o7Au |I13P1:42
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`_
`Dfllrbt OIIIR
`Mldnnd Dhtrlnt
`
`
`
`. CAUSE NO. CV-44964
`
`-I-IALLIBURIION ENEERGY
`SERVICE. INC; and EIAILIBURTDN
`GROUP CANADA
`
`_' v.
`
`Plnlmlm,
`
`PACKERS nus Bums‘? mzvlcas,
`INc.; PACKERS nus ENERGY
`smzvxcss. INC. USA: mcxnns
`. mus mnnav smwr (U.S.A.)
`é LIMHEDPARTNBRSHIP:
`DANIEL 1'1-IBMIG;
`PBTBR KRABBBN; Ind
`KENNEIH PALTZAT
`
`Deihndium.
`
`Qewflfllmu:-@¢&Iu¢IIw¢|9unnu.
`
`IN 1113 DIS‘I‘RICT QURT OF
`
`_
`
`MIDl'.ANDGOUN'I'Y, TEXAS
`
`JURYTRIALDEMANDBD
`
`238th JUDICIAL nlsmrcr
`
`i>L.uNmws'1roUnm AMENDED my-n-non
`mnmuonomunuxunosorsmncounr
`'
`
`_
`
`cows Now x~uu.u3un'mz»: mane? sanvrcns. me. and rumaunmn
`
`qno_u1- CANADA had’ me: ml: mm Amended mam against PACKERS mm nmanov
`
`g:_'zm‘71cBs. mo. 1-Acxmzs PLUS mmcv SBRVICEE. n~_Ic. USA. PACKERS PLUS
`_BNEROY SERVICES (U.S.A.) LIMITED ’PAR'.l'NERfl-HP, DANIH.
`'1'!-IBMIG. PETER
`
`KRABBBN and KEINBTI-I PALTZAT. and for coma: ofution would rupeotll.1lIyslww'Iho
`
`‘
`
`._Ouumufi:IlowI:
`
`I.
`
`DISOOVIRYFLAN
`
`Dls6uv¢7h1thislnwIukixlutmdcdbhacmnd1Iq0Id1uIdwLWd3olRuI9l90
`1.
`'0!!!» Tan: Rule! IIICMI Pmooduru.
`ma-gmm.e_m
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`1 of 36
`1 of36
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`Exhibit 2040
`Exhibit 2040
`IPR2016-01517
`IPR2016-01517
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`

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`1:.
`
`PARTIES
`
`2.
`
`Pleintifi' I-IALLIBURTON swmiov SERVICES, INC. is a Delaware corporation
`
`' and is duly authorized to conduct business in the State of Texas. Halllbunon Energy Services,
`
`Inc. has a principal and home office in Houston, Texas.
`
`3.
`
`Plaintiff HALLIBURTON GROUP CANADA is e partnership organized under
`
`'
`
`the laws ofCansda and has a principal place ofbusiness in Calgary. Alberln. 1-Ialliburton Group
`
`Canada is an affiliate ofl-Inlliburton Energy Sewlces. Inc.
`
`4.
`
`Defendant PACKERS PLUS ENERGY SERVICES. INC. (hereinsfier "hckers
`
`Plus Canada”) is a federal corporation organized under the laws ofcaneda. Packers Plus Camda
`
`has I principal piece of business in Canada at 1420. 3!] — 6"‘ Avenue SW, Calgary, Alberta 'l‘2P
`
`3H2. and may be served through one its principals at the above address.
`
`-5.
`
`Defimdsnt PACKERS PLUS ENERGY SERVICES, NC. USA (herelnafier
`
`“Packers Plus USA") is s Delaware corporation and is registered to eenduet business in Texas.
`
`P Peeloers Plus USA has a principal plaee of business at 2047 Commerce. Midland. Texas 79703,
`
`and may be served through its registered agent. C.'1". Corp. Systems at 10.21 Main Street, Suite
`1150. Houston. Texas 77002.
`_
`_
`i
`6.
`Defendant PACKERS PLUS ENERGY SERVICES (U.S.A.) LIMITED
`
`PARTNERSHIP (hereinafter "Packers Plus Texas“) is is Texas Ielmiled Partnership that had a
`
`principal piece of business at 2047 Commerce. Midland, Texas 79703. Upon infiarmetiun and
`belief; Packers Plus Texas was dissolved on January 6. 2005. Packers Plus Texas may be sewed
`
`«through one of its partners. including DANIEL 'I'_l-IEMIG, PETER KRABBEN or KENNETH
`PALTZAT, located at the addresses set forth in paragraphs 7-9 below.
