Case3:15-cv-02281-JCS Document1 Filed05/20/15 Page1 of 8

1 QUINN EMANUEL URQUHART & SULLIVAN, LLP

Robert F. Feldman (Bar No. 69602)
2
bobfeldman@quinnemanuel.com
Robert W. Stone (Bar No. 163513)
3
robertstone@quinnemanuel.com
4
Brian Cannon (Bar No. 193071)
briancannon@quinnemanuel.com
5
555 Twin Dolphin Drive, 5th Floor
6 Redwood Shores, California 94065-2139
7 Telephone: (650) 801-5000
Facsimile: (650) 801-5100
8
9 Attorneys for Total Recall Technologies
10
11

UNITED STATES DISTRICT COURT

12

NORTHERN DISTRICT OF CALIFORNIA

13
14 Total Recall Technologies,
Plaintiff,
15
16

CASE NO. 15-cv-02281

COMPLAINT

vs.

17 Palmer Luckey and Oculus VR, Inc.,

Defendants.
18

DEMAND FOR JURY TRIAL

19
20

Plaintiff Total Recall Technologies ("TRT" or "Partnership") alleges as

21 follows:
NATURE OF THE ACTION

22
23

1.

TRT brings this action for Defendants breach of contract and wrongful

24 exploitation and conversion of TRT intellectual and personal property in connection

25 with TRTs development of affordable, immersive, virtual reality technology.
PARTIES

26
27

2.

Plaintiff TRT is a partnership by and between individuals Ron Igra

28 ("Igra") and Thomas Seidl ("Seidl"), which conducts business in Hawaii.

Complaint

Case3:15-cv-02281-JCS Document1 Filed05/20/15 Page2 of 8

3.

Igra and Seidl were resident in the State of Hawaii at the formation of

2 the Partnership and have been for relevant times thereafter.

3

4.

On information and belief, Defendant Oculus VR, Inc. ("Oculus") is a

4 Delaware corporation with its principal place of business in Menlo Park, California.
5 On information and belief, Oculus is the corporate successor to Oculus LLC, a
6 California limited liability company.
7

5.

On information and belief, Defendant Palmer Luckey, a founder of

8 Oculus, is an individual who resides (or recently resided) in Long Beach, California,
9 and who may be served with process at his place of employment, Oculus.
10
11

JURISDICTION AND VENUE

6.

The Court has jurisdiction in this Action pursuant to 28 U.S.C. 1332

12 because there is diversity of citizenship amongst the parties to this action, and the
13 amount in controversy, without interest and costs, exceeds the sum or value
14 specified by 28 U.S.C. 1332.
15

7.

Venue is proper in this District because a substantial part of the events

16 giving rise to the claims occurred in this District, Oculus VR, Inc.s principal place
17 of business is within the District, and the Defendants are otherwise subject to
18 personal jurisdiction in the District pursuant to 28 U.S.C. 1391(b), (c).
19
20

INTRADISTRICT ASSIGNMENT
8.

Pursuant to Civil L.R. 3-5(b) and Civil L.R. 3-2(c)-(d), there is a basis

21 for assigning this civil action to the San Francisco Division or Oakland Division, as
22 a substantial part of the events giving rise to the claims occurred in San Mateo
23 County, and Oculus VR, Inc.s principal place of business is located in San Mateo
24 County.
25
26
27
28
2

Complaint

Case3:15-cv-02281-JCS Document1 Filed05/20/15 Page3 of 8

1
2

BACKGROUND
9.

In 2010, Igra and Seidl began their partnership with the aim of

3 developing immersive 3D technology, including cameras and head mounted

4 displays.
5

10.

In December 2010, Seidl met Luckey in connection with developing

6 head mounted displays and began an exchange of information about TRT's project.
7 Seidl informed Luckey that he wanted to keep their communications confidential.
8

11.

