IN THE UNITED STATES DISTRICT COURT EASTERN DISTRICT OF TEXAS SHERMAN DIVISION FRISCO MEDICAL CENTER, L.L.P.

d/b/a BAYLOR MEDICAL CENTER AT FRISCO, Plaintiff,

v.
CYNTHIA A. BLEDSOE, MICHAEL R. BLEDSOE, FOREST PARK MEDICAL CENTER, LLC, and FOREST PARK MEDICAL CENTER AT FRISCO, LLC, Defendants.

Civil Action No. - - - - -

PLAINTIFF FRISCO MEDICAL CENTER, L.L.P. D/B/A BAYLOR MEDICAL CENTER AT FRISCO'S ORIGINAL COMPLAINT AND APPLICATION FOR INJUNCTIVE RELIEF TO THE HONORABLE JUDGE OF SAID COURT: COMES NOW Plaintiff, Frisco Medical Center, L.L.P. d/b/a Baylor Medical Center at Frisco, complaining of Defendants, Cynthia A. Bledsoe, Michael R. Bledsoe, Forest Park Medical Center, LLC, and Forest Park Medical Center at Frisco, LLC (collectively, "Defendants"), and files this Original Complaint and Application for Injunctive Relief, and would respectfully show the Court as follows:

I.
CASE SUMMARY
1.

This action anses from Defendants Cynthia A. Bledsoe's and Michael R.

Bledsoe's misappropriation of protected patient health information and confidential and proprietary information and trade secrets from Plaintiff Frisco Medical Center, L.L.P. d/b/a Baylor Medical Center at Frisco. As a result of such wrongful and unlawful conduct, Plaintiff seeks injunctive relief prohibiting the destruction, dissemination and use of the protected patient
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health information and confidential and proprietary information and trade secrets, as well as monetary damages as may be appropriate.
II. PARTIES

2.

Plaintiff Frisco Medical Center, L.L.P. d/b/a Baylor Medical Center at Frisco

("Plaintiff' or "Baylor Frisco") is a limited liability partnership formed under the laws of the State of Texas. 3. Defendant Cynthia A. Bledsoe ("Ms. Bledsoe" or "Cindy Bledsoe") is an

individual residing in Collin County, Texas, and may be served with process at 9764 Old Field Drive, McKinney, Texas 75070. 4. Defendant Michael R. Bledsoe ("Mr. Bledsoe" or "Mike Bledsoe") is an

individual residing in Collin County, Texas, and may be served with process at 9764 Old Field Drive, McKinney, Texas 75070. 5. Defendant Forest Park Medical Center, LLC ("Forest Park") is a limited liability

company formed under the laws of the State of Texas, with its principal place of business at 11990 North Central Expressway, Dallas, Texas 75243. Forest Park may be served with process through its registered agent, Richard F. Toussaint, at 3712 Euclid Ave., Dallas, Texas 75205. Alternatively, Forest Park may be served with process by serving its Chief Executive Officer, Wilton M. Burt, at 12222 N. Central Expressway, Suite 440, Dallas, Texas 75243, pursuant to
TEX. Bus. CORP. ACT. Art. 2.l1(A).

6.

Defendant Forest Park Medical Center at Frisco, LLC ("Forest Park Frisco") is a

limited liability company formed under the laws of the State of Texas, with its principal place of business at 5500 Frisco Square Blvd, Frisco, Texas 75034. Forest Park Frisco may be served

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with process through its registered agent, Wilton M. Burt, at 12222 N. Central Expressway, Suite 440, Dallas, Texas 75243.

III. JURISDICTION AND VENUE

7. The Court has federal question jurisdiction over this dispute pursuant to 28 U.S.c.

1331, because Plaintiff asserts claims arising under the Federal Computer Fraud and Abuse Act (18 U.S.C. 1030) and the Federal Electronic Communications Privacy Act (18 U.S.C. 2701). The Court has supplemental jurisdiction over Plaintiff s pendent state law claims pursuant to 28 U.S.C. 1367(a) because they are so related to the claims in the suit within the Court's original jurisdiction that they are part of the same case or controversy. 8. Venue for this action is proper pursuant to 28 U.S.C. 1391(b) because all or a

substantial part of the events or omissions giving rise to the claims occurred in the Sherman Division of the United States District Court for the Eastern District of Texas. IV. STATEMENT OF FACTS 9. Baylor Frisco provides a broad range of surgical procedures and health care for

residents of North Texas. 10. As part of its delivery of quality health care, as a health care facility, Baylor

