthony/Desktop/boards/chauffeur-svn/.svn", before they were moved to the Trash on or around 12/14/2015; and 4. Approximately 20,000 files were deleted between 02/08/2016 and 02/09/2016. A majority of those files were located in "_Source.sparsebundle" and "_Boards.sparsebundle" 2 · Stroz also identified evidence that the Trash folder was emptied on 03/22/16 around 12:12 PM, which is during Levandowski's interview with Stroz Friedberg. Stroz identified evidence on or around 02/09/16 only 5.1 GB of free space was available on the laptop. The following day 165GB of free space was available. 2 A sparsebundle is a disk image file used on Mac OSX and is used to store data. Page I 4 Exhibit 17 CONFIDENTIAL 003199533 UBER00312648 Case 3:17-cv-00939-WHA Document 2623-2 Filed 02/05/18 Page 6 of 10 Stroz reviewed the unallocated space of the hard drive and found fragments of data related to Chauffeur. Most of these fragments are only text strings of newsletter, email, and notes and cannot be associated with a date or a specific file. Stroz compared these fragments to the active files on the computer. The information identified in unallocated space appears to be duplicative to active file information. No additional relevant evidence was found within the unallocated space. Summary of Data Copy\Transfer Stroz identified access to several cloud storage repositories including Slack, Egnyte, Google Drive, and Dropbox. Review of the internet history shows accesses to Google Docs on 01/27/16 at 15:55 (UTe); specifically, a file named "Chauffeur TL weekly updates- Q4 2015- Google Sheets." Further review of the laptop identified a file named "Chauffeur TL weekly updates- Q4 2015.xlsx" in the user's Download folder; the file was created on 1/11/16 and was last accessed on 02/24/163 . The Slack team collaboration site titled "280systems" and "ottomotto" ware accessed on 01/12/16 and 03/10/16 respectively, but no additional information regarding this activity was identified. Stroz identified evidence of files accessed from the laptop to the Drobo 2 storage device (ES031). Evidence suggests that the Drobo2 was used to back up the laptop; the most recent backup was dated 02/08/2016. Evidence suggests the Drobo 2 was last connected to the laptop on 03/08/2016. Below are examples of entries found within system artifacts indicating the dates of the backup folders that once existed on the Drobo24 · oo o /Volumes/Drobo2/Backups /Volumes/Drobo2/Backups.backupdb/Erica's backupdb/Erica's MacBook/2015-08-22-144755 MacBoo /2015-08-22-14475 oo o /Volumes/Drobo2/Backups.backupdb/Erica's /Volumes/Drobo2/Backups backupdb/Erica's MacBook/2015-08-29-203418 MacBoo /2015-08-29-20341 oo /Volumes/Drobo2/Backups.backupdb/Erica's /Volumes/Drobo2/Backups backupdb/Erica's MacBook/2015-09-05-152019 oo /Vol umes/Drobo2/Backu ps. backupd b/E rica's M acBook/2015-09-17-023213 oo o /Volumes/Drobo2/Backups.backupdb/Erica's MacBook/2015-09-22-091427 MacBook/2015-09-22 091427 oo o /Volumes/Drobo2/Backups.backupdb/Erica's MacBook/2015-10-02-223222 MacBook/2015-10-02 22322 oo /Volumes/Drobo2/Backups.backupdb/Erica's MacBook/2015-10-10-170129 oo /Volumes/Drobo2/Backups.backupdb/Erica's MacBook/2015-10-17-114831 1 oo o /Volumes/Drobo2/Backups.backupdb/Erica's MacBook/2015-11-06-080600 oo /Volumes/Drobo2/Backups.backupdb/Erica's /Volumes/Drobo2/Backups backupdb/Erica's MacBook/2015-11-21-202000 MacBook/2015 11-21-202000 oo /Volumes/Drobo2/Backups.backupdb/Erica's /Volumes/Drobo2/Backup backupdb/Erica's MacBook/2015-12-08-095641 MacBook/2015-12-08-09564 oo /Volumes/Drobo2/Backups.backupdb/Erica's MacBook/2015-12-15-120320 oo /Vol umes/Drobo2/Backu ps. backupd b/E rica's M acBook/2015-12-27-091416 oo /Vol umes/Drobo2/Backu ps. backupd b/E rica's M acBook/2016-01-09-190411 16-01-09 190411 oo /Vol umes/Drobo2/Backu ps. backupd b/E rica's M acBook/2016-01-13-211821 oo /Volumes/Drobo2/Backups.backupdb/Erica's MacBook/2016-01-30-090832 oo /Volumes/Drobo2/Backups.backupdb/Erica's MacBook/2016-02-08-133657 Summary of Potentially Relevant Data Stroz Friedberg's forensic analysis identified Potentially Relevant data stored on this laptop. For example, we located 71 files within the users' Download folder that contain the word "Chauffeur" in the file name. Stroz also identified that the user synced his Google work email with the laptop and 3 The last accessed dates can reflect file interaction with a user or a system process. Stroz determined these timestamps to likely be the result of user int eraction because they appear to be targeted access. 4 The hostname for the MacBook Pro is labeled as "Erica's MacBook". Page I 5 Exhibit 17 CONFIDENTIAL 003199533 UBER00312649 Case 3:17-cv-00939-WHA Document 2623-2 Filed 02/05/18 Page 7 of 10 approximately 50,000 messages were created on this computer on 09/20/14; 10 of which were last accessed between 09/01/15 and 01/28/165 . Stroz identified two pictures of chat messages dated 1/28/2016 in which Google employees informed Levandowski that they have decided to stay where they are. At the time of this report, these have not been processed into Relativity. Stroz identified approximately 24,000 files and folders in the folder "/Users/anthony/Desktop/boards/chauffeur-svn/.svn" that were moved to the Trash on or around 12/14/2015. This information was found only within system artifacts; the files and folders themselves no longer reside on this device. ES002: iPhone 6S Plus Summary of Deleted Content Stroz identified evidence of file deletion on this device. For example, there are approximately 1,300 deleted chat messages; the following table shows some messages that relate to data destruction. Summary of Data Copy\Transfer Stroz identified the Dropbox application installed on this device, including 14 files cached in the Dropbox archive. These 14 files were reviewed and are not Potentially Relevant. Summary of Potentially Relevant Data Stroz Friedberg's forensic analysis identified Potentially Relevant data stored on this device (See Summary of Deleted Content). 5 The last accessed dates can reflect file interaction with a user or a system process. Stroz determined these timestamps to likely be the result of user interaction because they appear to be targeted access. Page I 6 Exhibit 17 CONFIDENTIAL 003199533 UBER00312650 Case 3:17-cv-00939-WHA Document 2623-2 Filed 02/05/18 Page 8 of 10 Webmail Accounts Summary of Potentially Relevant Data Stroz has reviewed over a million files in Relativity as part of its on-going efforts to identify Potentially Relevant data. The following email accounts have been reviewed in their entirety as part of that review; the full details of that analysis will be summarized in our final report. ES027: Personal Dropbox Account Summary of Deleted Content Stroz reviewed the Dropbox event logs for evidence of file deletion and identified several entries indicating various users including Anthony Levandowski, Colin Sebern, and Suzanna Musick deleted data from this account between September 2015 and January 2016. Summary of Data Copy\Transfer This account is a file storage repository which may be used to share files with individuals who have been given access to specific files and folders. The general purpose of a Dropbox account is to store files that can be synchronized to and accessed from any device or a web browser. Summary of Potentially Relevant Data This account contains a folder titled "Chauffeur" which Levandowski identified as containing Potentially Relevant data. Stroz reviewed the Dropbox event logs and identified the following events related to Potentially Relevant data. Page I 7 Exhibit 17 CONFIDENTIAL 003199533 UBER00312651 Case 3:17-cv-00939-WHA Document 2623-2 Filed 02/05/18 Page 9 of 10 225 events regarding Colin Sebern adding 225 a dding \deleting files to the account between 11/15/2015 related to the 'mirrors' folder 1 1/15/2015 and 01/29/2016 ES031: Drobo 2 Summary of Potentially Relevant Data Stroz Friedberg analyzed the five 4 TB hard drives contained within this device; each of which had been wiped and contained absolutely no data. Specifically, Stroz Friedberg calculated the MDS hash value 6 for each drive to confirm that they each contain all zeros. ES034: Cooler Master Desktop Summary of Deleted Content Stroz Friedberg's forensic analysis of this device identified no evidence of mass file deletion or wiping. Summary of Data Copy\Transfer Stroz Friedberg's forensic analysis of this device identified no evidence of data copy or transfer. 6 MD5 is a widely used algorithm used to verify data integrity. It is known to be the digital fingerprint of a file or set of data. Page I 8 Exhibit 17 CONFIDENTIAL 003199533 UBER00312652 Case 3:17-cv-00939-WHA Document 2623-2 Filed 02/05/18 Page 10 of 10 Summary of Potentially Relevant Data Stroz Friedberg's forensic analysis of this device identified no Potentially Relevant data. ES045: iPad Mini Summary of Deleted Content Stroz Friedberg's forensic analysis of this device identified several deleted Notes, which were sent to the Stroz Review Team for further review. Summary of Data Copy\Transfer Stroz Friedberg's forensic analysis of this device identified no evidence of data copy or transfer. Summary of Potentially Relevant Data Stroz Friedberg's forensic analysis of this device identified no Potentially Relevant data. ES048: iPad 3 Stroz Friedberg identified that this device is encrypted and cannot be accessed without the iTunes backup password. Stroz attempted all passwords provided by Levandowski; however, none were capable of decrypting the device. ES057: Asus Nexus Tablet Stroz Friedberg identified that this device is locked and cannot be accessed. Levandowski informed Stroz that he does not remember the password for this device. Page I 9 Exhibit 17 CONFIDENTIAL 003199533 UBER00312653 Case 3:17-cv-00939-WHA Document 2623-3 Filed 02/05/18 Page 1 of 6 Waymo v. Uber Case No. 3:17-cv-00939-WHA   TRIAL EXHIBIT 5102 Uber Objections:  Fed. R. Evid. 802 – This document contains inadmissible hearsay; namely, out of court statements made by employees of Shred Works. See Br. § I.  Fed. R. Evid. 403 – Because the document is replete with embedded hearsay, the Court should exercise its discretion under Rule 403 to exclude any reliance on the document for its truth, to prevent jury confusion about what fragments are admissible for truth, and resulting waste of time and prejudice to Uber. See Br. § IV.  Designated witnesses who received this document pre-litigation are: Eric Tate and John Gardner. The document therefore cannot be admitted for a non-hearsay purpose of notice to Uber or Ottomotto. See Br. § IV. Yellow Highlights Hearsay Statements Case 3:17-cv-00939-WHA Document 2623-3 Filed 02/05/18 Page 2 of 6 MEMORANDUM To: File From: Stroz Friedberg Date: August 2, 2016 Re: Memorandum: Follow-Up Investigation regarding Shred Works Facility ____________________________________________________________________________________ On April 3, 4, 6, and 11, 2016, Stroz Friedberg attempted to verify that Anthony Levandowski (“Levandowski”) visited a shredding facility in March 2016 and disposed of five hard disk drives. Levandowski has stated that he paid cash at a commercial shredding facility near the Oakland airport. He stated that he did not recall the date or the name of the facility and did not obtain a receipt. Levandowski’s attorney later informed us that the name of the facility was “Shed Works on High Street.” Internet searches led us to believe that the facility was most likely Shred Works (http://shredworks.com/), an information security company with headquarters at 455 High Street in Oakland, California. Shred Works, which has been in business since 1993, provides hard drive shredding services and has an AAA certification from the National Association for Information Destruction. Site Visit to Shred Works on Sunday, April 3, 2016 On Sunday, April 3 at approximately 2:30 p.m., a Stroz Friedberg investigator (“the Investigator”) arrived at Shred Works’ location at 455 High Street in Oakland, California and observed that the facility appeared closed. All visible entrances were chained shut and the Investigator saw no people inside the fence, although there was one car and multiple “Shred Works” trucks parked there. A call button at the personnel gate was pressed; no one answered the call. The Investigator took five photographs of the Shred Works facility, which are included below. The investigator remained at the site for another ten minutes, observed no activity, and departed at approximately 3:10 p.m. 1 CONFIDENTIAL UBER00312684 Case 3:17-cv-00939-WHA Document 2623-3 Filed 02/05/18 Page 3 of 6 Site Visit to Shred Works on Monday, April 4, 2016 On Monday, April 4, at approximately 9:10 a.m., two Stroz Friedberg Investigators (“the Investigators”) visited the same Shred Works facility on High Street. When the Investigators arrived, the facility was open. To better understand the hard drive shredding process, the Investigators attempted to have a blank hard drive shredded. The Investigators were directed by signs on the exterior of the building to a small, unoccupied lobby. Within the lobby, there were several surveillance cameras and a television that appeared to be providing a live feed of the facility shredding documents. On the wall, there was an electronic doorbell which appeared to have a camera attached to it. A sign next to the doorbell indicated that visitors should ring for service. Upon ringing the doorbell, a female voice answered. The Investigators explained that they were interested in having a hard drive shredded and the female indicated that she would have someone meet the Investigators in the lobby. Shortly thereafter, an employee, later determined to be Jose A. Campos (“Campos”), met the Investigators in the lobby. The Investigators again explained that they were 2 CONFIDENTIAL UBER00312685 Case 3:17-cv-00939-WHA Document 2623-3 Filed 02/05/18 Page 4 of 6 interested in having a hard drive shredded. Campos inquired whether the Investigators wanted to observe the hard drive being shredded and the Investigators answered affirmatively. Campos led the Investigators approximately 50 feet to a warehouse immediately adjacent to the lobby which was secured with a metal gate. Campos then advised that it appeared that the hard drive shredding machine was not presently at the facility and asked if it would be acceptable to leave the hard drive to be shredded when the shredding machine returned. The Investigators agreed and asked for more information about how the shredder worked. Campos explained that the shredder would physically destroy the hard drive and showed us a bin containing the output of other shredded hard drives. The Investigators confirmed that it would be impossible to recover data from the shredded hard drive pieces. Not only were the shredded fragments very small, fragments from numerous hard drives were mixed together in the bin.1 Campos then inquired how the Investigators would be paying. The Investigators provided Campos with $20 in cash for the one hard drive and Campos returned $10 in cash for change. Campos then completed a receipt listing his name, the date, the time, the description of service, the method of payment, and the amount. Campos then requested that the Investigators sign the receipt. The Investigators noted that it appeared that three copies of the receipt were created. Campos provided the Investigators with the top copy of the receipt which was printed on white paper. The Investigators asked Campos if a receipt was created for every shredded hard drive. Campos indicated that a receipt is generated for every shredded purposes. hard drive as the facility uses the receipts for accounting purpo osess. The Investigators then showed Campos a color digital photograph of Levandowski and asked if he had shredded a hard drive several weeks prior. Campos indicated that he did not recognize the individual in the photograph; however, he is not usually the person responsible for assisting people who want to shred hard drives. Campos stated that another employee, Ricardo, usually handles the shredding of hard drives. The Investigators asked if Ricardo was available and Campos indicated that he was not working that day but may be in tomorrow. The Investigators then spoke with a female in the lobby and asked if it was possible for them to review the receipts to see if any matched our client’s shredding request several weeks earlier. Shortly thereafter, the female met the Investigators in the lobby and asked if they knew when the hard drives had been shredded. The Investigators advised that approximately five hard drives had been brought to the facility on or around March 17, 2016 to be shredded by a man named “Anthony” who paid in cash. The female returned to the back office to look for the receipt while the Investigators waited in the lobby. A few minutes later, the female returned and advised that she did not see any receipts matching our criteria since March 15, 2016. The female advised that while the facility shreds a lot of hard drives, they often pick the hard drives up from customers rather than having them dropped off. The female advised that she did observe one receipt that did not have a name associated with it for six hard drives that were shredded on March 23, 2016 and paid for with cash. 1 Shred Works has on its website a video of its hard drive shredding process: http://shredworks.com/ewaste/. This video appears to be consistent with the hard drive shredding process that was described to Stroz Friedberg Investigators. The bin the Investigators observed at the facility appeared to have similarly shredded hard drive pieces as displayed in the video. 3 CONFIDENTIAL UBER00312686 Case 3:17-cv-00939-WHA Document 2623-3 Filed 02/05/18 Page 5 of 6 As the Investigators were speaking with the female, an unidentified male employee, who appeared to be a manager, joined us in the lobby. The male employee asked what the Investigators were looking for and the Investigators advised that they were working with “Anthony” to determine whether there was any evidence of him shredding five hard drives on or around March 17, 2016. The Investigators asked the male how long they retain their receipts, and he indicated that they were preserved for years. The Investigators showed the female and the male a digital color photograph of Levandowski but neither of them recognized him. The male advised that if the individual provided the date he came to the facility, it may be easier to locate a receipt. The Investigators departed again. Shortly thereafter, the Investigators returned to the lobby of the facility and again made contact with the female by ringing the doorbell. The Investigators asked the female if she could search the receipts from March 1, 2016 to the present (expanding the scope of her review by several days) and she indicated that she would check. The male employee the Investigators were speaking with earlier came back to the lobby and advised that they had located a receipt from March 14, 2016 for five hard drives that were shredded and paid for in cash. The male employee briefly showed the Investigators the receipt which appeared to have an illegible signature on it. The Investigators were unable to determine if the signature belonged to Levandowski. The Investigators did note that the time indicated on the receipt was 9:44 a.m. and that the person listed in the “assisted by” line was Ricardo. The male indicated that if the individual came to the facility with a photo ID and provided a matching signature, the individual could obtain a copy of the receipt. The male employee indicated that he would set the receipt aside for safekeeping. The Investigators thanked the male employee for his help and left the facility. Site Visit to Shred Works on Wednesday, April 6, 2016 On Wednesday, April 6, at approximately 11:46 a.m., a Stroz Friedberg Investigator arrived at Shred Works on High Street, entered the lobby, and rang the doorbell for service. Employee Ricardo Piceno (“Ricardo”) walked by the lobby and asked if the investigator needed assistance. The Investigator advised Ricardo that he was attempting to obtain a receipt for several hard drives that had been shredded in or about the beginning-mid March 2016. The Investigator asked Ricardo if he was the employee normally responsible for shredding hard drives and he indicated that he was. The Investigator then showed Ricardo several color digital photographs of Levandowski and asked Ricardo if he recognized the individual in the photographs as someone who previously shredded five hard drives. The Investigator told Ricardo that the individual had come to the facility in mid-March to shred five hard drives, observed the shredding process, and paid in cash. Ricardo stated that he did not recognize the individual in the photographs. The Investigator told Ricardo that the individual is tall, approximately 6’ 3”, and has a slight accent. Ricardo stated that he still did not recognize the individual and was not certain that he would remember him, even if he had helped him. Shortly thereafter Juanita, the office manager, came to the lobby. Juanita stated that she was aware of the request to obtain a receipt for the shredded hard drives. Juanita advised that she could look for and provide the receipt if we provided her with a copy of the individual’s signature for comparison. 