Case 4:24-cv-00839 Document 1 Filed on 03/06/24 in TXSD Page 1 of 22
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`IN THE UNITED STATES DISTRICT COURT
`FOR THE SOUTHERN DISTRICT OF TEXAS
`HOUSTON DIVISION
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`U.S. WELL SERVICES, LLC, U.S. WELL
`SERVICES HOLDINGS, LLC, PROFRAC
`MANUFACTURING, LLC, PROFRAC
`SERVICES, LLC
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`Plaintiffs,
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`vs.
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`LIBERTY ENERGY, INC., LIBERTY
`OILFIELD SERVICES LLC, LIBERTY
`ADVANCED EQUIPMENT TECHNOLOGIES
`LLC, ST9 GAS AND OIL LLC,
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`Defendants.
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`Civil Action No. 4:24-cv-00839
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`JURY TRIAL DEMANDED
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`PLAINTIFFS’ ORIGINAL COMPLAINT
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`Plaintiffs U.S. Well Services, LLC, U.S. Well Services Holdings, LLC (collectively,
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`“USWS”), ProFrac Manufacturing, LLC (“ProFrac Manufacturing”), and ProFrac Services, LLC
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`(“ProFrac”) (collectively, “Plaintiffs”) file this Complaint for Patent Infringement against Liberty
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`Energy, Inc., Liberty Oilfield Services LLC, and Liberty Advanced Equipment Technologies LLC
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`(collectively, “Liberty”) and ST9 Oil and Gas LLC (“ST9”) (collectively, “Defendants”), and
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`allege as follows:
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`NATURE OF THE ACTION
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`1.
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`This complaint asserts claims for breach of contract, trade secret misappropriation
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`in violation of the Defend Trade Secrets Act, 18 U.S.C. §§ 1832, et seq. (the “DTSA”) and the
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`Texas Uniform Trade Secrets Act, Tex. Civ. Prac. & Rem. Code Ann. §§ 134A.001 to 134A.008
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`1
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`LIBERTY EXHIBIT 1017, Page 1
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`Case 4:24-cv-00839 Document 1 Filed on 03/06/24 in TXSD Page 2 of 22
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`(the “TUTSA”), and patent infringement arising under the Patent Laws of the United States, 35
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`U.S.C. §§ 1, et seq., including §§ 271, 281, 284, and 285. This action involves U.S. Patent Nos.
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`11,459,863, 10,598,258, 11,091,992, 10,655,435, and 11,208,878.
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`THE PARTIES
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`2.
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`U.S. Well Services, LLC is a limited liability company duly organized under the
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`laws of the state of Delaware. Its principal place of business is located at 333 Shops Boulevard,
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`Willow Park, Texas 76087.
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`3.
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`U.S. Well Services Holdings, LLC is a limited liability company duly organized
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`under the laws of the state of Delaware. Its principal place of business is located at 333 Shops
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`Boulevard, Willow Park, Texas 76087.
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`4.
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`ProFrac Manufacturing, LLC is a limited liability company duly organized under
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`the laws of the state of Texas. Its principal place of business is located at 333 Shops Boulevard,
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`Willow Park, Texas 76087.
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`5.
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`ProFrac Services, LLC is a limited liability company duly organized under the laws
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`of the state of Texas. Its principal place of business is located at 333 Shops Boulevard, Willow
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`Park, Texas 76087.
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`6.
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`Upon information and belief, Liberty Energy, Inc. is a corporation organized under
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`the laws of the State of Delaware with its principal place of business at 950 17th Street, Suite 2400,
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`Denver, CO 80202. Upon information and belief, Liberty Energy, Inc. sells, offers to sell, and/or
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`uses products and services throughout the United States used for hydraulic fracturing and related
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`services for use in oil and natural gas exploration and production, including in this judicial district.
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`LIBERTY EXHIBIT 1017, Page 2
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`7.
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`Upon information and belief, Liberty Oilfield Services LLC is a subsidiary of
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`Liberty Energy, Inc. and is a limited liability company organized under the laws of the State of
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`Texas with a regular and established place of business at 800 Gessner Rd. Suite 1000 Houston, TX
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`77024.