On May 27, 2011, Igra and Seidl filed a patent application, entitled

9 "System and method for creating a navigable, three-dimensional virtual reality

10 environment having ultra-wide field of view." That application later issued as
11 United States Patent No. 9,007,430.
12

12.

In 2011, Seidl and Luckey continued their discussions with Seidl

13 requesting that Luckey build a prototype to Seidls specifications with parts paid for
14 by the Partnership. Seidl explained to Luckey that with the Partnerships initial
15 payment to Luckey, he expected exclusive rights to the design. Luckey agreed.
16

13.

At all relevant times, the information provided to Luckey by TRT was

17 confidential, and TRT expected the information to remain confidential.

18

14.

On August 1, 2011, Luckey executed a written "Nondisclosure,

19 exclusivity and payments agreement" contract with Seidl on behalf of the

20 Partnership. Two witnesses also executed the agreement on behalf of Luckey at
21 Luckeys direction: Tom Allan and Jeff Bacon.
22

15.

Pursuant to the terms of the parties contract, Luckey agreed, among

23 other things, to maintain information received from Seidl in the strictest confidence
24 and not to use confidential information received from Seidl for his own benefit.
25

16.

On August 23, 2011, Luckey shipped a prototype head mounted display

26 to Seidl.
27
28
3

Complaint

Case3:15-cv-02281-JCS Document1 Filed05/20/15 Page4 of 8

17.

Throughout the latter half of 2011 and into 2012, Seidl provided

2 confidential feedback and information to Luckey in order to improve the design of

3 the head mounted display.
4

18.

Without informing the Partnership, on information and belief, Luckey

5 took the information he learned from the Partnership, as well as the prototype that
6 he built for the TRT using design features and other confidential information and
7 materials supplied by the Partnership, and passed it off to others as his own.
8

19.

For instance, without informing the Partnership, in 2012 during the

9 term of the parties agreement, Luckey pursued a Kickstarter campaign to promote a

10 highly immersive, wide field of view, stereoscopic headmounted display at an
11 affordable price a device that Luckey named the Oculus Rift.
12

20.

On June 12, 2012, Luckey formed Oculus LLC.

13

CLAIMS FOR RELIEF

14

FIRST CAUSE OF ACTION

15

(Breach of Contract)

16

(As Against Luckey)

17

21.

TRT realleges and reincorporates by reference the allegations set forth

18 in paragraphs 1 through 20.

19

22.

TRT entered into a contractual relationship with Luckey.

20

23.

Luckey was obligated not to share any information, including

21 confidential information, provided to him by TRT or its partners with others or to

22 rely upon that information for his benefit.
23

24.

Luckey was obligated not to use the property that was the subject

24 matter of the contract for his benefit.

25

25.

Luckey was obligated not to work with others using Partnership

26 information during at least the first year of the contract.

27

26.

TRT performed all conditions, covenants, and promises required to be

28 performed on its part.

4

Complaint

Case3:15-cv-02281-JCS Document1 Filed05/20/15 Page5 of 8

27.

Luckey breached the contract by, among other things, sharing

2 confidential information provided by TRT, using the property of the Partnership,

3 working with others instead of the Partnership, exploiting Partnership information
4 for his own gain, raising money for his own use based upon Partnership work and
5 material, and other acts of breach.
6

28.

As a result of Luckeys contractual breach, TRT has been injured in an

7 amount to be determined.
8

29.

TRT will suffer irreparable injury by reason of the acts, practices, and

9 conduct of Luckey alleged above until and unless the Court enjoins such acts,
10 practices, and conduct.
11

SECOND CAUSE OF ACTION

12

(Breach of the Duty of Good Faith and Fair Dealing)

13

(As Against Luckey)

14

30.

TRT realleges and reincorporates by reference the allegations set forth

15 in paragraphs 1 through 29.

16

31.