4 CONFIDENTIAL UBER00312687 Case 3:17-cv-00939-WHA Document 2623-3 Filed 02/05/18 Page 6 of 6 Juanita also advised that if we provided a photograph of Levandowski, they would also review their video surveillance system. The Investigator showed several color digital photographs of Levandowski to Juanita and she indicated that she did not recognize the individual; however, she does not normally interact with customers face-to-face. The Investigator thanked Juanita for her time and left the facility. A few days later, a Stroz Friedberg Investigator emailed Juanita and provided her with examples of Levandowski’ s signatures that the Investigator had obtained from Levandowski when he signed various chain of custody forms related to his devices. The Investigator asked Juanita to review the March 2016 receipts and, in particular, all receipts for March 11, 2016 (the day, we were later informed, Levandowski met with Uber, told them about the disks and subsequently claimed to have shredded the disks). The Investigator also sent Juanita an email with photographs of Levandowski for video footage review but Juanita advised the Investigator that the VP of Operations, Greg, who has access to the old footage, was out of town for the next couple of weeks and that no one would be able to review the video footage until he returned. On April 11, 2016, a Stroz Friedberg Investigator spoke with Juanita telephonically who advised the Investigator of the following: (1) the facility did not possess a receipt for March 11, 2016 that reflected that five hard drives/disks were destroyed and paid for by the customer in cash; (2) there did not appear to be a receipt for March 11, 2016 that matched Levandowski’s signature; and (3) the receipts are created the same day a customer brings in the materials to be destroyed, regardless of whether they drop them off or observe the destruction. Juanita then refused to provide us with any additional information until her VP of Operations returned from his business trip. The interviews of Shred Works employees and the Shred Works documents do not support Levandowski’s contention that he took the five disks to Shred Works on the same day as his meeting with Uber, which was March 11, 2016. Levandowski is fairly recognizable, and our interviews were conducted not long after the alleged event. No one recognized him as having appeared on March 11, 2016 or any other date. The March 14, 2016 receipt for the destruction of five disks could better support the proposition that the disks were destroyed at Shred Works on a day later than Levandowski recalls, but there is no way to connect that receipt to Levandowski or the five Levandowski disks at issue. 5 CONFIDENTIAL UBER00312688 Case 3:17-cv-00939-WHA Document 2623-4 Filed 02/05/18 Page 1 of 49 Waymo v. Uber Case No. 3:17-cv-00939-WHA   TRIAL EXHIBIT 5215 Uber Objections:  Fed. R. Evid. 802 – This document contains inadmissible hearsay; namely, out of court statements made by Lior Ron, who participated in the Stroz diligence process in his individual capacity. See Br. § I.  Fed. R. Evid. 805 – This document contains inadmissible hearsay within hearsay; namely, Lior Ron’s recitation of out of court statements made by other declarants. See Br. § I.  Fed. R. Evid. 403 – Because the document is replete with embedded hearsay, the Court should exercise its discretion under Rule 403 to exclude any reliance on the document for its truth, to prevent jury confusion about what fragments are admissible for truth, and resulting waste of time and prejudice to Uber. See Br. § IV.  This exhibit contains references to, and attaches a copy of, Lior Ron’s employment agreement, which Waymo stipulated that it would not make reference to in its case in chief. See Dkt. 425 at 4.  Designated witnesses who received this document pre-litigation are: Eric Tate, John Gardner, Adam Bentley, Lior Ron, and Justin Suhr. Except through Suhr, the document therefore cannot be admitted for a non-hearsay purpose of notice to Uber or Ottomotto. See Br. § IV. 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Gun-nil- due-d .tulmt 3.1m: hue-rem: [ah-bi! 5 and hr! ?anIdJrI-dI-ur rwumnupmna [inn-all in 313111. 5-H End-?ail 4. WM Mfu?m??lm?L- mamnmwuuwumnm Farm-m??umm ?min-m ?Minimum. rub-Hm muml?m?m?m?imhmImm Hum Su?-Illuminati. GDHFIDEHTIPL 51mm tut-5:15. Fm Inf Case Document 2623-4 Filed 02/05/18 Page 9 of 49 him Euni- Fulln?nl Minna-uh. W- mun?mammwuum?mm?umuummuu mun-1m manna-1mm ?l . mu. hn?l?mm??hm?mw bum-af?liati- mum??wmm.? nun-W ?mum?? amt-mum 51mm 11-5115. Pm m? Case Document 2623-4 Filed 02/05/18 Page 10 of 49 mam hi. Dim-mm WW Hum-19mm. build mn?huuh'?rw. mmuur ?Wuhan-mum me?u?Mm mumm. m.wmm INF-unruly. m. Mamm? ?El GWFIDEHTIM Erma-5mm 114215. Paul Hf Case Document 2623-4 Filed 02/05/18 Page 11 of 49 ?mm Win-Mummi- ?:Ind_ Inn-lulu. mummu-mmum-nmanmUum? _r?l?nld??mln?. Mmk?lrnh?m Winn. I1. [Ilium When air-d ?Knuth-HM? m. 10 11-5215. Pu- am Case Document 2623-4 Filed 02/05/18 Page 12 of 49 dumb. MJuhi-th run-r mm mum. 'ln'ul'l'len dale-d II In?ud d?I'l'f Ran Hated ?Mm melhhm Elm-rim Flu-n :mrmn?ut?u Ht?lur'lli- mm. ?him Fianna-Id ?haw-Immut? Mu. ?Wm mar-.155: 11 GUHFIDEHTIFIL 11-5215, Fun 11 um: Case Document 2623-4 Filed 02/05/18 Page 13 of 49 ma??u??mum. 11 GDHFIDEHTIH Erma-nectar: TIE-E15. Fi? Case Document 2623-4 Filed 02/05/18 Page 14 of 49 Exhibit 3 Redacted coHF DENTIAL TIT-5215.. PIER 13 oh?! Case Document 2623-4 Filed 02/05/18 mminnmiw ?'nr lHlI?n-nzd Hal-111133131?- l-?rim {l3 ?NI-rm did jun bcgin marl-Ling I'm- Mint" mum Main-saw um 5w gig-n ?hm jar-u btg?'. Inn-king. Ecu- In all.? dumnl1ltnuzar'wnimua} did 311? Hindi. lizl-r .v'lmrnu? What urn in smut-m n" MT-Nli?wmn-rmm mi-?li-M?inl-?vbr What mm: :mur l'nr Aer-1F Ewan-mun!? Page 15 of 49 BTFIHJ Case Document 2623-4 Filed 02/05/18 Page 16 of 49 mummy. mm lam?mi up? uFtI-Lmumnu di-L! 5w mart-hurl; on :u War]. 15ml. jun ?min-.1 yum iinucd a Mil-t deviant. m: dill Hm us: a nit-rim: w- Hurt-Elam mud?ha? 9mm llElm-ten gnu nt airman mm: gram i?l?d 1 lapln-rl urnIH-rr Ur didynu UH: 3mnm11 stem-ml d?ict-Lm u'nrlv'. an. .I'Imnr.? dncurncun'.? Walt km liuw wuuld gruu acct-u 5-qu ?rm-tum ?unk cruuidr: ul'?u: urn-3 Cm my uni. pliant-i hum-aw awn mrmeW'u-MMWM Ewan-quanta BTFIHJ Case Document 2623-4 Filed 02/05/18 Page 17 of 49 :hr Ill-mu numb-arm] Ihmuull whit?1 ?anli-idl did :n-u Lia-u: m- .. 'ir' tn'i r'lm: Ihcr: any'mhcr [Eur-nil {IcI-?imlhmugh Which Emma-mi Arm-:3 Hmm?t?m um Whu'n jun nmma: Mme. did mul 3m: Hark-ml m1 1hr mail did 3W :ln 'Mu'l cImuiI axcuunb did 5w Inn-:1" Wan-21mm mail mmu 5.3::an um}: :rcrur ul' I11 Winn 3w!- I-mrlm'l l1. Arm-t. Iii-13ml my damn-um: you mutt-d can furr Act-man any pcmmu] dlgiul hard drian thumb 41:11.11 :Lm. [I'm idcmil'y I?m-5c HI) ill} ?TI-cu: :mu 'I-I-turlml In in! you urn-r gun: an} in: ur in?ll-marina 1E1uurmLI-I-wlmd urn-n I'm-Atmtwith an unlim: data mm Humming-Mum Case Document 2623-4 Filed 02/05/18 Page 18 of 49 ?mph?. cm}? Didynucv?m In;- Mm: dlxumcnl?unmd in an}- ul' all-m1: maul-{kind act-tawny. from a miwmfn HE . IBEI mum-Inn? n: I 3pm.: Il'um ammdnuilml album did {mu hack-1p yam-dun al harm: in any nth-? manner? Hm- plum: mumanrurr in Which Incl-ml up 3.1m: 411:. Hill [Rubi-m lu Luau: Ami: ill??'hmdid you In?: 5'2: Prim In Inna-ring mum-z. .iiLI [mu any iILI?a-mwtinu than. _Hru hurl-m3 urn Aunt? Irm. in?xmnrinn did :mu is this Mmmiml emu-My Mum-d? Ha: any inf-Lmnminn Hm 'lujlm?' turntm mmny'u Hiya .1 rem-rm] Acunum: g1} HIM many run-rumIn? Plan: list all HF yum: :mnjl tum-Hum mm Case Document 2623-4 Filed 02/05/18 Page 19 of 49 -..II Erich emu! :IuL'L'I-unl, fie-r Elm u~muan in: usur 1L1 Juana. IEIJ-E x1. :hj I-'nr ?cl-1 m1? plum;- erpm-uinm: I: cz-uhtihl?u?l. in Fun" 1"I'I'Ejlnl. ploy-:- dcuri'h-c 1.1.1112! "I'm-lull nu run-Lira: u: an" Ii jrcm'nnal- 1131 I-nr reach mull #uuwn. plum: In: all ul ll'h: Il'iill L11 [lull {m I-'nur {null pkg-.11- :atirnJlu: 1111' nil-Illa: I1f L'1I'Ialfl'1 In 1&1: un'mlilr. mu HT call email um Iz'Ir. nimlifs- n12:- rn-z writ-L1 lih? mp?hal'ly. l WWII-ur?niw mHHud:4ym mun-cut: ?ll? num?im pun-hut IPmm'll pmidud ?and; m: nay-5dr cmFuquHrw. Emu-unis Pm 1! Case Document 2623-4 Filed 02/05/18 Page 20 of 49 ?In. mum'pliun II'!lra Enid null: I'm ?ll-mm H1: ?Furl-9'4 Ju.? c- l-cl' I?r'lh auxin: Hum-capital Tuna-.1 .nl r-r. I. ?LT-drain; I 3n14. I l?ll'Jl. '12! I 1; .113 li- :qu I'm air-n] nut-5.215. Plat 19 an Case Document 2623-4 Filed 02/05/18 Page 21 of 49 email ?hm I5: 1M4 ME Hm iI-Iau: Emil mum FL-rmml Digiml [In itr-t Ilri.I.I:. :Iri'n'c. may-dun jun cunt-11H. oil-TI? him in mum'- qh'I Puruhnmi - JII :1 Anna: 1 11]: Data hl-Jru-J' mil. dun qr] Emmy: MW mus}: (hum 11-15215. Pug-l El: II Case Document 2623-4 Filed 02/05/18 Page 22 of 49 la: palm ml: lenwd Jun HIE cl- - my?l' rd Hum atr-rrd? minim unmity: HIDE [hm ?imam NH: paw-LI. Lard: [In I'm-lama -mid 21:15? Actuary. - mutil'nd my [all [fl-41.: mud; WMMI mm- all. dun. Etna-mg; mimic}: GB In Win [31% I 1h} MW rum?w. fb'l Pun-Imam] - ?aws. - null!" cur-mm E-Tmmem 114115. Plug-I :1 II Case Document 2623-4 Filed 02/05/18 Page 23 of 49 {de I'Jntn mom}: [lulu] m.dmudmm?n?mmk m- E-Lmagn-upnmur: {nmu?w?m 1.53 1h.) MI il'hnnl 4 ?Minimum: 1b] a] m.w {11: Data Emmi: palm]- ?Julianna?: MEE- WNW 11Pun-humd - 14115 cl Jun-us- - plant 41:} Elwyn: impugn} I'?m {nun-W mm mmwiput?n-am? cannula-mu E-TmLmu-nm 11-15215. Fig-- :1 II Case Document 2623-4 Filed 02/05/18 {him pass-hum: {bl - 1015 Ann - Wild mam": 14:: Ill-I:- sum-d MM-e?lm 11:] Slump: capacity MB {In mm DE 1?1lh?W {In-.11. dame. plum: lied! the paw-an] Hui 1M: 1m.- IL1 acute-i1. Ihn: 1b: :mruximm IJ-?lt ll?l II 1.53:: purchum! ur uhuinrd- :h'hicc. list all ilulinilluuln Il'nl harm-um l-L'l dn?icc'. ?ll pic-lb: ?but I5 :h'lntd Lm dun-i211; 1'11! each dun-?ice. plum: d-rim'ih: whoa 1h: 51mg: Emtf ii- f?l? I. dart-:11. plum-I.- Identify my entr?llni than an aha-in: and Lita-crib: wen-m1. [Flinn and Inc-.111: !?nr hypn?ing awn-giant? Page 24 of 49 BTFIHJ Case Document 2623-4 Filed 02/05/18 Page 25 of 49 {31 Fm much Imp?dnlal-up. tin L3H: cal-timing mm Jim mh and Far ?lth dn'icc. pic-n: indium: Hh?hn 1.11:: de?ne hm hm Wind or rcimagtd {Huh-ml}: 111u'bnluligha] device: lute uwncd in [all 15m U131 nun?? -1hmunug.r[nl? Luna await-anuumm' 'w-hamnm Hr - minimum In W-?b?lwm mum u-?W l?i?n?hh?tm??. Hui: Hm m" tutu? 11-] Pm Inn-I1 dun. plus: li:u. IJH: npp-mimm dun: ll'ml i.1 mm lurch-wad nhhimd: ch: nah drain. [Aces-L- lL-u dale [11.11 3:11; ut'tlh: duc'riw: mil I-m ?ch gnu dimmed u1'uucl1 C?f?m Emanzwm 11421:. Pl?l :4 nl' ll Case Document 2623-4 Filed 02/05/18 Page 26 of 49 alt-rim. 11:15?: Hum HEWr-im' 1 11'Mlmli nr: rcws-iuwiurs [fate minim [dj 57:55 Nahum-hi Email-:1 is] 3 raw-Ila? Puma-1!: [rah-Whirl H- Fawn! 11]! Hui-mini! {Jillian-mum {llmel?l [h?'ammifl?nhupmihdhn] 11-5215. Pm :5 of u: ammeu Case Document 2623-4 Filed 02/05/18 Page 27 of 49 mm . . Mimi?l?'??w Him-uh ?uid-mum ill [en-l: [nail-Erma Hun-twid- Fur lath pica..- Im1h-r; waximw Jan: :mu mnhlialhnl El"! lam-rid: Eh: ll'ul. mt} 11:: amm- Ihu HUMIL :t]1:ut tad: 11km: EH lb: ilhliridunlmha: haw-c am In accumu: Illa-1' ?nch mmum. plan: dumb-I.- L11l.-11rpl: Ihal gnu rum: slum] 'm 12:11:11 mtulnu'. H1 ?If each warn-uni. mm d??l?il?c Ih-c 'mlumnif dam in ?such :rmunr; and Emmi. [Mm-n: mmil'y my ?1-:an 1m: in tech dun-rm.- dummy-[Minna and 1h: mean-51hr mammal-Hull! BTFIHJ I_m Case Document 2623-4 Filed 02/05/18 Page 28 of 49 ?rming, ill. "n?p'l'ul Ila-nicer. :In 3.11m mm] :1:me men-um: 'L'ul'li! mliiur: ?gumm-m?mw Han! E'nrli? I Du 3.1m 'I'ul. Elli:- Iunl urn: which you Harlin" ll'm. drawrib: I11: mll'in?n?n'uuinn Ind huminnol'dmuupy. I'm-Hiccumnw. I {Rh-Jr than in nb-nx'curln _'n.1u I1n1.'1; bunny ulna-sinc- Imali-rm 1.1 11.111 upon Hhichj-Ju is Hurt-d? If 50. plan: Ldmti 1h: Ha 114115. Fi?-l Case Document 2623-4 Filed 02/05/18 Page 29 of 49 Wail-i Privilugud [Junuhut 1 LP March 12- mm mum-mm 3mm: Case Document 2623-4 Filed 02/05/18 Page 30 of 49 Exhibit 4 Redacted EOE-IF DENTIAL Tilt-5215. Page in ah?! Case Document 2623-4 Filed 02/05/18 Page 31 of 49 ham: FIN-dunk}. Erin: EM: louder. March 29-. Effl? 3:53 1e: Hn?ley'?hw Salli-:1: Lmif?m-upl?mi?? AW: LEW TIeI'rFferrli-F-dl Hunle}. MI nuntiunuJMqu-Iimr lam: Info-Immune that thin-Hen. EmMu?m?eihnmher Janine-due] ignitnmm?mw-m-w ?Mmmw?emm . magnum-'1 I ammumwumumm . EWW- uh 1132-12-11 - Inna-u . met-HEM?. . I I. madam-u:- Henll mmlhehmienil?ml?d?i?l hum Eric J. .Munkp- {'I'E'Ilel'lrrlu-i Ilse"- 3'15.? Fluid. [e Inn-1.? mm .. 1.9. n. I I "Full ?hf-1' In'. L-ll-l II .I -. In". Ir -r.II-.-I: -.I.-I. my . I II 1- WE. Milli?! Case Document 2623-4 Filed 02/05/18 Page 32 of 49 '3 Ill-n1! ##MMm-Iwmh I uni unlu- '9 Tuna-ammu? mum-mm ?nd-wink: umummnmuvmm?nmdum Thu-alluvial: mmhh?m?nm?mm im?jmarm?r Iu?ummn?nm??jmlm "wt-ptmm iimun?immv-mihm gig: 33!; 5% ii? Mia! :51; 53% 2111 Egg? i352 Egg11b?i1l.Pl?l?rluill Case Document 2623-4 Filed 02/05/18 Pa 33 of 49 - nm?mnnm-m??umnn??mwu?q?dmw ?mummy- nlm?ml-uwwmm?m M??mr M?h?h??n I Hmunwwmummu?umwm mum: Militia-I'M? mun-?it. Hannibal-Hun I '?mwummwuuw mm lum?mqr??ihy?t? I'm NIH-T. 5 .I- 1 nth?? mama WEI- Ina-nth gull-u d?u-qv warming mm Til-?115. Picnic?! own-um Case Document 2623-4 Filed 02/05/18 Page 34 of 49 (300316 Tow-W1 l't'IIl'I mm wnwmaw min-mutant: MHIHWH WWII-EH nan-mummy: w?mm] 'I'I'Iillmil?mh?l mum. im?mmh?thmm?mrmm?hlw mmhd?qm. m? mnhim I'l'l TH- mum- MWMEmmlmi?-dm minimymuuyIEl??Hw?-??wmwm?? ?mu-mm Hall-1 TI-??ll Case Document 2623-4 Filed 02/05/18 Page 35 of 49 Caught aqua-ad swam m.wdm' - Willi. mumr Hm. Hi?Mi?M?meHm-? mum ?m?l?m Mil-til? ?rm-'1 awn win-n warming Til-?115. Flown?! 1 b.11- In.? mm se Doqument 2623-4 Filed 02/05/18 Page 36 of 49 Fur ?in?ll? I ?Wm?uhu?l?hhmm?I u-?uqmg?i?: 5 ?Tl-mum I Humm?mmunm ??21335;? EHEMIHMH A . i Lulu-mar: nut?mm ?ruminant-mm - Huh?thu- Hun-r} inn-II- athrill-Tam: h- nau- i_4' -1 Lu ulna-?W - I. mmh?mum?nml mun-Il- ail?Hm Lin-w Wilt-?air l'f? {lira-Immune -IAA -- Iii-huh" Mail?II" hm :anl. mun-I- 'hurqn Ipfu?il'?ww In: Dad-Tar uni-1W: hill-ll!? - glu- m. II hit-EH.? Han-Thin laid-I . a ll I'I?full'l II: ?will: 2'qu munlm Ill l1: I mm Til-it'll. mam-u Case Document 2623-4 Filed 02/05/18 Pa 37 of 49 I ?Miami?m Huh-Hm hm ?uh?lull: Inn-nu I ?vv I - i ?un?nu?-?muuh I nu ?m uul um:- um: Fun-nim- inn?11TH ?In. ?w-UI-II Iwh?m ?him l- ..I I ll Hui? 1" .- ?l -. .13" '5 in Ii I l-?I?IuInn-u? m?-Ill-I u- . ?i mwnmiww gl- . lit?#4 i hail-prwh?HW Jul?mm 1T alt-ml ?r - -- 1 u. Ir. 0.. L-hf?l-J' Finn-h I . -.- 4 Inn-Tu? a mumuwh-w- . h- ?mnu?wh LEA I mil-*- lulu-?n- lulu-lull- In?ll-Ind? ?mil?! T- Imus-w. r?wmrm Haul-hi in lulu-Illa II hulk-HI!? m?dmul?m G-I'hu 1" 1? rllr-l-J mull. apt-n mm Til-H15. Case Document 2623-4 Fi _e_d Page of 49 mm MI WIT. [Ill-Hr! um LITE. . LIN: mum Dull-Ilium HUI-mill Hill-r WW '51. E1. ?ml-mm?: 1 l' Mammal: "In? - - Wilma? minimum .3 Handwr- I ?ll'l'rm? . mum-mum: . . in warm? I Emma-uni . ?imsy-r551; I ?him-?uid?- I - ?Imp-um lamina-run . . . I- MIWIIHIN 'rrl . .. laminating-unplug? u; . . ?HF-Wind! mun-Hum LIB-11min! . I. {In?ll-?uid Hid-I trauma?quantum- - l: ?wink-r ?Ii-1mm 4?ihmh?h . burn-ltdEli-ll? . nm?mu '45. Ida-Immut- I'll-Inm- mum-Hanan mam-nun: :Iu-Iu; mum?lull? Maul-Mm I I I'll'll'lh'll'l I - - - -. -AL4 . 4- - .. E's] - ththun I?l?l ?rm ?rum :Ii-r?lrm: rum-r.- m: cur-cram?. mm Til-H15. I?m-in} .ILI.I. Iris I-Ilf 1 ?g {ii ii:?ifi. gir?lli.l: ill: ..IE I. . liliilili1 Ilia: . I. . . . Elli; ?nish-.5 I.- . litiif?llig .Hl?d??biggw?ut .. I fail Egzng?nd?irr?? Dying-1:: ..ui Hahn?ll?. 5 Eur]. Dwight?II: ?vi??u?au E+iig?Dlgi?5I?sEi?is J. if}; attain-1 will. ill-.51.. 41% IILL .r 'pb lilli I .II II 030.8. mwma admomo 8E #383388 ammo EELFQ. bnl'rpn?rr. ?g itit?FF .I 3.1 lalhi ii .l Ell. ill-Iii}! .Illr. ii ?lial-nut. - ..ll?lif.1llfnil-Eli- trial-Iii; grill-.1.- .. iEllIEtibEE-? .- 1.11.; I . ii gg?iriili?n? lliji?iIirI-E? Elli grating.? ii 9V .6 0% mama meQNo uw__n_ EwEsooG ammo Case Document 2623-4 Filed 02/05/18 Pace 41 of 49 ?lluw-ru Whirl-Thu 11. um F- ILL II an??mlJ?t ?in?ammum wmram-am -. Hum-arm mat-Inn uTr-nrrun - .. - mum-I. - -Hm=w mm -- - uunl What-WM?mu??wmmf?MW ?it-1H. nut-I31" - If.? - I. 3 Ivar-15ml: Hutu-u Tull-1 m1 l-?I . msm?l Mr?? mm?llm- I'll-Ell vwmh?m - mau- In?lt?l-TDE-Il. . l'lIH 1U?'l'l?m1'mm. I I'll- hull-ITEM? hill-Iii? HM. l?lh?l?l W1 Inn'rmu Emil!" Tritium-I. MMIWWHW rllaunuLl-a Ecurr 9' imamrn?limmlr?m mam. lm mmnumn Fill-rill] PIE-flit TI-??ll. l-Ih-g- wn ?mu-m m1 Case -00939- WHA Document 2623- 4 Filed 02/05/18 Pa 42 of 49 HF JItl??I1ITHDI-??mn?mlh?m? ?1 hm I'll MW Inmimwr?hh?r?l in urn-m 4! m- manna-unnatural LII: Hr ful?l!- w-l- I gum-.1. warming mm Til-?115. Plat-I1 Case Document 2623-4 Filed 02/05/18 Pace 43 of 49 MH- mu:- ?mmwl?lw I I I Ind-pa.- Mal- if 1t! I'll-I- Ellyn-Ib- i _mbq:Mari-HHin?ll-lb ll 1' L?Eiru-Ji?l and?. I . . .nl-ugu Wu mm Flat-Ilia?! Case Document 2623-4 Filed 02/05/18 Page 44 of 49 but! mi: Willi-mum till-minim I amu- . I mm?'?M?llm Tit-ml?i?qummqm?wh Puma?1H? 8/ $8 'Ih-hl?l I'll;- hung-r1 1 n. ru-dal munnm Wu mm ?-5115. Ply-Hit? Case Document 2623-4 Filed 02/05/18 Page 45 of 49 Exhibit 7 Redacted EOE-IF DENTIAL Tilt-5215. Page ah?! Case Document 2623-4 Filed 02/05/18 Page 46 of 49 Hull! Fm H?l' 5am: Ines-day. April 11", EDIE- BEE AH Hay FIquriti It: mduflkr?wmm.? Habit: Himm?nd?a?mdhumn?dnm [with-? Liar. Un Tm. Apt 12.31?: a; 3:55 AM- Mary {Mn-Elil'ljlii? ii?utmt'?u?m? ?mm And I.-.-.- Jun-I: Iran: El": In}: 'If'lu?? i HI: :lI-r nl'tr'lup mum-n11 Ii n-rm-c- if IrI-d rHumi'! I Etu- if he it II 11-55 Jun-.- E?-Iii-l' Ill! HE {hi1 1"er a-M-?nHu-?wardm al'l'p' 15"? 'irI'Ir Tharh. I'Ji?l?l'lv fir-I1 II.I FFlil 1E 'r Rh 39H {Ifll?lrl'u' "ark Eli-[1 Janna-r3165. GI EDIE-.7 if? mrulmnm Fran! mm. Eric In?ux-3mm] Elm: Hum, Ap?l I1, E?l? T-l: my. tut: Hm will and {Mm-"um Llur Hurg'nnliannlt}. Manama-um 11-5115. Pan-4mm Case Document 2623-4 Filed 02/05/18 Page 47 of 49 Hun? mm: In: mum warm] Mimi-?lm?: Hutu-MM? [hum mum-mm: mummy-limb?) Emmi?? UH Ecnr my iF'im: ?n Apr 11km. ul 3:33 Hunky L?hc-u. haul-arr: mum um: Mm.- Li" Ir 5-11] ?Haul-n. mu "mum Hun? Hands-a. April ELIE-FM In: Hume. (E: Min- Fullirlm; Che-A- will! Fannie-up w-thuu-r mm ?n April 1. 201E. .Inutunky. all-mt: Mar;- - Lin rm'w EM I'm minute-5 ifgmu want 1.0-an I'?rn Pram: Harl- me Slit: Emmi-ah Ill}. ENE 5135 PH Eric: Harlin- CHEW El: Run FIE: "m mull-11m H111 UHF WT 11-5115. Find! nun Case Document 2623-4 Filed 02/05/18 Page 48 of 49 Does. 11 am Tamarinw wart fur Lunar? STRIPE a! 1 . :19 =21! Pram: Ania-dual. Erl-r. :mrr?II-hr?mm] Elm. Milli 21115- 1555 Tau: Harder Um;Ha-1r Fug-in I11 Ln Rut-n Hill-I3: WW and Muf?- ?in Hanl?' Full-mm: q: an am all I'm-n rem-r4111, my ?5 available can Ihe El-lJ-E?mirlule Intern-iam- alt-u requested. Lew-r.- hnarrui'ml tine marks I'm the urn- nrwuind Ira-manta Ilme. In m-tm. Lint muted to arm-1nd! fulmnl Infurmhun 111:1 Ira-u mun-rd: . Til-5215. Pint-?mill Case Document 2623-4 Filed 02/05/18 Page 49 of49 I . m?u?mwmm'mm .mm - . - Whar?mmnm - - 'mww?hmu?i Im'! um mm Luri?m?m'im mm in! i mm Mul- ?Hi: mm - . - ?mm Plus-I: hill fr-Hln falh'uup with Liarunaml u-{thu-tummn Maud-in?niti? .3. H?Mlhruy Myer: him! Rudd Her-L:- Puk. I twi?gl Hum!? "ml ul'v .1 .1: . In I ?ylw' I- I. Irv-.I mlmu WE. Fi?-Illa?? Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 1 of 38 Waymo v. Uber Case No. 3:17-cv-00939-WHA   TRIAL EXHIBIT 7111 Uber Objections:  Fed. R. Evid. 802 – This document contains inadmissible hearsay; namely, out of court statements made by Anthony Levandowski, who participated in the Stroz diligence process in his individual capacity. See Br. § I.  Fed. R. Evid. 805 – This document contains inadmissible hearsay within hearsay; namely, Anthony Levandowski’s recitation of out of court statements made by other declarants. See Br. § I.  Fed. R. Evid. 403 – Because the document is replete with embedded hearsay, the Court should exercise its discretion under Rule 403 to exclude any reliance on the document for its truth, to prevent jury confusion about what fragments are admissible for truth, and resulting waste of time and prejudice to Uber. See Br. § IV.  This exhibit contains references to, and attaches a copy of, Anthony Levandowski’s employment agreement, which Waymo stipulated that it would not make reference to in its case in chief. See Dkt. 425 at 4.  