EXHIBIT C 

Case 3:17-cv-00939-WHA Document 397-4 Filed 05/08/17 Page 1 of 7
1

From: David Perlson

Sent: Monday, May 08, 2017 12:56 PM

To: Gonzalez, Arturo J.

Cc: Melissa Baily; Jeff Nardinelli; UberWaymoMoFoAttorneys; Boies Service 

(BSF_EXTERNAL_UberWaymoLit@bsfllp.com); NChatterjee@goodwinlaw.com; QEWaymo; John Cooper

Subject: RE: Uber-Otto acquisition agreement

Arturo, I believe we have. The specific language is in the RFPs we have identified, including for example Meall RFP No. 1 

(“All agreements signed between Anthony Levandowski and any of Defendants.”), Linaval RFP No. 1 (“(“Documents 

sufficient to show the reasons behind Uber’s decision to acquire Otto, beginning with Uber’s first interest in Odin Wave, 

Otto, Tyto LiDAR, and/or 280 Systems, all due diligence on such acquisition, and any consulting work by Anthony 

Levandowski and/or Odin Wave, Otto, Tyto LiDAR, and/or 280 Systems for Uber before the acquisition.”), and Meall RFP 

No. 4 (“Documents sufficient to show the identity of anyone with an ownership interest in Otto, 280 Systems, Tyto 

LiDAR, or Odin Wave, at any time, and the amount of that person’s ownership interest.”). The specific language is also in 

the emails we have identified, including for example Jeff Nardinelli’s May 1 email (“We have been unable to locate the 

Uber/Otto acquisition agreement in any document production. Please let us know the Bates number if you have 

produced it, or produce it immediately.”). 

We formally requested the acquisition documents in mid-April, and have now been emailing with you about them for a 

week, the Court has already asked that they be produced, and yet we have never received a substantive “yes” or 

“no.” Based on your ongoing refusal to produce the acquisition documents – despite both Waymo’s requests and the 

Court’s directive – we will seek relief from the Court. 

David 

From: Gonzalez, Arturo J. [mailto:AGonzalez@mofo.com] 

Sent: Monday, May 08, 2017 12:31 PM 

To: David Perlson <davidperlson@quinnemanuel.com> 

Cc: Melissa Baily <melissabaily@quinnemanuel.com>; Jeff Nardinelli <jeffnardinelli@quinnemanuel.com>; 

UberWaymoMoFoAttorneys <UberWaymoMoFoAttorneys@mofo.com>; Boies Service 

(BSF_EXTERNAL_UberWaymoLit@bsfllp.com) <BSF_EXTERNAL_UberWaymoLit@bsfllp.com>; 

NChatterjee@goodwinlaw.com; QE-Waymo <qewaymo@quinnemanuel.com>; John Cooper <JCooper@fbm.com> 

Subject: Uber-Otto acquisition agreement 

David,

You are not answering my question. What specific "language" are you referring to? Judge Alsup asked a straightforward 

question that you still refuse to answer. 

And while we're conferring, when did your firm first speak to Google, and why are you refusing to answer that 

question? 

And I ask for the third time, has your firm and has Google taken efforts to preserve all such communications? If not, we 

will need to raise that issue with Magistrate Corley. 

Case 3:17-cv-00939-WHA Document 397-4 Filed 05/08/17 Page 2 of 7
2

Arturo 

Sent from my iPhone 

On May 8, 2017, at 12:24 PM, David Perlson <davidperlson@quinnemanuel.com> wrote: 

Arturo, the acquisition agreement is responsive to the language of the document requests we have 

identified below, whether the words “Acquisition Agreement” are in them or not. You do not claim 

otherwise. Nor do you provide any basis to reject the Court’s request that the acquisition documents 

be produced. Again please confirm by 1 pm today that you will produce the acquisition documents by 3

pm today. 

David

From: Gonzalez, Arturo J. [mailto:AGonzalez@mofo.com] 

Sent: Monday, May 08, 2017 12:00 PM 

To: Melissa Baily <melissabaily@quinnemanuel.com>; Jeff Nardinelli 

<jeffnardinelli@quinnemanuel.com>; UberWaymoMoFoAttorneys 

<UberWaymoMoFoAttorneys@mofo.com>; 'Boies Service (BSF_EXTERNAL_UberWaymoLit@bsfllp.com)' 

<BSF_EXTERNAL_UberWaymoLit@bsfllp.com>; 'NChatterjee@goodwinlaw.com' 

<NChatterjee@goodwinlaw.com> 

Cc: QE-Waymo <qewaymo@quinnemanuel.com>; UberWaymoMoFoAttorneys 

<UberWaymoMoFoAttorneys@mofo.com> 

Subject: Uber-Otto acquisition agreement 

 

Melissa,

We have reviewed the transcript and confirmed that Judge Alsup asked whether you had 

specifically requested this agreement. 

