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FILED

DALLAS COUNTY
6/13/2018 6:17 PM
FELICIA PITRE
DISTRICT CLERK

CAUSE NO. DC-18-06457

BUSPATROL AMERICA LLC, § IN THE DISTRICT COURT


§
Plaintiff, §
§
v. §
§
DALLAS COUNTY SCHOOLS, §
DISSOLUTION COMMITTEE FOR THE § DALLAS COUNTY, TEXAS
FORMER BOARD OF DALLAS COUNTY §
SCHOOL TRUSTEES, AMERICAN §
TRAFFIC SOLUTIONS, ET. AL. §
§
§
Defendants. § 14TH JUDICIAL DISTRICT

PLAINTIFF’S FIRST AMENDED VERIFIED


PETITION AND APPLICATION FOR INJUNCTIVE RELIEF

For years, Dallas County Schools’ former leaders failed to play by the rules with taxpayer

money and they were caught. The former Superintendent, Rick Sorrells, has been indicted by a

federal grand jury for taking bribes in exchange for granting contracts to Force Multiplier

Solutions, a vendor of bus stop arm equipment. He pled guilty, and Dallas County Schools has

been shut down.

The business of Dallas County Schools is now conducted by its Dissolution Committee,

which appears to be continuing a legacy of secret dealings with vendors. This time, they are

doing it with Arizona-based Defendant American Traffic Solutions, which is a primary

competitor of Plaintiff BusPatrol in the bus stop-arm technology market. The Dissolution

Committee seeks to sell BusPatrol’s valuable technology and trade secrets, which it doesn’t own.

In fact, the Dissolution Committee has gone so far as to misrepresent key facts to BusPatrol

regarding the selection process and has not opened the process up for other bidders. Instead, the

Dissolution Committee has improperly and secretly colluded with BusPatrol’s primary

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
competitor, ATS, to provide it with BusPatrol’s trade secret information so that ATS will have a

material, improper, and potentially illegal competitive advantage over any other bidder.

The DCS Defendants have agreed to a Temporary Restraining order that will expire on

June 22, 2018, after which time it may be able to sell BusPatrol’s technology. Therefore, time is

of the essence in enjoining this and other improper acts, namely selling BusPatrol’s technology

and trade secrets to BusPatrol’s primary competitor.

II. PARTIES

The “DCS Defendants” are collectively Dallas County Schools, its Dissolution

Committee, Scott Peters, and the Dissolution Committee members – Mike Moses (Chair), in his

official capacity; Michael Hinojosa, in his official capacity; Matt Boles, in his official capacity;

Chuck Yaple, in his official capacity; Celina Miller, in her official capacity; Robert Dransfield,

in his official capacity; Jose Parra, in his official capacity; Greg Buchanan, in his official

capacity; Kellie Spencer, in her official capacity; Brent Ringo, in his official capacity; Sandra

Hayes, in her official capacity; Bobby Burns, in his official capacity; Bobby LaBorde, in his

official capacity; and Derek Citty, in his official capacity, all more particularly described as

follows:

a. Defendant Dallas County Schools (“DCS”) is a county school district and


political subdivision of the State of Texas. DCS may be served with process by
serving its Interim Superintendent, Gary Lindsey, at 5151 Samuell Blvd, Dallas,
Texas 75228, or wherever he may be found, or its President of the Board of
Trustees, Gloria Tercero Levario, at 5151 Samuell Blvd, Dallas, Texas 75228, or
wherever she may be found.

b. Defendant Dissolution Committee for the Former Board of Dallas County School
Trustees (“Dissolution Committee”) is a political subdivision of the State of
Texas. The Dissolution Committee may be served with process by serving its
Chair, Mike Moses, at 5151 Samuell Blvd, Dallas, Texas 75228, or wherever he
may be found, or its CEO, Alan King, at 5151 Samuell Blvd, Dallas, Texas
75228, or wherever he may be found.

