EXHIBIT C

   

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From: John Cooper [mailto:JCooper@fbm.com] 

Sent: Sunday, April 23, 2017 5:49 PM 

To: Gonzalez, Arturo J. 

Cc: John Neukom; Matthew Cate; Waymo Internal - Attorneys; Karen Dunn (KDunn@BSFLLP.com); Hamish Hume 

(hhume@BSFLLP.com) 

Subject: [EXT] Re: Waymo: Uber's Request For A Deposition Of Larry Page (AEO Attachment) 

Counsel

I will contact Judge Corley's chambers first thing in the morning regarding the issues raised in the messages below and to

schedule a hearing.  The issues I believe are ripe to address to Judge Corley are Uber's desire to take the deposition of

Mr. Page and the recently noticed deposition of Mr. Kalanick by Waymo.  I will recommend that Judge Corley hear these

issues as soon as possible based on letter briefs that do not exceed two pages single spaced.  I suggest that the parties

be prepared to file their two page briefs early Monday morning. I will email the parties following my contact with Judge

Corley's chambers.  My recommendation will be 1) that Mr. Page be made available for a deposition not to exceed two

hours and 2) that the basis for Mr. Kalanick's deposition has not been adequately developed and thus is not ripe at this

time for Judge Corley's consideration.

I do not believe that the issue is ripe regarding the adequacy of Uber's production of documents in response to the

Waymo notices of depositions.  This was discussed with the parties and special master fully on Thursday and Uber will

review and respond regarding the 5 requests that were addressed.  Uber has not yet responded regarding its review of

to these requests.  My recommendation will be that this issue is not ripe at this time for Judge Corley to address.

Regards, John

John L. Cooper  

Farella Braun + Martel LLP

Direct: 415 954 4410

jcooper@fbm.com

On Apr 23, 2017, at 4:52 PM, Gonzalez, Arturo J. <AGonzalez@mofo.com> wrote:

Special Master Cooper:

We agree that we need to escalate this issue. The desire to take Mr. Page’s deposition is not 

gamesmanship. On Friday, when counsel for Waymo requested an offer of proof, I responded 

that Mr. Page had personal conversations with Anthony Levandowski regarding Mr. 

Levandowski’s desire to leave Waymo to set up his own autonomous vehicle venture. We also 

believe that Mr. Page knew that Mr. Levandowski was having conversations with Uber before 

the Uber deal was announced. Significantly, Waymo does not deny that Mr. Page has such 

knowledge, and cannot do so.

In the first paragraph of the introduction of its reply brief (attached), Waymo states in bold italics 

that Mr. Levandowski and Uber began discussing a potential acquisition “just two days after 

Levandowski left Waymo.” This places directly at issue Mr. Page’s knowledge of such 

discussions. Moreover, Google has a longstanding practice of allowing its executives to spend 

time working on side ventures, even ventures that may compete with Google. Testimony from 

Mr. Page on this topic puts into proper context any meeting that may have occurred between 

Mr. Levandowski and Uber. 

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With respect to the joint interest privilege, in the second paragraph of Waymo’s introduction to 

its reply brief, it contends that Uber has “blocked and obfuscated” to “hide its unlawful 

conduct.” The “evidence” in support of this argument is Uber’s assertion of the joint interest 

privilege. Indeed, Waymo has included Uber’s privilege logs as exhibits in support of its reply 

brief. This puts directly at issue Google and Waymo’s invocation of this privilege, and Mr. Page 

likely has knowledge of Google’s prior position on this issue. 

And then there is the critical question of Google’s pre-lawsuit investigation. Because of the 

substantial bonus that Mr. Levandowski was paid by Waymo, and the importance of the 

autonomous driving project to Google, Waymo correctly points out that by at least March 2016, 

Google was already investigating Mr. Levandowski. Yet, Waymo did not file its motion for 

preliminary injunction until a year later, in March 2017. Why was there such a lengthy delay? In 

its reply brief, Waymo finally admits that it learned of the alleged downloading of 14,000 files by 

Mr. Levandowski in October. (Reply at 14:4.) But it waited five more months to file this 

motion. Why? Waymo contends that it did not sue Uber then because although it knew that the 

supposedly critical files had been stolen, it did not have evidence at that time against Uber. But 

Waymo did sue Mr. Levandowski—twice, in two separate arbitrations filed at the end of October 

2016. And it said nothing in those arbitrations about the 14,000 files. Why not? If the files are 

so critical that now Uber’s autonomous business has to be shut down, why were they not even 

mentioned in the two arbitrations filed against the man who allegedly stole the files? Mr. Page 

would almost certainly have knowledge of this critical question, as no lawsuit could have been 

brought against a former top executive without his direct involvement and approval. 