`
`H34-rvlIIOfl1.00I|I
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`Exhibit 2040
`IPR2016-01517
`IPR2016-01517
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`7.
`
`Defendant DANIEL THEMIG is an individual who resides in Canada, and may
`
`be sewed at his place nfbusiness at 1420, 311 — 6”‘ Avenue sw, Calgary, Alberta up 3r-r2.
`
`8.
`
`Defendant PETER KRABBBN is an individual who resides in Canada, and may
`
`be served at his place ofbusiness at I420, 31] -— 6'“ Avenue SW, Calgary, Alberta 12]’ 3H2.
`9.
`Defendant KENNETH PALTZAT is an individual who resides in Canada. and
`
`may be served at his place of business at I420. 31 I - 6"’ Avenue SW, Cclgrry. Albert: '12? 3i-I2.
`
`‘
`
`_
`
`On or around May 1, 2004, Defendant DANIEL 1"!-IEMIG executed an affidavit
`10.
`that states, in pertinent part: "In 2003, fnnml operations [of Packers Plus Canada] were set up
`
`and an office opened in Midland, Texas . . . . At‘ that time we incorporated a Delaware company
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`as a wholly owned subsidiary of Packers Plus [Cmnda] (called Packers Plus Energy Services.
`
`Inc. USA,‘ hereinafler ‘Puck:-a Plus USA‘) and a Texas limited partnership (Packers Plus Energy
`Services LLP, heteinafier ‘Packers Plus LLP’) in which the partners are Packers Plus USA,
`
`myselfdireetiy and Peter Krnbben and Ken Paltzut beneficially. The ownership and control of
`all
`three entities are ultimately the same."
`(See Exhibit
`l—Afiidnvll of Dan Themig at
`
`paragraph 8).
`ll.
`
`Defendants PACKERS PLUS ENERGY SERVICES, INC., PACKERS PLUS
`
`ENERGY SERVICES,
`
`INC. USA and PACKERS PLUS ENERGY ISERVICES ,(‘U.S.A.)
`
`IJMITED PARTNERSHIP are collectively relbmsd to as "Packers Plus.” Defendumx DANIEL
`
`THEMIG, PETER KRABBEN and KENNETH PALTZAT ere collectively referred to as
`‘Themig er al."
`
`srmxneumro
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`-
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`-
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`'_
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`'
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`Exhibit 2040
`Exhibit 2040
`IPR2016-01517
`IPR2016-01517
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`III.
`
`JURISDICTION AND VENUE
`
`12.
`Thi Court hasjurisdiction over Packers Plus and Themig at al. as they regularly
`engage in Business in Texas. Further, this Count has jurisdiction over Packers Piusiand Thernig
`
`er al..becsuse the unlawfirl activities of Packers Pius end Themig er al. occurred, in part. in
`
`Texas. All
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`three entities that comprise Packers Plus have conceded that this Court has
`
`jurisdiction over them. The amount in controversy exceeds the minimum jurisdictional limits of
`the Court.
`
`13.
`
`This Court has jurisdiction over Mr. Thernig, in part, because he has made regular
`
`and numerous business trips to ‘Texas, at least some of which substantially relate to the suhieei
`
`matter of.this litigation. Mr. Themig has spent significant amounts of time in Texas conducting
`
`business since 2001. At least some of these trips, if not the mqiority, involved efforts to sell the
`
`Rockseel line of packets that have certain features which were conceived by Mr. Themig while
`
`he was employed by Piaintiflk but not disclosed to Plaintiffs. Additionally, upon inlbrmution
`
`' and belief. at least some of these trips involved efierts to sell products that embodied other
`
`confidential information owned by Plaintiffs. These sales efibrts in Texas resulted in harm to
`
`Plaintiffs through loss of sales of products and services. Thus. at least some of Mr. '1'hemig’s
`
`trips to Texas are substantially related in the claims in this litigation.
`
`Mr. Themig was also aware ofand tools part in Packers Plus’s efforts to market in
`14.