“That's not answering my question. Did you specifically ask 

for the acquisition document, the

transaction documents?’’

(31:11) Please identify the exact language in the requests below that “specifically” requested 

this agreement. And if you choose to seek “appropriate relief from the Court,” please include 

this email. 

Arturo J. González

Chair, Commercial Litigation and Trial Practice Group

Morrison & Foerster LLP

425 Market St. | San Francisco, CA 94105

P: 415.268.7020 | F: 415.276.7020 | C: 415.425.9548

AGonzalez@mofo.com | www.mofo.com

From: Melissa Baily [mailto:melissabaily@quinnemanuel.com] 

Sent: Monday, May 08, 2017 10:48 AM 

To: Gonzalez, Arturo J.; Jeff Nardinelli; UberWaymoMoFoAttorneys; 'Boies Service 

(BSF_EXTERNAL_UberWaymoLit@bsfllp.com)'; 'NChatterjee@goodwinlaw.com' 

Cc: QE-Waymo; UberWaymoMoFoAttorneys 

Subject: RE: Uber-Otto acquisition agreement

 

- External Email -

Case 3:17-cv-00939-WHA Document 397-4 Filed 05/08/17 Page 3 of 7
3

Arturo,

The acquisition documents are responsive to at least Linaval RFP 1, Meall RFP 1, and Meall RFP 4, in 

addition to the Court’s request.

On our call just now, you said you haven’t thought about this issue enough to give us Defendants’ 

position on it, that you are busy getting ready for your noon filing, and that you would get us some sort 

of response today (though it might not be a substantive one). This appears to be intentional delay. On 

Wednesday, Judge Alsup said “you better hurry up because the Judge wants to see it.” While we should 

have had it already, we need Defendants’ position on this by 1 p.m. today. If that response is anything 

other than Defendants will produce the acquisition documents by 3 p.m. today we will seek appropriate 

relief from the Court. 

Thanks,

Melissa

Melissa J. Baily

Quinn Emanuel Urquhart & Sullivan, LLP 

50 California Street, 22nd Floor 

San Francisco, CA 94111 

415-875-6336 Direct 

415.875.6600 Main Office Number 

415.875.6700 FAX 

melissabaily@quinnemanuel.com

www.quinnemanuel.com

NOTICE: The information contained in this e-mail message is intended only for the personal and confidential use of the recipient(s) named 

above. This message may be an attorney-client communication and/or work product and as such is privileged and confidential. If the reader 

of this message is not the intended recipient or agent responsible for delivering it to the intended recipient, you are hereby notified that you 

have received this document in error and that any review, dissemination, distribution, or copying of this message is strictly prohibited. If you 

have received this communication in error, please notify us immediately by e-mail, and delete the original message. 

From: Melissa Baily 

Sent: Friday, May 05, 2017 1:50 PM 

To: 'Gonzalez, Arturo J.' <AGonzalez@mofo.com>; Jeff Nardinelli <jeffnardinelli@quinnemanuel.com>; 

UberWaymoMoFoAttorneys <UberWaymoMoFoAttorneys@mofo.com>; 'Boies Service 

(BSF_EXTERNAL_UberWaymoLit@bsfllp.com)' <BSF_EXTERNAL_UberWaymoLit@bsfllp.com>; 

'NChatterjee@goodwinlaw.com' <NChatterjee@goodwinlaw.com> 

Cc: QE-Waymo <qewaymo@quinnemanuel.com>; UberWaymoMoFoAttorneys 

<UberWaymoMoFoAttorneys@mofo.com> 

Subject: RE: Uber-Otto acquisition agreement 

 

Arturo,

The specific Waymo document request as well as the Court’s request for the acquisition documents are 

identified in Jeff’s prior emails below. As far as I am aware, we never received a response to those 

emails.

Melissa

Case 3:17-cv-00939-WHA Document 397-4 Filed 05/08/17 Page 4 of 7
4

From: Gonzalez, Arturo J. [mailto:AGonzalez@mofo.com] 

Sent: Friday, May 05, 2017 1:46 PM 

To: Melissa Baily <melissabaily@quinnemanuel.com>; Jeff Nardinelli 

<jeffnardinelli@quinnemanuel.com>; UberWaymoMoFoAttorneys 

<UberWaymoMoFoAttorneys@mofo.com>; 'Boies Service (BSF_EXTERNAL_UberWaymoLit@bsfllp.com)' 

<BSF_EXTERNAL_UberWaymoLit@bsfllp.com>; 'NChatterjee@goodwinlaw.com' 

<NChatterjee@goodwinlaw.com> 

Cc: QE-Waymo <qewaymo@quinnemanuel.com>; UberWaymoMoFoAttorneys 

<UberWaymoMoFoAttorneys@mofo.com> 

Subject: Uber-Otto acquisition agreement 

 

Melissa,

Per your email to me today, is there a specific document request that you are referring to? 