And there is another reason why Waymo’s argument in its reply brief makes no sense. Mr. 

Page knew that Mr. Levandowski had gone to work for Uber. Thus, if the files were so 

important, why did Mr. Page not contact Uber to advise them of the alleged theft, especially 

since he knew Mr. Levandowski had gone to Uber to work on its autonomous vehicle 

project? These are all legitimate questions.

And then there is global context. Google 

 And in its 

pending motion, Google is seeking an order from Judge Alsup that would bar Uber from this 

market. Given these huge stakes, there is nothing unfair about having Mr. Page sit for a short 

deposition. As we told you on Friday, we are willing to limit the deposition to two hours. If 

Thursday is not a convenient date, we can do it earlier in the week. 

Finally, the procedural objection regarding the limitation of what we can say in the sur-reply brief 

is for Judge Alsup to decide. Having said that, the topics we want to ask Mr. Page about are all 

relevant to the issues that we correctly anticipated Waymo would raise in their reply brief. (It is 

odd that Waymo would complaint about us serving them with the Notice of Deposition before 

they filed their reply brief. As we told Waymo, out of respect for Mr. Page, we chose to give 

them 7 days notice of this deposition, instead of the 5 allowed for in Judge Alsup’s order.) 

Waymo also suggests that it wants to raise issues with Magistrate Corley regarding Uber’s 

responses to the document productions that accompanied the 12 deposition notices served by 

Waymo. But we discussed and resolved that issue on Friday. Waymo identified the five 

responses that it claims were deficient, and Uber agreed to conduct additional review for 

responsive records. Now, it claims it wants to take that issue to the magistrate. There is no 

basis for that. The whole point of having a Special Master is to seek to reduce the issues we 

take to the magistrate. As Judge Alsup has made clear, the parties need to prioritize. The only 

issue that is ripe for consideration by Magistrate Corley is the deposition of Mr. Page because 

we need to take it before Uber’s sur-reply brief is filed this Friday. We suggest that you make a 

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recommendation to her on this issue, and that the two sides file a two-page letter brief with her 

on Monday. Please let us know how she would like to proceed.

And one last thing—in an obvious tit for tat, Waymo served us today with a notice of deposition 

(attached) for Uber’s CEO. But Judge Alsup gave each side only three “freebie” depositions 

and Waymo has already taken all three of those depositions (it admits as much in its letter 

regarding Mr. Page). I wrote to Waymo asking why they feel they can take this additional 

deposition in light of the clear limitations in Judge Alsup’s order. Waymo has not 

responded. We do not plan to appear for that improperly noticed deposition and would like 

guidance from you on how to proceed with that issue. 

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: John Neukom [mailto:johnneukom@quinnemanuel.com] 

Sent: Saturday, April 22, 2017 11:24 PM 

To: John Cooper; Gonzalez, Arturo J. 

Cc: Matthew Cate; Barbara Restivo 

Subject: [EXT] Waymo: Uber's Improper Request For A Deposition Of Larry Page

  

ATTACHMENTS INCLUDE AEO MATERIALS

Dear John,

Please find attached Waymo’s letter regarding Uber’s improper attempt to take the deposition of Larry

Page, the CEO of Alphabet. Please also find attached Exhibits A, B and C to that letter. Please note that

certain of these materials are designated AEO/confidential under the Protective Order and we ask that

you treat them accordingly.

From Waymo’s perspective, we believe that this issue should be heard by Magistrate Judge Corley at her

earliest convenience. We also believe that a handful of other discovery disputes are ripe for Her Honor

to hear—including certain document production failures by Uber and other violations of Judge Alsup’s

discovery orders in this case. We will be following up with specifics on those matters tomorrow. In the

meantime, we respectfully ask that you contact Magistrate Judge Corley’s chambers to request a

hearing (and briefing in whatever sequence she prefers) for outstanding discovery disputes between the

parties. For Waymo, we are prepared to appear before Magistrate Judge Corley starting on Monday

morning, or soon thereafter as she is available.

Thank you,

Jay

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<SEALED Waymo's PI Reply (AEO).pdf> 

<2017.04.23 Notice (T. Kalanick).pdf> 

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