Designated witnesses who received this document pre-litigation are: Eric Tate, John Gardner, Adam Bentley, Justin Suhr, Angela Padilla, Cameron Poetzscher, Nina Qi, and Salle Yoo. Except through Suhr, Padilla, Poetzscher, Qi, or Yoo, the document therefore cannot be admitted for a non-hearsay purpose of notice to Uber or Ottomotto. See Br. § IV. Only Tate and Gardner received this document as an Exhibit to the Stroz Report; the remaining witnesses received an identical document in April 2016, well before the Stroz Report was written. Yellow Highlights Hearsay Statements Blue Highlights Hearsay within Hearsay Statements Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 2 of 38 MEMORDANUM To: John Gardner From: Stroz Friedberg Date: April 2, 2016 Re: DRAFT Summary Interview of Anthony Levandowski ______________________________________________________________________________ On March 22 and 23, 2016, Mary Fulginiti, Melanie Maugeri, and Hanley Chew interviewed Anthony Levandowski at the offices of Stroz Friedberg on 101 Montgomery Street, Suite 2200, San Francisco, California 94104. On April 1, 2016, Mary Fulginiti and Hanley Chew conducted a follow-up interview of Levandowski via telephone. Employment at Google Anthony stated that he began working for Google on April 9, 2007 when Google acquired Vutool, a company founded by Levandowski, [Multiple Names Redacted], which specialized in mapping technology. Following the acquisition, all of the founders joined Google. Vutool became Google’s Street View Project, which is a technology that provides a panoramic view of streets for Google Maps and other apps. Employment Documents and Training at Google When Levandowski joined Google, he signed an employment agreement which contained invention, nondisclosure, non-solicitation, and conflicting employment provisions, among other things. Levandowski understood these provisions to prohibit him from disclosing any of Google’s “secrets,” and from approaching Google employees to work for him after he was no longer working at Google. He also recalled that he could work on side projects while employed with Google provided they did not relate to Google business. Levandowski recalled that Google provided training on how to handle queries and user data, but he did not recall any training regarding confidentiality or non-solicitation. Levandowski was shown a copy of his signed AtWill Employment, Confidential Information, Invention Assignment and Arbitration Agreement, which was attached to a February 1, 2016 letter from Google’s legal counsel, Jade Wagner. He reviewed said letter and agreement and confirmed that they were true and correct copies of said documents. They are attached hereto as Exhibit 3. At the time that he started working for Google in 2007, Levandowski said that his title was Software Engineer on the Street View Project, also referred to internally as City Block. [Redacted] was his supervisor. Levandowski’s duties were to build out the vehicles worldwide. From 2008 through 2009, Levandowski worked on a project known as GEOS, which involved aerial imagery collection. In 2008, he also set up operations in Mountain View and India to help 1 CONFIDENTIAL UBER00312509 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 3 of 38 establish a database behind the maps. The internal name for this project at Google was Ground Truth or GT. In 2009, Levandowski left the Street View Project and joined the Chauffeur Project, which is also known internally as the Self Driving Car Project and SDC. In 2011, Levandowski was promoted to Engineering Manager on the Chauffeur Project. However, Levandowski stated that, despite his title, he acted primarily as a Product Manager. In 2011, [Redacted] became Levandowski’s supervisor. In late 2014, [Redacted] became Levandowski’s supervisor. When asked what his responsibilities were he stated that he oversaw the design, production, installation, and software required for running the lasers, among other things. He also helped draft legislation in Nevada regarding autonomous cars. Some of the names for the prototype self-driving cars were Herbie, Kitt, Karr, Big Foot, Pribot, Ecto1, and Firefly. He also consulted on a number of other projects at Google such as Cardboard (inexpensive virtual reality headsets) and Telepresence Robots (virtual reality headsets). He said he never wrote any software code for any of the projects he worked on. Levandowski stated that, at the end of his time at Google, he managed 25 employees. He wrote the names of the individuals he managed on a separate piece of paper during the interview. A copy of that document is attached hereto as Exhibit 5. He had access to their compensation information, work evaluations, performance scores, home addresses and other managerial information as part of his duties and responsibilities. Levandowski stated that some of this employee data would be located on his primary laptop, Apple MacBook Pro. Levandowski said that he did not have HR access to the personnel files of the individuals who reported to him. Stroz Friedberg interviewers showed Levandowski a list of names that was provided to us through his counsel marked Confidential Work Product/Attorney-Client Privileged and dated March 12, 2016. He recognized the list as the one he created which included, to the best of his recollection, all of the individuals he worked with at Google during his tenure. He also identified individuals on the list with whom he spoke before and after he founded OttoMotto and those individuals who are currently employed with OttoMotto. A copy of said list with Levandowski’s markings is attached hereto as Exhibit 4. On a separate copy of the same list, he checked off individuals he worked closely with at Google. This separately marked list is attached hereto as Exhibit 6. When asked if he referenced a Google directory to compose this list he said he did not. He said he referenced his contacts on his iPhone. Levandowski identified the following individuals as those with whom he worked closely during his time at Google: [Multiple Names Redacted]. See Exhibit 6. Side Projects at Google During his tenure at Google, Levandowski stated that he participated in a number of external side projects that were not Google-related as an owner, investor and/or advisor. Levandowski 2 CONFIDENTIAL UBER00312510 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 4 of 38 stated that Google was aware that its employees were engaging in external side projects, and did not object to them provided they did not compete or overlap with Google’s businesses. Levandowski stressed that Google was aware, and approved, of all of his external side projects. Those projects are listed below. · · · · · · · · · Future Game (owner) - a stock market predictor game. Prototype This - a television show on the Discovery Channel which featured robots delivering pizza. This television show became the basis for Anthony’s Robots, which Levandowski founded in 2008. Levandowski stated that he never used any funds from Google for Anthony’s Robots. Anthony’s Robots (owner) – provided equipment hardware to help drive vehicles. Google acquired Anthony’s Robots in October 2011. 510 Systems (investor) – Anthony’s Robots used 510 Systems. Levandowski was an investor in 510 Systems, beginning in 2005. 510 Systems was engaged in developing technology for mobile mapping. Google acquired 510 Systems in October 2011. Tiramisu (advisor) – a small airplane that picks up items and octocopter that picks up people. Glimmer (investor) – three second video sharing. Date Knight (investor) – a dating companion app. Nemo Building System (owner) – modular building manufacturing company. East Bay Portfolio (investor) – real estate development fund. Devices and Data Accessed at Google Over the course of his time at Google, Levandowski was issued a number of devices. Google gave him 2 Linux desktops and 6 laptops (2 Lenovo laptops, 2 Chromebooks, 1 Linux laptop, 1 Windows laptop) and a Blackberry. When he left Google, Levandowski had 2 Linux desktops and 2 laptops, all of which he returned to Google. Levandowski stated that, when he worked at Google, he created operational manuals and checklists (i.e., manuals on how to operate the Street View car, how the systems fit together etc.), design documents, both public and internal presentations, training information, and aerial imagery. All of these documents were stored on the corporate Google Drive in the Google Docs folder. Levandowski stated that he would access these documents primarily through Google Drive on his work devices. Levandowski also stated that, although he used his Google-issued laptops to work on Google-related documents, he also used his personal laptop.1 Levandowski further stated that he stored Google documents on his personal devices, such as his laptop, phone, hard drives and thumb drives. He also stated in his Diligenced Employee Questionnaire that he used his personal tablet, phone, laptop and desktop to access Google Docs (not the 1 Levandowski explained that it was common for Google to enable the personal devices of its employees to access the corporate Google drive. 3 CONFIDENTIAL UBER00312511 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 5 of 38 corporate network directly). He further explained that he rarely accessed the Google network remotely with any of his devices. Levandowski acknowledged that he did use USB’s to transfer data from his desktop to the selfdriving cars that his team was working on. However, Levandowski stated that this was a common practice at Google and Google tracked the USB’s used in these transfers very closely. Levandowski stated that he returned all of the Google’s USB’s and destroyed all of the personal USB’s in his possession because he had heard that they might contain spyware.2 When asked what information was present in the USB’s he destroyed, Levandowski stated that it was likely trade show information, vendor sheets, and files that he may have been moving. Levandowski denied putting any source code or other proprietary Google information on any of his personal USB’s. Levandowski stated that he did email Google files to his personal email account, levandosky@gmail.com. He noted that these files were mainly presentations or other information that was going to be shared publicly. When asked if he emailed himself any d, “No, I don’t think so.” technical or proprietary information he stated, As discussed in more detail below in the Personal Devices section, Levandowski identified 3 places on his Apple MacBook Pro laptop, where Google-related information was stored: (1) Downloads folder; (2) Dropbox folder; and (3) his Chauffeur folder. He stated that this information was stored on his laptop in the normal course of his work at Google. He did not recall if he possessed any additional potentially proprietary and confidential information. Contacts With Google Employees About New Company Prior to leaving Google, Levandowski spoke with a number of Google employees about his startup company. According to Levandowski, these discussions occurred on a one-on-one basis, during social gatherings and/or in a group setting at his house. Below is a list of the individuals he met with and a summary of what they discussed. One-on-One Meetings with Google Employees Levandowski identified the following Google employees he spoke with one-on-one concerning his start-up company: [Multiple Names Redacted]. Levandowski recalls that all of these individuals worked in close proximity with him so they typically talked in person. Google Employees Who Joined OttoMotto3 · Lior Ron 2 Levandowski stated that [Redacted], his supervisor at Google at the time, was aware of Levandowski’s destruction of the USB’s. 3 Although OttoMotto was previously named 280 Systems, we refer to the new company as OttoMotto throughout for ease of reference. 4 CONFIDENTIAL UBER00312512 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 6 of 38 Lior Ron and Levandowski knew each other because Ron ran a competitive project at Google (i.e., map making). Ron contacted Levandowski in August 2015 to get together. Their first meeting occurred over lunch on the Google campus where they talked about the status of the Chauffeur Project and about Ron possibly joining the Chauffeur team. Levandowski also told Ron about his dissatisfaction with the team and the direction of the project. They had a follow-up meeting that weekend as they lived close to one another. They took a walk around the block. Ron detailed what was going on with Google’s new clothing technology. Levandowski and Ron also talked about robot trucks, the trucking market, and the opportunity for these trucks to be part of Alphabet (Google’s holding company). They also talked about aftermarket kits, which could convert existing cars into self-driving cars. They discussed trying to do the above together and trying to figure out a way to do it at Google. A few weeks later in early September 2015, Levandowski stated that things began to “solidify” in a meeting with Ron. They discussed starting their own company. Levandowski wanted to think things through before doing anything and they both discussed possibly waiting until they left Google. In September 2015, they met with a lawyer. In mid-to-late September 2015, Levandowski and Ron began meeting with Uber. (The subsequent meetings with Uber are described below.) In or about November 2015, Levandowski and Ron realized that building something new at Google was too complicated and that they needed to leave so that they could pursue their interest in robot trucks. They talked about their respective roles. Levandowski would be responsible for building the technology and Ron would be responsible for running the business. · [Redacted] [Redacted] was a Software Engineer for Google’s Chauffeur Project. Levandowski knew [Redacted] was frustrated at Google. [Redacted] and Levandowski had two in-person meetings on the Google campus in January 2016. The first meeting was initiated by Levandowski when Levandowski asked [Redacted] how he was doing during a walk around the Google campus. Levandowski informed [Redacted] he was leaving Google to form a start-up company. The second meeting was initiated by [Redacted], who asked Levandowski additional questions about Levandowski’s new venture. [Redacted] received an offer to join OttoMotto prior to his departure from Google. [Redacted] joined OttoMotto on February 25, 2016 · [Redacted] [Redacted] was a Software Engineer for Google. Levandowski and [Redacted] used to date and had many discussions concerning robots. [Redacted] and Levandowski met three to four times concerning Levandowski’s new venture, beginning in September 2015 and continuing through January 2016. They discussed the software requirements for robot trucks. [Redacted] left Google two weeks after Levandowski departed and joined OttoMotto. 5 CONFIDENTIAL UBER00312513 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 7 of 38 · [Redacted] [Redacted] was a Software Engineer at Google. [Redacted] introduced [Redacted] to Levandowski. Levandowski met with [Redacted] two times: once at Google, and the second time near Levandowski’s house. They discussed Levandowski’s new venture. [Redacted] received an offer from OttoMotto in January 2106. [Redacted] left Google in early March 2016 and joined OttoMotto. Google Employees Who Received An Offer But Did Not Join OttoMotto · [Redacted] [Redacted] is the lead Hardware Engineer for Google’s Chauffeur Project. Levandowski began speaking with [Redacted] in December 2015 about different options for a new start-up company. Levandowski does not recall if he approached [Redacted] or vice versa. At first, [Redacted] and Levandowski talked about doing the start-up at Alphabet but eventually decided to form a separate company. They spoke regularly between December 2015 and January 2016 and often met at each other homes s. [Redacted] was more interested in the robot homes. trucks, than the aftermarket kits. [Redacted] wanted to be a founder and agreed to match Ron’s stake and commit funds. [Redacted] actively recruited employees to leave Google and join the new company. [Redacted] even delivered offer letters to people. In the end, [Redacted] did not end up joining OttoMotto because he had a “nervous breakdown” after Levandowski left Google. · [Redacted] [Redacted] is a Mechanical Engineer for Google’s Chauffeur Project. [Redacted] and Levandowski had three one-on-one meetings between December 2015 and January 2016. Levandowski cannot recall who approached whom. [Redacted] wanted to invest in Levandowski’s new venture. [Redacted] requested a specific number of engineers and wanted Levandowski to hire his brother. [Redacted] received an offer from OttoMotto, but did not join the company. · [Redacted] [Redacted] is a Manufacturing Engineer for Google’s Chauffeur Project. After speaking with [Redacted], [Redacted] approached Levandowski. They met three times between December 2015 and January 2016; usually during [Redacted]’ regular bimonthly update meetings with Levandowski at Google. They talked mainly about products, specifically robot trucks versus aftermarket kits. During this time, [Redacted] was pregnant and asked Levandowski about the maternity leave policy and her potential role in the new company. [Redacted] received an offer to join OttoMotto, but did not join the company. · [Redacted] 6 CONFIDENTIAL UBER00312514 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 8 of 38 [Redacted] is a Mechanical Engineer for Google’s Chauffeur Project. [Redacted] and Levandowski met two times -- January 15, 2016 and January 23, 2016. At the January 15th meeting, [Redacted] approached Levandowski and asked Levandowski what he was “up to.” Levandowski replied that he was thinking of leaving Google and doing something in the robot truck space. On January 23, 2106, [Redacted] approached Levandowski at work and asked if they could meet. Later that day they met in the street near Levandowski’s house and talked about salary and expectations. Shortly after [Redacted] received an offer letter but did not end up joining the company. · [Redacted] [Redacted] is a Mechanical Engineer for Google’s Chauffeur Project. [Redacted] and Levandowski met four times between December 2015 and January 2016. Levandowski does not recall who approached whom regarding the start-up company. Their conversations in December 2015 centered on the business climate for autonomous vehicles and general strategies. [Redacted] and Levandowski had had conversations in prior years about working on a project together at Google and there was a general understanding that if they could not do make it work at Google they would leave and launch a start-up company, but nothing specific. [Redacted] and Levandowski started talking specifically about creating a separate company in January 2016. [Redacted] sent Levandowski a text message requesting that he set up a meeting to discuss the new venture with other employees. In January 2016, [Redacted] sent a calendar invite to several Google employees at their Google email addresses setting up an evening meeting to discuss the new company. [Redacted] received an offer to join OttoMotto but did not do so. · [Redacted] [Redacted] is a Software Engineer for Google’s Chauffeur Project. [Redacted] approached Levandowski on January 15, 2016 after his discussions with Pierre [Redacted] and Luke [Redacted]. [Redacted] had heard from [Redacted] and [Redacted] about Levandowski’s new venture and wanted to know if it would be based in San Francisco since he did not want a long commute. [Redacted] and Levandowski did not have any additional communications about the new company. [Redacted] received an offer to join OttoMotto but he did not do so. · [Redacted] [Redacted] is a Software Engineer for Google’s Chauffeur Project. [Redacted] and Levandowski met twice on the Google campus in January 2016. The first meeting was initiated by [Redacted] who had heard about Levandowski’s new venture and wanted to learn more about it. Levandowski told him to talk to other people about it. The second meeting was initiated by Levandowski, who wanted to confirm [Redacted]’s interest in the new company and asked [Redacted] what he told others about joining Levandowski’s new venture. [Redacted] received an offer letter to join OttoMotto and signed it but did not ultimately join the company. 7 CONFIDENTIAL UBER00312515 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 9 of 38 · [Redacted] [Redacted] is a Software Engineer for Google’s Chauffeur Project. [Redacted] initially approached [Redacted] about Levandowski’s new venture. [Redacted] followed up with [Redacted]. Levandowski met with [Redacted] three times in January 2016. The first time [Redacted] tapped Levandowski on the shoulder at work and asked him to take a walk around the block. During this first meeting, [Redacted] requested information about the new company. [Redacted] requested a second meeting during the work day where they discussed his potential salary. The third meeting occurred after work at [Redacted]’s request where they continued to discuss salary and [Redacted] expressed his interest in joining the new company. [Redacted] received an offer to join OttoMotto, but did not do so. · [Redacted] [Redacted] is a Hardware Engineer for Google’s Chauffeur Project. Pierre [Redacted] initially approached [Redacted], who later initiated three meetings with Levandowski in January 2016. In the three meetings, [Redacted] and Levandowski talked about more technical things, such as what types of sensors they should develop (cameras, radar) and why robots are important. They also eventually talked about [Redacted]’ compensation with Levandowski’s new venture. [Redacted] received an offer to join OttoMotto but decided not to join the company. · [Redacted] [Redacted] is a Mechanical Engineer for Google’s Chauffeur Project. Levandowski approached [Redacted] because Levandowski knew that [Redacted] was unhappy at Google and he wanted to “give him a heads up.” They had two meetings in late January 2016: one at Google, and one at [Redacted]’ house. At the first meeting, Levandowski told him he was leaving the Chauffeur team to start a new company and that he needed a team. They spoke about robot trucks and [Redacted] expressed an interest in joining the company.. At the second meeting the following day at [Redacted]’ house, Levandowski made [Redacted] a verbal offer to join OttoMotto. [Redacted] ultimately declined to join OttoMotto. · [REDACTED] [Redacted] is a User Experience Designer for Google. [Redacted] and Levandowski had three meetings. The first meeting occurred on January 5, 2016. Levandowski approached [Redacted] at Google and said, “Do you want to talk?” Levandowski told him about his concerns with the direction of the Chauffer Project and asked [Redacted] what he thought about the proposed new company. The second meeting was unplanned and occurred approximately five days later when Levandowski was having coffee and discussing the new company with Matt [Redacted] at Philz Coffee Shop located in Palo Alto. [Redacted] ran into them and joined the conversation. The third meeting was a phone conversation initiated by [Redacted] in or about mid-January 2016. Levandowski and [Redacted] talked about the plan going forward. [Redacted] told Levandowski that he received more money to stay and asked if he could join Levandowski later. 