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`8.
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`Upon information and belief, Liberty Advanced Equipment Technologies
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`(formerly ST9 Gas and Oil LLC) is a subsidiary of Liberty Oilfield Services LLC and is a limited
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`liability company organized under the laws of the state of Texas with a regular and established
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`place of business at 318 Magnolia Business Park Dr., Magnolia, TX 77354.
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`JURISDICTION AND VENUE
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`9.
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`The claims for patent infringement arise under the patent laws of the United States,
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`35 U.S.C. § 271.
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`10.
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`The Court has federal-question subject matter jurisdiction over Plaintiffs’ patent
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`infringement claims arising under the patent laws of the United States pursuant to 28 U.S.C.
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`§§ 1331 (federal question) and 1338 (patents). The Court has federal-question subject matter
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`jurisdiction over Plaintiffs’ trade secret misappropriation claim arising under the DTSA pursuant
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`to 28 U.S.C. §§ 1331 (federal question).
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`11.
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`The Court has supplemental jurisdiction over USWS’s breach of contract, TUTSA,
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`and other state law claims under 28 U.S.C. § 1367 because those claims form part of the same case
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`or controversy under Article III of the United States Constitution and are based on the same
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`underlying nucleus of fact.
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`12.
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`The parties’ NDA (as defined below) underlying this matter further provides that
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`the exclusive jurisdiction for litigation of any dispute arising out of the NDA shall be litigated by
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`LIBERTY EXHIBIT 1017, Page 3
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`the parties in the federal or state courts located in Houston, Texas. This Court has personal
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`jurisdiction over Defendants. Defendants have continuous and systematic business contacts with
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`the State of Texas. Defendants, directly and/or through subsidiaries or intermediaries (including
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`distributors, retailers, and others), conduct business extensively throughout Texas, by shipping,
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`distributing, offering for sale, selling, and advertising (including the provision of an interactive
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`web page) products and/or services in the State of Texas and the Southern District of Texas.
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`Defendants maintain locations in Houston, Texas and Magnolia, Texas and are responsible for
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`sales, offers to sell, and/or use of infringing products and services in the United States, including
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`in the Southern District of Texas. Defendants regularly do business or solicit business, engage in
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`other persistent courses of conduct, and/or derive substantial revenue from products and/or
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`services provided to individuals in the State of Texas.
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`13.
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`Defendants, directly and/or through subsidiaries or intermediaries (including
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`distributors, retailers, and others), have purposefully and voluntarily placed one or more products
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`and/or services in the stream of commerce that practice the Asserted Patents (as defined below)
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`with the intention and expectation that they will be purchased and used by consumers in the
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`Southern District of Texas. These products and/or services have been and continue to be purchased
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`and used by exploration and production companies in the Southern District of Texas.
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`14.
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`Venue is proper in this judicial district under 28 U.S.C. §§ 1391 and 1400(b)
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`because Defendants haves committed acts of infringement and have a regular and established place
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`of business in this District. Defendants have at least two physical locations in the Southern District
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`of Texas, at an office in Houston at 800 Gessner Rd. Suite 1000 and at a manufacturing facility in
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`Magnolia at 318 Magnolia Business Park Drive. Upon information and belief, Defendants have
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`LIBERTY EXHIBIT 1017, Page 4
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`hundreds or thousands of employees working throughout the state of Texas, including within the
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`Southern District of Texas, and in cities such as Midland, Magnolia, Cibolo, Plano, and many other
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`cites spread out across the state. Upon information and belief, many of these employees across the
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`state work in various capacities on the accused products including digiFrac, and many of these
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`employees working on the accused product also work out of Defendants’ Houston office, at 800
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`Gessner Road Suite 1000, as well as the manufacturing facility in Magnolia at 318 Magnolia
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`Business Park Drive. Upon information and belief, Defendants manufacture digiFrac at the
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`Magnolia facility.
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`15.
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`Upon information and belief, the products accused of infringement in this case are
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`manufactured by or on behalf of Defendants.