`Texas the Roukseei
`line of packers and other products embodying confidential infommtion
`
`owned by Plaintiffs. Mr. Themig was the President of Packers Plus USA. which was the general
`
`partner ofPackers Plus Texas. Packers Plus Texas had an established place ofbusiness in Texas
`
`fiom around 2003 until around January 2005. Packers Plus USA has had an established piece of
`rm-yr/run.oo;o
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`Exhibit 2040
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`business in Texas since at least January 2005. Packers Pius USA is engaged in the business of
`
`selling the Rockseal line of packers and other products embodying misappropriated confidential
`
`information owned by Plaintiffs. Packers Plus Texas was engaged in the business of selling the
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`Rocksenl iine_ofpaekers and other products embodying misappropriated confidential information
`
`until it ceased operations around January 2005. Mr. Themig participated in the management and
`
`operations ofPackets Plus USA and Packers Pius Texas and took part in directing their activities
`
`'
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`in Texas. Mr. Themig was also it member oftho ‘finnnegement team” that directed all of Packers
`
`P1us's Texu operations. Mr. Themlg directed Packers Plus‘: activities toward Texas while
`
`knowing that one or more product lines being marketed in Texas were unlawfirlly developed
`
`through the use ofHalliburton Energy Services. lne.'s eonfidentiel information. Thus. thi: Court
`
`has specific Jurisdiction over Mr. Themlz based on Mr. 'l‘hemig's own contacts with Texas and
`
`' based on those of Packers Plus. which are attributable to Mr. Themlg by virtue of his
`
`participation in its management and his actual ertdlor constructive knowledge that one or more
`
`Packers Pluepmduet lines were created through uniuwfirl activities. At least some of those
`
`Texas contacts involve marketing and sales ofproducts developed through the unlawfill activities
`
`complained ofin this litigation. Based on the above and other rm. this Coutt has botltgeneral
`
`and speeifiejurisdietion over Mr. 'l'hemig.
`
`15.
`
`This Court has jurisdiction over Mr. Peltzot because he has made regular and
`
`numerous business trips to Texas. at least some ofwhieh substantially relate to the subject matter
`
`has spent significant amounts of time in Texas mnducflu; business
`.of this litigation. Mr.
`since at least 2004. At least sortie of these trips. if not the majority, involved efiorts to sell the
`
`Rookseal line ofpackers. Additionally, upon information and bolieil at least some of these trips
`
`"involved efforts to sell products that embodied other confidential
`
`information owned by
`
`ma-unoouore _
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`'
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`’
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`5
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`5 of 36
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`Exhibit 2040
`IPR2016-01517
`IPR2016-01517
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`Plaintiffls. These sales efforts in Texas resulted in harm to I-lalliburton Energy Services, inc.
`
`‘through loss ofsales ofproducts and services. Thus, at least some ofMr. Paltzat’s trips to Texas
`' are substantially related to the claims in this litigation.
`
`I6.
`
`Mr. Peltzet was also aware of and tool; part in Packers Plus‘: efforts to market in
`
`Texas the Rnokseel line of packers and other products embodying confidential information
`owned by Plaintiffs. Mr. Paltzat was the Secretary and Tieasurer of Packers Pine USA. Mr.
`
`.Peltut participated in the management and operations of Packers Plus _USA and Packers Plus
`Texas and took part in directing their aetivid in Texas. Mr. Peltzat was also a member of the
`
`“rnanegoment team" that directed all of Packers Plus’: Texas operations. Mr. Paltzat directed
`
`Packers Plus’: activities toward Texas while knowing that one or more product lines being
`
`marketed in Texas were unlawflxiiydeveloped through the use ofconfidential information owned
`
`has specific jurisdiction over Mr. Paltzet besed on Mr. Paltzat’s
`by -Plaintifi. Thus, this
`own contacts with Texas and based on those of Packers Plus, which are nnrlbutable to Mr.
`
`Paitzat by virtue of his participation In its management and his actual end/or constructive
`
`knowledge that one or more Packers Plus product lines were created through unlawful activities.
`
`At least some of those contacts involve marketing and sales of products developed through the
`
`unlawfitl ectiviti complained of in this litigation. Based on the above and other facts, this
`
`Court has both general and specific jurisdiction over Mr. Paltzat.
`
`17.
`
`Mr. Krabben was aware of and took part in Pecleers Plus‘: efiorts to market in
`
`Texas the Rockseal
`
`line of packers and other products embodying confidential information
`
`owned by Plaintiffs. Mr. Krebben participated in the management and operations of Packers
`
`Plus USA and Packers Plus Texas and took part in directing their activities in Texas. Mr.
`
`Krabben was a member of the "menegernent team” that directedail of Packers Plus’s Tents:
`
`SIS]-VIIIWIJOIO _
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`'
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`Exhibit 2040
`IPR2016-01517
`IPR2016-01517
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`operations. Mr. Krsbben directed Packers Plus‘: activities toward Texas whlle knowing that one
`' or more product lines being marketed in Terms were unlawfully developed through the use of
`
`confidenlial infcvrmatlon owned by Plaintlfis. Thus, this Court has both general and specific
`
`‘jurisdiction over Mr. Krebben based on Packers Plus's contacts with Texas, which are
`
`attributable to Mr. Krabben by virtue ofhls participation in its management and his actual and/or
`
`constructive knowledge that one or more Packers Plus product lines were created through
`
`unlawfirl activities. At least some of those contacts involve marketing and soles of products
`
`developed through the unlawtlrl activities eomplained of in this litigation.