Frisco is subject to the Health Insurance Portability and Accountability Act ("HIPAA"), and accordingly, must enact safeguards to ensure that protected health information pertaining to individuals or patient-identifying information that is protected from disclosure by HIPPA is not disclosed or disseminated. Baylor Frisco has also developed, compiled and maintained a

substantial amount of non-public, patient health information, as well as confidential and proprietary information and trade secrets, including, without limitation, information relating to its delivery of patient care, safety practices and strategic planning.
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actively seeks to maintain the confidentiality of such information by requiring employees to agree to and execute confidentiality agreements, pursuant to which its employees agree to maintain the confidentiality of Baylor Frisco's confidential information and to refrain from disseminating such information. 11. Forest Park Frisco, which is owned in part by Forest Park, is a start-up hospital in

the Frisco, Texas. Forest Park Frisco describes itself on its website as a "world-class facility" where patients experience "state-of-the-art medicine." See http://www.forestparkfrisco.com/. Forest Park and Forest Park Frisco compete with Baylor Frisco and have aggressively been recruiting away physicians and other personnel from Baylor facilities in North Texas.
CINDY BLEDSOE

12.

Cindy Bledsoe is a registered nurse who was employed by Baylor Frisco in

various capacities from 2002 to November 2011. On or about September 1, 2011, Ms. Bledsoe was promoted from Sf. Vice President, Operations, to Chief Operating Officer ("COO") of Baylor Frisco. 13. On or about August 7, 2002, Ms. Bledsoe signed a Confidentiality and Security

Agreement, pursuant to which she agreed as follows 1: I understand that Frisco Medical Center (the "Hospital") in which or for whom I work...has a legal and ethical responsibility to safeguard the privacy of all patients and to protect the confidentiality of their patients' health information. Additionally, the Hospital must assure the confidentiality of its human resources, payroll, fiscal, research, internal reporting, strategic planning, communications, computer systems and management information (collectively, with patient identifiable health information, "Confidential Information"). In the course of my employment/assignment at the Hospital, I understand that I may come into possession of this type of Confidential Information. I will access and use this information only when it is necessary to perform my job related duties in accordance with the Hospital's Privacy and Security Policies. I further
1 A true and correct copy of the Confidentiality and Security Agreement signed by Ms. Bledsoe is attached hereto as Exhibit "A" and incorporated herein by reference.

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understand that I must sign and comply with this Agreement in order to obtain authorization for access to Confidential Information.

***
1. I understand that I should have no expectation of privacy when using Hospital information systems. The Hospital may log, access, review, and otherwise utilize information stored on or passing through its systems, including e-mail, in order to manage systems and enforce security.

***
6. I will not make any unauthorized transmissions, inquiries, modifications or purgings of Confidential Information. 7. I agree that my obligations under this Agreement will continue after termination of my employment, expiration of my contract, or my relationship ceases with the Hospital.

***
9. I understand that I have no right to any ownership interest in any information accessed or created by me during my relationship with the Hospital.

***
12. I will only access or use systems or devices I am officially authorized to access, and will not demonstrate the operation or function of systems or devices to unauthorized individuals. 14. Ms. Bledsoe also signed a "Receipt and Acknowledgement of Frisco Medical

Center Employee Handbook" (the "Acknowledgment of Employee Handbook"), pursuant to which Ms. Bledsoe agreed2 : Please read the following statements and sign below to indicate your receipt and acknowledgment...

***
I am aware that during the course of my employment confidential information will be made available to me regarding patients, surgeons and Company business. I understand that the confidential nature of this information is critical and must not be disseminated or used outside of the necessary course of business. In the
2 A true and correct copy of the Acknowledgement of Employee Handbook signed by Ms. Bledsoe is attached hereto as Exhibit "B" and incorporated herein by reference.

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event of termination of employment, whether voluntary or involuntary, I hereby agree not to utilize or exploit this information with any other individual or company. 15. The Employee Handbook states, "[n]o one is permitted to remove or make copies

of any Baylor Medical Center at Frisco records, reports or documents without prior management approval." 16. In her various positions with Baylor Frisco, including COO, Ms. Bledsoe had

access to non-public, confidential and proprietary information, trade secrets and patient health care information. Ms. Bledsoe participated in board meetings at which Baylor Frisco's

competitive strategy was discussed. 17. Ms. Bledsoe tendered a letter of resignation from Baylor Frisco on or about

November 1,2011, wherein she stated that her last day of employment would be November 29, 2011. Ms. Bledsoe resigned from Baylor Frisco in order to accept a position with Forest Park and/or Forest Park Frisco. Upon information and belief, Ms. Bledsoe had decided to resign from Baylor Frisco and accept employment at Forest Park and/or Forest Park Frisco at least three weeks prior to November 1, 2011.
MIKE BLEDSOE

18.