In addition to the breach of contract set forth above, Luckey has

17 breached the duty of good faith and fair dealing inherent in every contract through
18 his actions, including frustrating the purpose of the contract by using the
19 Partnership's prototype for his own purposes, misleading the Partnership, using
20 Partnership confidential information for his own purposes, and sharing such
21 information with third parties.
22

32.

As a result of Luckeys breach of the covenant of good faith and fair

23 dealing, TRT has been injured in an amount to be determined.

24

THIRD CAUSE OF ACTION

25

(Conversion)

26

(As Against All Defendants)

27

33.

TRT realleges and reincorporates by reference the allegations set forth

28 in paragraphs 1 through 32.

5

Complaint

Case3:15-cv-02281-JCS Document1 Filed05/20/15 Page6 of 8

34.

At various times throughout 2012 and after, the Defendants knowingly

2 converted to the Defendants own use property owned by TRT. The property
3 converted consists, at a minimum, of a prototype virtual reality headset and
4 associated technology built for and in conjunction with TRT.
5

35.

Following conversion of TRTs property, Defendants have represented

6 the property to be theirs without credit or compensation being provided to TRT.

7

36.

Defendants have monetized the converted assets without TRTs

8 consent resulting in damages to TRT in an amount to be determined.

9

37.

Defendants are jointly and severally liable for the wrongful conduct set

10 forth herein because they aided and abetted each other and/or conspired to commit
11 such wrongful conduct.
12

38.

The conduct by Defendants was fraudulent, oppressive, and malicious,

13 and as such constitutes the basis for the award of punitive damages pursuant to
14 California Civil Code 3294.
15

FOURTH CAUSE OF ACTION

16

(Constructive Fraud)

17

(As Against All Defendants)

18

39.

TRT realleges and reincorporates by reference the allegations set forth

19 in paragraphs 1 through 38.

20

40.

Because of their contractual, personal, and confidential relationship,

21 TRT put its trust in Luckey.

22

41.

Luckey, assisted by those acting in concert with Luckey including

23 Oculus, breached his duties to TRT, intentionally misled TRT and its partners, and
24 gained an advantage over TRT.
25

42.

Had Luckey disclosed his intention to breach TRTs agreement and

26 confidential relationship, TRT would have acted differently.

27

43.

As a result of Defendants intentional actions, TRT was damaged, and

28 Luckey was unjustly enriched with the proceeds of his wrongdoing.

6

Complaint

Case3:15-cv-02281-JCS Document1 Filed05/20/15 Page7 of 8

44.

Defendants are jointly and severally liable for the wrongful conduct set

2 forth herein because they aided and abetted each other and/or conspired to commit
3 such wrongful conduct.
4

45.

The conduct by Defendants was fraudulent, oppressive, and malicious,

5 and as such constitutes the basis for the award of punitive damages pursuant to
6 California Civil Code 3294.
7
8

PRAYER FOR RELIEF

WHEREFORE, Plaintiff prays for judgment against Defendants, and each of

9 them, as follows:
10

A.

For compensatory damages;

11

B.

For disgorgement of any proceeds obtained by wrongful act;

12

C.

For constructive trust;

13

D.

For an accounting;

14

E.

For interest to the extent permitted by law;

15

F.

For an award of exemplary and punitive damages;

16

G.

For injunctive relief; and

17

G.

For such other and further relief as the Court may deem proper.

18
19 Dated: May 20, 2015

Respectfully submitted,

20

QUINN EMANUEL URQUHART & SULLIVAN,

LLP

21
22

By:

/s/ Robert Stone

24

Robert Stone
Robert Feldman
Brian Cannon

25

Attorneys for Plaintiff TRT

23

26
27
28
7

Complaint

Case3:15-cv-02281-JCS Document1 Filed05/20/15 Page8 of 8

DEMAND FOR JURY TRIAL

2 Plaintiff Total Recall Technologies hereby demands a jury trial as provided by Rule
3 38 of the Federal Rules of Civil Procedure.
4
5 Dated: May 20, 2015