`
`18.
`
`Mr. Tlrernig was at all relevant times President and in director of Packers Plus
`
`USA. Mr. Pahut was at all relevant times the Secretary, Treasurer. and a. director of Packers
`
`Plus USA. Mr. Krsblroxl was at all relevant times a director of Packers Plus USA. For the
`reasons set forth in Part lV.B, Packers Plus’USA and Thernig er 4:. were not separate entities.
`Packers Plus USA was a sham corporation. and Themlg at al., as officers and directors of
`
`Packers Plus USA, are personally liable for its wrongful conduct. The acts ofPaekers Plus USA
`
`in Texas are also attributable to '1"hemig er al. through their status as offioers and directors of
`Packers Plus USA. Therefore,
`Plus USA's concession that this Court possesses
`
`jurisdiction over it is also imputed to Themlg er al. Further, Packers Plus USA‘: acts in Texas
`
`are attributable to Thernig er at. such that this Court has jurisdiction over thorn individually. In
`
`' oartieular, Packers Plus USA, acting both as general partner of Pickers Plus Texas I06 0!! 11!
`
`own hehali; maintained an ongoing business in Texas marketing, selling, and servicing products
`
`suffioient to vest this Court with general jurisdiction over it. Also, Packers Plus USA's specific
`
`' contacts with the State ofTexss involving sales ofproducts that are the subject ofthis lawsuit are
`
`gufiicient to vest this Court with specific jurisdiction over it for all causes of action assened In
`
`arse-urlreusern’
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`'
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`‘.
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`7 of 36
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`Exhibit 2040
`IPR2016-01517
`IPR2016-01517
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`this lawsuit. Those contacts and activities are attributable to Themig at al. for in perronam
`
`'
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`jurisdiction purposes, providing this Court with in persafiamjurlsdlotlon over Thernig er al.
`
`19.
`
`Venue is proper in Midland County. Texas pursuant to § 15.002 of the Texas
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`Civil Practice and Remedies Code, because: (a) it is I county in which all or a substantial part of
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`the events giving rise to the claims occurred; and (b) two ofthe entities collectively referred to as
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`Packers Plus maintain rand/or maintained a principal place ofbusiness in Midland County, Texas.
`IV.
`
`BACKGROUND
`
`20.
`
`Hailiburton Energy Services. Inc. is a leader in the energy services industry and
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`offers a broad array of products and services to upstream oil and see customers worldwide.
`
`Within the various business segments of I-Ialliburton Energy Services, Inc.
`
`is the Production
`
`Optimization segment that tests. measures and provides means to manage and/or improve well
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`production once 9. well is drilled and, in some cases, utter it has been producing. The Production
`
`Optimization segment consists of Completions and Reservoir Optimization services, including
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`well completion equipment, well testing. service tool: and reservoir monitoring.
`
`2].
`
`Haliiburton Energy Services, Inc}: vast experience and investment in research
`
`and development has established it as a leading innovator In the oilfield service sector, Including
`
`the well completions industry. Hallihurton Energy Services, Inc.. through its predecessor
`
`companies and companies that have been acquired. has been involved in the well completions
`
`‘ business for over eifltty (80) years. Among Hailiburton Energy Services, Ino.‘s technological
`
`advances in well completions operations are its design: and solutions that hrvolve the use of
`
`downhole packers and related equipment. In general, a packet is a downhole tool that consists of
`
`a sealing device, _u setting device, a gripping device
`llllwlllllndulo
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`(typically) an inside passage for
`B
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`8 of 36
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`Exhibit 2040
`IPR2016-01517
`IPR2016-01517
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`downhole fluids.
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`In addition to other uses. packers are used to seal the annular space between
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`the production tubing and well using (or borehole) while allowing produced fluids (x.¢., oil and
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`' gas) to flow through the casing perforations and into the production tubing. I-leiliburton Energy
`' Services. lnc.'s packer designs allow customers to optimize well performenee.
`
`22.
`
`Halllbtrton Energy Services, Ino.’s vast experience in the oilfield service sector is
`
`due.