Mike Bledsoe was employed by Baylor Frisco for approximately nine years, and

most recently served as the Information Systems Administrator for Baylor Frisco. 19. On or about August 26, 2002, Mr. Bledsoe signed a Confidentiality and Security

Agreement, whereby he agreed as follows 3 : I understand that Frisco Medical Center (the "Hospital") in which or for whom I work...has a legal and ethical responsibility to safeguard the privacy of all patients and to protect the confidentiality of their patients' health information. Additionally, the Hospital must assure the confidentiality of its human resources,
3

A true and correct copy of the Confidentiality and Security Agreement signed by Mr. Bledsoe is attached hereto as Exhibit "C" and incorporated herein by reference.
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payroll, fiscal, research, internal reporting, strategic planning, communications, computer systems and management information (collectively, with patient identifiable health information, "Confidential Information"). In the course of my employment/assignment at the Hospital, I understand that I may come into possession of this type of Confidential Information. I will access and use this information only when it is necessary to perform my job related duties in accordance with the Hospital's Privacy and Security Policies. I further understand that I must sign and comply with this Agreement in order to obtain authorization for access to Confidential Information.

***
4. I will not make any unauthorized transmissions, inquiries, modifications or purgings of Confidential Information. 5. I agree that my obligations under this Agreement will continue after termination of my employment, expiration of my contract, or my relationship ceases with the Hospital.

***
7. I understand that I have no right to any ownership interest in any information accessed or created by me during my relationship with the Hospital.

***
10. I will only access or use systems or devices I am officially authorized to access, and will not demonstrate the operation or function of systems or devices to unauthorized individuals. 11. I understand that I should have no expectation of privacy when using Hospital information systems. The Hospital may log, access, review, and otherwise utilize information stored on or passing through its systems, including e-mail, in order to manage systems and enforce security. 20. The Employee Handbook states, "[n]o one is permitted to remove or make copies

of any Baylor Medical Center at Frisco records, reports or documents without prior management approval." 21. On June 23, 2006, Mr. Bledsoe also signed a "Receipt and Acknowledgement of

Baylor Medical Center at Frisco's Employee Handbook, United Surgical Partners International

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Policy on Insider Trading, Corporate Compliance Program Documents, and Acceptable Use" (the "2006 Acknowledgment of Employee Handbook"), pursuant to which Mr. Bledsoe agreed4 : Please read the following statements and sign below to indicate your receipt and acknowledgment...

***
I am aware that during the course of my employment confidential information will be made available to me regarding patients, surgeons and Company business. I understand that the confidential nature of this information is critical and must not be disseminated or used outside of the necessary course of business. In the event of termination of employment, whether voluntary or involuntary, I hereby agree not to utilize or exploit this information with any other individual or company. 22. On December 16, 2010, Mr. Bledsoe signed a "Receipt and Acknowledgement

BMCF / USPI Employee Handbook (the "2010 Acknowledgment of Employee Handbook"), pursuant to which Mr. Bledsoe reiterated his agreement with respect to confidentiality 5: I am aware that during the course of my employment confidential information will be made available to me regarding patients, surgeons, and Company business. I understand that the confidential nature of this information is critical and must not be disseminated or used outside of the necessary course of business. In the event of termination of employment, whether voluntary or involuntary, I hereby agree not to utilize or exploit this information with any other individual or company. 23. As Information Systems Administrator, Mr. Bledsoe had administrative access to

all network systems of Baylor Frisco, and therefore had the ability to access non-public, confidential and proprietary information and trade secrets. 24. On or about December 13, 2011, Mr. Bledsoe tendered a letter of resignation,

wherein he stated his last day of employment would be December 26, 2011.

A true and correct copy of the 2006 Acknowledgement of Employee Handbook signed by Mr. Bledsoe is attached hereto as Exhibit "D" and incorporated herein by reference.
5

A true and correct copy of the 2010 Acknowledgement of Employee Handbook signed by Mr. Bledsoe is attached hereto as Exhibit "E" and incorporated herein by reference.
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BAYLOR FRISCO'S FORENSIC INVESTIGATION

25.

Upon receiving Ms. Bledsoe's resignation, Baylor Frisco retained Hewlett-

Packard ("HP") IT Security Investigations to conduct a forensic investigation of the computer equipment of Cindy Bledsoe and of Mike Bledsoe. Sharon Kucyk of HP IT Security

Investigations was responsible for conducting the investigation and issued a report reflecting her findings and conclusions on January 6, 2012. 26. The report provides a detailed description of the investigation, which included the

examination of the desktop system assigned to Cindy Bledsoe while she was employed with Baylor Frisco, as well as the examination of two laptop computers and an Apple iPad2 assigned to and utilized by Mike Bledsoe while he was employed by Baylor Frisco. The investigation also included the examination and analysis of the network user home drives stored on Baylor servers for both Cindy Bledsoe and Mike Bledsoe, as well as the Outlook Exchange accounts for both individuals, all of which were offloaded and provided to HP IT Security Investigations for examination and analysis. 27. The investigation revealed that both Cindy Bledsoe and Mike Bledsoe utilized