Respectfully submitted,

QUINN EMANUEL URQUHART &

SULLIVAN LLP

7
8

By:

/s/ Robert Stone

Robert Stone
Robert Feldman
Brian Cannon

9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
8

Complaint

Case3:15-cv-02281-JCS Document1-1 Filed05/20/15 Page1 of 1

CIVIL COVER SHEET

IS 44 (Rev. 12/12) cand rev (1/15/13)

The IS 44 civil cover sheet and the information contained herein neither replace nor supplement the filing and service of pleadings or other papers as required by law, except as
provided by local rules of court. This form, approved by the Judicial Conference of the United States in September 1974, is required for the use of the Clerk of Court for the
purpose of initiating the civil docket sheet. (SEE IND -RUC-MONS ON NEXT PAGE OF TIIIS FORM.)

DEFENDANTS

I. (a) PLAINTIFFS
Total Recall Technologies

Palmer Luckey, and Oculus VR, Inc.

(b) County of Residence of First Listed Plaintiff

County of Residence of First Listed Defendant

Maui County, Hawaii

(EXCEPT IN U.S. PLAINTIFF CASES)

Los Angeles County

(IN U.S. PLAINTIFF CASES ONL)9

NOTE: IN LAND CONDEMNATION CASES, USE THE LOCATION OF
THE TRACT OF LAND INVOLVED.

(c)

Attorneys

Attorneys

(Firm Name, Address, and I elephone Nunther)

(if Known)

Robert F. Feldman, Robert W. Stone, and Brian Cannon; QUMIN

EMANUEL URQUHART & SULLIVAN, LLP; 555 Twin Dolphin Drive, 5th
Floor, Redwood Shores, California 94065-2139; (650) 801 5000

II. BASIS OF JURISDICTION (Place an "X" in One Box Only)

El I

U.S. Government

CI 3

Plaintiff

Cl 2

CITIZENSHIP OF PRINCIPAL PARTIES (place an "X" in One Box for Plarnnff

(For Diversity Cases Only)
PTF

Federal Question
(U.S. Government Nod a Party)

IF1

U.S. Government
Defendant

IV. NATURE OF SUIT

Diversity
(Indicate Citizenship of Parties in Item III)

0 1

IR

Incorporated or Principal Place

of Business In This State

CP

04

Citizen of Another State

X2

CI

Incorporated and Principal Place

of Business In Another State

0 5

05

Citizen or Subject of a
Foreign Country

0 3

CI

Foreign Nation

06

FORFEIT.URE7PF.N4LTY::::

:REALTROPERTY:::,
CP 210 Land Condemnation
0 220 Foreclosure
0 230 Rent Lease & Ejectment
CI 240 Torts to Land
CI 245 Tort Product Liability
0 290 All Other Real Property

V. ORIGIN
A 1 Original

Citizen of This State

(Place an "X" in One Box Onl

: GON tRAC.r:
0 110 Insurance
0 120 Marine
0 130 Miller Act
01 140 Negotiable Instrument
ci 150 Recovery of Overpayment
& Enforcement ofJurigment
CP 15 I Medicare Act
CP 152 Recovery of Defaulted
Student Loans
(Excludes Veterans)
CP 153 Recovery of Overpayment
of Veteran's Benefits
01 160 Stockholders' Suits
lEI 190 Other Contract
0 195 Contract Product Liability
CP 196 Franchise

and One Box for Defendant)

PTE
DEF

DEF

PERSONAL INJURY
0 310 Airplane
0 315 Airplane Product
Liability
ri 320 Assault, Libel &
Slander
0 330 Federal Employers'
Liability
0 340 Marine
ri 345 Marine Product
Liability
0 350 Motor Vehicle
0 355 Motor Vehicle
Product Liability
0 360 Other Personal
Injury
0 362 Personal Injuiy Medical Malpractice
-DCWILIZIGHTS:-:.
CI 440 Other Civil Rights
'
0 441 Voting
'
0 442 Employment
0 443 Housing/
Accommodations
1 445 Amer. w/Disabilities Employment
0 44-6 Amer. w/Disabilities Other
0 448 Education