`
`in pert, to various mergers and acquisitions over the past several decades. Helliburton
`
`Energy Services. lnc.’s corporate structure has undergone various changes due to these mergers
`
`and acquisitions. Relevant to this lawsuit. Helliburton Energy Services, inc. acquired Dresser
`
`lndusu-ies, Inc.
`
`in 1998. At the time of acquisition. Dresser Industries, Inc. had a well-
`
`estublished reputation as a successful oilfield service company.
`
`Included within Dresser
`
`Industries. Inc. was it division called Guiberson or Guiberson AVA. For brevity. Halliburton
`
`Energy Services, Inc. and the companies acquired by it in the 1998 acquisition, as well as its
`
`predecessor companies and amliated companies (e.g., Hallllaurton Gxoup Canada). are
`
`hereinafter collectively referred to as I-lalliburton, unless expressly noted below.
`
`23.
`
`As a leading innovator in the oilfield service sector, Helliburson has taken
`
`extensive measure: to protect its confidential and pmprieiary infortntttion, including its trade
`
`secrets. To this end. Halliburton has implemented and strictly followed various policies and
`
`procedures to protect
`
`such information.
`
`For exlrnple. 1-lstl|lburtotI’s engineering end
`
`manufacturing documents are labeled with “Confldentiel" legends and not publicly disseminated.
`
`Further. Halliburton requires that many of its employees (e.g.. managers. engineers, field
`
`technicians) sign confidentiality agreements, which prevent the employees l‘ro'm disclosing (to
`
`third-parties) I-Ialliburt:on‘s confidential and proprietary information.
`
`l-lalllburton‘s efforts to
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`maintain the secrecy of its innovative equipment and solutions are vital to I-Ialliburtocfs
`sm-vmmaoro
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`Exhibit 2040
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`continued business success in the oilfield industry, and thus, I-Ianlbm-rm cgmfiflly “hm, to 1,,
`
`policies. Without
`
`the ability to maintain control over its confidential and proprietary
`
`information, Halliburton would lose much of its competitive advantage and would not be able to
`
`reap the benefits ofits substantial capital investment in research and development.
`A.
`
`THEMIG ETAL
`
`24.
`
`Themig at al. are all fonner employees of one or more Halllburton entities.
`
`‘These individuals held various positions while employed at Hailiburton. Mr. Themig was
`
`employed by Hnlliburton for over fifieen years, and at the time of his resignation, he held the
`
`position of Account Leader. Mr. Thernig was employed by Halllburton in both Canada and the
`United States. Mr. Krabben was employed by I-ialllburton for over twenty years, and at the time-
`of his resignation, he held the position of Technical Advisor. Mr. Paltzot was also employed by
`
`Halliburton for over twenty years. At the time of his rerlgnntion, Mr. Paltznt held the position of
`
`_ Service Coordinator. All three individunls worked in i-lelliburton's well completions business.
`
`25.
`
`Due to their positions at l-ialllbm-ton, Themig er al. had access to certain
`
`Halllburtnn confidential and proprietary information. More panicrxlarly, while employed by
`
`Halliburton. Themlg er al. had substantial access to, at least. the following confidential and
`
`proprietary information:
`(a) Halliburtorfs technical product manuals;
`(b) Hll|ibl)l10l'I’!
`engineering and machine drawings; (c) Halliburtorrs materiel specifications: (cl) Hallibu:-ton‘:
`
`engineering standards; (e) Hellibus-ton’s tool design and development stretogiel; (i) Hollibul-ton’:
`operaflonal and project protocols and guidelines; (g) I-Ialliburtonfl customer service methods.
`
`files, reports and relaxed specific customer project documents; 0|) H3“ib“"°“’3 P"°5°°‘ md
`
`product pricing schedules:
`
`(1) Helliboreows project kidding prwflwll find (D V3710“! °th°}’
`
`smwimcow
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`'
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`I
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`_
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`b
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`p
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`-_
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`_
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`10
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`10 of 36
`10 of 36
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`Exhibit 2040
`Exhibit 2040
`IPR2016-01517
`IPR2016-01517
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`
`
`.,:.A,v..,.~,-».<
`
`confidential information concerning the employment responsibilities ot'Themig el al. Each of
`
`the above categories consists of sensitive information that Halliburton has protected as
`confidential and proprietary. This infiormstion is used by Hslliburton in its basins and gives
`
`Halliburton I distinct business sdvarmge over its competitors.
`
`26.
`
`In firrtherenee of Hallibur1on’s corporate policies to protect its confidential and
`
`proprietary information. Themig er al. were required to execute various Hnlliburton inwllectuel
`
`property and eontidentiality sgreements (hereinafter "Agreemerrls"). The following language is
`
`representative ofthe provisions set forth in the Agreements:
`
`1.