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`FACTUAL BACKGROUND
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`I. USWS’s Breakthrough E-Frac Technology
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`16.
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`This case involves technology for systems, services, and products for oil and gas
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`exploration and production, particularly relating to well stimulation.
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`17.
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`USWS was founded in 2012 with its headquarters in Houston, Texas and provides
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`services at well sites to exploration companies, including hydraulic fracturing services.
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`18.
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`In July 2014, USWS successfully deployed Clean Fleet, the first all-electric
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`hydraulic fracturing (E-Frac) system in the fracturing industry. USWS earned public acclaim for
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`this breakthrough, including a New Technology Development Award at the Annual Oil & Gas
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`Awards in March 2015. Clean Fleet has saved USWS customers millions of dollars in operational
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`costs and led to long-term contracts with some of the largest exploration and production companies
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`in the world.
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`LIBERTY EXHIBIT 1017, Page 5
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`19.
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`USWS has applied for and obtained dozens of patents relating to E-Frac and
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`continues to be a leading innovator in the oilfield services industry. Owing to USWS’s operational
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`and technological success relating to E-Frac, USWS was purchased in 2022 by ProFrac’s parent
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`company, which boasts one of the largest number of fleets in the well stimulation industry.
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`II. Relationship Between the Parties
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`20.
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`Liberty was founded in 2011, with its headquarters in Denver, Colorado, and offices
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`in Houston and Magnolia, Texas.
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`21.
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`Liberty provides hydraulic fracturing services and related technologies in oil and
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`natural gas basins, including the Eagle Ford Shale which underlies portions of south Texas,
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`including in the Southern District of Texas.
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`22.
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`Liberty advertises that it offers customers hydraulic fracturing services, together
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`with complementary services including wireline services, proppant delivery solutions, data
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`analytics, related goods, and technologies that will facilitate lower emission completions. See
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`Liberty 2022 Annual Report and 10K at 36 (March 10, 2023).1 Included in these services are
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`hydraulic fracturing equipment and services that power pumps with natural gas and electricity,
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`which Liberty markets as “digiFrac.” Id. at 14.
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`23.
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`Liberty acquired ST9 on or around 2018 and claims to have begun developing
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`digiFrac that year. Id. at 26.
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`1 Available at https://investors.libertyfrac.com/~/media/Files/L/Liberty-OilField-IR-V2/financial-
`information/2020-04-21-liberty-energy-inc-audit-committee-charter-amended.pdf.
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`LIBERTY EXHIBIT 1017, Page 6
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`24.
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`ST9 was founded by Chris Buckley in 20172 and publicly launched3 at the 2017
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`Offshore Technology Conference (“OTC”). That year, ST9 offered a number of products used in
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`hydraulic fracturing, including well service pumps and well stimulation pumps. 4
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`25.
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`On May 25, 2017, ST9 and USWS entered into a Mutual Confidentiality and
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`Nondisclosure Agreement (Exhibit 1) (the “NDA”) for the purpose of evaluating a possible
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`business relationship between the parties. NDA, § 1. The NDA remains in force today. To that
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`end, the NDA imposed on the party receiving confidential information strict confidentiality
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`obligations with respect to all information disclosed subject to the agreement.
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`26.
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`USWS engaged ST9 in reliance on ST9’s promise to maintain the secrecy of both
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`confidential information provided by USWS and work product created by ST9 for USWS.
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`27.
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`Among other restrictions, the NDA states that the party receiving confidential
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`information “will not use it to compete in any direct or indirect manner against the Disclosing
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`Party or deliberately disclose it to others or use such Confidential Information for any reason other
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`than the Purpose or as otherwise authorized under this Agreement….” Id. at § 3.1.
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`28.
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`In or around October 2017, Mr. Buckley and USWS personnel began discussions
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`regarding “Project FOaLT.” The concepts disclosed to Mr. Buckley and ST9 by USWS personnel
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`included a next generation electric hydraulic fracturing fleet utilizing pumps with higher multiples
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`of plungers than conventional fracturing pumps, which use either three or five plungers.