"Dropbox," a web-based file hosting service that uses "cloud" storage to enable users to store and share files with others across the Internet. The investigation revealed that Ms. Bledsoe uploaded numerous folders and/or files containing statutorily protected patient health care information, and highly confidential and proprietary information belonging to Baylor Frisco from her assigned Baylor Frisco computer to her Dropbox account from the period of October 25,2011 through October 31,2011, including:

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FILE_NAME - Preceeded by Dropbox\ Just Culture Training\Creating a Just Culture.ppt Just Culture Training\Creating a Just Culture_2010.pptx Just Culture Training\Baylor_Frisco - Continuing the Just Culture Joumey_Print..pptx Just Culture Training\A Just Culture.ppt Just Culture Training Just Culture Training\Creating a Just Culture.ppt Medical Stafl\Peer Review\[individual's name redacted] \[individual's name redacted] Oct2011 MSPRC.pdf Medical Stafl\Peer Review\PR Letters Medical Stafl\Peer Review\PR Letters\[individual's name redacted]Dec 9 2008.doc Medical Stafl\Peer Review\[individual's name redacted] \[individual's name redacted] Oct 31 2011 letter.doc Medical Stafl\Peer Review\[individual's name redacted] Medical Stafl\Peer Review\[individual's name redacted] \Message from KMBT_C353.msg Note: The email message includes an attachment "SKMBT C353111 0311 0390.pdf

I LAST_ACCESSED I Folder/ File

10/25/11 1O:24:53AM 10/25/11 1O:24:53AM 10/25/11 1O:25:55AM 10/25/11 03:33:06PM 10/25/11 03:33:10PM 10/25/11 03:33:10PM 10/31/11 11: 11 :24AM 10/31/11 11 :39:31AM 10/31/11 11:39:31AM 10/31/11 11:42:21AM 10/31/11 11:43:25AM 10/31/11 11:43:25AM File File File File Folder File File Folder File File Folder File

Further, a review of Ms. Bledsoe's "Horne" drive contained within the Baylor Frisco computer network revealed that file "Pt info.pdf' was located within the folder/file structure "Dropbox\Medical Staff\Peer Review\PR Letters\PR086." Accordingly, it appears that Ms.

Bledsoe uploaded the file "Pt info.pdf' to Dropbox when she uploaded the "Dropbox\Medical Staff\Peer Review\PR Letters." 28. Upon review of these folders and/or files, Baylor Frisco determined that they

contained protected confidential patient information and confidential and proprietary business information of Baylor Frisco. Specifically, the files named "Pt info.pdf' and

"SKMBT_C35311103110390.PDF" contain protected health information including the name of the patient, address, telephone number and clinical information. The above folder and files contain information relating to reviews conducted by the Baylor Frisco peer review committee, which is privileged and confidential. One file includes Baylor Frisco's strategic business plan data, which is confidential. The above files also included copyrighted material such as the file
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named "Just Culture Training\Baylor_Frisco - Continuing the Just Culture Journey_Print.ppt." The information in this file is subject to the terms of "Safe Choices End User License Agreement" between Baylor Frisco and Outcome Engineering, LLC. The information contained in the above listed folders and/or files is not available to the general public and Baylor Frisco takes steps to ensure that this information is and remains confidential. 29. Mr. Bledsoe also utilized Dropbox to upload files to his personal Dropbox

account, although it was unclear whether such files belonged to Baylor Frisco. 30. The investigation also revealed that Mike Bledsoe "wiped clean" and reset the
Mr. Bledsoe also impeded the

Apple iPad2 assigned to him for use at Baylor Frisco.

investigation by modifying permissions that were non-standard to Baylor Frisco's policies and procedures. 31. Ultimately, the investigation established that Cindy Bledsoe uploaded Baylor

Frisco's confidential and proprietary information and statutorily protected patient health information to her personal Dropbox account immediately prior to submitting her resignation with Baylor Frisco. Such actions were in direct violation of the terms of her Confidentiality and Security Agreement and the agreements contained in her Acknowledgment of Employee Handbook. 32. Upon information and belief, Ms. Bledsoe misappropriated the above-identified

information for the benefit of her new employer, Forest Park and/or Forest Park Frisco and for the purpose of unlawfully competing with Baylor Frisco. It is believed that Ms. Bledsoe will be involved in developing and implementing Forest Park's and/or Forest Park Frisco's business strategies, and has used or will use highly confidential information of Baylor Frisco in that capacity. Ms. Bledsoe's actions and conduct constitute violations of her Confidentiality and

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Security Agreement and the agreements contained Handbook. 33.

In

her Acknowledgment of Employee

Upon information and belief, Mr. Bledsoe misappropriated or assisted Ms.