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
c. Defendant Mike Moses (Chair) is a member of the Dissolution Committee and
may be served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or
wherever he may be found. He is named as a party in his official capacity.

d. Defendant Michael Hinojosa is a member of the Dissolution Committee and may


be served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever
he may be found. He is named as a party in his official capacity.

e. Defendant Matt Boles is a member of the Dissolution Committee and may be


served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever he
may be found. He is named as a party in his official capacity.

f. Defendant Chuck Yaple is a member of the Dissolution Committee and may be


served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever he
may be found. He is named as a party in his official capacity.

g. Defendant Celina Miller is a member of the Dissolution Committee and may be


served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever she
may be found. She is named as a party in her official capacity.

h. Defendant Robert Dransfield is a member of the Dissolution Committee and may


be served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever
he may be found. He is named as a party in his official capacity.

i. Defendant Jose Parra is a member of the Dissolution Committee and may be


served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever he
may be found. He is named as a party in his official capacity.

j. Defendant Greg Buchanan is a member of the Dissolution Committee and may be


served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever he
may be found. He is named as a party in his official capacity.

k. Defendant Kellie Spencer is a member of the Dissolution Committee and may be


served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever she
may be found. She is named as a party in her official capacity.

l. Defendant Brent Ringo is a member of the Dissolution Committee and may be


served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever he
may be found. He is named as a party in his official capacity.

m. Defendant Sandra Hayes is a member of the Dissolution Committee and may be


served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever she
may be found. She is named as a party in her official capacity.

PLAINTIFF’S FIRST AMENDED VERIFIED Page 3


PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
n. Defendant Bobby Burns is a member of the Dissolution Committee and may be
served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever he
may be found. He is named as a party in his official capacity.

o. Defendant Bobby LaBorde is a member of the Dissolution Committee and may be


served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever he
may be found. He is named as a party in his official capacity.

p. Defendant Derek Citty is a member of the Dissolution Committee and may be


served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever he
may be found. He is named as a party in his official capacity.

Defendant Alan King is the CEO of the Dissolution Committee, and may be served with

process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever he may be found. He is named

as a party in his official capacity.

Defendant Scott Peters (“Peters”) is a former employee of Dallas County Schools and

may be served with process at 5151 Samuell Blvd., Dallas, Texas 75228 or wherever he may be

found. He is named as a party in his official capacity and his individual capacity, as he has

exceeded the scope of his governmental authority.

Defendant American Traffic Solutions, Inc. (“ATS”) is a Kansas corporation, with its

principal place of business in Arizona, doing business in Texas. It may be served by serving its

registered agent for service of process, CT Corporation System, at 1999 Bryan Street, Suite 900,

Dallas, Texas 75201, or wherever it may be found.

Plaintiff BusPatrol America LLC is a limited liability company formed under the laws of

the State of Delaware, with its principal place of business in Virginia, doing business in Texas.

III. JURISDICTION AND VENUE

This Court has subject matter jurisdiction because the amount in question is within the

jurisdictional limits of this Court. The Court has personal jurisdiction over Defendants because

they do business in Texas as a result of maintaining continuous, intentional contacts with the

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
State of Texas. Further, the DCS Defendants are residents of Texas. Venue is proper in Dallas

County because a substantial part of the events giving rise to these claims occurred in Dallas

County.

IV. DISCOVERY CONTROL PLAN

Plaintiff intends to conduct discovery under a Level 3 discovery plan pursuant to Rule

190.4 of the Texas Rules of Civil Procedure. In addition, Plaintiff seeks a Court order granting

expedited discovery as set forth in its Motion for Expedited Discovery filed concurrently with

this Petition. Pursuant to the requirements of Tex. R. Civ. P. 47, Plaintiff gives notice that

Plaintiff claims monetary relief of over $1 million.

V. SUMMARY

The Dissolution Committee is now run by two former DCS executives: Alan King, the

current Dissolution Committee’s CEO, and Scott Peters, who upon information and belief is the

former “Executive Director of Student Safety” who reported directly to King.1 During his time

with DCS, Peters personally acted improperly to misappropriate BusPatrol’s confidential,

proprietary, and trade secret information – information which DCS did not own or have authority

to disclose – by disclosing such information to ATS to ensure that ATS gained a unique and

unfair competitive advantage, and so that ATS would become the exclusive vendor for bus stop-

arm services to DCS’s licensees. Moreover, upon information and belief, King personally

continued the improper scheme to provide Bus Patrol’s confidential, proprietary and trade secret

information to ATS by directing such information be provided to ATS.