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`2 See https://web.archive.org/web/20231002004118/https://st9go.com/about/.
`3 See https://web.archive.org/web/20170503054917/http://www.chron.com/jobs/article/New-
`projects-products-technology-abound-at-OTC-11107668.php.
`4 See https://www.worldpumps.com/content/news/former-weir-vp-launches-new-company-to-
`serve-upstream-oil-gas-sector.
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`LIBERTY EXHIBIT 1017, Page 7
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`29.
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`Upon learning that ST9 had been acquired by Liberty, USWS ended the
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`collaboration. However, the NDA was still in place. Subsequently, ST9 made a LinkedIn post
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`advertising seven- and nine-plunger pumps. Counsel for USWS then sent a letter to Liberty
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`alleging breach of the NDA by disclosing USWS’s confidential information. Mr. Buckly
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`responded stating that he would look into the matter and follow-up within thirty days, but no
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`follow-up was ever received by USWS.
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`30.
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`Liberty and ST9 launched digiFrac in 2021, which incorporates many of the
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`elements originally disclosed to ST9 by USWS personnel in violation of the NDA.5
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`DEFENDANTS AND THEIR INFRINGING PRODUCTS AND SERVICES
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`31.
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`Defendants market digiFrac to customers, which they allege is “the industry’s first
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`purpose-built fully integrated electric frac pump with high power density and significantly lower
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`emissions relative to the best next generation frac technology available in the market.”6 Defendants
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`also describe digiFrac as utilizing ten small electric motors to power each pump.7
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`5 See https://investors.libertyfrac.com/press-releases/2021/07-07-2021-113010665.
`6 See https://investors.libertyfrac.com/press-releases/2021/07-07-2021-113010665.
`7 Available at https://investors.libertyfrac.com/~/media/Files/L/Liberty-OilField-IR-V2/financial-
`information/2020-04-21-liberty-energy-inc-audit-committee-charter-amended.pdf.
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`LIBERTY EXHIBIT 1017, Page 8
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`32.
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`Defendants further describe digiFrac as containing bespoke gear reducer
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`transmissions, dual VFDs for rectifying and modulating power to the motors, and as having a
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`septuplex (seven-plunger) fluid end.8 It is further shown that the digiFrac system is available on a
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`trailer containing adjacent areas at different heights, one area containing the pump and electric
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`motors.
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`8 See digiFrac Product Specifications, available at
`https://web.archive.org/web/20221129010242/https://st9go.com/wp-content/uploads/2021/11/20-
`ST9-0035_ProductSheet_digiFrac.pdf.
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`LIBERTY EXHIBIT 1017, Page 9
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`33.
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`The aforementioned confidentiality obligations remain in full force under the terms
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`of the NDA, which has never been terminated by either party. Moreover, by its terms, the foregoing
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`obligations survive even termination of the NDA. The NDA expressly acknowledges that breach
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`of confidentiality obligations may cause irreparable harm for which money is inadequate
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`compensation, and that the disclosing party may be entitled to equitable relief by way of injunction.
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`THE ASSERTED PATENTS
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`34.
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`Plaintiffs are the owners in right, title, and interest in and to multiple United States
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`patents and patent applications, including U.S. Patent Nos. 11,459,863 (the “’863 Patent”),
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`LIBERTY EXHIBIT 1017, Page 10
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`10,598,258 (the “’258 Patent”), 11,091,992 (the “’992 Patent”), 10,655,435 (the “’435 Patent”),
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`and 11,208,878 (the “’878 Patent”) (collectively, the “Asserted Patents”). The Asserted Patents
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`are valid and enforceable, and the inventions claimed in the Asserted Patents were novel, non-
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`obvious, unconventional, and non-routine at least as of their respective filing dates.
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`35.
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`On October 4, 2022, the ’863 Patent, entitled “Electric Powered Hydraulic
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`Fracturing Pump System With Single Electric Powered Multi-Plunger Fracturing Pump,” was duly
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`and legally issued. Plaintiffs own the entire right, title, and interest in the ʼ863 Patent and are
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`entitled to sue for past and future infringement. A true and correct copy of the ’863 Patent is
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`attached as Exhibit 2.