8 CONFIDENTIAL UBER00312516 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 10 of 38 Levandowski believed [Redacted] may have given [Redacted] an offer letter to join OttoMotto. [Redacted] did not join the company. · [Redacted] [Redacted] is a Program Manager for Google’s Chauffeur Project. He manages the “human” side of the car. [Redacted] used to work for [Redacted] at Google. [Redacted] initiated a conversation with Levandowski in January 2016 after a conversation he had with [Redacted] about the new company. Levandowski told [Redacted] about his new venture with trucks and they briefly discussed compensation. [Redacted] received an offer to join OttoMotto, but did not do so. Levandowski believes that [Redacted], like [Redacted], received more money to remain at Google and will eventually join OttoMotto. Google Employees Who Did Not Receive An Offer To Join OttoMotto · [Redacted] [Redacted] is a Software Engineer for Google’s Chauffeur Project. [Redacted] approached Levandowski about joining Levandowski’s new venture in January 2016. They had two meetings on the Google campus and one discussion via telephone, which was initiated by [Redacted]. Also, there may be some text messages between the two. They discussed potential compensation and [Redacted]’s role at the new company. Levandowski did not encourage [Redacted] to leave Google because he felt that [Redacted] was too pushy. The only reason that Levandowski was talking to [Redacted] was because [Redacted] was friends with [Redacted]. · [Redacted] [Redacted] is a Product Manager for Google. Levandowski initially reached out to [Redacted] in November 2015, but they didn’t actually meet until January 2016. At that time, they met in downtown San Francisco and discussed why trucks are important and the macro picture of Levandowski’s new venture. [Redacted] did not receive an offer to join OttoMotto. Levandowski said there may have been a phone call or text message setting up a time to meet. · [Redacted] [Redacted] is a Software Engineer for Google’s Chauffeur Project. [Redacted] approached Levandowski in December 2015 and again in January 2016. [Redacted] had heard that Levandowski was involved in a new venture and wanted to join. Levandowski was not interested in [Redacted] joining his new venture and did not encourage him to leave Google. [Redacted] did not receive an offer to join OttoMotto. · [Redacted] [Redacted] is a mechanic for Google. [Redacted] was responsible for outfitting cars. [Redacted] approached Levandowski in January 2016 at Google. They talked about the plan for robot 9 CONFIDENTIAL UBER00312517 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 11 of 38 trucks and [Redacted]’s potential salary. They met a second time in January 2016 at Google. Levandowski approached [Redacted] and said, “Let’s talk.” [Redacted] did not receive an offer, but [Redacted] was planning to wait until his bonus before leaving Google. · [Redacted] [Redacted] is a Technical Product Manager for Google. [Redacted] and Levandowski worked together on the Street View Project. They began speaking about working on a new project back beginning in December 2014 through January 2015. In September 2015, [Redacted] and Levandowski talked about having their project be at Alphabet. However, [Redacted] encouraged Levandowski to leave Google. [Redacted] resigned from Google on January 4, 2016 and left on January 9, 2016. Levandowski believes that [Redacted] will join him after [Redacted] returns from his vacation. · [Redacted] [Redacted] is a Software Engineer for Google’s Chauffeur Project. In or about January 2016, but prior to Levandowski’s departure, Levandowski had lunch with [Redacted] at a restaurant near his house at [Redacted]’s request. This was a follow-up conversation to one of the group meetings described below. Levandowski discussed [Redacted]’s potential role at the new company as being similar to his current role at Google. · [Redacted] [Redacted] is a Technical Product Manager for Google. [Redacted] was one of Levandowski’s managers at Google. [Redacted] expressed an interest in joining Levandowski, who believes that either [Redacted] or [Redacted] told [Redacted] about the new venture. In September 2015, [Redacted] approached Levandowski and asked him to go to dinner. During dinner, [Redacted] said to him,, “I know something’s up.” Levandowski did not trust [Redacted] and denied that anything was happening. In October 2015, Lewandowski discovered that [Redacted] approached Uber about potentially selling the vehicle team. Lewandowski felt that if [Redacted] was talking to Uber as well, they should all sit down together to negotiate a transaction. Levandowski initiated a meeting between [Redacted], Uber, and himself in October 2015. At that meeting, [Redacted] discovered that the level of discussion between Levandowski and Uber was much more advanced than [Redacted] had expected. [Redacted] decided to remain at Google when Google offered him $10 million to stay. [Redacted] was aware of what was going on with Levandowski, but was no longer involved in any discussions. He agreed to keep Levandowski’s pursuits confidential. · [Redacted] 10 CONFIDENTIAL UBER00312518 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 12 of 38 [Redacted] was the Vice President of Product Management for Google’s GEOS Project. [Redacted] left Google in mid-2015. Ron and Levandowski spoke to [Redacted] in September 2015 about how to handle Google Legal, PR, and mechanics with regard to the new company. They also wanted [Redacted]’s insight on the aftermarket kits. [Redacted] did not receive an offer to join OttoMotto. Group Contacts with Google Employee Levandowski identified four group contacts that he had with Google employees while he was at Google concerning his new company. The first group contact was a barbeque that Levandowski held at his house for the Laser team from Chauffer to celebrate a milestone in November 2015. They discussed work matters. However, there were a few side discussions between [Redacted], [Redacted], [Redacted] and/or Levandowski concerning his new company. Levandowski also spoke with Jonathan [Redacted], who observed [Redacted] speaking with Levandowski, and asked them what they were talking about. Levandowski responded that they are thinking of leaving Google and starting a new company focused on robot trucks. Ron was invited to the barbeque with the intent of introducing him to some of the individuals who might join the new company. The second contact was an evening meeting of about 15-20 individuals in December 2015 organized by Levandowski at his house. This meeting was primarily organized by word of mouth. Levandowski did not recall any text messages or other electronic communications disseminated about this meeting. The individuals who attended included: [Redacted], [Redacted], [Redacted], [Redacted], [Redacted], [Redacted], [Redacted], Ron, [Redacted], [Redacted], Levandowski, [Redacted] and several individuals who did not work for Google. The purpose of the meeting was to gather everyone who was interested in the new company and to discuss the proposed business. Levandowski recalled that Ron might have done a presentation regarding the business of making robot trucks, but he was not certain. The third group contact was a ski trip to Lake Tahoe in early January 2016 organized and paid for by Levandowski. The ski trip was intended to be a team bonding exercise for the ChauffeurLaser team. It was not an official Google activity. There were several side discussions between [Redacted], [Redacted], and Levandowski about how to build robot trucks without using any intellectual property from Google. They believed that they could do this without any prior designs or intellectual property from Google. Their intention was to build the robot trucks cleanly and from scratch. They discussed rebuying some the same parts from various Google vendors, but they were not going to remake what Google had already made. The fourth group contact was an evening meeting in late January 2016 (just before Levandowski resigned) organized by [Redacted] at Levandowski’s house. [Redacted], [Redacted], [Redacted], [Redacted], [Redacted], [Redacted], Wakerstoff, [Redacted], [Redacted], [Redacted], Ron, Levandowski, and several non-Google employees attended the meeting. Levandowski believes [Redacted] may have sent a calendar invite. The meeting was intended to discuss an exit 11 CONFIDENTIAL UBER00312519 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 13 of 38 strategy from Google. The plan was that Levandowski would resign in the following few days and others would follow. [Redacted], [Redacted], and [Redacted] received offers that evening from Rhian Morgan, head of HR at OttoMotto. They were encouraging people to leave Google. On the Tuesday following this evening meeting, Levandowski and [Redacted] met about Levandowski’s role at Google going forward. [Redacted] was going to announce at the general team meeting later that day that Levandowski was leaving the Laser team but staying within Google. Levandowski stated that this announcement was a complete charade and that Google wanted to replace him with someone more loyal. At the general team meeting, after [Redacted] made his announcement and left the room, Levandowski stated that he was proud of the team and was undecided if he was leaving the company. Additional Contacts With Google Employees About Leaving In addition to the above discussions, Levandowski told the following individuals that he was leaving Google. · [Redacted] [Redacted] is a Software Engineer with Google’s Chauffeur Project. In or about November/December 2015, Levandowski and [Redacted] discussed the direction of the Chauffeur project and Levandowski’s plans to possibly leave Google. Levandowski was trying to determine whether [Redacted] was dissatisfied with Google. [Redacted] told Levandowski to call him once he figured it all out. · [Redacted] [Redacted] is a Software Engineer with Google’s Chauffeur Project. In December 2015/January 2016 [Redacted] approached Levandowski about certain rumors that he was hearing. Levandowski did not tell [Redacted] about his new company because he did not trust [Redacted]. Sometime thereafter, [Redacted] reached out via text messages to arrange a time to speak with Levandowski. Levandowski confirmed that he could only speak about non-work related matters. [Redacted] came to Levandowski’s house and saw a large truck and Levandowski told him he was working on driverless trucks. Levandowski told him he could not recruit him. · [Redacted] [Redacted] is a Software Engineer with Google’s Chauffeur Project. In January 2016, [Redacted] spoke with Levandowski about leaving Google and wanting to do something new. [Redacted] was interested in robots that can deliver products to people’s homes. Levandowski believes he also told [Redacted] he was planning on leaving Google at this time. They discussed the general state of robotic competitors but did not discuss Levandowski’s new venture. [Redacted] said he was worried that Levandowski might want to do something with Uber and he did not want to join a competitor. 12 CONFIDENTIAL UBER00312520 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 14 of 38 · [Redacted] [Redacted] is an Optical Engineer with Google’s Chauffeur Project. Levandowski told him he was leaving in January 2016 to make robot trucks. Levandowski did not recruit [Redacted] but he knew [Redacted] was very interested in having [Redacted] join the new company. Departure from Google Levandowski departed from Google on approximately January 26, 2016. However, Levandowski stated that he had been thinking of leaving Google since 2008. At that time, Levandowski spoke to [Redacted], a member of the Chauffeur project. They discussed the fact that human drivers were not particularly good, which led to the idea for Anthony’s Robots. However, Levandowski decided to stay at Google in 2008 because he felt that it was a great place to launch new projects. In 2011, when [Redacted] became Levandowski’s supervisor, there was some friction between the two and Levandowski considered leaving. However, Levandowski believed that Google was still the right place to see things through and there was a possibility that things could turn around. In 2015, as the deadline for launching the self-driving car approached, Levandowski felt that the Chauffeur project was on the wrong track. Google was focusing more on the design of the car, and less on the technology. Levandowski stated that he had some conversations with [Redacted], Google’s CEO, and that [Redacted] was sympathetic. Unfortunately, the focus of the Chauffer project did not change and Levandowski concluded, in late 2015, that it was time to move on. On January 25, 2016, Levandowski sent [Redacted] an email stating that Levandowski felt he was ready to leave. [Redacted] forwarded the email to [Redacted]. When Levandowski arrived at work on January 26, 2016, [Redacted] removed Levandowski’s badge and escorted Levandowski to a conference room. [Redacted] joined [Redacted] and Levandowski in the conference room to discuss why Levandowski was leaving. [Redacted] told Levandowski that he heard that Lewandowski was recruiting people. Levandowski told [Redacted] that there are a lot of people who share his view about the direction of the project. After the meeting, [Redacted] walked Levandowski to Levandowski’s desk where Levandowski gathered his personal belongings. At some point [Redacted] also asked Levandowski how things got to this point and how could he do this to the team. [Redacted] then took Levandowski to another conference room where they were joined by [Redacted], the HR representative for the Chauffeur program. [Redacted] asked Levandowski why he was leaving and Levandowski responded that he was having issues on the project. [Redacted] asked t return all of his Google property. Levandowski indicated that it was present at Levandowski to c his desk, which [Redacted] confirmed. Levandowski also returned 2 laptops and desktops. 13 CONFIDENTIAL UBER00312521 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 15 of 38 After [Redacted] and [Redacted] departed, Jade Morgan, a member of Google’s legal team appeared via video conferencing to speak to Levandowski about his obligations under his confidentiality and non-solicitation agreements with Google. Levandowski asked for guidance about how to respond to Google employees who approached him. Morgan did not provide any advice. Levandowski asked if he should say, “Happy to meet with you, but I can’t talk about my work things because of my contractual obligations to Google.” Morgan and Levandowski verbally agreed to the language. No documents were provided to Levandowski at this time. After Levandowski left Google, [Redacted], Google’s founder, and [Redacted], the head of Chauffer, each called Levandowski to ask what happened. [Redacted] expressed his disappointment that Levandowski left and suggested he take a one month vacation and then come back. [Redacted] asked Levandowski what he was going to do next and Levandowski responded that he might start a new company involving trucks. [Redacted] and [Redacted] from Human Resources called as well and they had haad a nice social conversation. Contacts with Google Employees Following Departure Levandowski stated that a number of Google employees reached out to him about joining OttoMotto following his departure from Google including: [Multiple Names Redacted]. Levandowski stated that he either replied to these individuals and told them he could not respond or he did not reply at all. Levandowski stated that he discussed social matters, but nothing about OttoMotto. Levandowski did not believe there were any written or electronic communications between himself and any Google employees concerning OttoMotto. He did note that several Google employees had left Google on their own and explored the possibility of joining OttoMotto, including [Redacted], both of whom now work at OttoMotto. He reiterated that he had no discussions with these individuals about OttoMotto until after they resigned from Google. Since leaving Google, Levandowski stated that he has made it point to have no contact with any Google applicants until after they are hired. Destruction of Google Property Following Departure A few weeks after his departure (he could not recall the precise time frame), Levandowski was searching his house for anything that might belong to Google. He discovered in his garage some tools (i.e., screwdrivers), pieces of aluminum, nonproprietary robot parts, and old Street View test prototype cameras, brackets to mount cameras on the cars, and an old network switch, among other things. Levandowski put them in a box and later paid to have a company pick up these materials from his house and destroy them, i.e., crushed and melted down. This occurred within a week or so prior to his interview. Levandowski did not recall the name of the destruction company or the precise date. He said that, although he believed the materials were not confidential or proprietary, he did not want to return it to Google for fear of sparking any unnecessary backlash. 14 CONFIDENTIAL UBER00312522 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 16 of 38 In addition, while Levandowski was searching his home to gather all devices for the due diligence, he discovered that he possessed Google proprietary information on five disks in his Drobo 5D. The Drobo 5D was located in a closet in a guest bedroom that he used to store old/unused devices. The information included source code, design files, laser files, engineering documents and software related to the self-driving car. Levandowski stated that he downloaded this information in the ordinary course of business while working at Google and used it to do his job. He said the last time he used and/or accessed the information on the disk was in November/December 2014 and possibly January 2015. Levandowski indicated that everyone at Google had access to the source code repository. Levandowski said that he copied the software onto the disks off of his personal Apple MacBook Pro laptop in a True Crypt file. He then inserted the disks into the car’s computer for testing and then removed them and stored them in the Drobo 5D. Once he discovered that he possessed this information, Levandowski contacted his attorney, John Garnder, and Lior Ron. Ron was surprised but stated that they needed to inform Uber that they were in possession of this information. At a regularly scheduled status meeting at Uber in early March 2016, Ron and Levandowski told Travis Kalanik (Uber’s CEO), Cameron Poetzscher (Uber’s Head of Business Development), and Nina Qi (a member of the Business Development Group), about the disks. Levandowski told them that he found some Google-related files and that he wanted to get rid of them. He told them that there is “stuff on them I don’t want you to have and you don’t want to have.” Poetzscher stated that Ron and Levandowski should not delete the disks so that Uber could understand what was on the disks (for preservation and record keeping purposes). Kalanik responded that they should not take advice from Poetzscher and that, if Ron and Levandowski possessed Google information, he did not want to know about it and did not want it at Uber. Kalanik told Levandowski to “do what [he] need[ed] to do.” Levandowski understood this statement to mean that Kalanik wanted Levandowski to destroy the disks so he told Kalanik that he would destroy them.. In response, Kalanik nodded. Poetzcher appeared uncomfortable with this decision. Qi was quiet but appeared to be amused and astonished. This conversation lasted approximately three minutes. After the meeting ended, Levandowski took the disks to a shredder in Oakland near the airport and had the disks destroyed. He described the place as a “mom and pop shop.” He paid cash and did not receive a receipt. He did not recall the name of the business. Later that afternoon, following the destruction of the disks, Poetzcher called Levandowski and told him not to “shred” the disks. Levandowski told Poetzcher that he had already destroyed the disks. To which Poetzscher responded that Levandowski should not delete or shred anything else. The next day (which he believes was Saturday morning, March 19, 2016) Poetzscher called Levandowski again to instruct him not to delete or shred anything else. Over the weekend, Ron reiterated the same thing to Levandowski. Levandowski does not believe that he shared the contents of the disks with Uber, only that they contained confidential information. 15 CONFIDENTIAL UBER00312523 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 17 of 38 Contacts with Uber Levandowski stated that he first met Kalanik and Garret Camp (Uber’s chairman) in 2012 when he gave them a ride the self-driving car. They wanted to buy 20 cars right there but the cars were not ready to be sold. In 2014, Thrun reintroduced Levandowski to Kalanik, who introduced Levandowski to Jeff Holden. Levandowski had two telephone calls with Holden where Holden unsuccessfully attempted to convince Levandowski to leave Google for Uber. On June 16, 2015, Brian McClendon left Google to join Uber. In July or August 2015, McClendon met Levandowski twice for lunch. Levandowski was uncertain who initiated the lunches. McClendon and Levandowski talked at a high level about ideas concerning robots. They did not specifically talk about a new start-up. Levandowski did express his unhappiness at Google. Levandowski might have asked how much Uber would be willing to pay for the Chauffer team. Levandowski said that he wanted to have a market valuation for the Chauffer team. Levandowski contacted McClendon for a third meeting in September 2015. They talked about Uber buying lasers from a start-up for Uber’s cars. Levandowski met with McClendon, Poetzscher, and Qi at Uber later in September 2015. They discussed the fact that Uber did not want to invest in a start-up, but was interested in being a beta customer. Throughout September and October 2015, Poetzscher, Qi, Ron, and Levandowski met two additional times to discuss the details of a potential customer deal. In October 2015, Kalanik contacted Levandowski directly. They met and discussed robot cars. Kalanik indicated that Uber did not want to be a customer and instead wanted to be more involved in Levandowski’s new venture. Kalanik talked to Levandowski about buying the robot vehicle technology. Levandowski and Ron went to Uber after this meeting and discussed selling a non-existent company. Poetscher and McClendon were present at this meeting. It was at this point that Levandowski first seriously considered leaving Google.4 In November and December 2015, Levandowski and Ron began meeting with Uber twice a month to negotiate the details of a proposed transaction (i.e., price, tax structure, etc.). Some combination of either Kalanik, Poetzscher, Qi, and John Bayer (head of Uber’s robot cars division) were present at these meetings on behalf of Uber. In January 2016, Levandowski, Ron and Uber reached a tentative understanding of the broad terms of the proposed transaction. Levandowski felt that there was a clear path for Uber to acquire OttoMotto. In February 2016, OttoMotto and Uber signed a term sheet. Levandowski stated that there were email messages with McClendon and Holden in his personal email accounts. However, Levandowski noted that there were a few text messages 4 In October 2015, the meeting with [Redacted], Levandowski and Uber (which is described above) occurs as well. 16 CONFIDENTIAL UBER00312524 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 18 of 38 with Poetzscher, approximately 30 text messages with Qi, approximately 20 text messages with Holden, and over 200 text messages with Kalanik. Levandowski stated that he would still have left Google if the Uber opportunity did not exist. Levandowski believes that he can create the technology without infringing upon any patents by Google. His research at Uber will involve delivering lasers, deploying vehicles, and building the aftermarket kits. Although he will rely on his experience as an engineer during his time at Google, Levandowski will not rely on any information or data from Google. Levandowski expects to be in charge of the robot vehicle technology at Uber. Other than Ron, no other OttoMotto employees know about the proposed Uber transaction. After he joins Uber, Levandowski stated that he will not be competing with Google. He will help build robot trucks and aftermarket kits. OttoMotto Levandowski stated OttoMotto is dedicated to designing trucks which will not require drivers and aftermarket kits for converting existing cars in self-driving cars. Levandowski believes that there is great profit potential in this market. He does not believe that OttoMotto is competing with Google because OttoMotto focuses on self-driving trucks that transport goods, while Google is focusing on self-driving cars that will transport people. The aftermarket kits are a secondary product. Levandowski stated that OttoMotto needs 50 employees (the majority of which have different engineering backgrounds (i.e., software, hardware, mechanical, etc.)) to execute its plan. Levandowski estimated that OttoMotto currently has approximately 30 employees, 16 of whom are former Google employees. He estimated that only 5 or 6 Google employees recently left Google to join OttoMotto. Levandowski said that the primary source for staffing OttoMotto is referrals. In addition, OttoMotto has a recruiter and a recruiting website with job postings. Levandowski’s role in the hiring process is that he meets and interviews all non-Google applicants. Although he does not have the sole hiring authority, Levandowski can veto applicants. The hiring process involves interviews, evaluations and group discussions. Compensation is determined by either looking at an applicant’s W2 and matching or determining their skill set and role at OttoMotto. There is a separate hiring process for Google employees. No former Google employees are allowed to meet, interview or evaluate current Google employees who apply. OttoMotto has safeguards in place to prevent new employees from bringing intellectual property or confidential information from their former employers. OttoMotto has them sign a document confirming that they are not bringing in any information or data from their prior employers. Google employee applicants must confirm that they were not solicited. There is no training concerning the retention of information and data from former employers. 