Peters’ overtures to the competitor were performed in secret, outside the public eye, and

aided and abetted by DCS, and upon information also by the Dissolution Committee’s current

inside lawyer, Amanda Davis (“Davis”) and outside counsel Joe Marshall (“Marshall”). Upon
1
Peters is the former Chief of Police of DCS.

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
information and belief, both Davis and Marshall, like Peters and King, have been complicit in

providing BusPatrol’s confidential information to ATS in an effort to ensure that ATS has the

clear competitive advantage in this bid, which in turn would result in the same competitive

advantage with other bids around the nation.

Despite BusPatrol notifying both ATS and the Dissolution Committee of its improper

conduct and requesting the return of BusPatrol’s confidential and trade secret information, all of

the Defendants are continuing with behind-the-scenes negotiations to use, disclose and

improperly sell BusPatrol’s valuable technology and trade secrets to ATS, despite neither DCS

nor the Dissolution Committee owning or having the authorization from Bus Patrol to do so.

The DCS Defendants have agreed to a Temporary Restraining order that will expire on

June 22, 2018, after which time it may be able to sell BusPatrol’s technology. Therefore, time is

of the essence in enjoining this and other improper acts, namely selling BusPatrol’s technology

and trade secrets to BusPatrol’s primary competitor.

VI. FACTS

A. BusPatrol’s Safety Program

BusPatrol is the leader in the highly-competitive smart bus technology market. It has

gained this leadership position through the competitive advantage it has as a result of its

confidential and proprietary information, including BusPatrol’s trade secrets. BusPatrol’s

confidential information and trade secrets include proprietary equipment and software that makes

up the Busguard System and the ONGO transit system, the design and interaction of component

parts that make the systems function, engineering plans, software structure and architecture,

software code, know-how, technical knowledge of what processes work and what does not, lists

of components needed to make the system work, maintenance data, processes and instructions,

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
operating systems, designs, specifications, compilations, program devices, programs, methods,

techniques, and supplier information (collectively the “Trade Secrets”).

BusPatrol’s Trade Secrets are implemented as a part of its safety program that is used to

help keep children throughout the United States and Canada safe when riding school buses.

BusPatrol works with cities, school districts, and other governmental entities to deploy

proprietary “smart” technology to reduce bus “stop arm” violations2 through its “Bus Stop Arm

Safety Program” (“BusPatrol’s Safety Program”). The way BusPatrol’s Safety Program works is

that, at no cost to a school district, BusPatrol provides cameras both inside and outside of a

school bus. The inside bus cameras record actions by the bus driver and students at all times.

The outside bus cameras record stop arm violators who pass buses when the stop arm is extended

and the red stop lights are flashing. This video is collected and sent through proprietary software

and systems to the cloud where the video can ultimately be used by law enforcement and/or the

applicable school district for processing violations or other safety reasons. BusPatrol and the

relevant governmental entities then share in the revenue collected. This is a two-fold win for

school districts because it allows them to increase the level of safety for school children riding

buses without any additional cost, and also receive income from doing so.

B. BusPatrol has taken reasonable means to keep its Trade Secrets confidential.

In the summer of 2017, BusPatrol purchased certain confidential and proprietary

technology from a group of companies affiliated with Force Multiplier Solutions, Inc.

(collectively “FMS”)3.

2
A bus “stop arm” is the extendable stop sign on the side of the bus, which signals to motorists not to pass while the
stop arm is extended.
3
The technology purchased from FMS is referred to hereinafter as the “BusStop Technology.”

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
The BusStop Technology forms, in part, BusPatrol’s Trade Secrets. Prior to the transfer

of ownership to BusPatrol, the BusStop Technology was protected as a trade secret by requiring

the manufacturer of its proprietary products to only manufacture such products and systems for it

and to enter into a non-disclosure agreement. Additionally, as products and systems were

deployed throughout Texas, the school districts were required to sign agreements that contained

non-disclosure provisions, and provided for the use of such technology only for a very limited

use and purpose. The right to disclose or reverse engineer was not allowed. Both FMS and

BusPatrol took reasonable steps to protect the BusStop Technology including but not limited to

informing their employees the information was confidential, having employees, licensees, and

vendors sign non-disclosure agreements, and limiting access to trade secrets to a “need-to-know”

basis.