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`36.
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`On March 24, 2020, the ’258 Patent, entitled “Multi-Plunger Pumps And
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`Associated Drive Systems,” was duly and legally issued. Plaintiffs own the entire right, title, and
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`interest in the ʼ258 Patent and are entitled to sue for past and future infringement. A true and
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`correct copy of the ’258 Patent is attached as Exhibit 3.
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`37.
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`On August 17, 2021, the ’992 Patent, entitled “System For Centralized Monitoring
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`And Control Of Electric Powered Hydraulic Fracturing Fleet,” was duly and legally issued.
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`Plaintiffs own the entire right, title, and interest in the ʼ992 Patent and are entitled to sue for past
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`and future infringement. A true and correct copy of the ’992 Patent is attached as Exhibit 4.
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`38.
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`On May 19, 2020, the ’435 Patent, entitled “Smart Fracturing System And Method”
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`was duly and legally issued. Plaintiffs own the entire right, title, and interest in the ʼ435 Patent and
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`are entitled to sue for past and future infringement. A true and correct copy of the ’435 Patent is
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`attached as Exhibit 5.
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`LIBERTY EXHIBIT 1017, Page 11
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`39.
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`On December 28, 2021, the ’878 Patent, entitled “Modular Switchgear System And
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`Power Distribution For Electric Oilfield Equipment,” was duly and legally issued. Plaintiffs own
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`the entire right, title, and interest in the ʼ878 Patent and are entitled to sue for past and future
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`infringement. A true and correct copy of the ’878 Patent is attached as Exhibit 6.
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`COUNT I: CLAIM FOR PATENT INFRINGEMENT OF THE ʼ863 PATENT
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`40.
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`Plaintiffs repeat and reallege the allegations in paragraphs 1–32 and 34–39 as if
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`fully set forth herein.
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`41.
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`Defendants have infringed, contributed to the infringement of, and/or induced
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`infringement of the ’863 Patent by making, using, selling, offering for sale, or importing into the
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`United States, or by intending that others make, use, import into, offer for sale, or sell in the United
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`States, products and/or methods covered by one or more claims of the ’863 Patent including, but
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`not limited to, hydraulic fracturing systems and components thereof.
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`42.
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`Upon information and belief, Defendants’ products and services that infringe one
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`or more claims of the ’863 Patent include at least the digiFrac product line. The product listed is
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`exemplary, and Plaintiffs will be able to provide a more comprehensive list after discovery.
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`43.
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`For example, upon information and belief, Defendants’ digiFrac system infringes
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`at least claim 1 of the ’863 Patent. Defendants make, use, sell, offer for sale, import, export, supply,
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`or distribute within the United States their electric hydraulic fracturing equipment and services and
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`thus directly infringe the ’863 Patent.
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`COUNT II: CLAIM FOR PATENT INFRINGEMENT OF THE ’258 PATENT
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`44.
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`Plaintiffs repeat and reallege the allegations in paragraphs 1–32 and 34-39 as if
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`fully set forth herein.
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`LIBERTY EXHIBIT 1017, Page 12
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`45.
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`Defendants have infringed, contributed to the infringement of, and/or induced
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`infringement of the ’258 Patent by making, using, selling, offering for sale, or importing into the
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`United States, or by intending that others make, use, import into, offer for sale, or sell in the United
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`States, products and/or methods covered by one or more claims of the ’258 Patent including, but
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`not limited to, hydraulic fracturing systems and components thereof.
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`46.
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`Upon information and belief, Defendants’ products and services that infringe one
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`or more claims of the ’258 Patent include at least the digiFrac product line. The product listed is
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`exemplary, and Plaintiffs will be able to provide a more comprehensive list after discovery.
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`47.
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`For example, upon information and belief, Defendants’ digiFrac system infringes
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`at least claim 1 of the ’258 Patent. Defendants make, use, sell, offer for sale, import, export, supply,
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`or distribute within the United States their electric hydraulic fracturing equipment and services and
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`thus directly infringe the ’258 Patent.