`
`-
`
`2.
`
`I shall promptly disclose to Dresser Industries. Inc. or its designee any and all
`inventions, developments or innovations (hereinafter referred to us “said
`inventions"), whether
`pstenteble
`or
`unpetenteble,
`oopyrlghtsble or
`tmcopyrightnble, made or conceived by me. either solely or jointly with
`others: (rs) during the term of my ernployrnent that relate to, or arise out of.
`any developments, services or products of. or pertain to the business of
`Dresser Industries, inc. or any of its subsidiaries or divisions and (b) for a
`period of six (6) months after termination of my employment said inventions
`that relate to, or arise out of. any development, services or producu that l
`have been concerned with during the term ofmy employment.
`
`I hereby ‘assign and agree to assign to Dresser Industries. inc... its successors
`and assigns, my entire right. title and interest in and to any of said inventions.
`fill)
`
`I shall not, during the term of my employment or thereefier, disclose to others
`5.
`' or use my confidential technical or business information belonging either to
`~ Dresser Industries, Inc. or to a customer or client ofbresser Industries, Inc.'s
`except as authorized in writing. respectively. by Dresser Industries, Inc. or
`such customer or client. “Confidential technical or other confidential business
`information” means any information which I learn or originate during the
`course of my employment. regardless of whether it is written or otherwise
`tangible that (e) is not generally available to the public and (b) gives one who
`uses it an advantage over competition.
`
`6. Upon termination of my employment. I shall surrender to Dresser Industries.
`inc. any and all things such as drawings. manuals. documents, photography.
`computer progrerns and the like (including all copies thereof) that I have in
`
`sruqralnumno
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`Exhibit 2040
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`my pouessian relating to the business
`division or subsidiarythereof.
`
`,
`I
`I d
`fD
`0 ms“ D “mes, M or my
`
`Thus. Thernig at al. owed Halliburton at
`
`least the following obligations pursuant to the
`
`Agreements:
`
`(a) Themig el :21. must promptly disclose to Halliburton all inventions made by
`
`Thomlg et al. during their Halliburtnn employment; (b) Themlg et a]. must promptly disclosg go
`Helliburton all
`inventions mode by Themig et
`within six months of resigning from
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`I-ialliburton, ifsuoh inventions relate to their work at Hulliburton; (c) Themig at al. must assign
`
`the inventions listed in items (a) and (II) to Hailiburton; (d) Themig er al. shall not disclose (to
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`third-pm-ties)I-ielIibu1'ton's confidential and proprietary information; (a) Themig at al. shall not
`
`_ me I-inl1iburton'e confidential and proprietary lnfarmntion outside of Hnlltburtorfs business; and
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`(1) upon resignation. Themig at al. were required to surrender all of I-lalllburton's confidential
`
`and proprietary information. Mr. Krabben signed such Agreements in 1979 and I994. and Mr.
`
`Pultzat signed such Agreements in I978 and 1994. Upon information and belief, Mr. Themig
`
`signed such an Ayeexnent in at least the 1990's. Mr. Themig also signed such an Agreement on
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`January 31. 1980. These Agreement: between Halllbm-ton (a Texarrbesed company) and
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`Themig et.al. are a further basis for this Court to exercise personal jurisdiction over Thernig
`¢l.al.
`
`27.
`
`Mr. Themig was hired by Hnlliburton to invent technology to satisfy the needs of
`
`its customers. Mr. Themig's position as a member of Hnlliburtnn’s sales team required him to
`
`develop innovative ways in satisfy the needs of Halliburton's customers. Pursuant to the
`
`understanding between Mr. Themig and I-iulliburton, Mr. Themig was obligated to disclose any
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`ideas that be conceived while employed by l-Ialliburton to Halliburton and to assign any rights he
`might have in such ideas to Haliiburlzon. In flzlfiiling this obligation, Mr. Thernig would bring
`
`his ideas to ‘l-Ialliburtorfs engineering department for further refinement nndlor Ieductinn to
`Sill-IIIIDOLODIO
`_
`‘
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`[2
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`12 of 36
`12 of 36
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`Exhibit 2040
`IPR2016-01517
`IPR2016-01517
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`practice. For example, Mr. ‘Ibemig conceived ofI-Lelliburtonw Wizard packer and disclosed it to
`
`Mr. Muscrofi to allow Mr. Musorofi to assist Mr. Thunlg in reducing Mr. 'l'hemig’s conception
`
`3 to practice. Mr. Themig was also a named inventor on It least three patents assigned to
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`l-Ialliburton directed to inventions conceived by Mr. Themig while he was employed by
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`Halliburton. Those three patents are US. Patent Nos. 6,244,340; 5,117,913; and 4,942,925. Mr.