C. BusPatrol has learned that ATS held a secret meeting with DCS, improperly gained
access to BusPatrol’s proprietary BusGuard kits, and had them shipped to its
facilities for reverse engineering.

ATS is BusPatrol’s major competitor in the smart bus technology field. BusPatrol has

been successful over ATS because, due to BusPatrol’s competitive technology advantage, it is

able to equip the school buses with seven-plus (7+) camera systems, while ATS’s inferior

technology only allows it to provide a five (5) camera system. BusPatrol also provides a higher

quality video image than ATS, and has a proprietary system of compiling and transmitting the

data in a form that is usable to administer citations.

BusPatrol has recently learned that ATS, with full knowledge that such information was a

Trade Secret of BusPatrol’s, met with DCS and improperly obtained access to BusPatrol’s

proprietary BusStop Technology, and thereafter had two fully-functioning BusGuard kits

shipped to their research lab so that it could attempt to improperly reverse engineer them.

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
Specifically, BusPatrol has very recently learned that ATS representatives secretly met

with Scott Peters and others in Dallas County, and were improperly allowed to view a fully-

rigged bus equipped with the technology, cameras, cabling, and onboard computers; the internal

components of the onboard computer, which included purpose-built components specially and

proprietarily designed for the BusPatrol system; and the configuration of all of the components

that make up the fully-functioning unit. ATS also saw the unit’s interface with FMS’ back-end

solution, which managed the rest of the program’s lifecycle, including the processing and review

of video evidence, law enforcement approval of the evidence, and the issuing of tickets and

collection of proceeds. All of these functions run on BusPatrol’s proprietary software. Simply

put, ATS improperly saw how BusPatrol’s confidential technology, methods, and processes

actually work.

Thereafter, ATS had two full units shipped to its offices for further analysis. Both of

these units include customized and proprietary firmware, which allows the onboard computer to

interface with the hardware and back-end software. With possession of the two units, ATS now

had unfettered access to BusPatrol’s proprietary technology and back-end solutions at its

facilities.

Additionally, Mr. Peters instructed others under his supervision to answer multiple emails

from ATS regarding BusPatrol’s proprietary and confidential BusStop Technology. Specifically,

such disclosures were made, at a minimum to Bruce Van Etten, an Infrastructure Architect who

was tasked with reverse engineering ATS’s Trade Secrets, and Sujeet Karna, an employee of

ATS.4

4
Other Defendant employees that also improperly received access to the Trade Secrets include Jeff Hughes and Pat
McGrory.

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
D. ATS improperly attempted to convince the manufacturer of BusPatrol’s
proprietary BusGuard kits to disclose BusPatrol’s Trade Secrets.

BusPatrol has also learned that on April 9, 2018, ATS contacted BusPatrol’s sole source

manufacturer and attempted to convince it to violate its confidentiality obligations to BusPatrol

and duplicate BusPatrol’s proprietary BusGuard kits for ATS. All of these activities occurred

without BusPatrol’s authorization, consent, or knowledge and without Bus Patrols’ acquiescence.

E. Governmental entities cannot do business in secret. Yet, neither DCS nor the
Dissolution Committee has ever held a public meeting about its activities with ATS.

Both DCS and the Dissolution Committee are subject to the requirements of the Texas

Open Meetings Act. Specifically, they are required to conduct open meetings and post public

notices regarding their deliberations. DCS and the Dissolution Committee have completely

failed the citizens of Dallas County in both these respects, conducting all of its dealings with

ATS in secret and without public notice. This was to avoid further public scrutiny over the stop-

arm program when public scrutiny was most needed.

F. BusPatrol is Entitled to Injunctive Relief.

BusPatrol has demonstrated a likelihood of success on the merits of its claims against

ATS and the DCS Defendants. The balance of equities between Plaintiff and Defendants favors

the issuance of a Temporary Restraining Order to preserve the status quo pending a hearing on a

temporary injunction and a permanent injunction after a trial on the merits. Unless Defendants

are immediately restrained, BusPatrol will be irreparably injured, and suffer loss and damage by:

a) further loss or disclosure of BusPatrol’s trade secret and confidential information;

b) further loss of goodwill and loss of business reputation; and

c) present and future economic loss, which is unascertainable at this time;.