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`COUNT III: CLAIM FOR PATENT INFRINGEMENT OF THE ’992 PATENT
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`48.
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`Plaintiffs repeat and reallege the allegations in paragraphs 1–32 and 34–39 as if
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`fully set forth herein.
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`49.
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`Defendants have infringed, contributed to the infringement of, and/or induced
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`infringement of the ’992 Patent by making, using, selling, offering for sale, or importing into the
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`United States, or by intending that others make, use, import into, offer for sale, or sell in the United
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`States, products and/or methods covered by one or more claims of the ’992 Patent including, but
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`not limited to, hydraulic fracturing systems and components thereof.
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`LIBERTY EXHIBIT 1017, Page 13
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`50.
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`Upon information and belief, Defendants’ products and services that infringe one
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`or more claims of the ’992 Patent include at least the digiFrac product line. The product listed is
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`exemplary, and Plaintiffs will be able to provide a more comprehensive list after discovery.
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`51.
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`For example, upon information and belief, Defendants’ digiFrac system infringes
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`at least claim 1 of the ’992 Patent. Defendants make, use, sell, offer for sale, import, export, supply,
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`or distribute within the United States their electric hydraulic fracturing equipment and services and
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`thus directly infringe the ’992 Patent.
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`COUNT IV: CLAIM FOR PATENT INFRINGEMENT OF THE ’435 PATENT
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`52.
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`Plaintiffs repeat and reallege the allegations in paragraphs 1–32 and 34–39 as if
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`fully set forth herein.
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`53.
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`Defendants have infringed, contributed to the infringement of, and/or induced
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`infringement of the ’435 Patent by making, using, selling, offering for sale, or importing into the
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`United States, or by intending that others make, use, import into, offer for sale, or sell in the United
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`States, products and/or methods covered by one or more claims of the ’435 Patent including, but
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`not limited to, hydraulic fracturing systems and components thereof.
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`54.
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`Upon information and belief, Defendants’ products and services that infringe one
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`or more claims of the ’435 Patent include at least the digiFrac product line. The product listed is
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`exemplary, and Plaintiffs will be able to provide a more comprehensive list after discovery.
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`55.
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`For example, upon information and belief, Defendants’ digiFrac system infringes
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`at least claim 1 of the ’435 Patent. Defendants make, use, sell, offer for sale, import, export, supply,
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`or distribute within the United States their electric hydraulic fracturing equipment and services and
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`thus directly infringe the ’435 Patent.
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`LIBERTY EXHIBIT 1017, Page 14
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`COUNT V: CLAIM FOR PATENT INFRINGEMENT OF THE ’878 PATENT
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`56.
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`Plaintiffs repeat and reallege the allegations in paragraphs 1–32 and 34–39 as if
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`fully set forth herein.
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`57.
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`Defendants have infringed, contributed to the infringement of, and/or induced
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`infringement of the ’878 Patent by making, using, selling, offering for sale, or importing into the
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`United States, or by intending that others make, use, import into, offer for sale, or sell in the United
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`States, products and/or methods covered by one or more claims of the ’878 Patent including, but
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`not limited to, hydraulic fracturing systems and components thereof.
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`58.
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`Upon information and belief, Defendants’ products and services that infringe one
`
`or more claims of the ’878 Patent include at least the digiFrac product line. The product listed is
`
`exemplary, and Plaintiffs will be able to provide a more comprehensive list after discovery.
`
`59.
`
`For example, upon information and belief, Defendants’ digiFrac system infringes
`
`at least claim 1 of the ’878 Patent. Defendants make, use, sell, offer for sale, import, export, supply,
`
`or distribute within the United States their electric hydraulic fracturing equipment and services and
`
`thus directly infringe the ’878 Patent.
`
`COUNT VI: CLAIM FOR VIOLATION OF THE DTSA, 18 U.S.C. § 1832, et seq.
`
`60.
`
`Plaintiffs repeat and reallege the allegations in paragraphs 1–33 as if fully set forth
`
`herein.
`
`61.