Bledsoe in misappropriating documents containing highly confidential and proprietary information and/or trade secrets from Baylor Frisco and has used or intends to use such confidential information and/or trade secrets to the detriment of Baylor Frisco. Mr. Bledsoe's actions and conduct constitute violations of his Confidentiality and Security Agreement and the agreements contained in his Acknowledgment of Employee Handbook.

V.
APPLICATION FOR INJUNCTIVE RELIEF AS TO ALL DEFENDANTS 34. above. 35. As a result of her former employment with Baylor Frisco, Cindy Bledsoe had Baylor Frisco re-alleges and incorporates by reference the allegations set forth

access to and actual knowledge of protected patient health information and highly confidential and proprietary information and trade secrets of Baylor Frisco. Based upon the forensic

investigation conducted by HP IT Security Investigations, Cindy Bledsoe has misappropriated protected health information and highly confidential and proprietary information and trade secrets of Baylor Frisco in violation of her Confidentiality and Security Agreement and the agreements contained in her Acknowledgment of Employee Handbook. Further, Ms. Bledsoe's employment with Forest Park and/or Forest Park Frisco, a direct competitor of Baylor Frisco, creates a substantial and material risk that the misappropriated information could be used by Forest Park and/or Forest Park Frisco to the detriment of Baylor Frisco. 36. As an employee of Forest Park and/or Forest Park Frisco, Ms. Bledsoe's

possession of the misappropriated information presents immediate and imminent harm to Baylor

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Frisco. Accordingly, a temporary restraining order is necessary to protect and prevent the further dissemination and use of the protected patient health information and confidential and proprietary information and trade secrets taken by Ms. Bledsoe. 37. Baylor Frisco will suffer irreparable injury, including the disclosure and use of its

confidential and proprietary information and trade secrets taken by Ms. Bledsoe to Forest Park and/or Forest Park Frisco, unless and until Defendants are enjoined by this Court. Given the imminent nature of the injury, notifying Defendants of the Application for Temporary Restraining Order would cause irreparable harm to Baylor Frisco, including the destruction of the information and materials wrongfully and unlawfully taken by Ms. Bledsoe and Mr. Bledsoe. 38. Based upon the facts as pleaded, there is a substantial likelihood that Baylor

Frisco will prevail upon the merits and, in particular, the forensic evidence clearly establishes that Ms. Bledsoe misappropriated confidential and proprietary information. 39. The harm faced by Baylor Frisco outweighs the harm, if any, that would be

sustained by Defendants if the temporary restraining order and preliminary injunction are granted. 40. Defendants have caused and will continue to cause Baylor Frisco substantial

damage and injury by virtue of their wrongful acts as set forth in this pleading, for which Baylor Frisco has no adequate remedy at law. 41. The injunctive relief sought by Baylor Frisco will not adversely affect public

policy or the public interest. 42. Therefore, Baylor Frisco requests that this Court issue a Temporary Restraining

Order, and thereafter, a preliminary injunction, to restrain and enjoin Defendants, as follows: (a) that Cindy Bledsoe, Mike Bledsoe, Forest Park and Forest Park Frisco be restrained and enjoined from destroying, deleting, purging, overwriting,

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alternating, using, disclosing, or disseminating any protected patient information for any person who received medical care at Baylor Frisco, including the protected patient information learned, acquired or developed during Cindy Bledsoe's and/or Mike Bledsoe's employment with Baylor Frisco. Such information includes, without limitation, the information and data described in paragraph 27 above and any information contained in or derived from, misappropriated or taken from Baylor Frisco; (b) that Cindy Bledsoe, Mike Bledsoe, Forest Park and Forest Park Frisco be restrained and enjoined from destroying, deleting, purging, overwriting, using, disclosing, or disseminating any confidential and proprietary information and/or trade secrets which Cindy Bledsoe or Mike Bledsoe learned, acquired or developed during Cindy Bledsoe's and/or Mike Bledsoe's employment with Baylor Frisco. Such information includes, without limitation, the information and data described in paragraph 27 above and any information contained in or derived from, misappropriated or taken from Baylor Frisco; that Cindy Bledsoe, Mike Bledsoe, Forest Park and Forest Park Frisco be restrained and enjoined from destroying, deleting purging, overwriting, concealing or disposing of the information and data described in paragraph 27 above and any documents and/or electronic data which might be relevant to this lawsuit; and that Cindy Bledsoe, Mike Bledsoe, Forest Park and Forest Park Frisco be restrained and enjoined from in any way using or placing themselves in a position where they probably or inevitably will use, disclose or disseminate the information and data described in paragraph 27 above and any of the highly confidential and proprietary information and/or trade secrets of Baylor Frisco.

(c)

(d)

43.