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
In addition, unless ATS is immediately enjoined, ATS will be able to use BusPatrol’s

proprietary information against it by using the information it improperly learned to prepare bids

against BusPatrol, thus giving it a material unfair competitive advantage. Defendants’ tortious

actions have already caused BusPatrol to lose control over its confidential information. Such

harm is imminent. If injunctive relief is not entered immediately, Defendants will in all

likelihood continue its tortious conduct to Plaintiff’s detriment and the Dissolution Committee

will improperly sell Bus Patrol’s trade secret and confidential information to ATS.

G. Governmental Immunity Is Waived Or Inapplicable.

DCS and the Dissolution Committee are statute-created entities. In 2014, DCS entered

into a Technology License Agreement with Force Multiplier Solutions, Inc. (“FMS”) (the “2014

FMS/DCS License Agreement”), wherein FMS licensed certain rights to DCS. The limited

rights that were provided to DCS are the only rights DCS has the right to sell or assign.

Specifically, those rights did not and do not include DCS’s or the Dissolution Committee’s right

to sell technology that DCS does not own, or to disclose trade secrets owned by BusPatrol

without BusPatrol’s authorization.

A governmental official has no immunity from a suit in the officer’s official capacity

seeking a declaration that the official has acted outside of his or her constitutional or statutory

authority. See City of El Paso v. Heinrich, 284 S.W.3d 366. 372 (Tex. 2009). Therefore,

BusPatrol asserts an ultra vires claims against the DCS Defendants and seeks declaratory relief

as well as temporary and permanent injunctive relief to prevent the Dissolution Committee from

taking illegal action and acting outside their statutory authority. The Dissolution Committee, Mr.

Peters, and Mr. King lack any lawful authority to violate the 2014 Technology License by selling

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
or attempting to sell technology that the DCS Defendants do not own or to disclose trade secrets

owned by BusPatrol without BusPatrol’s authorization.

VII. CAUSES OF ACTION AND INJUNCTIVE RELIEF

COUNT ONE

Violation of the Texas Uniform Trade Secrets Act by ATS,


DCS, the Committee, and Peters.

BusPatrol repeats and re-alleges the preceding paragraphs as if fully set forth herein.

The actions of ATS, DCS, Peters, and the Commitee, as set forth herein, constitute

misappropriation under the Texas Uniform Trade Secrets Act. Tex. Civ. Prac. & Rem. Code

§134A.001 et seq.

BusPatrol has spent over $7 million in debt assumption and capital investment to

purchase and improve the BusStop Technology and Trade Secrets. Through experience of what

works and what does not, the BusStop Technology and Trade Secrets have been further

developed and improved over the last 10 years. The Trade Secrets are not known in the

industry, as can be shown by the lengths in which ATS has gone to gain access to them, to

attempt to reverse engineer them, and to attempt to induce BusPatrol’s manufacturer to breach its

non-disclosure obligations. Moreover, reasonable means have been taken to protect the secrecy

of the Trade Secrets, including but not limited to making the product difficult to reverse

engineer, informing their employees the information was confidential, having employees,

licensees and vendors sign non-disclosure agreements, and limiting access to the Trade Secrets to

a “need-to-know” basis.

BusPatrol’s confidential information and Trade Secrets discussed herein derive

independent economic value from not being generally known to, and not being readily

ascertainable through proper means by, others because such information is extremely valuable to

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
or attempting to sell technology that the DCS Defendants do not own or to disclose trade secrets

owned by BusPatrol without BusPatrol’s authorization.

VII. CAUSES OF ACTION AND INJUNCTIVE RELIEF

COUNT ONE

Violation of the Texas Uniform Trade Secrets Act by ATS,


DCS, the Committee, and Peters.

BusPatrol repeats and re-alleges the preceding paragraphs as if fully set forth herein.

The actions of ATS, DCS, Peters, and the Commitee, as set forth herein, constitute

misappropriation under the Texas Uniform Trade Secrets Act. Tex. Civ. Prac. & Rem. Code

§134A.001 et seq.