`
`Project FOaLT information that Plaintiffs provided to Defendants includes
`
`technical and engineering information, both tangible and intangible.
`
`62.
`
`At all times relevant, Plaintiffs have taken reasonable measures to keep Project
`
`FOaLT information secret. Among other measures, Plaintiffs maintained an acceptable use policy,
`
`
`
`15
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`LIBERTY EXHIBIT 1017, Page 15
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`Case 4:24-cv-00839 Document 1 Filed on 03/06/24 in TXSD Page 16 of 22
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`
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`a physical security policy, a password security policy, a cloud computing policy, a third party
`
`management policy, an employee laptop and computer policy, and a malware incident response
`
`policy.
`
`63.
`
`Plaintiffs’ Project FOaLT information disclosed to Defendants included at least the
`
`following trade secrets (as that term is defined in 18 U.S.C. § 1839(3)): Project FOaLT technical
`
`specifications; Project FOaLT design work; Project FOaLT functional plans; and proprietary
`
`knowledge about the design, testing, manufacturing, and assembly of electric hydraulic fracturing
`
`equipment.
`
`64. Much of this trade secret information was disclosed in documentary or presentation
`
`form to Defendants. The documents and information provided to Defendants as alleged in this
`
`paragraph derive actual and potential independent economic value from not being generally known
`
`to, and not being readily ascertainable through proper means by, third parties.
`
`65. Without Plaintiffs’ consent, Defendants used Plaintiffs’ Project FOaLT trade secret
`
`information. Defendants were aware that Plaintiffs’ Project FOaLT information comprised trade
`
`secrets, and that it was improper to disclose and/or use Plaintiffs’ trade secrets in the manner
`
`alleged.
`
`66.
`
`67.
`
`Defendants’ conduct violates the DTSA.
`
`Defendants’ unauthorized use of Plaintiffs’ trade secret information has
`
`proximately caused Plaintiffs irreparable harm that can only be remedied by injunctive relief.
`
`68.
`
`Defendants’ conduct was willful, malicious, and carried out with conscious
`
`disregard for Plaintiffs’ rights.
`
`
`
`16
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`LIBERTY EXHIBIT 1017, Page 16
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`Case 4:24-cv-00839 Document 1 Filed on 03/06/24 in TXSD Page 17 of 22
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`
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`69.
`
`Plaintiffs are entitled to damages for actual loss and unjust enrichment, exemplary
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`damages, attorney’s fees, and injunctive relief on account of Defendants’ violation of the DTSA.
`
`COUNT VII: CLAIM FOR VIOLATION OF THE TUTSA, Tex. Civ. Prac. & Rem. Code
`Ann. §§ 134A.001, TO 134A.008
`
`70.
`
`Plaintiffs repeat and reallege the allegations in paragraphs 1–33 as if fully set forth
`
`herein.
`
`71.
`
`Project FOaLT information that Plaintiffs provided to Defendants includes
`
`technical and engineering information, both tangible and intangible.
`
`72.
`
`At all times relevant, Plaintiffs have taken reasonable measures to keep Project
`
`FOaLT information secret. Among other measures, Plaintiffs maintained an acceptable use policy,
`
`a physical security policy, a password security policy, a cloud computing policy, a third party
`
`management policy, an employee laptop and computer policy, and a malware incident response
`
`policy.
`
`73.
`
`Plaintiffs’ Project FOaLT information disclosed to Defendants included at least the
`
`following trade secrets (as that term is defined in Section 134A(6) of the Texas Civil Practice and
`
`Remedies Code: Project FOaLT technical specifications; Project FOaLT design work; Project
`
`FOaLT functional plans; and proprietary knowledge about the design, testing, manufacturing, and
`
`assembly of electric hydraulic fracturing equipment.
`
`74. Much of this trade secret information was disclosed in documentary or presentation
`
`form to Defendants. The documents and information provided to Defendants as alleged in this
`
`paragraph derive actual and potential independent economic value from not being generally known
`
`to, and not being readily ascertainable through proper means by, third parties.