Further, Baylor Frisco requests that the Court issue, upon a final trial of the

merits, a permanent injunction as follows: (a) that Cindy Bledsoe, Mike Bledsoe, Forest Park and Forest Park Frisco be restrained and enjoined from using, disclosing, or disseminating the information and data described in paragraph 27 above and any protected patient information for any person who received medical care at Baylor Frisco, including the protected patient information learned, acquired or developed during Cindy Bledsoe's and/or Mike Bledsoe's employment with Baylor Frisco; that Cindy Bledsoe, Mike Bledsoe, Forest Park and Forest Park Frisco be required to destroy, delete or purge the information and data described in paragraph 27 above and any protected patient information for any person who received medical care at Baylor Frisco, including the protected
Page 14

(b)

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patient information learned, acquired or developed during Cindy Bledsoe's and/or Mike Bledsoe's employment with Baylor Frisco, and provide confirmation to Baylor Frisco; (c) that Cindy Bledsoe, Mike Bledsoe, Forest Park and Forest Park Frisco be restrained and enjoined from using, disclosing, or disseminating the information and data described in paragraph 27 above and any confidential and proprietary information and/or trade secrets which Cindy Bledsoe or Mike Bledsoe learned, acquired or developed during Cindy Bledsoe's and/or Mike Bledsoe's employment with Baylor Frisco. Such information includes, without limitation, any information contained in or derived from, misappropriated or taken from Baylor Frisco; and that Cindy Bledsoe, Mike Bledsoe, Forest Park and Forest Park Frisco be required to destroy, delete or purge the information and data described in paragraph 27 above and any confidential and proprietary information and/or trade secrets which Cindy Bledsoe or Mike Bledsoe learned, acquired or developed during Cindy Bledsoe's and/or Mike Bledsoe's employment with Baylor Frisco, and provide confirmation to Baylor Frisco. VI. BOND 44. Baylor Frisco is waiting to post a reasonable bond upon the Court's issuance of

(d)

the temporary restraining order, and requests the Court to set such bond. VII. CAUSES OF ACTION

Count 1:
45. above. 46.

Violation ofthe Federal Computer Fraud andAbuseAct- Unauthorized Access to a Protected Computer - Cindy Bledsoe and Mike Bledsoe
Baylor Frisco re-alleges and incorporates by reference the allegations set forth

Baylor Frisco's servers are protected computers that are used in or that affect

interstate commerce. 47. By accessing Baylor Frisco's servers and uploading numerous folders and/or files

containing highly confidential and proprietary information and trade secrets belonging to Baylor Frisco to their Dropbox accounts prior to their imminent departures, Cindy Bledsoe and Mike
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Bledsoe violated federal law by intentionally accessmg a protected computer without authorization (or by exceeding their authorization) and obtaining information therefrom. 48. By virtue of this unauthorized access and misappropriation, Ms. Bledsoe and Mr.

Bledsoe have caused Baylor Frisco to suffer economic losses aggregating far in excess of $5,000 in value, including but not limited to costs associated with HP's IT Security Investigation's forensic investigation in responding to the offense. 49. Baylor Frisco is entitled to compensatory damages for the economIC losses

directly and proximately caused by Ms. Bledsoe's and Mr. Bledsoe's violations of 18 U.S.C. 1030. 50. In addition, Baylor Frisco is entitled to injunctive relief, as contemplated by 18

U.S.c. 1030(g), to prevent any further use and/or disclosure of Baylor Frisco's highly confidential and proprietary information and/or trade secrets, as set forth above.

Count 2:

Violation ofthe Federal Electronic Communications Privacy Act - Stored Electronic Communications - Cindy Bledsoe and Mike Bledsoe
Baylor Frisco re-alleges and incorporates by reference the allegations set forth

51. above. 52.

By accessing Baylor Frisco's servers and transmitting files containing highly

confidential and proprietary information and trade secrets and emails belonging to Baylor Frisco to their Dropbox accounts prior to their imminent departures, Cindy Bledsoe and Mike Bledsoe violated federal law by intentionally accessing and obtaining communications stored on a facility through which an electronic communication service is provided. 53. Cindy Bledsoe and Mike Bledsoe accessed and obtained such stored electronic

communications without Baylor Frisco's knowledge, authorization, or consent.

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54.

By accessing and obtaining such stored communications, Ms. Bledsoe and Mr. Baylor Frisco is entitled to

Bledsoe have caused Baylor Frisco to suffer economic losses.

monetary damages as compensation for the economic harms directly and proximately caused by Ms. Bledsoe and Mr. Bledsoe's violations of 18 U.S.C. 2701. 55. Because Cindy Bledsoe and Mike Bledsoe accessed these stored communications

willfully and intentionally, Baylor Frisco is additionally entitled to punitive damages and reasonable attorneys' fees. Count 3:
56.