17 CONFIDENTIAL UBER00312525 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 19 of 38 All source code at OttoMotto has to be written and checked in. The policy is that OttoMotto employees are not allowed to use their personal devices for work. OttoMotto uses some of the same vendors as Google. For example, OttoMotto uses the same vendors as Google to manufacture machine parts (but not the same machine parts as Google). OttoMotto also purchases equipment, such as tools for circuit boards) from the same vendors as Google. Accounts/Online Repositories/Personal Devices Levandowski and/or his counsel were provided a Questionnaire for Diligenced Employees from Stroz Friedberg (attached hereto at Exhibit 1) which he supplied answers to in a document dated March 18, 2016 entitled Draft A. Levandowski Responses to Stroz Friedberg Questionnaire (attached hereto as Exhibit 2). Levandowski confirmed that the responses contained in Exhibit 2 were, to the best of his recollection, accurate and complete. Email Accounts Levandowski stated that he had 10 email accounts: levandowski@gmail.com; levandowski@mac.com; anothy@levandowskiu.us; antlevandowski@gmail.com; alevandowski@hotmail.com; ucsfrobot@gmail.com; andysmith1979@gmail.com; a@ot.to; ottomotto.com; and dozerdeveloper@gmail.com. Levandowski stated that 98% of his personal emails were in the levandowski@gmail.com account, which was established in approximately 2003. Levandowski stated that he only used his a@ot.to; ottomotto.com; and dozerdeveloper@gmail.com accounts for work. All of Levandowski’s other email accounts were for personal use. Online Repositories Levandowski stated that he had only two online repository accounts. The first was a Dropbox account that he established in 2010. Levandowski stored both personal and work files in the Dropbox account and told us that it was common practice to share work files via Dropbox. He shared some files with Ron Sebern, Michele Roderick (his former personal assistant), Stefanie Olsen (the mother of his children), Ognen Stojanovski (his attorney), and Suzanna Musick (his stepmother). The Dropbox account synchs with his primary Apple laptop. The second was a Google Drive account that he established in 2007. Levandowski stored both personal and work files in the Google Drive account. He is the only individual who has access to the Google Drive account. Personal Devices Levandowski listed the following personal individual devices in his possession: (1) iPhone 6S (his primary phone which is for personal and work use and shared with no one); (2) iPad Mini (which is only for personal use and shared with his girlfriend); (3) iPad 3 (which is only for 18 CONFIDENTIAL UBER00312526 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 20 of 38 personal use and shared with his girlfriend); (4) Nexus 7 (which is only for personal use and shared with no one); (5) Apple MacBook Pro laptop (which is for personal and work use and shared with his girlfriend); (6) Drobo 5D (which was described above in the section concerning the destruction of Google property after his departure); and (7) desktop machine (which is only for personal use and not shared with anyone). Levandowski also mentioned that he had approximately 30 devices in storage – approximately 10 Dell servers, and 20 home built machines. These 30 devices were part of 510 Systems. After Google acquired 510 Systems, Google chose the computers and devices that it wanted to take. The 10 Dell servers and 20 home built machines are the assets that Google did not want. Levandowski stated that he has not accessed these devices since 2010 or 2011 and that they do not contain any Google information or data. Levandowski speculated that these devices likely contained 510 Systems data and information. Levandowski stated that he kept Google files on his personal Apple MacBook Pro laptop to conduct his work. He initially identified 3 locations where Google-related data and information were stored: (1) the Downloads folder; (2) the Dropbox folder; and (3) the Chauffeur folder. As he accessed his Chauffeur folder he found a subfolder entitled “Google” and seemed surprised at the amount of Google-related information that was on his laptop. He does not recall when he last accessed these file folders but said some of the files are ones he would have used prior to his departure from Google.. The majority of the files, however, were not accessed in 2016. He did not otherwise copy or remove any of this information from his laptop. In addition, he also informed us that he had the following Google-related third party information stored on this laptop, some of which, he stated, may be publically known: (1) vendor data sheet and updates; (2) presentations; and (3) manuals. With regard to Google email, he initially told us he did not sync his Google mail with this laptop and that he only accessed it via the web. However, during the interview he looked at his laptop and realized that at one point in time he had, indeed, synced his Google email – AnthonyL@google..com.. The most recent email appears to be from 2014. Levandowski did not AnthonyL@google.com. appear to know that the Google emails were on his laptop and appeared surprised when he located them. Affirmation Levandowski affirmed that the information he provided during his interview was true and correct. 19 CONFIDENTIAL UBER00312527 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 21 of 38 Exhibit 1 CONFIDENTIAL UBER00312528 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 22 of 38 Questionn aire for Diligenced Employee s Prior Employm ent ( 1) (2) (3) (4) (5) (6) (7) (8) (9) When did you begin working for Acme? What documents did you sign when you began working for Acme (i.e., nondisclosure/confidentiality agreement, non-solicitation agreement, etc.)? In what department(s)/section(s) did you work for Acme? What was your title(s) in those department(s)/section(s)? What were your duties/responsibilities for Acme? What types of documents did you create/wo rk on at Acme (i.e., Word, Excel, Powerpoint, etc.)? When you worked at Acme, were you issued a mobile device, or did you use a personal device to send/receive work-related emails? When you worked at Acme, were you issued a laptop or other equipment? Or did you use your own personal devices to work on Acme documents? How would you access your Acme work document s from outside o f the office? If you transferred document s to a flash drive/CO/external device, (a) where is that flash drive/CD/ extemal device now and what computer did you use to access those documents? (b) If you connected through VPN, which computer did you use to connect to VPN? Are there any other personal devices through which you accessed Acme's network? ( 10) When you worked at Acme, did you email documents that you worked on for Acme to your personal email account? If so, how often did you do this? What email accounts did you use? Were your personal email accounts synched with your smartphone or PDA? ( 11) When you worked at Acme, did you ever store any document that you worked on for Acme on any personal digital devices (i.e., smartphones, laptops, hard drives, thumb drives, etc.). If so, please identify those devices? ( 12) When you worked at Acme, did you ever store any data or information that you worked on for Acme with an online data repository (i.e., Dropbox, OneDrive, GoogleDocs, etc.)? Did you ever access any Acme CONFIDENTIAL UBER00312529 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 23 of 38 document s stored in any o f the above mentioned accounts from a personal computer? ( 13) Other than the measures described above, did you backup your data at Acme in any other manner? I f so, please describe the manner in which you backed up your data. Decision to Leave Acme ( 1) (2) When did you leave Acme? Prior to leaving Acme, did you download /copy any informatio n that you worked on for Acme? I f so, what informatio n did you download /copy? Where is this informatio n currently located? Has any informatio n been transferred to your current company' s computers /networks ? Personal Email Accounts ( 1) (2) (3) How many personal email accounts do you have? Please list all o f your email accounts. For each email account, please list the password that we may use (a) to access that account; For each email account, please list the approxima te time it was (b) establishe d; For each email account, please describe what types o f email you (c) received or sent (i.e., personal, work, etc.); For each email account, please list all o f the individual s that have (d) access to that account; For each email account, please estimate the total number o f emails (e) in the account; and For each email account, please identify any encrypted (f) data/infor mation in each account and describe the encryption and the means for bypassing it. Please identify all devices you use/have used to access your personal email accounts. Personal Digital Devices (1) CONFIDENTIAL What digital devices (i.e., smartphon e, laptop, desktop, hard drive, thumb drive, etc.) do you currently own? UBER00312530 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 24 of 38 For each device, please list the password that we may use to access the data on that device; For each device, please list the approxima te date that it was (b) purchased or obtained; For each device, please list all individuals that have access to this (c) device; For each device, please describe what type o f data is stored on that (d) device; For each device, please describe what the storage capacity is for (e) each device; For each device, please identify any encrypted data on the device (f) and describe the encryption and the means for bypassing it; For each laptop/desktop, please list the operating system for each (g) laptop/desktop; and For each device, please indicate whether the device has been wiped (h) or reimaged previously. What digital devices have you owned in the last five years that you no longer own? For each device, please list the approximate date that it was (a) purchased or obtained; For each device, please list the approxima te date that you (b) disposed o f the device; and For each device, please describe the reason you disposed o f each (c) device. (a) (2) Personal Online Data Repository (I) CONFIDENTIAL What online data repositories (i.e., DropBox, OneDrive, GoogleDocs, etc.) do you have an account with? For each account, please list the approximate date that you (a) established the account; For each account, please provide the password that we may (b) use to access the account; For each account, please list all the individuals that have access (c) to that account; For each account, please describe the type of data/information (d) that you have stored in each account; For each account, please describe the volume o f data in each (e) UBER00312531 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 25 of 38 (2) account; and For each account, please identify any encrypted data in each (f) account and describe the encryption and the means for bypassing it. What devices do you use/have used to access your accounts with online data repositories? Hard Copies ( 1) Do you have any hard copies o f Acme data/information upon which you worked? If so, please describe the data/information and the location o f the copy. Miscellan eous ( 1) CONFIDENTIAL Other than what is referenced above, do you have access to any device/me dia/netwo rk/locatio n where the Acme data/information upon which you worked is stored? If so, please identify the device/media/network/location. UBER00312532 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 26 of 38 Exhibit 3 CONFIDENTIAL UBER00312533 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 27 of 38 G ( FetM"UarY 1, 2n16 ~. . . . . . . lid 2330 Cowper St. PaiQ Mo. CA 84S01 Re: Your ContklentilllnformatiOn and Non-sotfC{taUoo Obligatio. . Dear Anthony voo The purpose ()f lhls leUM fs to remind about the Confidential lnformalloo and II'Mfltlon Assignment ~~ ("Agreernertf') ·yeo signed when you began your employment wftll Googte. Under 1he Agreement, you are: 1. Prohibited ~ dlrec:Uy or ind;ecUy d o l l i l g ~- erpployeel to wortr for anoCher employer in any c a . - y for one veer after your~ frOnl (;ooglt:tqt 2. ReqtiRid 1o peesetve tfle canlldentiaJIIy of Google't oonildenlal, lr.-de lfCtlt andlor propr(eta(y lnfol IJI8!(tofL I've~ I copy o f N ~~~ ~ lhlt IaUer. Please·talc8 ~ '~to relld throuGh1he entire Cioca.ment caretuJy and e n u a h d you UI.,....Mi · ~Will If we~ w6ollded 11e ~we wit nochealbtleiO pur.ue a l ewlla'*legll ~MNM~Io you have non. G®aW· fWD. -- lniM.,.,.,.,... ,,. addition. ftyou haw noc done so a n a d y, you·need to lnuDidla~ yow Googte ...,,.,.. ' * t P D ' ,..,...alCOfqllnyllfOPiftr, Including data, tooii,IOflWare or hardWare.~. ~Jifa. 01 U.Wdocunenla t i l l yuu cneled. reoolved. or had e c c e N to diR1g' your employment HumanRe&ourats~(oroontactw lfyoo or your legaf ~haw-any~ or conoiJIJII about Qte COO&entofth1a laaa", please do not hesitate to conlact me at~ oonwnleoce at 650-21~_272, CONFIDENTIAL UBER00312534 ' I .. Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 28 of 38 GoOGLE INC, rL0 , CONf'lDtl\llAI. INFORMATION, l N " U 0 1 0 N ~Gl'IMEN'i' AND AKDITRATlOM A<>!U:~U!N'I' Aai'Cialhillt repi~CC~J. add ~ any end all prioc versioU$ of this document, As a con01~ dj,.;retion and for lhc Company's aole benefit and that QOro)lall:Y or odler consideration will be due l!l m~: a.s a .\':Slllt of the Company's efforts to commcmalizc or markd .,uy tuch Inventions. Pqe 2 o rll CONFIDENTIAL UBER00312536 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 30 of 38 eam ,., Q m r t d t Rai.fti'JIArllfl. t iltp'\: 10 I ' the Companyr or I l l c!cstgnce, . . !he Company' ..,.. . ~~o .in f/ilfiiJ prcper \\'a ) ro MCUrC; die Company' 'gill 'm the lnWJ111i001 and any copyn(l\ta, patenrs, mask rfPu CEDURE SECTION 1280 THROUGH i294.2, rncLW1!'40 ECrlON 1283.0S (TilE "R~ AND PUR$ ANT TO CALIFORNIA LAW, DISPUTES WJIICJr f AGREE TO AJUUI'AAJE, AND TJlEREBY AO t o WAIV£ AN_ ¥ RIGHT TO A !RIAL BY niRY, INCUJDF. ANY STATIITORY CLAJN UNDlnt A l $ OR FliDEiR.AL LAW, JNCLUDtNG, BUT (G) NOT IJMITED TO, CLAIMS UNDER. TlT1.2 VII OFTHECMLlUOJCfS ACT OF 1964. THE AMERlCANS WJ1'H.PISA8l1J11ES ACf OF L990. THE AGE DlSCRIMJNA'nON IN F.MPtOYMENT ACT OF ?.967! rm,. OLDB WOltKE.RS BENEFrr P.R.OTECl'lON A.cr, ·~ SARBANES-OXLEY Acr. THE WORKER ADJlJSTMENT AND RBTRAININO N011PICA l<> ACf, nta CI\LlFORNIA FAIR I::MPWYMEI\"T AND HOlJSJNO AG'l', t1IE FAMtl.Y AND MBDIC'AL U~V£ ACT, lffl CAT.lfORNJA FAMll\' RIGHTS AC l', THE CALIFORNIA LABOR CODF. CLAIMS OF IIA'RASSMJ!NT, DISCRlMfNA1'TON ANU WRONGFUL l~A'flON ~D I J fY STATUfORY CLAIMS. t fURTHER t)}I.'DERSTAND THAT THIS AGIU£M r·.N' 1· TO ARDITRATC ALSO APPUl:S TO ANY DISPUTES THAT11JECO~ANY MAY HAVE WITH ME. (b) frgc s/urt. I AGREC 111Af ANY ARDITRA ION WILL BE ADMlNlSTERED BY JUDlClAL ARBITRATION &- MEDIATION SERVICES. I'NC. ("JAMS"), PU~UANr TO ITS L\iPLOYMlJ\T ARBITRATION RULES & PROCF.T>tJRES (THE 11IAMS RlJI.ES"). I AOREE THA'I rHb ARBrmATOR. SHALL HAVE THJi POWER TO DECID~ ANY MOTIONS BROUGHT BY ANY PARTY TO Ulli AIUJITRA'OON. lNCLUOJN<.i MOTIONS FOR SUMMARY JUDGMENT ANOIOR ADJUDlCATION, OTfONS TO DJSMl OR ro 11U DEMURlWRS AND MOTIONS FOR CLASS CERT11-1CATION, PJUOR TO ANY ARBrrRATJONHEARING. I AlSOAOJUm THAf11ULUBll'RATORSHALL IL'\V£ lH!: If{. o..w~JI. illkl••"'-w CAw.~~ p~ CONFIDENTIAL . fll UBER00312539 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 33 of 38 TO AWARD Al kEMEDJES AVAILABLE ul\DER APPUCABU! lAW, AND t H AT' TilE ~BIT1~1QR SHALL AWARD AITORN!!Y.S' fEI.:S AND COSTS TO THE PREYAfUNG PARTY, FXCEPT PROHUUTFD nY LAW l UNDERSTAtiD THAT THF. COMPANY VIIU, PAY FOR A...W ~S'J'RATIVE OR REARING FEES CHARGED BY THE ARBITRATOR OR JAMS l:XQPT 11{AT l L t PAY ANY AliNGFEES ASSOCIATED WITH ANY A1WITRA110NTHAT l INITIATE, BlJr ONLY SO M0CH OF 'rH£ FJLINO F W AS 1 WOULD HAYE iNSTEAD PAID HAD J f!LED A COMPLAINT IN .\ CX>ll&T OF LA · I AGREE TIIAT TilE ARBlTRA TOR SHALl. ADMINISTER. AND CONDUCT A.."'Y ARBJ'T'RATION lN ACCORDANCE WlTH CAI.IFORNTA tAW, rNCLliDING THE CAUFORNIA CODE OF CfW.PROCI!DURP., AND THAT THE ARBITRATOR SHALL APPLY SUBSTANTIVE AND PROCEDURAL CAUF'ORHIA LAWTO ANY DJSPUl'E OR CLAIM, WITHOUT REFERENCI-. TO RULF:.S OF CONFLICT OF' LAW. TO THE THAT JAMS RULES CONH..ICT wrrn CAlJFORNTA LAW, CAUFORNIA LAW StwJ.TAk PRI'.C · I AOREE illATTIIF. DECTSlON'OFrnE ARBITRATOR SHALL BErN WRITING. I OREE THAT ANY ARBITRATION Uh1flf.R THIS AGREEMENI' SHALL Bi: CONDUCI"ED rN SANTA CLARA OOUNTY CAUfOtOOA. nm (c) ~. EXCI:PT AS PROVIDED BY TilE RULES AND THIS AGREEMENT, AND EXCEPT FOR ....,_,~ ARIS UNDER 'tH SIDE AOR.JmMENT. \llJnCH WJLL BF. GOVERNED BY SEcrfON 8.3 OF THAT AGREEMENT. ARBlTRATtO SRAil. DR THE SOLE, EXCLUSIVE AND FINAL REMEDY FOR ANY DISPUTE BETWEENME AND THE COMPANY. ACCOliDINGLY. EXCEPT AS PROVlDED FOR BY THE R.ULES D lHlS AO~. NEffilER l NOR Tiif. COMI'ANY WILL BE PERMITTED TO PUltSUE COURT ACTlON ROOARDJNG CLAIMS THAT ARE SUBJECT TO ARBITRATION.. NOTWOliSTANDING. TOE ARBITRATOR WfU. NOT HAVE THE AliTHORin' TO DISRIZGARD OR REFUSE TO F.NFORCE ANY !.AWFUl. COMPANY POUCY, AND THE ARBITRA'.i.DR SHALL NOT ORDER Oil REQUIRE THJ; COMPANY TO ADO.PT A POUCY NOT OTHERWISE REQUIRED BY LAW NOTHINOIN THlS AOREf:.\tENTORIN TinS PROVISION IS lNTJ;;."'Df.J> TO WAIVl·. THE PROVISIONAL REUEf REMEDl ' AVAILABI ' UNDP.RTill: RUl.ES. Ad m lll4t rp rM Rrllfl: t UNDF.ltSTAND THAT THIS AGREEMENT DOES NOT PROH181T ME FROM PURSUINO AN ADMJNISTRAllVE CLAIM WITH. A LOCAL. Sl'A'fE OR FEDERAL ADMINI.STRA1'1VB BODY SOCII S TIIB Ol::l'ARTMBrf 0 FAIR l!MPLOYMENT AND HOUSING, Tiffi EQUAL EMPLOYM& IT OPPOR.TUNf'rV COMMISSION OR THE WORKERS' COMPENSATION BOARD, TillS AOREEMENTOOES. HOWEVER. PR.ECLUDF. ME FROM PtJR.SUJNO CO'GRT ACfiON REGARDlNO A.~Y SUCHCf.AN (~ (~I f'q lrnt m t{((lflft o(_Agrttmfl!t. I ACKNOWl.F.OO · AND AGREE THAT I AM EXECLliN'G TinS AGIWEMENT VOl.ONTAJULY AND wmrour ANY DURESS OR UNDUE INFLUENCE BY TilE COMPANY OR ANYONE ELSE. J FURTHER ACKNOWLEJXiE AND AGREE THAt 1 HAVE CAREFULLY READ THIS AORF.EMENT ,\ND THAT I HAVE ASkED ANY QUESTiONS NEEDED FOR ME TO UNDER.STAND THE TERMS, CONSEQUb"NCl!S AND BlNDJNO EffEC ' OF 'rHl AGt{ ~t:.ME '"I' A.'!.ff> FUllY UNDERSI'ANDIT.INCLUDINOTHA1'1 AM W.4/VJNG MY RIGHT TOA J URY TRfAL. FINAllY, I AOR.EE TflAT I HAV 8 PROVIDOO AN OPPORTUNITY TO SEEK THE ADVICE OF AN ATTORNEY OF MY CHOJCE BF.FORE SJ(iNINO THIS AGREEMENT. 16. Gmr!l ProyftJog! (tt) GoVmr"C R Consmt 19 Pmmra/Jurf.zdictim. Thia As;reemettrwill bo~9V'DmW by dt I of'Lbe State of Calibnia WtJhout aivir~~ etr'ect 10 any choice of law rules or pri~pla lhal may mull in the appli uon f the lawa of any junldic:Jioo IMhcr than C.Ubnia. To the exlCOt dW IRY l~il is pennJued under thls Agroem t, t bcrtby expressly CQnJiml co lhe personal Jurisdiction of the state and federal c.ouns located in Cali onna fOr U \ lawsu t fUed theruaawt me by th8 Cootpeny arJStnl tom or relaling to this A pm cnt (b) . J hrti!IAUt""f"f. 1 his A~cnt. logcfhcr WJtlt the EJthibit.i herein, my off« lcuer f'rom the Company,llnd lhe Side Aarecmcu.l Jet rOtih the enure ~ent aad undentandina between the Comptny and me relatm, to tho $U.bjcd mall«~ and supersede all pnor dlstusslqns or repreeu~tlon5 between \1$ includioc.. but not limited LQ. u y repmellllriOOS made d\.lnna my inteNtew($) or rei<.UUbn nc;otfationt~. wflelMr wriucn or 1. Jn th~ event \J FJI0..-1.311.~; CA~ Page 6 of 1 J, CONFIDENTIAL UBER00312540 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 34 of 38 . -lermlollh ~ lh~ terms of 1he !:i1de ~ !M ')Jdc .~ dJall or~ to thUI ~ . nor y w:uver of .ny riihU oodcr lb.is A~ 1*11111pM3 ~ 4 l'tiaiUIJ I I lllOOtQO ~t' m 11 ibnnat prql.'tted b>· ihc tlli:lttil~ ua&c.. in ·lin &y t1wCb1cf F.ltccutiw Ofllctt of LI-te C~ and rml Any Ill M duiJu. or I."QTOpe!UaliOIJ will oot ~ {be valldil)' m' ~~of l:lmi ,..a.will be hiodinl( die upon I l l )' he1rt, c:xes.;utor~ liS.'Si~s., iidnnni~inlltl!i bandit of the Company. ltHUQ:es.sors, and rlsasscg,ns. { )(111 pnwJston of ttl is Agrt+t:mem will the ponte. flO ( operate' AS a wa.lvor 10 this Agre~ntall will ~ur.,.h~ termmatioo of my ~ ----- ----- --- ~~------ 1 CONFIDENTIAL u UBER00312541 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 35 of 38 Elhlblt 6 GOOGLETNC. U8T 0 PRIOR INV&~TIONS ORIGINAL WORKS O f AUTHORSHJP Identifying Numba or Brief Desaiption 1. A method IDd apparatus for tomatod YObiclc · #61168449 a. . #61 168310 · wilb pode,...,.ns for collaborllivo int method a d lppllrat\11 tbr ecquirina alolld lofQ'CDCO- real-tbao politiooina infonnation ofa QA tbc I"Ctt''reflectiw·paiDl of ~ 3. , . metboclud ip p U il for scodiDaoft' and #61168322 ~ ID IUlODOIDOUI vehJclc. 