`
`Themig assigned these patents to l-Islliburton pursuant to the understanding of the parties that
`Mr. Themig was hired to invent tools for Hullihurten customers.
`
`B.
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`FORMATION OF PACKERS PLUS
`
`28.
`
`Afier working for Halliburton for many years and signing the Agreements,
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`Themig er al. resigned from Helllburtnn in 2000 and formed Packers Plus Canada. As described
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`in detail below, Packers Pius Canada and the other later-formed Packers Plus entities, as well as
`
`Themig et al., have engaged in unlawful activities that are has-mlirl to I-lelllburbon’s business.
`
`These unlowfiil activities
`
`include breach of the above-quoted contractual provisions.
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`misappropriation of trade secrets and tortious interference with contract. as well as other illicit
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`‘ conduct.
`
`29.
`
`As the founders of Packers Plus Cenede. Themig et al. actively reeruited verlous
`
`former Helliburton employees, including Sloane Muscroll. According to Mr. 'l'hemig’s efiiduvit,
`
`Mr. Muscrofi was the first employee at Packers Plus Canada.
`
`(See Exhibit I at pmgrlph 3)-
`
`Mr. Muscrofl was hired by Packers Plus Canada as I design engineer. Id. Upon lnforrnaiioll and
`belief, Mr. Muserofrs duties and responsibilities as a design engineer included designing packers
`
`and preparing drawings for the packers. Prior to joining Packers Plus Canada. Mr. Muserofi
`
`worked at Helliburhon for several years as a design engineer. Like Themig el al., Mr. Muscrofl
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`suq-vmeoz.o-no
`
`'
`
`_
`
`_
`
`.
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`_ 13
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`13 of 36
`13 of 36
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`Exhibit 2040
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`worked in I-lnlliburtorrs well completions business and had access to I-lallibu11on’s conlidentlel
`
`and proprietary information.
`
`In 1997. Mr. Muscrofi also signed a Halliburton intellectual
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`~ property and confidentiality agreement.
`
`30-
`
`As set forth in Mr- T'lI=mis‘a nfaauvlt. "ckers Plus Canada is an oilfield service
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`company that focuses on well completion technology and related services. Alier founding the
`
`Clfladil-ll °°|l|P°»|'I¥. Tilemlg at al. established their Packers Plus Toxua business in Midland in or
`around 2003. Packels Plus Texas, as well as Packets Plus USA, also focuses on the well
`
`completions business. Because of their focus. Packers Plus Canada and the other Packers Plus
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`entities are in direct competition with Helliburton in the well completions business. including
`
`direct competition in the marketplace for packers. Mr. Theml5's aflidavlt makes clear that he
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`and Messrs. Krabben and Pniizst effectively control Packers Plus Texas, as well as the other
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`' Packers Plus entities.
`
`(See Exhibit 1 at parayuph 8). Similarly. the ufiidnvit makes clear that
`
`each corporate entity shares and cross-licenses technology.
`
`> 31.
`
`Based on publicly available information, Packets Plus‘ business includes many
`
`varieties of downholc packers,
`
`including retrievable. seal bore and open hole packers.
`
`Additionally, Packers Pius offers production accessories and service tools that complement their
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`' packer products.
`
`C.
`
`DEFENDANTS' UNLAWFUL CONDUCT
`
`32. V Alter forming Packers Plus Texas, all of mo Packers Plus entitles brought a
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`lawsuit in Midland styled Packers Plus Energy Services. at al. v. Peal: Completion Teclmolagie-V.
`
`1nc.. er al. (Cause No. C‘/44605, in the District Court ofMidland County, Texas. 238"‘ Judicial
`District).
`In connection with that lawsuit. Halllburton was served with a subpcma duces tscum
`
`slwyuluoxeoru
`
`_
`
`_
`
`I
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`.
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`14
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`14 of 36
`14 of 36
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`Exhibit 2040
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`IPR2016-01517
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`on or about September 30. 2004. It was around that time that Hullibunon started to learn About
`
`the unlawful activities ofPackers Plus and Tlzelnig at al.
`33.