Arturo J. González

Chair, Commercial Litigation and Trial Practice Group

Morrison & Foerster LLP

425 Market St. | San Francisco, CA 94105

P: 415.268.7020 | F: 415.276.7020 | C: 415.425.9548

AGonzalez@mofo.com | www.mofo.com

From: Melissa Baily [mailto:melissabaily@quinnemanuel.com] 

Sent: Friday, May 05, 2017 1:43 PM 

To: Jeff Nardinelli; UberWaymoMoFoAttorneys; 'Boies Service 

(BSF_EXTERNAL_UberWaymoLit@bsfllp.com)'; 'NChatterjee@goodwinlaw.com' 

Cc: QE-Waymo 

Subject: RE: Uber-Otto acquisition agreement

 

- External Email -

Counsel,

Please confirm that we will be receiving the acquisition documents today.

Thanks,

Melissa

From: Jeff Nardinelli 

Sent: Wednesday, May 03, 2017 8:39 PM 

To: 'UberWaymo' <UberWaymo@mofo.com>; 'Boies Service 

(BSF_EXTERNAL_UberWaymoLit@bsfllp.com)' <BSF_EXTERNAL_UberWaymoLit@bsfllp.com>; 

'NChatterjee@goodwinlaw.com' <NChatterjee@goodwinlaw.com> 

Cc: QE-Waymo <qewaymo@quinnemanuel.com> 

Subject: RE: Uber-Otto acquisition agreement 

 

Counsel,

I’m following up on this request, particularly in light of what Judge Alsup said today:

“THE COURT: Are you willing to turn it over to them?

I would like myself to see it.

Case 3:17-cv-00939-WHA Document 397-4 Filed 05/08/17 Page 5 of 7
5

MR. GONZALEZ: I would have to talk to the clients,

your Honor --

THE COURT: You better hurry up because the judge

wants to see it.”

Please produce the acquisition agreement immediately.

Thanks,

Jeff

From: Jeff Nardinelli 

Sent: Monday, May 01, 2017 12:06 PM 

To: UberWaymo <UberWaymo@mofo.com>; Boies Service 

(BSF_EXTERNAL_UberWaymoLit@bsfllp.com) <BSF_EXTERNAL_UberWaymoLit@bsfllp.com>; 

NChatterjee@goodwinlaw.com

Cc: QE-Waymo <qewaymo@quinnemanuel.com> 

Subject: Uber-Otto acquisition agreement 

 

Counsel,

We have been unable to locate the Uber/Otto acquisition agreement in any document 

production. Please let us know the Bates number if you have produced it, or produce it 

immediately. This document is responsive to at least Linaval RFP 1 (“Documents sufficient to 

show the reasons behind Uber’s decision to acquire Otto, beginning with Uber’s first interest in 

Odin Wave, Otto, Tyto LiDAR, and/or 280 Systems, all due diligence on such acquisition, and 

any consulting work by Anthony Levandowski and/or Odin Wave, Otto, Tyto LiDAR, and/or 

280 Systems for Uber before the acquisition.”).

Thanks,

Jeff

Jeff Nardinelli

Associate,

Quinn Emanuel Urquhart & Sullivan, LLP 

50 California Street, 22nd Floor 

San Francisco, CA 94111 

415-875-6325 Direct 

415.875.6600 Main Office Number 

415.875.6700 FAX 

jeffnardinelli@quinnemanuel.com

www.quinnemanuel.com

NOTICE: The information contained in this e-mail message is intended only for the personal and confidential use of the recipient(s) named 

above. This message may be an attorney-client communication and/or work product and as such is privileged and confidential. If the reader 

of this message is not the intended recipient or agent responsible for delivering it to the intended recipient, you are hereby notified that you 

have received this document in error and that any review, dissemination, distribution, or copying of this message is strictly prohibited. If you 

have received this communication in error, please notify us immediately by e-mail, and delete the original message. 

=====================================================================

======= 

This message may be confidential and privileged. Use or disclosure by anyone other than an 

intended addressee is prohibited. If you received this message in error, please delete it and advise 

the sender by reply email.

=====================================================================

Case 3:17-cv-00939-WHA Document 397-4 Filed 05/08/17 Page 6 of 7
6

======= 

This message may be confidential and privileged. Use or disclosure by anyone other than an 

intended addressee is prohibited. If you received this message in error, please delete it and advise 

the sender by reply email.

============================================================================ 

This message may be confidential and privileged. Use or disclosure by anyone other than an intended addressee 

is prohibited. If you received this message in error, please delete it and advise the sender by reply email. 

Case 3:17-cv-00939-WHA Document 397-4 Filed 05/08/17 Page 7 of 7