4. A mctb()d llld apparalua ibr certifying~ safety and drivability ofa lane. #61168305 S. A mc:lhoCI and apparatua for a vehicle scnsina for .incrcucd aufoDOIDOUI #61168460 6. A method and lppll' lbll 1#61168471 .lauec q o .re ty. fQr a\llomatod vehicle avallablo paztiag space dotce~ion and guidAnce I' ll 8 ofll CONFIDENTIAL UBER00312542 .. . Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 36 of 38 Attac:hed CONFIDENTIAL UBER00312543 ... Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 37 of 38 '""'''!! Gooct,t; INC. C JFORNt LABORC INVENTtO ON OW l'ltt1£-IX£~Dr. S~cno~ Z870 Pll~ FRO~ ACRtfMF.Nl'S lo . ·st 111 ~ AJJYprow ~ ~ cmp )m~ eateement which pro,'ides that an . or offer to a. gn, ass~gn; sh~l employee shall r employe her or his to n (!/Ills « b« fi&hlS tn an lnventao the: employee thai mvcnllon "~ apply to n ~ eatirely on his or ber owa time withou usin th . f/11(1..ronnatton cxccpl for lh (l) Relate l l the time of~~~ or actual busine$s · or f (2) lnYCfllions lha1eilhcr. g e anployer 8 equipment, upplies, fucilitk$, or llldo ~cuoo to practtee o the JnVtntion ro the employer' a or """~IWliOlY ant}Cfpaled research or development of the employer. Rr.ault from any workperformed by 1hoemployee rot rhe employer. an invenlion 0 tho ~C.t a pf'OYIS(ootn an emplq)mmt ~t ptrponalo RXJUirc an employee to assign e ~lie apinslth Iii odJetvJilo excluded &om beins required to be Matined~ subdivb4on (a}, the pro\lisicm policyof lb IGIC and amcnfon:able,.. (b) Page IOofll CONFIDENTIAL UBER00312544 Case 3:17-cv-00939-WHA Document 2623-5 Filed 02/05/18 Page 38 of 38 I! liiB rt.t T& ll\tiNA'IION C£ anFJCAno 1/lb /d~ ctJt#i1'1111tJ tat""'Qrp / D, bft Ktth Googie:, /~~t;. (lftl! , f'~-- ,., t)rtllth/01' a// uf)10fU' c:otairihuliQftl tznd OUI' 1Jat ~ lo f """'llfln, I 4ar IMm/Mt~ We ltrl~lld ,~ )'t i U In )'0111'/utul't! tnf..., ...,.... dam, noces, ~ lpccdicattoqs. clrawiaas, blueprmts. 1kccdle5 marenaJ.s equipment Othtr ~ propoa. ~suor ~· or.; : r . . , : : ~ ~~ ''~ bclongina to ~e rnc:. us 61lbsld.aries. rhl:' l have complied Wilh all ~ ICrnJ$ of the C:ompeny'.s At Will Employment, C fldenuaJ 1he reportJna of any Jn~~on Asstanmeftt, and Arb(unoo Aareenfent siJn«1 by rne, including{fOieJy or jointly with me by made or ~wed ltierein). defined ( uthorthip a of rb wo and ortgmal \ala i ~cd ·odacrs) ment by lhar aarce J furdlcr. certJfY rntormauon. ba~ intbnned the Company in lhe ew tlllln l l!jcct roany litlalll.on hokb 11milar ~~ for record men11on l funhcr aarec lhal, an compli~ wilh lho At \Vi!l E.mpiO)'ment, Conftdennal Jof«ma~on, ln~oon ~gnm~t I and Arbiblllion (X' ARJccm~m&, l willlldherc to my obliphcm 10 lbo Company contained sn ·on 2 (Confidenoal lnfor~ Section 3 (laYC:ntions),aod Scctica 8 (Sor talion ofF~IOJCe'). After lea~ meCompeny's ~plo~t.l will~ employed by_ _ .._ _ _ _ jn the PQl>ILion t.,t.. . ',~ J ~'i~" \ '..; ....... , . } ,\ ........ 'J ~ • • ".1 _ .., .. .... ..,...", ,,< . \' ... l ..1 ~-) .. ., i. .. ·ft~ \ )...;:;. I • • ~ , ',\ .... "oK \ : 'V\" , ~' .' ... ' - { 4 .. 1..... , , ~, 4.., '" ' ... \', '. .\ " i.·.....'.r.~~ t ... \ / .';-.. " ~". ~ ',. ... . r \. \ , > .'"--.:; "'If .. oJ: \ \ .> . , ' . , '. .0 .' '", ~ \ . \ 'i, ., .\. ' ,. \ " " , \ j'" i. ," I I \ \', ! .. \ I. ,I .... ) I '. v' CONFIDENTIAL STROZ_ 0021101 TX-8854, Page 2 of 20 , ;" ( , . Case 3:17-cv-00939-WHA Document 2623-9 Filed 02/05/18 Page 4 of 21 I_ ~(_ ~ CONFIDENTIAL _vv'/ - ( f2JJAH Uk.//l ~l? 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Oc.t.fc- -.:C I,v'~ (4J0"T- - A(J; ~ (/U./f V~ &/+ . _ -k;Iot" ~ ~ 'i-od0 f. r:-~ r~ ~--r- . ~~~ AJA~- -llVlb:1 - ~ ~ ~ UJ o..u..fe.rl rJct~ft-OfU~~ --- ~;k~ - - ~OI\~II~ ;:;:;: ~~~ If'}}\1 A-i-' ~ CONFIDENTIAL -(fo.~ ~ ~~~ ~*1STROZ_ ,.~~~rb1 0021118 TX-8854, Page 19 of 20 Case 3:17-cv-00939-WHA Document 2623-9 Filed 02/05/18 Page 21 of 21 --futJ .~ ~)u h . -----+----------7~ ~-~I--=:1 --1 __ .' ~fQJ[ ~ ~ J / a-r:;;wr ~1 ~ .-- ) f~ 1J~ W ,vtf IIL~ ~ ------r-.~'~~---.--.-~/I~~~ ~~·~ h£~ / Mrl wwrL-J-bI/---_ _ ______~------~/~~-~ ~ +v ~-f~ ----l/L--~{L - - - - - - - ; ( T. - ~ 7 I ~~~( N1 ~l"9 M~~ =J--rtwtzr -- -----tt---/-I-I--~ ::pJat ~ . au U7!:;-----r'r-----~ / . ----~ 1- ~ , . CONFIDENTIAL STROZ_ 0021119 TX-8854, Page 20 of 20 Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 1 of 24 Waymo v. Uber Case No. 3:17-cv-00939-WHA   TRIAL EXHIBIT 8855 Uber Objections:  Fed. R. Evid. 802 – This document contains inadmissible hearsay; namely, out of court statements made by Anthony Levandowski, who participated in the Stroz diligence process in his individual capacity. See Br. § II.  Fed. R. Evid. 805 – This document contains inadmissible hearsay within hearsay; namely, Anthony Levandowski’s recitation of out of court statements made by other declarants. See Br. § II.  Fed. R. Evid. 403M – The original document contains multiple different colors of writing. The different colors are attributable to different authors and/or were composed separately at different points in time, which raises a risk of jury confusion. See Br. § II. Note: This document contains handwriting and original highlights, and therefore is not susceptible to highlighting. Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 2 of 24 EXHlBlT EXHIBIT 9/55-S:: lI 9/55-L Interview rview start startssat at 11:10 11:10 Inte Mthvllly reviewed reviewed questionnaire.questionnaire.Mthvllly ,..,-I- C~ C~ ,.., + We review review the the devices. devices. Approx. Approx. 37. 37. We ne 6s. 6s. primary primary phone. phone. Personal Personal and and work. work. Any Any communicat communication ion including including Google. Google. Got Got the the phone phone iPhone iPho ... used Dec 2015. 2015. Shouldn't Shouldn't have have google go ogle ema email.il. Used Used google google apps. apps. Didn't Didn't sync sync with with email email... used app. app. Google Google Dec use Doesn't app. Gmail device. the on is email confirmed email was disabled at departure. Ottomotto email is on the device. Gmail app. Doesn't use Ottomotto departure. at disabled was email confirmed imessage. snapchat, messages, Text 6? default mail app. What accounts do you access on the iphone 6? Text messages, snapchat, imessage. iphone the on access you do accounts What app. default mail Synce notes notes with with gmail. gmail. Sync Sync contacts contacts with with carddav. carddav. These These should should all all exist exist in in gmail. gmail. Had Had evernote evernote Synce enabled be may Backup only. safari, News, Is phone syncing icloud? News, safari, only. Backup may be enabled,, before but not on the phone . icloud? syncing phone before but not on the phone. Is What was was the the phone phone prior? prior? !phone Iphone 66 was was wiped wiped and and given given away. away. What Neltus us Ne~ as crushed crushed.. as Does not not have have any any other other phones. phones. Does Password protected itunes backup. J,pad ml l'li? Didn't bring it with him. Tablets are easy to get. Used to fly his helicopter... remote. Got in 2014 . Girlfriend has access to the ipad mini. Should not include any relevant data . p~d3UGot in 2013, used for personal use. Looking at Netflix video, games, games, personal pictures. Not p$1d3UGot syncing email. Dropbox may be installed but not connected and synced. GF has access ... doesn't use (NexuS'l'hasn' t been used ., Project airplane controls . Not google go ogle related . Never synced mail. Set up dev (NexuS'l'hasn't email, set up site project how to pick up things on the ground . Testing only,.no google IP. (side project FiiNow a funded by google, but not google related . Google exec funding it Tiramisu, now called Flye r) FilNow startup called Kittyhawk, Tiramisu, Flyer. Apple Laptop. Primary. Used for both work and personal. FileVault encrypted. Got it in 2013 . GF has Otto motto . access. Uses it fo r everyting. For work, yes used it for Google. Uses it now for Ottomotto Gbogle Google : email, presentation, no software, no code, no dev work, used it to work on docs. VM for windows, to configure tools . Work gmail, gdocs. What type of work doc, videos, presentations, via·web. Did not in-a datasheets. Anyth.ing related for chauffeur? All should be in a folder? Accessed email via"web. d 3Jd has 3J Also has laptop. Also on-his laptop. fil~s related fil google related has google sync., ~s on-his Still has drop box. Still with dropbox. synced with ar ee synced documents ar All documents sync., All google. at google. while at given while Presentations given party vendors). Presentations (google vendors). updates (google vendor updates Including vendor dociJlllen .. Including party doclJll1en internal and internal documents and Public documents What sheets. Public data sheets. and data buy and would buy they would Parts they Manuals? Parts of Manuals? sorts of What sorts through went through manually went (we manually chauffeur. (we in chauffeur. documents. contained in be contained all be Should all priviledged. Should Seems priviledged. documents. Seems in be in should be stuff should Most stuff triggered). Most some been triggered). have been may have stamps may time stamps updated time last updated some last so some files so some files chauffeu chauffeur.r. of documents of some documents are some There are data.. There proprietary data Worked has proprietary Laptop has previously. Laptop maps previously. and maps streetview and on streetview Worked on chauffer. under chauffer. docs) under related docs) other (management related confidential (management data confidential personal data employees personal other employees return.. to return needed to he needed data he some data had some he had A'fly (someone) he told (someone) He told ... He No... docs? No ffer docs? chauffer or chau google or other google A'fJ.y other was asked ifif itit was He asked data.. He the data -ofthe rid-of get rid to get said to Tal~d else said someone else it, someone keep it, said keep one-person said ·and one-person Uber·and to Uber Tal~d to OK yes. said yes. Uber said delete, Uber to delete, OKto CONFIDENTIAL CONFIDENTIAL United States District Court Northern District of California Trial Exhibit 8855 Case No. 3:17-cv-00939-WHA Date Entered._ _ _ _ _ __ By_ _~~_._~~---Deputy Clerk 23 of23 TX-8855, Page 11of TX-8855, Page 0021120 STROZ__ 0021120 STROZ vv Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 3 of 24 / Did you you save save any any google google work work email? email? Not Not that that II know know o0 Did Ottomotto: uses itit for for work, work, datasheets, datasheets, spreadsheets, spreadsheets, text text files, files, no no local local emails. emails. Uses Uses webbrowser webbrowser for for motto: uses Otto in Anything docs. google to stuff of lot a move dropbox, gmail check downloads folder. Files it online in dropbox, move a lot of stuff to go ogle docs. Anything in in online it Files gmail check downloads folder. over. anything copying not about careful super was Ottomotto that was copied from Google? NO. he was super careful about not copying anything over. he NO. Otto motto that was copied from Google? Filevault enabled. enabled. Have Have you you wiped wiped your your laptop laptop recent? recent? No. No. but but he he may may have have wiped wiped itit in in 2014. 2014. Filevault Reinstalled OS. Reinstalled OS. ~oOO Uses itit to to keep keep big big files. files. Shredded Shredded all all the the drives. drives. New New drives drives not not even even formatted. formatted. oo .. Uses ll('o On to to the the next... next... On Desktop. Used Used as as aa gaming gaming machine machine running running windows windows 10. 10. There There is is nothing nothing on on there. there. Pictures, Pictures, no no work work Desktop. email. Doesn't seem to be in scope. 0o Dell servers in storage. Lathrup, Ca. hasn't touched the, was never google property. Contains what is now google data. Vutool, 510 systems, and Anthony's Robots. VuTool turned into Streetview. 510 moble mapping Anthony's robots, wiring for robot cars. Contained log of gps, indoor mapping tool, trials of different versions of camera and GPS mapping. Made a list of what they wanted, these machines were part of what they didn't want . Google took all the info and let theft these machines behind . Lets put them in storage. Google didn't instruct them to keep or destroy any of the assets so they kept them in storage. They delivered what they wanted and left behin~ the others. 20 Homebuilt machines were part of the same agreement. Doesn't know whats on them. Never used for google related work. Part of the assets Google didn't want. Not attached to these. Doesn't know how many or whats on them. May not even know where they are. Haven't accessed anything since 2010 or 2011. Employee workstations. Bought 510 later. Bought vutool in 2007?? 10 email. ac unts. (gmail may have dual authentication). Anthony is going to disable 2 factor so we can pull down his accounts. Cant disable it on his phone so he gives us authorization to use "authenticator" on his phone to access his account. gmail account. his gmail its anymore. IfIf its items anymore. the items of the possession of have possession doesn't have Lists He doesn't past. He the past. in the em ails in access emails to access devices to r:nany devices Lists many he doesn't own it anymore. not listed, anymore. it own not listed, he doesn't 10 accounts. emaill accounts. 10 emai He many. He not many. but not Some but google? Some from google? emails from yourself emails Bulk send yourself ever send you ever Did you personal. Did are personal. accounts are of accounts Bulk of in personal in or personal tax or likely tax are likely most are but most personal, but to personal, was work to from work emails from are emails There are that. There about that. cafeful about was cafeful CONFIDENTIAL CONFIDENTIAL 0021121 STROZ_ 0021121 STROZ_ 23 of 23 TX-8855, Page 22 of TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 4 of 24 nature. A A few few files files he he needed needed to to print, print, but but not not substancial. substancial. We We should should search search from from nature. @google.com.. @google.com @mac account'is accQunt'is not not use use much, much, @mac @US, election election stuff stuff @US, UCFSRoboqprbmotional stuff) stuff) discount discount for for printed printed cuircut cuircut boards boards UCFSRoboqpromotional Others were created for dating sites, Otto is otto related . l.e..c:naJ ema il acco unts Qutside of google and otto gps on bulldozers. h l.e..c:na.l Google encourages outside projects. Work accounts Set yp 2016 oto.o March 1 2016. Should not contain anything prior to 2016 (nothing (hothing interesting) Uses them now (otto) for work Hard end date January 24ish . (January 15-Feb1). 1th Domain may have been established prior to Jan 24 h,, but email was setup after. When was the Admin created on the Otto accounts? April 9, 2007 (started at Google) . Through the Vutool acq . Sebastian Thrun, Andrew Lookingbill, Joakim / / " April9, Arfvidsson, Handrik Dahlkamp, (founders of Vutool) joined Google to start streetview. /~ Signed invention, employment, etc agreement. I-r-€ceived l-r-€ceived separate contracts. -- What do the contracts obligate you to? ot to approach employees, and to keep thei r secrets a secret. otto He shouldn't tell others about their secrets. Any special policies? Several levels of non solicit, there are people who cant solicit for a year or) encourage to leave . privacy, etc~ No training Any other obligations? Not solicit or disclose? Training courses, political, user privacy, on non solicit or confidentiality. There was training on queries and user data, but nothing on IP related . Took great care in user data. r----------------· What info did you have access to about other employees. Managed 25 people, he had access to salary etc. only bonus, etc. home address, work eva Is, performance rating scores, coach them for promotions, etc. evals, the 25 he managed . He didn't have HR access. Only has some data on Laptop. Anthony is writing down the list of 25+ employees. Exhibit 5. long the long create the (to create knew (to or knew with or work with He to work used to he used employees he what employees see what to see records to his records through his went through He went exhausted list. exhausted list. CONFIDENTIAL CONFIDENTIAL 0021122 STROZ_ 0021122 STROZ_ 23 of 23 TX-8855, Page 33 of TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 5 of 24 Side work: work: what what isisgoogles googles policy? policy? Anything Anything you you did did not not related related to to google google work, work, itit was wasyours. yours. Google Google Side doesn't care care unless unless its its directly directly related related.. doesn't ~7 ~7 Side projects projects while while at at Google? Google? Side Main work: work: started started in in 2007-2008 2007-2008 Streetview Streetview.... roll roll out out vehicles vehicles world world wide, wide, Main (GEOS) 2008-2009 airplane airplane view view aero aero imagery. imagery. (GEOS) 2008-2009 ~ 2008- started started mapping. mapping. Setting Setting up up operations operations in in Mountview Mountview and and India, India, extract extract cities cities of of stop stop signs. signs. ~ 2008\~~ pizza, deliver to streetnames (GT, (GT, Ground Ground Truth). Truth). This This isis all all confidentia confidentia .. Requested Requested to to do do aa TV TV show show to deliver pizza, \~~ streetnames started aacompanyapprove companyapprove-ttbVGoogle. nthony's Robots Robots (external (external non non google google company) company) 20 20 8-/ 8-/ LLoL{ -ttbyGoogle. S aa ee nthony's started ~ 2009. Never Never used used funds funds from from Google. Google. Prototype Prototype this this (tv (tv show). show). Discovery Discovery chann chann~. ~ ~~ ~ 2009. ~J d.{-+ + s ardware done ' Finished US US Maps, Maps, started started goo~ gOo!\..~ffer in ~ardware done by by ~ ·Finished // nthony's nthony's Robots, Robots, ftware ftware at at 510, m Google. Sold Sold 2011 2011 to to Google. Google. 510 510 systems systems also also brought brought into into Google. Google. Was Was In 510, just just used used Google. their equipment equipment (but (but he he was was an=t' an"f'nnvestor). vestor). Started Started to to invest invest in in 510 510 in in 2005. 2005. Darpa Darpa Grandchallenge Grandchallenge their competition), farming farming navigation navigation for for Tractors, Tractors, Topcon Topc6n then then used used for for motorcycles, motorcycles, then then tractor tractor (robot competition), Google was aware of all side projects. Manager was a mentor. No secrets? No pol icy really as long as its not competing . Positions at Google: years. / 2007 Software Engineer to 2011.V 2011-2012 Engineering manager / b~ as product ma~er 2012-2016 Engineering Mana¢ /utf q;J\~~M ~~M /ufci'J\ Get shit done rolls. 2007-2011, find out ~ eeds to be done, do it, move on. Wrote a bill to pass self driving car. / '""' rolls . ~ Never wrote any software code . Technical project manager rOIlS I Project names Streetview (City Block), Ground Truth, Chauffer, GEOS. Help on various projects w) . (mbo"d, (Selfdc;,;ng wi· Chooffec (Selfd,;,;ng tell,pcesence). (h"ffe, (mbo.,d, tell'p,esen,e) CONFIDENTIAL CONFIDENTIAL 0021123 STROZ_ 0021123 STROZ_ 23 of23 TX-8855, Page 44 of TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 6 of 24 Interview starts-approximately 10:10. Interview starts-appro ximat ely 10:10. of~alige Returned"iphone to Ant l'n:J'rrr.fotik possession nge n of~a Returned"iphone to Ant l'n:J'rrr,t'O'Ok possessio d. e was t from.Goog1 d. Gmai Talking about the emai kj ~it he laptop. Otto. Q.tto . Q.ttois notsynce synced. Gmaitfrom ..Goog1e wassynce synced. is not Talking abou t the ema il=-ef.M:he laptop . Otto Do you have access to Google work mail ontheir theirserve server? No,nonoway. way. r? No, Do you have access to Google work mail on The messages were synced awhile ago. The messages were synced awhile ago. nal) has ox (perso . Dropb e drives ottomotto.com, google drives. Dropbox (personal) has What is on theeloud repsoitories? Ot.o andottom otto.c om, nonogoogl What is on the cloud repsoitories? Ot.o and . docs) Google work stuffwhich whichhasn' hasn't been touched (likely Chauffer docs). ffer Chau (likely t been touched Google work stuff Do you actively use this account? Yes Do you actively use this account? Yes ately g. He Apple Laptop not synced up for email, dropbox orany anydrive drivesyncin syncing. Hedoes doesaccess accessdrive drivesepar separately ox or Apple Laptop not synced up for email , dropb in. doma gmail ered gmail domain. domain registered through chrome browser, log into email. Otto motto in regist otto doma throu gh chrome browser, log into email. Ottom OClll < possession of 3 ipads OC!Il < possession of 3 ipads n. ItItmay mber the pting to Anthony forgets his password to one of the ipads ipads and and isis attem attempting to reme remember the patter pattern. may Antho ny forgets his password to one of the disable if too many incorr incorrect attemtps are made. ect attem tps are made. disable if too many Return to where we left off yesterday. Return to where we left off yesterday. Hi"redin 2007 to work on streetview until 2008. Hi"red ln 2007 to work on stree tview until 2008. 2008 and 20'09 side project GEOS 2008 and 20b9 side project GEOS d maps ase behin 2008 started to work on mapping in Mountview and India. Make the datab database behind maps.. 2008 started to work on mapping in Moun tview r. ;project, 2009 joined· chauffe 2009 joined· chauffe r. .project, Side job 2008 2009 worked on robot cars (deliver pizza) . er pizza). Side job 2008 2009 worked on robot cars (deliv Google.. by Google and got excited. All Google saw it was possible approved by was approved th iswas of this All of Google saw it was possible and got excited. This became Anthony's robo.ts which was sold to Google. to Google. This became Anthony's robo.ts which was sold 1U systems predated G~ araison was the original name.. original name 1 U.systems predated Gongle_ araison was the ~ -~ /I old 510 systems to Google in 2011. old 510 systems to Google in 2011 . Software Engineer supervisor Sebastian Thrun. .2007-2011 2007-2011 Softwa re Engineer supervisor Sebastian Thrun week or so. -------week or so . foraa supervisorfor initiallysupervisor hisinitially asashis ~ , Sebastian still his boss t, *hris Urmson Urmson prom oted , Sebastian still his boss t' *hris ~promoted ~~~4 Salecky was then his s~vlsor. Bryan Salecky was then his s~v1sor. ~ ~~4Bryan Who else did you work Who else did you work from 510. from 510. Refe nces the typed long list he previously provided. A lot of them came -- CONFIDENTIAL CONFIDENTIAL TX-8855, 5 5ofof 2323 , Page TX-8855Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 7 of 24 employeeshe heever evercontacted contacted during duringhis histime timeat atGoogle. Google. employees Gmail contacts. contacts. """"I+rh"""""c""raea'te the list? Went through the phone contact list. Gmail Did you you rely relyon on internal internal contact contact list? list? No No Did Put an an arrow arrow next next to to those those he he worked worked with with on on aaregular regular basis. basis. Put He will will identify identify those those employees employees he he did did group group with with projects projects with. with. ,.