BusPatrol has spent over $7 million in debt assumption and capital investment to

purchase and improve the BusStop Technology and Trade Secrets. Through experience of what

works and what does not, the BusStop Technology and Trade Secrets have been further

developed and improved over the last 10 years. The Trade Secrets are not known in the

industry, as can be shown by the lengths in which ATS has gone to gain access to them, to

attempt to reverse engineer them, and to attempt to induce BusPatrol’s manufacturer to breach its

non-disclosure obligations. Moreover, reasonable means have been taken to protect the secrecy

of the Trade Secrets, including but not limited to making the product difficult to reverse

engineer, informing their employees the information was confidential, having employees,

licensees and vendors sign non-disclosure agreements, and limiting access to the Trade Secrets to

a “need-to-know” basis.

BusPatrol’s confidential information and Trade Secrets discussed herein derive

independent economic value from not being generally known to, and not being readily

ascertainable through proper means by, others because such information is extremely valuable to

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
BusPatrol, crucial to the operation of BusPatrol’s business, and, if available to others, would

enable them to compete with BusPatrol to BusPatrol’s detriment. This value is proven in part by

ATS’s improper attempt to conspire with DCS and the Committee to improperly obtain

BusPatrol’s trade secrets and to reverse engineer them.

ATS, DCS, the Committee, and Peters are and have been on full notice of BusPatrol’s

rights in its Trade Secrets. Nevertheless, ATS, DCS, the Committee, and Peters Defendants, and

those acting in concert with them, knowingly and improperly obtained, used, and disclosed

BusPatrol’s Trade Secrets to give it an unfair advantage in the marketplace. ATS and the DCS

Defendants continue to improperly use and/or disclose BusPatrol’s Trade Secrets. Such actions

constitute an actual and threatened additional misappropriation of BusPatrol’s Trade Secrets.

As such, ATS, DCS, the Committee, and Peters have misappropriated and will continue

to misappropriate by improper means BusPatrol’s Trade Secrets and, at the time of such

disclosure and use knew, had reason to know, and did know that the information and products it

obtained were acquired subject to a duty to maintain secrecy or limit use, or derived from a

person who owed such a duty.

Given ATS’s, DCS’s, the Committee’s, and Peters’ knowledge of the ownership of the

Trade Secrets, their conduct constitutes knowing, willful, and malicious misappropriation. As a

direct and proximate result of Defendants’ wrongful conduct, BusPatrol has been substantially

and irreparably harmed in an amount not readily capable of determination. Unless restrained by

this Court, Defendants will cause further irreparable injury to BusPatrol. BusPatrol has also

suffered monetary harm as a result of Defendants’ actions, although Plaintiff seeks damages only

as against ATS.

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
The harm to BusPatrol is immediate given that after June 22, 2018, the Dissolution

Committee may sell the Trade Secrets to BusPatrol’s competitor, ATS. Moreover, ATS still has

property containing BusPatrol’s Trade Secrets in its possession and refuses to return them.

BusPatrol is entitled to injunctive relief enjoining Defendants, and their agents and

employees, independent contractors and all persons or entities acting in concert or participation

with them, from engaging in any further use, disclosure, or misappropriation of BusPatrol’s

proprietary and confidential information.

COUNT TWO

Conspiracy to Violate Texas Uniform Trade Secrets Act by ATS and DCS

BusPatrol repeats and re-alleges the preceding paragraphs as if fully set forth herein.

BusPatrol alleges civil conspiracy by ATS and DCS to violate the Texas Uniform Trade

Secrets Act. There was a combination of two or more persons, being ATS and DCS, with the

objective that DCS improperly disclose and ATS improperly obtain BusPatrol’s Trade Secrets,

and that ATS obtain a competitive advantage over BusPatrol with respect to its dealings with

DCS and later the Committee. That objective was to be met by unlawful purposes or lawful

purposes by unlawful means. ATS and DCS had a meeting of the minds to achieve their

objectives and course of action, and with the intent to do so through one or more unlawful, overt

acts, which ATS and DCS did. As a result, BusPatrol suffered injury and damages, although

Plaintiff seeks damages only as against ATS.