`
`
`
`17
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`LIBERTY EXHIBIT 1017, Page 17
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`Case 4:24-cv-00839 Document 1 Filed on 03/06/24 in TXSD Page 18 of 22
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`
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`75. Without Plaintiffs’ consent, Defendants used Plaintiffs’ Project FOaLT trade secret
`
`information. Defendants were aware that Plaintiffs’ Project FOaLT information comprised trade
`
`secrets, and that it was improper to disclose and/or use Plaintiffs’ trade secrets in the manner
`
`alleged.
`
`76.
`
`77.
`
`Defendants’ conduct violates the TUTSA.
`
`Defendants’ unauthorized use of Plaintiffs’ trade secret information has
`
`proximately caused Plaintiffs irreparable harm that can only be remedied by injunctive relief.
`
`78.
`
`Defendants’ conduct was willful, malicious, and carried out with conscious
`
`disregard for Plaintiffs’ rights.
`
`79.
`
`Plaintiffs are entitled to damages for actual loss and unjust enrichment, exemplary
`
`damages, attorney’s fees, and injunctive relief on account of Defendants’ violation of the TUTSA.
`
`COUNT VIII: CLAIM FOR BREACH OF CONTRACT
`
`80.
`
`Plaintiffs repeat and reallege the allegations in paragraphs 1–33 as if fully set forth
`
`herein.
`
`81.
`
`82.
`
`83.
`
`Plaintiffs and Defendants are parties to a valid, existing contract: the NDA.
`
`Plaintiffs have performed their obligations under the NDA.
`
`Defendants have breached their obligations under the NDA by making
`
`unauthorized disclosures and/or use of USWS’s confidential information.
`
`84.
`
`Defendants’ breaches have proximately caused USWS and ProFrac foreseeable
`
`monetary harm in an amount to be proven at trial.
`
`85.
`
`Defendants’ breaches have proximately caused Plaintiffs irreparable injury that can
`
`only be remedied by an order of injunctive relief.
`
`
`
`18
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`LIBERTY EXHIBIT 1017, Page 18
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`Case 4:24-cv-00839 Document 1 Filed on 03/06/24 in TXSD Page 19 of 22
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`DEMAND FOR JURY TRIAL
`
`86.
`
`Plaintiffs hereby demand a trial by jury on all claims so triable.
`
`PRAYER FOR RELIEF
`
`WHEREFORE, Plaintiffs respectfully request that this Court enter judgment in their favor
`
`and grant the following relief:
`
`A. Entry of judgment in favor of Plaintiffs against Defendants on all counts;
`
`B. A judgment and order that Defendants infringe the Asserted Patents;
`
`C. A judgment and order that the Asserted Patents are valid and enforceable;
`
`D. Award Plaintiffs damages in an amount adequate to compensate Plaintiffs for
`
`Defendants’ infringement of the Asserted Patents, but in no event less than a reasonable
`
`royalty under 35 U.S.C. § 284;
`
`E. A judgment and order awarding Plaintiffs damages caused by Defendants’ breach of
`
`contract;
`
`F. A judgment and order awarding Plaintiffs damages caused by Defendants’
`
`misappropriation of trade secrets and/or disgorgement of any ill-gotten profits and/or a
`
`reasonable royalty;
`
`G. Award enhanced damages pursuant to 35 U.S.C. § 284;
`
`H. Award Plaintiffs pre-judgment and post-judgment interest to the full extent allowed
`
`under the law, as well as their costs;
`
`I. Enter an order finding that this is an exceptional case and awarding Plaintiffs their
`
`reasonable attorneys’ fees pursuant to 35 U.S.C. § 285;
`
`
`
`19
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`LIBERTY EXHIBIT 1017, Page 19
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`Case 4:24-cv-00839 Document 1 Filed on 03/06/24 in TXSD Page 20 of 22
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`J. Enter a permanent injunction against all of Defendants’ products found to infringe the
`
`Asserted Patents;
`
`K. An order requiring Defendants to comply with the NDA, including § 3.6 prohibiting
`
`the use or construction of any products embodying any confidential information or the
`
`inventions of the Plaintiffs, for use or sale by the