-.. ,.-.. ~ ~ He (talking to to himself, himself, may may have have found found aamistake mistake on on the the list). list). (talking ..-' J~ ~..-' (asked for for the the handwritten handwritten list list back back to to make make some some adjustments) adjustments) (asked e aa street Of documents documents did did you you cwte cw.te whil~ whil~ at at google~ google-1l ~ pe~ational pe~ational manua manua how to 0 te street What types types of What tt iew iew car, car, how how they they systems systems fit fit together, together, lots lots of of emails, emails.....some some....pr£sentations pr£sentations., tt aining aining information information AERO AERO magery, internal internal presentation presentation how how to to evaluate evaluate aa product, product, ~ ft mafery, /U Ce-c 6C-C!U ~P; tt1 Where did did you you store store these? these? On On Qogle Qogle Dr'iVi Dr'iVi Where '/ 'I Were you you issued issued any any devices? devices? Yes, Yes, (\lesktops, Giesktops, 33 raptops, 'i'aptops, may~ may~ tops11inux topsllinux desktops) desktops) mac mac laptop, laptop, 22 Were No policy? BYOD a have they chromebooks,2 levono laptops, 11inux, 1 windows. Blackberry. D. D' 2 Ievana chromebooks, Google has has the ability to install Gmail app and they control the s Google When you you resigned, resigned, what did you have? 2 desk, 2 laps When ... ftcuL../,ff ~i­ uSt[ c~ ~i­ :A f! ~ '-"-. ~:Aft What happened happened to the others? They were returned . What Did ever plu in flash or external into google desk ps. es, everyday, they use usb 0o move stuff you ever Did you ~ onto . ose were retu~ned (tracked by Google). car. the car. onto the f/k ' " r.. I All tags asset tags had asset All had . / poss·~e. {/) (/)"U) U) f~!;..s1:;f.;iM (~ f~!;..S~w( w?. Took them ..w?' J;:f.o Ever He had tons but destroyed. tbem J;:f .o_ personal usb on Google? Yes, its us aa personal Ever us to shredder and had.them shred e ew a 'bout this . this. ·bout had-them to shredder Wifi (2012). Wifi car (2012). any..streetview car into any..streetview disks,thC!i..,went disks,th~ ;MI· ' [¢turned ~~H'l-l::fte--dtrn:rtt"lef! He has has some some other other random random parts parts he he disposed disposed of, of, ose ose late late He rein aluminum, robot parts (nonproprietary), test c~~eras . They re in the the house house in in aa box. box. He He fo fo They . c~~eras test aluminum, robot parts (nonproprietary), and ed rthem. stroyed he was looking for stuff to make sure he didn't have of anything. stroyed them . red and anything. of have didn't he he was looking for stuff to make sure ,) have to want didn't he name. their melted . He paid to have them destroyed. He doesn't know their name. he didn't want to have melted . He paid to have them destroyed. He doesn't know fJ anything left. left. IfIf he he gave gave itit back, back, he he thought thought itit would would spark spark unnecessary unnecessary back back lash. lash. anything /J!l () t, Did you know the files were on your computer before yesterday? No. ~~~~:::::,,::,~::::~:::::::::::::,~::::,,,, :::::':::::::::::::~~~~:::::';::tO~::::~:::::::::::::t~::::,;og :::::,::::::::::::: tct"-1 tLt-1V 0 Any hard copies? ]'Jo 1'Jo ~~~ ~ 01/ ( 0O? tjtfJ\j 8tf)U pta lapta Did you download copy or export? Not with the intention of leaving. Some stuff on the Apple Ia R&D stuff? Yes Technical? Yes Customer? Yes Software or hardware? Maybe Employee data? Yes Trade secrets? Yes IP? No there.. was there remember itit was didn't remember He didn't Google. He He at Google. while at this while do this to do customary to because''lts customary iS-stuff because"its th iS-stuff has th He has Upon discovery the e advice was not to ~Iete. Upon discovery th,e advice was not to ~lete. -- --- stuff).. of stuff) box of (the box destroyed (the was destroyed sensitive was Did non sensitive some.non and some. disk and the disk Yes the else)7 yes destroy_ anything else you destroy-anything Did you -------,,-----The week. de.stroyed·last week. was de.stroyed·last stuff was of stuff box of r--T'he box disk) the disk) destroy the to destroy me to told me (they told Did no (they Uber?) no (from Uber?) stuff (from hat stuff destroy tthat to destroy you to tell you anyone tell Did anyone CONFIDENTIAL CONFIDENTIAL 0021128 STROZ_ 0021128 STROZ_ 23 of 23 TX-8855, Page 99 of TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 11 of 24 Did you you check check all all your your email email and and storage storage accounts? accounts? Physical Physical stuff, stuff, not not digital digital media media.. Did Did Did check online online stuff? stuff? No No y~u check ~id ~ ~ om Om/1( /l(V vrV ccable ' ::Jming wa Your you first first hear hear about about OttoMottoC OttoMottoC';:)ming wa'· ccable.. you Your They discussed lior lior joining joining Chauffer. Chauffer. He He ran ran aa competitive competitive project, project, They spoke spoke aa couple couple of of discussed ~---~ -----~ times. Their Their first first meeting meeting was was on on campus campus (august (august or or sept sept 2015). 2015). times. (Ma~. They talked talked about about what what was was going going on on at at Chauffer, Chauffer, Anthony Anthony tried tried to to get get him him on on the the team. team. They lior was was telling telling him him about about Alphabet, Alphabet, the the clothing clothing technology. technology. Alp~_g_be-ris Alp~,9.bet-is a a holding holding co co for for Google Google.. They They lior ~ discussed possibly having Trucks an Alphabet product. ~ They talked about the opportunity for Autopilot. Tr~~ket, aftermarket kits, etc. More like the Tesla He had chats with other people regarding how to make it work at Google. The opportunity with lior was --.... ---.. a last option (?). When did you start to talk about a start start~~tside ~~tside meeting, early September. The Goo -- /' -Ef-01iVeSnear by too too.. -Ef-crrrVeSiiear _,- Second outside meeting is when things started to solidify. They discussed waiting until they leave or lets ) ,.",thing this through~f:.:_ f:.:.irs irs:t~ _---------------------------~ ----------------------------___./ :t~. - When did you talk to larry and Chris? (wrong path converstion) Jan 2015. They discussed releasing the car, the agreed but then moved back to the original course . It was clear to Anthony a week before he left that the path was not going in the direction that worked for him. Every 2 weeks he met with his employees for 30 minutes to see how things are going. How many group meetings? 3, 1 bbq, ski trip, Ipm gathering, 1 pm gathering at Anthony's house. 1pm gathering, Matt Williams, lior, others on team (Chauffer) Brian Cullha, Brian Tunellini (?) When? over, came over, people came (harmless, people 2015 (harmless, December 2015 BBQengineers December software engineers (perception) 11 software team (perception) laser team whole laser BBQ- whole very casual) very casual) Ski 2016 January 2016 trip- January Ski tripAnthony meetings. the meetings. about the board about the board on the writing on was writing Ant hony was He chats group chats and group 1s and on Is had 11 on He had 11 on date) company date) new company (forming new on 11 (forming CONFIDENTIAL CONFIDENTIAL 0021129 STROZ_ 0021129 STROZ_ 23 of 23 10 of lX-88SS, Page 10 TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 12 of 24 }4lit' }4Iit' "1 ~ f,.J)Itl p,.J)Iti .· .."",., Discussion Discussion with with Anthony Anthony regarding regarding what what they they want want to to do do.. 30 30 minutes minutes every every 22 weeks. weeks. ._,., p 12) (December (December 2015-Jan 2015-Jan 26) 26) did did he he initiate initiate it? it? ItIt was was mutual mutual about about whats whats next. next. They They were were 12) cussing the the bonus bonus payout. payout. 44 year year increments. increments. IfIf you you left left the the company company within within 66 months, months, you you got got itit all. all. cussing They talked talked about about lasers lasers for for drones, drones, security. security. Electrical Electrical Engineer. Engineer. #1 #1 tech tech lead. lead. They They talked talked about about They trucks, and and sort sort of of interested, interested, he he was was not not interested interested in in the the kits. kits. He He was was more more interested interested if if Arta, Arta, Sam, Sam, trucks, Liala were were to to join join.. Liala BBQ Social Intro to Lior lntro Pierre, Gatean, Luke Washer, Drew Ulrich, Morriss, (side conversations at bbq) Laser team chat with Brian Selleski All hands Tues and Thurs After talking to Chris and Brian about Anthony's future, they address the team that Anthony is moving off the laser team . Brian leaves the room and the team chats about it. After the bbq people talked amongst themselves, Anthony didn't recruit anyone directly. There might be some text messages. One on Ones Wanted to get their thoughts on trucks vs kits, exploring ideas. - Pierre (Dec 2015) regularly" regularly.....- Gaetan (Dec 2015) regularly / p Will MCCann (Jan 15, 2016) 2 times p Drew (Dec 2015) 4 times ...,.._ ......... Bernard (not at all) ---- Liala Mathos (Dec 2015) regularly • Blia times 2016) 22 times (Jan 2016) Gassend (Jan se Gassend Blia se Anthon y Hinton(not all) at all) Hinton( not at Anthony CONFIDENTIAL CONFIDENTIAL 0021130 STROZ_ 0021130 STROZ_ 23 of 23 11 of lX-88SS, Page 11 TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 13 of 24 lonut lordache lordache (same (same as as Will) Will) lonut I stepped out for a break and returned within 5 minutes (see Handley's notes for diagram of what was written on the board) Those who solicited Anthony- Bryan High priority (those who showed interest) *Pierre Gaeton Laila Others who they spoke to "low" Will Drew Blaise lonut Luke Rahin Sam Don What did you talk about regarding new co and when? All communications were verbal *Pierre: (talked about different options, he preferred trucks, he wanted to be a founder, wanted to mat cr'Lior's stake, committed to funds, had meetings at his house. Strat was to ask Chauffer, if they didn't they would try trucks at alpha, if not they would leave. He asked to help and bring on people. He wrote up and brought offer letters for people to join NewCo. (hardware engineer) Gaeto g: (much lighter than discussions with Pierre. He requested a specific number of engineers. He • wanted to invest. He want Anthony to hire his brother and others Not Google employees) they met 3 times one on ones between Dec-Jan (mechanical Engineer) ~: ~: understand to understand wanted to she wanted kit, she vs kit, trucking vs chatted, trucking (she They chatted, Pierre. They to Pierre. talking to after talking him after approach him (she approach Jan and Jan Dec and between Dec on 11 between times 11 on met 33 times They met maternity time). They the time). at the pregnant at was pregnant (she was things (she leave things maternity leave person. in person. (Manufacturing talked in they talked by, they close by, sat close she sat engineer) she (Manufacturing engineer) CONFIDENTIAL CONFIDENTIAL 0021131 STROZ_ 0021131 STROZ_ 23 of 23 12 of lX-88SS, Page 12 TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 14 of 24 ny did not encourage him to leave Google. Mark initiated communication Dec. he im again in Jan. Anthony wasn't very interested in him. Mark heard about it and wanted verbal meeting at Google. Z~ meeting (1 verbal chat 1 meetin he needed a team, he knew Zach letter. Anthony initiated it ver is house) he received an offer from Anthony. Anthony said nhappy. They spoke at Zach's house and was given an offer 23,d). the ~ill MCCann: 2 discussions, 1-1 on 1 at Google. and 1 evening walking around (Jan 15 and 23'd). M 15 was himS:pproaching asking what they were up to, Anthony said he was thinking of leaving and 151k doing something in the robot car space. The evening meeting was to finalize his offer letter. Will requested the meeting. They discussed salary and offer. Will was given an offer prior to the meeting through Rhian. The offer may have come later (he did not end up joining). ~ discussed general business client. Discussed new focus project at Google. Started to talk about newco in Jan . they discussed a start up earlier but nothing specific. The idea was that the team would leave google to start something. Drew received an offer. He is a mechanical Engineer. Maybe a text about setting up an evening group discussion . Sent to Google email address. Anthony encouraged him leave Google. ~e:Anthony Anthony did not encourage him to leave google. He approached Anthony (seemed pushy) they ~e: had 3 discussions and seemed forceful. 2 were on campus, 1 off campus (on the phone). There are phone calls and text messages regarding comp, role and needs. Jan communications. lonut: 1 chat in person Jan 15, 2016. Talked about where the business would be base, he approached Anthony. -- Luke: same as lonut, 2 chats both at Google, initiated by luke first then Anthony followed up. All verbal. Second meeting was discussed location for newco. General conversation about what Luke heard from nd 2nd others. He wanted to know more. Anthony asked him to talk to the others. 2 meeting was a follow up. He received and signed offer letter. Which has since expired. 3'd time met with Anthony to Rahin: Hardware Engineer. Approached by Pierre . Follow up by Luke, 3,d nd meeting was at google (walk). 3'd meeting was discuss salary. Verbal communications at Google. 22nd likely after work. Anthony didn't initiate any meetings. Not texts or emails. Jan 2016. Received offer, not signed. Which has expired . asked . (I stepped out of the room to have Don Sam : aware Engineer. Approached by Pierre. Later asked. n the COC)o COC). Break for lunch. Sam initiated conversations. They talked about more technical things. Sensors they should .develop. Why are robots important? Talked about compensation. Didn't talk about his role. No text or emails ~ Anthony Anthony \ ched out to him in November. They talked about macro pictures, why trucks are ·important. e didn't get an offer letter. 1 in person meeting. A few text about when and where to meet. ey met downtown SF. Embarc and Market . They met in January 2016. meet. CONFIDENTIAL STROZ_ 0021132 lX-88SS, TX-8855, Page 13 of 23 Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 15 of 24 Don - 22 chats chats Joined Joined Otto OttoMotto. He was was always always frustrated frustrated with with Google. Google. 22 in in person person chats chats about about Motto. He Donnd st 2nd. initiated Don meeting, 1't ~hony hony leaving leaving and and what what he he was was going going to to do. do. Anthony Anthony initiated initiated 1 meeting, Don initiated 2 • Jan Jan 4-5 4-5 ~ nd or 6. 6. 22 meetings meetings at at google. google. They They are are friends. friends. 2nd 2 meeting meeting was was about about general general discussion discussion about about what what they they or would be be doing. doing. Software Software engineer. engineer. Offer Offer letter letter was was given given before before Anthony Anthony left left Google. Google. They They would communicated aa lot lot on on aa personal personal level. level. He He joined joined Feb Feb 25ish 25ish.. communicated Anthony was was clear clear that that he he wanted wanted to to do do this this project project at at Google Google but but itit didn't didn't seem seem to to happen happen so so he he left left to to Anthony do this this on on his his on. on. do Brian (user (user experience experience designer) designer) one one onversation. 11 planned planned in in person. person. Anthony Anthony walked walked up up to to onversation. Brian 05,2016. 2016. They talked about the direction ofthe internal " Jan 05, uw hTS'desk and said "do #)'tu project. They had anned when Anthony was out with Matt and saw him at a coffee shop . Brian rd 10.. 3 conversation was "we just got offered more ~ ilz Coffee in Palo Alto. 3'd sa 10 joined e ha: given o0 stay, can I join you guys later?". Same deal applied to the other Brian . Pierre may have mo 1m an offer letter. ;> Brian (operation -program manager) manages the human side of the car. Used to work for Matt. ~ny and Brian meet after he heard what was going on . Seemed very interested . Brian reached out , to Anthony after he spoke with Matt. Walked up to Anthony's desk. Jan 2016 . He got an offer. (likely) ng time . They used to work on Streetview together. Dates Matt Wi llians. They spoke about this f D:t 2014 or Jan 2015. 109 mg concrete, but thinking about it. Fast forward to Sept, he said as t ack to Difr soon as he is paid he i g to leave. Matt encourages Anthony to leave Google . TheY'discussed a sn t agree that it's a good idea . He is the first of Chauffer to leave. He left Jan 4. He 10 1n when he returns from a long vacation . No discussions about role or compensation .. outfits the cars. He approached Anthony, they talk about money, the e didn't get an offer letter. He was going to wait for his bonus. Met in January twice . ~ eetings at Google. Anthony walked up to him the second time. n.;"..I~~~':'"' . T he ~~~~':""" Bryan Sellesky. He was upset that he wasn't apart of th he left and came back. nthony didn't give him any information . He found out Anthony was recruiting from~ aise may have told him . Not sure how he found out from~ .. AI iies there is a elCJ lies 0119 elu 116119 pp" 0o 11 jggs I!P" someJbipss exactly. Sept 2015 Bryan said" let dinner," "I know someSh m Fffi was never approached, but expressed intere (October)....... .t"Bryan later contacts Uber (October)........ ~ Bryan seems to wan 0o n ut Anthony doesn't trts'i' him .rs was he was if said Anthony Uber. to it selling and 'He said he was talking t er to have the vehicle team and selling it to Uber. Anthony said if he team vehicle the er to have 'He said he was talking t Uber to introduced was introduced to Uber Anthony was together. Anthony Uber together. they with Uber down with sit down all sit should all they should October. business. October. new business. he about new Uber about with Uber meeting with first meeting he first with meets with he meets evening he That evening expected. That he expected. than he zes Bryan advanced than more advanced was more discussion was of discussion levell of the leve zes the Bryan rr involved not involved but not on but going on was going what was of what aware of nds then aware was then He was 10m. He for 10m. stay for to stay decided to he decided nds he CONFIDENTIAL CONFIDENTIAL 0021133 STROZ_ 0021133 STROZ_ 23 of 23 14 of lX-88SS, Page 14 TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 16 of 24 Collin (user experience) Lior: They had several conversation, chats, text, meetings with Uber. Anthony had the contacts with Uber. Lior' s email address on There may be one accidental email to Google account about meeting. (search Lior's Anthony' s devices) . Maybe snapchat. Anthony's devices). How did they begin? How do we build something at Google. It will likely be too complicated to do at is when they decided to make the move. Google so we should just leave. Nov or Dec is . " you rself in the company? To build what needs to be built. How did you see yourself Group Meetings. ere were a couple of side chats Laser Team BBQ to celebrate a mile stone. Discussed work st to the group. Nov 2015. about NewCo and related conversation. Lior was introd Dec 2015. 20 people Pierre, Gaetan, Drew, Liala, Lu , ior. Bunch of non google people. About everyone is interested, organized by Anthony . sl ide , ust verbal discussion (Lior may have had a slide pptx but not sure). Additional Claire Delaunay David Wakerstoffer Brian Dowdall Brian T BrianT Early jan 2016. ~~~'I'B'/!~ __ilJ.Qwed wed ~~""'-"'~l!:'!oeoliWJJ.Q without using any IP. They cou l~~NMI!'I'I!I'I!-!'I''''~~~~~ coul~~!lwMI!'I'e'I!-!!'I'T'M~~i:si~~ up. Not an official google trip. tted about how to build from scratch CONFIDENTIAL STROZ 0021134 15 of 23 lX-88SS, TX-8855, Page 1S Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 17 of 24 Who brought brought itit up? up? Anthony Anthony asked asked ififthey they could could make make aa laser laser wit wit ut ut using using IP. IP. Pierre Pierre said said they they could could Who to was ee "world" or infringing infringing on on IP. IP. The The point point of of the the laser laser interoperate interoperate "world".. Their Their intention intention was to do do redo itit or redo from scratch. scratch. this clean clean and and build build itit from this They would would rebuy rebuy the the same same parts, parts, but but they they were were not not They was not on this trip. trip. was not on this mg mg to to remake remake what what Google Google already already made. made. Lior Lior Drew organized organized meeting meeting at at Anthony's Anthony's house house to to discuss discuss an an exit exit from from Google. Google. Confirm Confirm within within the the nn Drew of day day Anthony Anthony would would leave leave and and the the rest rest would would follow. follow. couple of couple Piere ere Pi Gateon will Liala Brian Dowdall Claire Delaunay: now work at Otto c;:laire David Wakerstoffer: now work at Otto lonut: received offer that night (he req Luke : received offer that night Lior goo google people there. Other pon ccgppts Drew may have a calendar invite to e r;..a erg "pts Qtber havess Han e ou ex a offer letters. Actively encouraging people to leave. forwa rd.. They The n t day (Tuesday), they have a chat with Brian Seleski about his role at Google going forward Then was leaving Anthony announce ss something before the 11 am weekly meeting. Brian was going to di e laser team but staying within Google. 100 % charade. 