`
`More specifically. several months alter being served with the subpoena,
`
`'
`
`I-lalliburton became aware of deposition testimony given by Mr. Muscrofi in connection with the
`
`. Packers Plus/Peak Completion lawsuit. As described above, Mr. Muscrofl was a former
`
`engineer at Hnlliburton and was hired by Packers Plus to design its packers. Mr. Muscrofl's
`
`testimony reveals the egregious nature of the illicit conduct of Packers Plus and Themig et aI.,
`
`including thefi and use ofHalllbunon confidential drawings:
`
`Q.
`
`P’
`
`p";>p.>¢..>-x.=.>-9
`
`Slll-VIIIWLIIIII
`
`When you lofl. Halliburlon did you have possession on any of your
`computers or discs of CD'S or other similar medium, posseulon of any
`Hulliburton or Guiberson rneohnnloal drawings‘?
`
`Yes, I did.
`
`O an 3
`
`Did you use any of those drawinge ufier you lefi I-IallibuI1‘.on7
`I believe so, yes.
`
`For what purpose?
`
`I was instructed to by my employers.
`
`And which employers?
`
`Packers Plus.
`
`What drawings and what instructions?
`
`We probably too numerous to go into hate. but generally . . ..
`010$
`
`And who is It that told you to mine mechanical drawings from Halliburnon?
`
`I was told at the meeting in December of‘ 1999 that I should try and take
`anything that they wouldn't notice IJBIIIQ Halllburton.
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`15 of 36
`15 of 36
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`Exhibit 2040
`IPR2016-01517
`IPR2016-01517
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`Q.
`
`And who told you that‘?
`
`_ A.
`
`Mr. Themig.
`
`Q.
`
`A.
`
`Q.
`
`A.
`
`Q.
`
`A.
`
`Q
`
`A.
`
`Q.
`
`A.
`
`And who else was present when he told you that?
`
`Mr. Pnllzal and Mr. Krabben. ' ‘ ‘
`
`Did you take any drawings of Helllburton packers?
`
`I believe that would have been in ihere,yee.
`
`And do you have any Hellibrurbon packer drawing in your computer now?
`
`Probably. yes.
`
`Did You use thou I-Ialllbumn packer drawings during your employment
`with Packers Plus?
`
`Yes. sporudieally, I guess.
`
`CI.
`
`Well, did you share those drawings with anyone else?
`
`Will: the principals ofPaekers Plus, yes.
`
`The above testimony was given by Mr. Muscrofi on September l5. 2004.
`
`34.
`
`Mr. Museum’: deposition testimony illustrates the unlawful notivitics of'I'hemig
`
`et
`
`(:1. and Packers Plus with respect to their treatment of Hellilm-ton’: confidential and
`
`proprietary information. Mr. Muse:-ofi was employed by Packers Plus as an engineer to design
`
`tools and prepare drawings for Packers Plus, and at all relevant times. was acting within the
`
`-
`
`scope of his employment for the benefit o1'Paekers Plus. Tinemig er al., es founders. principals,
`
`directors, officeus and employees of Packers Plus, instructed. condoned and advocated
`
`’ Muscroi't’s retention and use ofI-lalliburton’s oonfidentinl and pruprieinry infomution, including
`
`1-Ialliburton's engineering and meeluanleel dmwings. The directions given by Thetniz at al. to
`
`Mr. Musorofi were egregious to ihe point of instructing Mr. Muecrofi to oonfiscaieas many
`sm.vmm.om
`‘
`_
`15
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`16 of 36
`16 of 36
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`Exhibit 2040
`Exhibit 2040
`IPR2016-01517
`IPR2016-01517
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`i-Ielliburton documents as possible. As further illustrated by Mr. Muscrofi's cestlrnony, the
`
`stolen confidential and proprietary information was used in Packers Plus’ business. Upon
`iniorrnafion and belief‘ and as further described below, Packers Plus’ unlewml use of
`
`Hciliburton's confidential and proprietary information includes the incorporation of that
`
`information into the features of various Packers Plus’ product lines.
`
`35.
`
`in addition to the I-Iallihuxton drawings that were stolen by Mr. Muscrofi end
`
`unlawfully used by Packers Plus, shortly before filing this luwwit Halliburton became aware that
`
`Packers Plus has possession ofothcr Halliburton confidential and proprietary inforrrnation. The A
`
`additional
`information that was stolen fiom l-lalliburtbon includes: (a) certain Halliburton
`technical product manuals (e.g.. Guiberson G-6 and (3-77 Packer Technical Manuals); (b)
`
`Hulliburtotfe design development strategies; (c) i-iniIibumcn’s operational end project protocols
`and guidelines (e.g., pecker installation plans); (d) HalIihurton's customer service methods, files.
`
`reports and related specific customer project documents (e.g., various ease hiscories, customer
`
`usage luistories,