Breach ofContract - Cindy Bledsoe and Mike Bledsoe Baylor Frisco re-alleges and incorporates by reference the allegations set forth

above. 57. The Confidentiality and Security Agreement and the Acknowledgment of

Employee Handbook obligate Cindy Bledsoe and Mike Bledsoe not to use, publish, transmit or otherwise disclose any secret or confidential information or data of Baylor Frisco during or subsequent to their employment with Baylor Frisco. Cindy Bledsoe violated the terms of her Confidentiality and Security Agreement by making an unauthorized transmission of confidential information, and upon information and belief, has violated both the Confidentiality and Security Agreement and Acknowledgment of Employee Handbook using, disclosing and/or disseminating knowledge she obtained as an employee of Baylor Frisco in connection with her employment with Forest Park and/or Forest Park Frisco and has disclosed such secret or confidential information to her current employer Forest Park and/or Forest Park Frisco. Upon information and belief, Mike Bledsoe has violated the Confidentiality and Security Agreement by making an unauthorized transmission of confidential information, or at a minimum, by assisting Cindy Bledsoe in doing so.

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58.

Ms. Bledsoe's failure to comply with the Confidentiality and Security Agreement

and the Acknowledgment of Employee Handbook constitute a material breach of those Agreements. Mr. Bledsoe's failure to comply with the Confidentiality and Security Agreement and Acknowledgements of Employee Handbooks constitute a material breach of those agreements. All conditions precedent to Baylor Frisco's right to enforce the Confidentiality and Security Agreement and the Acknowledgment of Employee Handbook have been performed, have occurred or have been waived. 59. Ms. Bledsoe's and Mr. Bledsoe's breaches of the Confidentiality and Security

Agreement and the Acknowledgment of Employee Handbook have caused damages to Baylor Frisco in an amount to be determined at trial. 60. Further, Baylor Frisco has retained the undersigned attorneys to prosecute this

claim and is entitled to its reasonable and necessary attorneys' fees and expenses pursuant to
TEXAS CIVIL PRACTICE & REMEDIES CODE

38.001, et seq.

Count 4:
61.

Misappropriation and Disclosure of ConfidentiallProprietary Information - All Defendants

Baylor Frisco re-alleges and incorporates by reference the allegations set forth

above. 62. As set forth above, through the course of its business, Baylor Frisco has

developed, compiled and maintained a substantial amount of non-public, confidential and proprietary information and trade secrets, including (without limitation) information relating to its delivery of health care, safety and strategic planning. Such information is highly confidential and proprietary, and Baylor Frisco goes to great lengths to protect such confidential and proprietary information and data, including requiring its employees to sign Confidentiality and Security Agreements. These agreements obligate current and former Baylor Frisco employees

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not to use, publish or otherwise disclose any secret or confidential information or data of Baylor Frisco. 63. Cindy Bledsoe and Mike Bledsoe had access to Baylor Frisco's highly

confidential and proprietary information and/or trade secrets. 64. On information and belief, Ms. Bledsoe and Mr. Bledsoe have improperly

misappropriated and disclosed Baylor Frisco's highly confidential and proprietary information and/or trade secrets, which they acquired through their confidential relationship with Baylor Frisco, for their own benefit or that of another entity without authorization from Baylor Frisco. The improper use and disclosure of Baylor Frisco's highly confidential and proprietary information and/or trade secrets by Ms. Bledsoe and Mr. Bledsoe was for the purpose of obtaining a substantial business and competitive advantage either for themselves, Forest Park and/or Forest Park Frisco. On information and belief, Forest Park and Forest Park Frisco,

through their agents and employees, including Cindy Bledsoe, has wrongfully acquired and used this highly confidential and proprietary information and/or trade secrets. Forest Park and Forest Park Frisco have benefitted directly from this misconduct by former Baylor Frisco employees who are now employees of Forest Park Frisco. 65. Baylor Frisco has and continues to take reasonable and necessary steps to ensure

the confidentiality and security of its highly confidential and proprietary information and/or trade secrets. Baylor Frisco's highly confidential and proprietary information and/or trade secrets is not generally known to the public. 66. Baylor Frisco has suffered damages as a result of Defendants' misappropriation

and unauthorized use and/or disclosure of highly confidential and proprietary information and/or trade secrets in an amount to be determined at trial.

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67.

In addition, Baylor Frisco is entitled to injunctive relief to prevent Defendants

from further use and/or disclosure of Baylor Frisco's highly confidential and proprietary information and/or trade secrets, as set forth above.

Count 5:
68.
above. 69.

Conversion - All Defendants

Baylor Frisco re-alleges and incorporates by reference the allegations set forth

Cindy Bledsoe and Mike Bledsoe knowingly and willfully misappropriated

valuable, confidential business information and documents belonging to Baylor Frisco, and did so by transferring such material from Baylor Frisco computer and, upon information and belief, diverting such material to their own computers and ultimately to Forest Park Frisco. Ms.