100% up opens up then opens Anthony then room. Anthony the room. leaves the Brian leaves They news, Brian the news, break the They break meeting. They actually meeting. the actually to the go to They go Google, within Google, something within find something cant find he cant leaving ifif he be leaving the may be he may mentioned he Anthony mentioned discussion. Anthony for discussion. room for the room Alphabet. Alphabet. team.. the team of the charge of in charge person in loyal person more loyal Why put aa more to put wanted to They wanted replaced? They being replaced? you being are you Why are leaving was leaving he was undecided ifif he was undecided he was and he team and the team of the Anthony proud of was proud he was that he group that the group to the announced to Anthony announced the company.. the company does he does what he likes what Brian likes him. Brian like him. doesn't like Chris doesn't Larry say. Chris much say. have much doesn't have he doesn't but he does but he does what he likes what Larry likes but leaving. be leaving. may be he may knows he he knows but he CONFIDENTIAL CONFIDENTIAL 0021135 STROZ_ 0021135 STROZ_ 23 of 23 16 of lX-88SS, Page 16 TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 18 of 24 Anthony leaves leavesthe the next next day. day. Anthony He spoke spoke with with Chelsea, Chelsea, John John kraftcheck, kraftcheck, and and Sergai. Sergai. Who do do you you contact. contact. Very Very very very few few at at Google Google.. He Who didn't want want him him to to leave. leave. He He mentions mentions to to both both that that he he may may start start up up aanew new company. company. Sergei didn't Sergei John, what what happened? happened? He He asked asked what what he he was was going going to todo. He tries tries to to find find him him aaposition position back back at at do. He John, Google. Google. Chelsea and and her her boss boss and and bosses bosses boss. boss. (Stacey (Stacey Sullivan). Sullivan). Chelsea Social nice nice conversation. conversation. Social of people people reach reach out out about about joining joining Newco. Newco. He He responds responds that that he he cant cant respond respond or or he he doesn't doesn't A number number of A No Google. at anyone to talk doesn't respond. He answers social stuff but not about work. Anthony doesn't talk to anyone at Google. No Anthony work. about not but stuff social respond. He answers oral, written, or electronic. Inbound but no outbound. outbound. no but oral, written, or electronic. Inbound There are some people who left google on their own. There Claire: they used to date and had many chats about robots. She expressed interest in joining the Claire: newco. How many times did you meet about NewCo? 4 times. Started Sept2015. Software engineer. newco. Talked about the software requirement~ for a truck. She left Google 2 weeks after Anthony Talked Met David about N~wco 1 before and 1 after group meetings about Newco. He was on a visa that Met needed l't1 meeting at google, 2"d 2nd on the street by Anthony's house. Left 2 weeks needed to be transferred. 1' ago. ago. Dan Ratner used to work for Google but Anthony didn't talk to him. Dan talked to Lior after he left Dan Ratner Gooogle. Gooogle. How How many employees? 30 How How many from google? 16 (10 of them were recent). l't Sept. Uber Sept. with Uber communications with 1'1 communications Tell Disk·. the Dis with the happened with what happened us what Tell us l m"'g'.'-Anthony disclosed he went through his There th;;;ln-ncrr:rn>:-m"riti"i> how th;;;lr;ncrr-:rn>:-m'rii about how in about check in to check meeting to was aa meeting There was stuff data. Google data. sensititve Google have sensititve that have stuff that car. driving car. self driving create self to create docs to What Engineering docs value. Engineering high value. files, high design files, code, design Source code, it? Source on it? was on What was (Googles) car. the car. driving the for driving required for software required (Googles) software How process. work process. the work Through the it? Through obtain it? you obtain did you How did CONFIDENTIAL CONFIDENTIAL 0021136 STROZ_ 0021136 STROZ_ 23 of23 17of TX-8855, Page 17 TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 19 of 24 How did did they they get get on on the the hard hard disck? disck? Nature Nature course course of of business. business. How out code code to to work work on on it. it. As As early early as as December. December. Checked out Checked Did you you create create the the files files on on the the disk? disk? He He got got them them off off the the personal personal mac. mac. Did be called? called? .tc .tc truecrypt truecrypt file file.. What would would itit be What can pull pull data. data. Common Common team team password. password. Anyone from from Google Google can Anyone for many many years. years. They were were likely likely there there for They as the the "box "box of of stuff" stuff".. Found them them the the same same time time as Found Who did did you you tell. tell. Attorney, Attorney, Liar. Lior. Who What happens next. Go to Uber, I have some stuff I want to get rid of. Cam Nina and Travis. Cam says: oh you should not delete that we need to see it and understand what in there. (for preservation purposes" Travis says: Don't take any advice from Cam. If you have google stuff I don't want know about it, I don't want it here, do what you need to do " Anthony says: I am going to delete it Travis: nods Cam clearly disagrees but does not object (Visibly (visibly disagrees) Nina: is amused data . Took them to a What did you do then? He left the meeting with the understanding to delete the data. shredder by the airport (Oakland). How long was the conversation . 3 minutes. Later that afternoon, Cam called and said "please don't shred them" Anthony said "too late", and then Cam said please don't delete or shred other things. Cam called back again and said "I want to make sure you don't delete more stuff". (sometime over the weekend). Lior Liar also called and said they told him the same thing, he may have spoken to Nina. Lior Liar only knew there was confidential data on there. tell should tell they should that they said that and said surprised and was surprised He was What data. He the data. had the you had out you found out he found when he say when Liar say did Lior What did it. delete it. to delete was to Uber consensus was the consensus clear the was clear meeting itit was the meeting After the it. After about it. Uber about Lior data.. the data delete the to delete suggested to never suggested Liar never Was disks? the disks? destroyed the you destroyed that you upset that Cam upset Was Cam They deleted. be deleted. would be disks would the disks understood the all understood They all CONFIDENTIAL CONFIDENTIAL 0021137 STROZ_ 0021137 STROZ_ 23 of 23 18 of lX-88SS, Page 18 TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 20 of 24 Met Travis Travis in in 2012 2012 and and Garret Garret Kamp, Kamp, gave gave them them laps laps in in the the self self driving driving car. car. They They wanted wanted to to buy buy 20 20 cars cars Met right there there but but they they were were not not ready. ready. right off to to Jeff Jeff Holden Holden and and tried tried to to get get him him to to join join Uber. Uber. Late 2014, 2014, travis travis handed handed him him off Late business. 22 lunches lunches in in July July Later he saw Brian had joined Uber and followup meeting about a separate business. or August 2015. August Sept, Antony by himself, lets seek funding from you guys... started negotiating, (fund raising and purchase of future technology) . They said they didn't want to fund they wanted to be a beta customer, Talk to TK to decide what to do. Travis doesn't want to just buy stuff they wanted to be more involved, Started out them being a customer. They go to Uber twice a month since Sept, (Brian, Cam, Nina, Jeff, TK) They spoke to Travis and said they were thinking of leaving Google in Oct., Brian peels off (from Google). And their project kept moving forward . 1 meeting with Brian Sand Uber During meetings at uber, do you discuss the Newco? No specifics, just that there is a New Co When did they become aware? Second meeting. Did Uber direct the hires? Not really, no specific names. General conversation about laser technology . What happens December 2015 They progress further and further, price, tax structure, Reached agreement December (started negotioning term sheet which was signed in Feb) . There was a plan to acq Otto before he left Google. The group discussions were sparked by internal issues at Google . John Bayers (runs Uber self driving car division). Things are progressing but not as quickly as they hoped . One other person at Uber Emil who is Cams boss. Only had 3 conversations. Make sure the deal was still on. Wanted to set up a corporate database to get people who worked on robots. Would you have left Google if Uber wasn't there? Yes. lunch. get lunch. lets get hey lets said, hey Brian said, and Brian Who Brian and congratulated Brian Anthony congratulated June. Anthony in June. who in called who Who called There up follow up later follow was aa later There was CONFIDENTIAL CONFIDENTIAL 0021138 STROZ_ 0021138 STROZ_ 23 of 23 19 of lX-88SS, Page 19 TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 21 of 24 June 16th 16th Brian Brian left left google google to to go go to to Uber. Uber. June doing there. there. How How its its going. going. They They leave leave itit as as they they should should What do do you you talk talk about about at at lunch? lunch? What What Brian Brian isis doing What follow up. up. Brian Brian follows follows up up in in July July or or Aug. Aug. They They meet meet alone, alone, in in person. person. They They talk talk about about ideas ideas .... follow When you you left left the the first first meeting, meeting, did did he he encourage encourage you? you? Anthony Anthony was was not not solicited. solicited. When or 33 weeks weeks later. later. He He may may have have emailed emailed about about lunch? lunch? Anthony Anthony expresses expresses unhappiness, unhappiness, they they 2nd lunch 22 or 2"d need additional robotic efforts. The don't discuss New Co. they leave the conversation by having a mutual interest. @gmail.com gmail.com it would be interesting to have an offer from Uber to buy the Google team. They wanted to know the market value for the chauffer team. They never followed up on that. They wanted to put a price tag on the team. 3rd meeting. Uber said they were not going to get a price for the team . Anthony reached out for the 3'd They got lunch in SF by Uber office. (with just Brian at Alta Cafe) they start discussing uber buying lasers from the start up for their cars. 4th meeting Bryan Cam Nina meeting at Uber (Sept or Oct). Discuss customer roll up, they don't intend 4th to invest in a start up. They talk about being a customer, th 5 Cam Nina and Lior Anthony (customer deal) 5th th 6 6th Bryan Cam Nina (verbal of what they might do) Travis comes into the picture October at Uber office (Travis calls or text) Only emails with Jeff and Bryan. Some texts with Cam. Nina 30 messages TK 200 messages Jeff 20 messages. Travis is main contact. All emails were deleted from gmail account. It was weird to have emails from Uber while still at Google. Oct there is a 1 on 1 with Travis. They meet at Uber on Sunday. They talk high level robot stuff. This is the first long discussion with him, he doesn't know much about robot cars. He wanted to buy or nothing, 8pm to 2am. Bigger deal or smaller deal. Met with someone at uber the following week . Cam and Bryan. Only Anthony no Lior. At Uber. They get on the same page. Next steps are if they want to do something like this. There are a total of about 20 meetings . They then start to negotiate specifics. (nov-Dec) meetings now every other week. John. Travis, John. Nina Travis, Cam Nina Liar. Cam include Lior. and include regular and Post been regular have been meetings have the meetings Saleski, the with Saleski, meeting with the meeting Post the Continue month. twice aa month. meetings twice Continue meetings CONFIDENTIAL CONFIDENTIAL 0021139 STROZ_ 0021139 STROZ_ 23 of 23 20 of lX-88SS, Page 20 TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 22 of 24 Did they they ever ever ask ask about about confidentiality? confidentiality? Yes, Yes, Did They discussed discussed with with uber uber multiple multiple times times before before leaving leaving google google (nov (nov dec). dec). they they always always said said they they would would They rd party called called Velenime Velenime that that has has similar similar technology. technology. Anthony Anthony said said he he could could do do itit start from from scratch. scratch. 3'd 3 party start without infringing infringing on on any any patents. patents. without of research? research? deliver deliver lasers, lasers, help help deploy deploy vehicle vehicle quickly, quickly, help help build build kit. kit. He He expects expects to to have have aa What sort sort of What role to be in charge of the technology. Not relying on Google technology to do the work for Uber. Have you discussed with anyone about joining Uber? No, just Liar Lior and Anthony. Nobody that he knows of at Google know about the Uber deal. Brian may have guarded the secret but he may use it later to help him negotiate later. (all speculation). John Hankey left, Larry Page, John Kraftcheck, John Hankey started a game co from Google. Lior and Anthony talked to him about how to spin out trucks. He left within the last 6 months. Asked advice how to handle Google legal, PR, mechanics. Wanted insite on the kit solution. (sept 2015) he doenst know about Uber. Are you anticipated duties at uber similar to google. Yes Will they compete? He will help a division compete with Google, but he will help build trucks and kits which wont compete. Describe otto : design trucks to eliminate a driver. kits? Sell hardware to install and have the car drive itself. Why pursue it? Its awesome. Great profit potential. Both jobs involve making something with wheels without a driver. Otto focuses on self driving trucks which is different from picking up people. The kits are secondary. Google wasn't doing any of this. Rely on experience at Google, did not rely on information. Relying on understanding. 50 SO (individuals) skill sets, engineers Do you have alternatives, yes Source? Take referalls, recruiting spree from non google, referals non google, they have recruiter. What is your role? Meet and interview all non google employees and evaluate. Not the sole person to hire. (has the power to veto) New hires meet with individually with people, group discussion, offer Have googlers contacted you about wanting to work at Otto. Yes, there are some more specific but he doesn't respond. They are all saved on his phone. Not taking any calls from Googleres. How match. and match. w2 and at w2 Look at salary. Look determine salary. you determine do you How do CONFIDENTIAL CONFIDENTIAL 0021140 STROZ_ 0021140 STROZ_ 23 of 23 21 of lX-88SS, Page 21 TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 23 of 24 Glassdoor isis used used as as aareference. reference. Glassdoor Based on on skill skill set, set, that that determines determines their their role role at at Otto. Otto. Based that different different for for Google. Google. Totally Totally separate separate process. process. IsIs that for Google Google employees employees is, is, interview interview with with non non google, google, they they decide, decide, rhian rhian decides decides salary. salary. Expects process process for Expects Have them them sign sign aa piece piece of of paper paper stating stating they they are are not not brining brining in in any any data data What safeguards safeguards are are in in place. place. Have What from last last employer. employer. Google Google employees employees confirm confirm they they were were not not solicited. solicited. from has to to be be written written and and checked checked in. in. All code code has All Any training? training? No No Any Policy? Yes, Yes, don't don't bring bring personal personal computers. computers. Don't Don't take take any any tools tools home. home. Policy? rd party venors? venors? Yes, Yes, they they contact contact same same vendors vendors to to make make machine machine parts parts (not (not the the same same parts). parts). Any 3'd 3 party Any vendors. same contact will They They also purchase equipment boards). They will contact same vendors. boards). cuircut for (tooling They Made a list from trade shows. Agreements? Yes Anything to add? Probably not Anything you want to check? Sure but nothing right now Have you provided everything? Yes True and correct? Yes Did Oid you announce your departure? No No press release? No How do you think your departure will effect google? They will get press inquiries, slow them down . google. leaving google. or leaving co or new co your new about your to about spoke to Any you spoke individuals you these individuals with these communications with other communications Any other him. Anthony provided him. mary provided list mary the list off the them off checking them Anthony isis checking Google / ' Bavor / Clay Bavor with Clay side with Google side Cardboard Cardboard // // Mega presence Tela presence orTela presence or Mega presence CONFIDENTIAL CONFIDENTIAL 0021141 STROZ_ 0021141 STROZ_ 23 of23 22 of TX-8855, Page 22 TX-8855, Page Case 3:17-cv-00939-WHA Document 2623-10 Filed 02/05/18 Page 24 of 24 Clay still has some of his equipment. A robot arm. Non google side projects with clay predictor) Future game (stock market predictor} Prototype this Anthony's robots 510 Systems Laraison raison which turned into 510 (gps bulldozers) Darpa grand challenge into La Glimmer (3 second video sharing). Non google related. Dead start up Date Knight (non google side project) Nemo (non google) modular building manufacturing company. East Bay Portfolio (real estate development) Brian Dowdall CONFIDENTIAL STROZ_ 0021142 lX-88SS, TX-8855, Page 23 of 23 Case 3:17-cv-00939-WHA Document 2623-11 Filed 02/05/18 Page 1 of 16 Waymo v. Uber Case No. 3:17-cv-00939-WHA   TRIAL EXHIBIT 8857 Uber Objections:  Fed. R. Evid. 802 – This document contains inadmissible hearsay; namely, out of court statements made by Anthony Levandowski, who participated in the Stroz diligence process in his individual capacity. See Br. § II.  Fed. R. Evid. 805 – This document contains inadmissible hearsay within hearsay; namely, Anthony Levandowski’s recitation of out of court statements made by other declarants. See Br. § II.  Fed. R. Evid. 1002 – The original document contains multiple different colors of writing. The different colors are attributable to different authors and/or were composed separately at different points in time. See Br. § II. The trial exhibit is a photocopy of the original document, which obscures the color differences. Note: This document is handwritten and is not susceptible to highlighting. / .~ Case 3:17-cv-00939-WHA Document 2623-11 Filed 02/05/18 Page 2evidence® of 16 ~PAO®" RECYCLED ~UN~{~>~_ ~" ~ V'~' ~------------------------------~ ---- :--------H+--0f~ = =t UA-.L -;prJ - CONFIDENTIAL ~----~--------- ----~ a~ il #,11:< ~ ~J--ddf_ky.-------.: ~~~-~~ ~.~------~ ~~~~~ ~STROZ_ 0021156 TX-8857, Page 2 of 51 Case 3:17-cv-00939-WHA Document 2623-11 Filed 02/05/18 Page 4 of 16 - &- '1tJN-tXltVtAJ' 'I - II /lfpj- 'I _ J ~u, ~1/(!/61;( ~ ~ (;.;J~ tM pt..- ~ ~ " I -G- -~~ Ir- ---- ~:::Jd I 1c--1~ ~ I - -- VIIi , . . ~-h,----t/& I{~ :---_-H+--~C /VP ~~_ _ ~ r - - - - - + + - -- -----!.. t---=~ ~~~ __ - : - - - - - - - - - - - - - - - ._- STROZ_ 0021157 TX-8857, Page 3 of 51 1 I FJ-----: ~ 1-_ ~ t1V _ _ __ CONFIDENTIAL l Case 3:17-cv-00939-WHA Document 2623-11 Filed 02/05/18 Page 5 of 16 , s~~ I (jI-f f~ tH'-h'lv1:...- ~-----=-----I--!!wJ ~ "-4'-------' ~~~ fC~~~----- fPf/-;/f'bi:Pr ~--~----------~------~~~~~~ ,--_ _+-_ _ _ -~W. =____ tl4~C-~~ -at.( s~ CONFIDENTIAL /M. -rfif:z;. &13- t>t.~/l.A..o ( {PfiW-j;aJ?-bJ(------! :~----------~ STROZ_ 0021158 TX-8857, Page 4 of 51 Case 3:17-cv-00939-WHA Document 2623-11 Filed 02/05/18 Page 6 of 16 ~~I~----------------~ 1----- CONFIDENTIAL STROZ_ 0021159 TX-8857, Page 5 of 51 Case 3:17-cv-00939-WHA Document 2623-11 Filed 02/05/18 Page 7 of 16 ;I ~----b~~~-~ -~~~~~--------~ ;¥. "Vi -? ~ :-----4 QItAv"Wl k "# tJo J>CL~ ~ &:u-j lj '5 k + bt4----~~=----------------~ - i 0u../ =-------------+Hc--,,--- 7 CONFIDENTIAL - a~:~/~t[~-~ All' ~,---STROZ_ 0021187 TX-8857, Page 33 of 51 Case 3:17-cv-00939-WHA Document 2623-12 Filed 02/05/18 Page 18 of 35 aJ.ed- t/~ ~it ~--::~/,;Ll . _ _ _ _ _ _ __ ~----7~/------~~J~~~ ~ . jJJ)VaJtfJP t cfi;Gc -.~7\ -.L--~-=~-:~~ ; :. ==~-:::=~-~-=--_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_~W~hP ~r~~ _~t;_z;+__t_;:._t. ~ _ _=.==~j -~ ~ CONFIDENTIAL STROZ_ 0021188 TX-8857, Page 34 of 51 Case 3:17-cv-00939-WHA Document 2623-12 Filed 02/05/18 Page 19 of 35 z ;J ~A ~ ~I..l ~W!? 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Uber Case No. 3:17-cv-00939-WHA   TRIAL EXHIBIT 8858 Uber Objections:  Fed. R. Evid. 802 – This document contains inadmissible hearsay; namely, out of court statements made by Anthony Levandowski, who participated in the Stroz diligence process in his individual capacity. See Br. § II.  Fed. R. Evid. 805 – This document contains inadmissible hearsay within hearsay; namely, Anthony Levandowski’s recitation of out of court statements made by other declarants. See Br. § II.  Fed. R. Evid. 1002 – The original document contains multiple different colors of writing. The different colors are attributable to different authors and/or were composed separately at different points in time. See Br. § II. The trial exhibit is a photocopy of the original document, which obscures the color differences. Note: This document is handwritten and is not susceptible to highlighting. Case 3:17-cv-00939-WHA Document 2623-13 Filed 02/05/18 Page 2 of 3 (-- rt uUl vVUWn cr- tdt5 +- (PlJitUP ( ccf- t1 ~ - ~ cr-- ~ - ~ vf- ~,f<- ~ ~(,( t'f ~ ~ v;;......4~ - ~ -~1"~ Rt(~7CONFIDENTIAL M &t;?frp- -t,11 ~~ STROZ_ 0021206 _ ~-----.. United States District Court Northern District of California Trial Exhibit 8858 Case No. 3:17-cv-00939-WHA Date Entered. _ __ TX-8858, Page 1 of 2 By_---=----:......""....._ Deputy Clerk - - I'- Case 3:17-cv-00939-WHA Document 2623-13 Filed 02/05/18 Page 3 of 3 ~ ~ ___________________ I /~J .~ ____ ~ CONFIDENTIAL STROZ_ 0021207 TX-8858, Page 2 of 2