PERSONAL INJURY
ID 365 Personal Injury Product Liability
0 367 'Health Care/
Pharmaceutical
Personal Injury
Product Liability
CI 368 Asbestos Personal
Injury Product
Liability
PERSONAL PROPERTY
ID 370 Other Fraud
0 371 Truth in Lending
0 380 Other Personal
Property Damage
0 385 Property Damage
Product Liability

ralsoNswrITMONSF
Habeas Corpus:
0 463 Alien Detainee
0 510 Motions to Vacate
Sentence
n 530 General
El 535 Death Penalty
Other:
0 540 Mandamus & Other
0 550 Civil Rights
0 555 Prison Condition
CI 560 Civil Detainee Conditions of
Confmement

, :PROPERWRIGEITS:.:
CI 820 Copyrights
0 830 Patent
0 840 Trademark

-:::ESOCIALSECEIRITY':
0 861 WA (1395ff)
0 862 Black Lung (923)
0 863 DIWC/DIWW (405(g))
CI 864 SSID Title XVI
0 865 RSI (405(g))

:,:fLABOIC,
0 710 Fair Labor Standards
Act
CI 720 Labor/Management
Relations
0 740 Railway Labor Act
CP 751 Family and Medical
Leave Act
0 790 Other Labor Litigation
0 791 Employee Retirement

;IITiDERAL:TAX:SLITS::

Income Security Act

50THERSTAT

::::ISANKRUPTCY':
0 422 Appeal 28 USC 158
CI 423 Withdrawal
28 USC 157

CI 625 Drug Related Seizure

of Property 21 USC 881
0 690 Other

CP 870 Taxes (U.S. Plaintiff

or Defendant)
CI 871 IRSThird Party
26 USC 7609

SPi--

*IMMIGRATION ,
0 462 Naturalization Application
0 465 Other Immigration
Actions

(Place an "X" in One Box Only)

Proceeding

0 2 Removed from
State Court

0 3 Remanded from
Appellate Court

0 4 Reinstated or 0 5 Transferred from 0 6 Multidistrict

Reopened
Another District
Litigation
(specify)

Cite the U.S. Civil Statute under which you are filing

VI. CAUSE OF ACTION

Brief description of cause:

VII. REQUESTED IN

(Do

not cite jurisdictional statutes unless diversity):

Breach of contract, breach of duty of good faith and fair dealing, conversion, and constructive fraud.

COMPLAINT:

VIII. RELATED CASE(S)

IF ANY

CHECK IF THIS IS A CLASS ACTION

UNDER RULE 23, F.RCv.P.

CHECK YES only if demanded in complaint:

JURY DEMAND:
1 Yes 0 No

DEMAND S
*Ow'I

lc

,D

(See instructions):

DATE

JUDGE

DOCKET NUMBER

S1GN=ATTORNEY OF RECORD

05/20/2015
IX. DIVISIONAL ASSIGNMENT (Civil L.R. 3-2)
(Place an "X" in One Box Only)

SAN FRANCISCO/OAKLAND EISAN JOSE

ri

EUREKA

-d

CP 375 False Claims Act

0 400 State Reapportionment
CP 410 Antitrust
0 430 Banks and Banking
C1 450 Commerce
0 460 Deportation
0 470 Racketeer Influenced and
Corrupt Organizations
0 480 Consumer Credit
0 490 Cable/Sat TV
CI 850 Securities/Commodities/
Exchange
0 890 Other Statutory Actions
0 891 Agricultural Acts
CI 893 Environmental Matters
CI 895 Freedom of Information
Act
0 896 Arbitration
0 899 Administrative Procedure
Act/Review or Appeal of
Agency Decision
0 950 Constitutionality of
State Statutes