North of 1,000 filings into Uber Technologies Inc.'s legal dispute over driverless car technologywith Alphabet Inc. subsidiary Waymo, the ride-hailing company has unsealed former CEO Travis Kalanick's deposition. In the more than six-hour interview, Kalanick revealed everything from when he learned that former Waymo manager Anthony Levandowski had downloaded thousands of documents on his personal computer, to how the company reacted to this information.
More than that, Kalanick's deposition also reveals how and when Uber's legal department has been involved throughout the acquisition of Otto, Levandowski's company—from the early stages of negotiations through the current suit from Waymo.
In response to request for comment on the deposition Monday, an Uber spokesperson told Corporate Counsel that the "deposition yet again confirms that Uber was focused on building its technology from the ground up," adding that "Uber never wanted any Google material, and took steps to prevent any such material from ever coming to Uber."
A Waymo spokesperson, meanwhile, said in a statement that the deposition confirms that Levandowski improperly downloaded files and had the opportunity to "inject Waymo's trade secrets into Uber's technology[.]" Waymo has "significant and direct evidence that Uber is using stolen Waymo trade secrets," the spokesperson added.
The day after Waymo filed the Feb. 23 complaint against Uber, the San Francisco-based ride-hailing company had an all-hands meeting at which Levandowski revealed that he'd downloaded thousands of documents from Google's self-driving car division Waymo, according to the 329-page transcript of Kalanick's deposition. (Kalanick said later in the deposition that in March 2016, during the deal phase, Levandowski told a group of executives, including Kalanick, that he "had some discs and some content from his previous employer.") The all-hands meeting, Kalanick said, which included San Francisco and Pittsburgh employees on the Advanced Technologies Group team, was meant to assure employees that Uber's technology was built "from the ground up."
Taking on a key role at this meeting, it seems, was Uber associate general counsel of litigation and employment law and labor relations Angela Padilla. According to Kalanick's deposition, which took place on July 27, Padilla spoke "about our confidence that we had built this technology from the ground up, and spoke about, sort of at a high level, sort of the kind of processes we go through to make sure that the technology we build is—is ours."
While Kalanick doesn't recall her going into detail about specific processes, Kalanick said "She did talk about our confidence that we were going to win the case."
Kalanick spoke to employees about the importance of building their own technology, according to his deposition, and added that he had confidence that the "deal team," which included now-chief legal officer Salle Yoo, had "built processes to make sure that content from anybody's previous employer, and certainly Google in this particular transaction, didn't make it to Uber."
Long Night for Uber Lawyers
When it became clear that Levandowski planned to assert his Fifth Amendment right against self-incrimination, attorneys and Kalanick met to discuss the possibility that Levandowski might do this, according to the deposition. Kalanick doesn't remember if Yoo was there, but he said Padilla was, as well as other internal counsel and outside counsel.
Asked about an evening meeting on the subject, Kalanick said: "It feels—it was a very long night with attorneys at Uber. Some of those discussions included Anthony. Some of them did not."
In a letter dated May 26, Yoo fired Levandowski, though he had a period of time to comply with directives to cooperate with the company and the court in turning over materials. Prior to that, Levandowski was removed from his work on a key technology for driverless cars called "LiDAR."
When asked by Quinn Emanuel Urquhart & Sullivan partner Charles Verhoeven, questioning for Waymo, who made the recommendation, Kalanick was instructed by counsel not to answer based on privilege, which may suggest in-house attorneys were behind the decision. "So your lawyers made the recommendation?" Verhoeven questioned.
Kalanick responded that he can't answer the question, but he did explain that the short period of time in between Levandowski's removal from LiDAR and his ultimately being fired was because the company was still hopeful that they could get "him to cooperate with the court and ... with our own internal investigation, as well."
A focal point of this lawsuit has been the diligence that went into Uber's August 2016 acquisition of Otto. Alphabet argues that the due diligence report prepared by forensics firm Stroz Friedberg, which according to court filings Uber has yet to provide to Waymo, may prove that Uber knowingly acquired stolen intellectual property.
Asked by Verhoeven whether Kalanick had meetings in the months leading up to the acquisition about Levandowski and Google documents, Kalanick responded that he had at least a couple "with my general counsel [at the time, Yoo] about diligence, generally," though he was advised not to answer questions about the content of these conversations. While there may have been others in these meetings, Kalanick can only specifically remember Yoo, who he later in the deposition said provided diligence updates as the deal progressed.
Verhoeven pressed Kalanick about the diligence process and whether it should have been revealed that Levandowski had downloaded confidential files. "Correct me if I'm wrong," Verhoeven said, but part of the diligence process "is to ask the employee coming over whether or not the employee has any files from the former employer, correct?"
Kalanick's response indicated that he relies heavily on the executives he works with for the diligence process, a number of which are sure to be in-house lawyers.
"I have executives that work for me, that have a lot of experience, a lot of expertise in doing diligence and transactions, and I depend on them to make sure those things happen—the right things happen," Kalanick said.