COUNT THREE

Conspiracy to Violate Texas Open Meetings Act by ATS

BusPatrol repeats and re-alleges the preceding paragraphs as if fully set forth herein.

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
BusPatrol alleges civil conspiracy by ATS to violate the Texas Open Meetings Act.

There was a combination of two or more persons, being ATS and others associated with DCS

who agreed, with the objective that the DCS misappropriate BusPatrol’s Trade Secrets so that

ATS obtain a competitive advantage over BusPatrol with respect to its dealings with the DCS

Defendants, with the dealings of ATS and the DCS Defendants to be conducted in secret and not

in compliance with the Open Meetings Act. That objective was to be met by unlawful purposes

or lawful purposes by unlawful means inconsistent with the Open Meetings Act. ATS and the

DCS Defendants had a meeting of the minds to achieve their objectives and course of action, and

with the intent to do so through one or more unlawful, overt acts not consistent with the Open

Meetings Act, which ATS and the DCS Defendants did. As a result, BusPatrol suffered injury

and damages, although Plaintiff seeks damages only as against ATS.

COUNT FOUR

Collusion and Conspiracy in Restraint of Trade by ATS

BusPatrol repeats and re-alleges the preceding paragraphs as if fully set forth herein.

BusPatrol further alleges that ATS colluded with representatives of DCS in a conspiracy

to restrain trade or commerce. The collusion between the Defendants is evident from their

backroom dealings, in which ATS, DCS, and the Committee conspired to prevent public

discourse and public bidding as to the assets the Commitee were attempting to sell, including

Plaintiff’s Trade Secrets. By engaging in a process that was not fair or transparent, the

Defendants’ collusive actions have the effect of restraining competition for bus stop-arm services

in Texas. “Every contract, combination, or conspiracy in restraint of trade or commerce is

unlawful.” Tex. Bus. & Comm. Code § 15.05. Plaintiff has been injured and suffered damages

as a result, although Plaintiff seeks damages only as against ATS.

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PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
COUNT FIVE

Declaratory Relief

BusPatrol repeats and re-alleges the preceding paragraphs as if fully set forth herein.

Under the Texas Uniform Declaratory Judgments Act, BusPatrol further seeks a

declaration that Scott Peters acted outside of his official duties in hisr actions with respect to

ATS. Such a declaration is necessary to settle and to afford relief from uncertainty and

insecurity with respect to the rights, status, and other legal relations with respect to Scott Peters’

actions vis-à-vis ATS. Further, under the Texas Uniform Declaratory Judgments Act, BusPatrol

seeks a declaration that it owns the Trade Secrets in question.

INJUNCTIVE RELIEF

BusPatrol repeats and re-alleges the preceding paragraphs as if fully set forth herein.

Unless ATS, DCS and the Committee are immediately restrained, Plaintiff will be

irreparably injured, suffer loss, and damage by:

a) further loss and/or unauthorized use or disclosure of Plaintiff’s trade secret and

confidential information;

b) the attempted selling of Plaintiff’s trade secrets and intellectual property without

authorization or right; and

c) the loss of goodwill and business reputation.

There is a substantial likelihood that Plaintiff will prevail on the merits of its claims. The

harm faced by Plaintiff outweighs the harm that would be sustained by ATS, DCS and the

Committee if a temporary restraining order or preliminary injunction were granted. Unless ATS,

DCS and the Committee are immediately restrained, Plaintiff will have no adequate remedy at

law, and good cause exists for the issuance of a temporary restraining order. Their tortious

PLAINTIFF’S FIRST AMENDED VERIFIED Page 16


PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
actions have already caused the unauthorized disclosure of BusPatrol’s trade secrets and

confidential information and it is likely that such actions will continue unless it is enjoined.

Moreover, it is likely that if ATS, DCS and the Committee are not enjoined that the Dissolution

Committee will improperly sell Bus Patrol’s trade secrets and intellectual property.