Bledsoe and Mr. Bledsoe failed to return the property of Baylor Frisco to Baylor Frisco upon the termination of their employment. This failure resulted in Forest Park and/or Forest Park Frisco's possession of and misuse of such property. 70. Upon information and belief, all Defendants have wrongfully exercised dominion

or control over Baylor Frisco's property. 71. By these actions, Defendants have directly and proximately caused economic

harm to Baylor Frisco. Defendants are liable to Baylor Frisco in monetary damages for tortious conversIOn.

Count 6:
72. above. 73.

Breaches ofDuty ofLoyalty and Fiduciary Duty - Cindy Bledsoe and Mike Bledsoe
Baylor Frisco re-alleges and incorporates by reference the allegations set forth

Cindy Bledsoe and Mike Bledsoe, as employees of Baylor Heath, had common

law fiduciary duties to Baylor Frisco. Also, they each had a duty of loyalty not to take any

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action that would be injurious to Baylor Frisco. Through the actions described above, however, Ms. Bledsoe and Mr. Bledsoe have engaged in grossly unethical activity to the detriment of Baylor Frisco. This includes, without limitation, misappropriating protected patient health

information and Baylor Frisco's trade secret information and, upon information and belief, using and disseminating this information to the competitive advantage of Forest Park and Forest Park Frisco. 74. Accordingly, Baylor Frisco seeks injunctive relief as set forth above. In addition,

Baylor Frisco has sustained monetary damages as a result of the Bledsoes' conduct in an amount within the jurisdictional limits of this Court, for which Baylor Frisco now sues. Further, because such conduct was committed intentionally, Baylor Frisco is entitled to recover exemplary and/or punitive damages.

Count 7:
75. above. 76.

Violation ofthe Texas Theft Liability Act - Cindy Bledsoe and Mike Bledsoe
Baylor Frisco re-alleges and incorporates by reference the allegations set forth

As set forth above, through the course of its business, Baylor Frisco has

developed, compiled and maintained a substantial amount of non-public, confidential and proprietary information and trade secrets, including (without limitation) information relating to its market strategies with respect to competitors. 77. As discussed herein, Cindy Bledsoe and Mike Bledsoe unlawfully appropriated

valuable, confidential business information and documents belonging to Baylor Frisco, and did so by transferring such material from Baylor Frisco computer and, upon information and belief, diverting such material to their own computers and ultimately to Forest Park Frisco.

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78.

The unlawful appropriation by Cindy Bledsoe and Mike Bledsoe constitutes theft

of trade secrets under TEXAS PENAL CODE 31.05, as Ms. Bledsoe and Mr. Bledsoe have stolen trade secrets from Baylor Frisco and/or made copies of material representing a trade secret without Baylor Frisco's effective consent. 79. Baylor Frisco has suffered damages as a result of Cindy Bledsoe's and Mike

Bledsoe's unlawful appropriation of Baylor Frisco's trade secrets, in an amount to be determined at trial. 80. Further, Baylor Frisco has retained the undersigned counsel to prosecute this

claim against Cindy Bledsoe and Mike Bledsoe, and is entitled to its court costs and reasonable and necessary attorneys' fees, pursuant to TEX. CIV. PRAC. & REM. CODE 134.005(b). VIII. PRAYER WHEREFORE, Baylor Frisco respectfully prays that upon final trial a judgment be entered and that the following relief be granted: (1) Baylor Frisco requests that this Court issue a temporary restraining order, and

thereafter, a preliminary injunction and a permanent injunction, to restrain and enjoin Defendants, as set forth in Baylor's Emergency Application for Temporary Restraining Order, which is being filed concurrently with this Original Complaint; (2) For actual damages, together with prejudgment and postjudgment interest against

Defendants, jointly and severally; (3) For an award of attorneys' fees and expenses pursuant to TEXAS CIVIL PRACTICE

& REMEDIES CODE 38.001, et seq., TEX. CIV. PRAC. & REM. CODE 134.005(b) or as otherwise

permitted by law against Defendants; and (4) For such other and further relief as the Court may deem just and proper.

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Respectfully submitted,
FULBRIGHT & JAWORSKI L.L.P.

lsi Jeff Cody Jeff Cody Texas State Bar No. 04468960 C. Bryce Benson Texas State Bar No. 24031736
2200 Ross Avenue, Suite 2800 Dallas, Texas 75201-2784 Telephone: (214) 855-8000 Facsimile: (214) 855-8200 j cody@fulbright.com bbenson@fulbright.com
ATTORNEYS FOR PLAINTIFF FRISCO MEDICAL CENTER, L.L.P. dlbla BAYLOR MEDICAL CENTER AT FRISCO

PLAINTIFF'S ORIGINAL COMPLAINT AND ApPLICATION FOR INJUNCTIVE RELIEF 77627087.4

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