Pursuant to the Texas Rules of Civil Procedure, BusPatrol seeks a temporary restraining

order followed by, after hearing, a preliminary injunction to prohibit ATS, DCS and the

Committee from harming BusPatrol and preventing them from unjustly benefiting from their

improper conduct. Specifically, BusPatrol requests a temporary restraining order followed by a

temporary injunction that enjoins and orders ATS, DCS and the Committee, their respective

agents, servants, employees, representatives, attorneys, and all persons, firms, corporations or

other entities acting or purporting to act in active concert or participation with them who receive

actual notice of this Order by service or otherwise, as follows:

1. Protection of Trade Secrets. Defendant ATS is enjoined from obtaining, using,


disclosing, being in possession of, or requesting access to (either directly or indirectly)
any of BusPatrol’s Trade Secrets as such term is defined herein. DCS and the
Committee are enjoined from disclosing (either directly or indirectly) any of BusPatrol’s
Trade Secrets as such term is defined herein.

2. Return of BusPatrol’s Confidential Information and Equipment. ATS is ordered to return,


within two (2) business days of the service of the Temporary Restraining Order upon it,
to counsel for BusPatrol, all originals and copies of BusPatrol’s documents, products,
drawings made from or information related to any attempts to reverse engineer
BusPatrol’s products in ATS’s possession, custody, or control (constructive or otherwise)
regardless of whether such documents are located on any tablets, mobile phones,
computer desk tops, laptops, email accounts, or in cloud or other storage devices. ATS is
further precluded from using any information or knowledge derived therefrom.

3. Injunction from Selling BusPatrol Trade Secrets. The DCS and the Committee are
enjoined from selling or offering to sell any products containing BusPatrol’s Trade
Secrets as such term is defined herein.

PLAINTIFF’S FIRST AMENDED VERIFIED Page 17


PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
Based upon the allegations set forth above, Plaintiff respectfully requests the Court to set

its application for temporary restraining order and thereafter set its application for preliminary

injunction for a hearing and, after the hearing, issue a temporary injunction against Defendant

pending trial on the merits in the scope set forth above. Upon final trial herein, Plaintiff further

requests that this Court enter a permanent injunction in the scope set forth above.

Plaintiff is willing to post bond to obtain the relief sought herein.

BusPatrol demands a jury trial and tenders the appropriate fee with this Petition. All

conditions precedent to BusPatrol’s claim for relief have been performed or have occurred.

WHEREFORE, BusPatrol respectfully requests that Defendants be cited to appear and

that (1) BusPatrol’s request for injunctive relief requested herein be granted; (2) BusPatrol be

awarded damages as against ATS only; (3) BusPatrol recover its attorneys’ fees and costs against

ATS only; (4) BusPatrol be awarded the declaratory relief sought herein; and (5) BusPatrol be

awarded all such other and further relief requested herein and to which it shows that it is justly

entitled.

PLAINTIFF’S FIRST AMENDED VERIFIED Page 18


PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
Respectfully submitted,

KANE RUSSELL COLEMAN & LOGAN PC

By: /s/ Robert L. Rickman

Robert L. Rickman
Texas Bar No. 24013400
Thanksgiving Tower
1601 Elm Street, Suite 3700‘
Dallas, Texas 75201
Telephone: 214-777-4281
Facsimile: 2 14-777—4299

—and-

Bruce C. Morris
State Bar No. 14469850
KANE RUSSELL COLEMAN LOGAN PC
5051 Westheimer Rd., Suite 1000
Houston, Texas 77056
Telephone: (713) 425-7450
Facsimile: (713) 425-7700
E-mail: bmorris@krcl.com

ATTORNEYS FOR
BUSPATROL AMERICA LLC

6298044 (7127800004000)

PLAIN TIFF ’S FIRST AMENDED VERIFIED Page 19


PETITION AND APPLICATION FOR INJUNCTIVE RELIEF
DECLARATION

“My name is Jean Souliére, my birthdate 1977 and my address is 2619 McKinney
is May 13,
Ave., Apartment 1702, Dallas, Texas 75204. I am over the age of l8 years and competent to

make this oath. I am the Chief Executive Officer and corporate representative of BusPatrol. I
am authorized to make this declaration and am making this declaration in my capacity as
BusPatrol’s corporate representative. [n such capacity, I declare under the penalty of perjury that
I have read the foregoing Original Verified Petition and Application for Injunctive Relief and the

factual statements contained therein are within my personal knowledge and are true and correct."

Executed in g )(‘fibfl County, State ofNew York on this ( E da o