1008-00005 · Lumos Analytics Inc · Pre-Litigation

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CALDERWOOD & HARKNESS LLP Attorneys at Law

555 California Street, 40th Floor San Francisco, California 94104 Telephone: (415) 773-6200 Facsimile: (415) 773-6201

125 Broad Street New York, New York 10004 Telephone: (212) 558-4000 Facsimile: (212) 558-4001

www.calderwoodharkness.com

January 9, 2023

Via Certified Mail, Return Receipt Requested, and Email

Mr. Derek Yun 2241 Cowper Street, Apt 12 Palo Alto, CA 94301

Re: Demand to Cease and Desist — Misappropriation of Lumos Analytics Inc. Proprietary Information and Trade Secrets; Breach of Proprietary Information and Inventions Assignment Agreement

Dear Mr. Yun:

I. Introduction and Identification of Representation

This firm represents Lumos Analytics Inc. ("Lumos" or the "Company"), a corporation duly organized and existing under the laws of the State of Delaware, with its principal place of business located at 4700 Orchard Parkway, Suite 300, San Jose, California 95134. Lumos is a California-headquartered software-as-a-service company specializing in AI-driven financial analytics. The Company develops and commercializes advanced machine-learning models and proprietary data-analytics tools for institutional clients operating in the financial services industry. Lumos has invested many millions of dollars and thousands of engineer-hours in developing its proprietary technology, including its core LumosEdge platform, and its intellectual property constitutes the foundation of the Company's competitive position in the marketplace.

I am writing this letter on behalf of Lumos in my capacity as Partner in the intellectual Property practice group of Calderwood & Harkness LLP. This matter is being handled under C&H Matter Number 1008-00005.

The purpose of this letter is to address your misappropriation and unauthorized possession of Lumos proprietary information and trade secrets, in direct violation of your contractual obligations to the Company and applicable law, including but not limited to the California Uniform Trade Secrets Act, Cal. Civ. Code §§ 3426–3426.11 (the "CUTSA"). As set forth in detail below, Lumos has substantial evidence that you improperly exfiltrated highly sensitive proprietary materials from the Company's systems immediately prior to your resignation, and that you subsequently commenced employment at a direct competitor in a manner that strongly suggests the use or intended use of the Company's trade secrets.

This letter constitutes a formal demand that you immediately cease and desist from any and all conduct in violation of your obligations to Lumos, as further detailed herein. Lumos expressly reserves all of its rights and remedies available at law and in equity, whether arising under statute, contract, common law, or otherwise. Nothing in this letter shall be construed as a waiver of any of the Company's rights, claims, or defenses, all of which are expressly preserved.

II. Background — Your Employment at Lumos Analytics Inc.

Derek Yun ("you" or "Yun") was employed by Lumos as a Machine Learning Engineer II from January 2021 through October 21, 2022, a period of approximately twenty-two months. During the course of your employment, you worked within the Company's core Machine Learning Engineering division, which is responsible for the design, development, training, and deployment of Lumos's flagship LumosEdge platform and associated analytical models.

In your capacity as Machine Learning Engineer II, you were entrusted with direct and extensive access to certain of Lumos's most sensitive and closely guarded proprietary technology. This access was provided to you strictly in furtherance of your job responsibilities and was subject at all times to the Company's confidentiality policies, access controls, and the terms of your contractual agreements with the Company. The proprietary technology to which you had access includes, but is not limited to, the following:

(a) Proprietary training datasets. You had access to Lumos's curated and labeled training datasets, comprising approximately 14.6 terabytes of historical financial data and alternative data sourced from dozens of third-party vendors. These datasets were assembled, cleaned, labeled, and structured over the course of several years at considerable expense and represent a core competitive asset of the Company.

(b) Model hyperparameters. You had access to the proprietary hyperparameter configurations used in the LumosEdge ensemble machine-learning model architecture, including configurations that were the product of extensive and resource-intensive experimentation and optimization processes.

(c) Feature-engineering libraries. You had access to Lumos's proprietary feature-engineering library, which contains 2,847 individual engineered features specifically developed for financial signal generation. These features represent a substantial and ongoing investment by the Company and are a critical component of the LumosEdge platform's analytical capabilities.

(d) LumosEdge ensemble ML model architecture. You worked directly with the LumosEdge ensemble machine-learning model architecture, including its proprietary neural-network topology, layer configurations, attention mechanisms, and ensemble-weighting methodology.

As a condition precedent to the commencement of your employment at Lumos, you executed the Company's standard Proprietary Information and Inventions Assignment Agreement (the "PIIAA") on or about January 4, 2021. A true and correct copy of the fully executed PIIAA is enclosed with this letter for your reference. The PIIAA contains binding restrictive covenant provisions that govern your obligations with respect to Lumos's proprietary information and trade secrets both during and following the term of your employment. You acknowledged at the time of execution that you had read, understood, and agreed to be bound by all terms of the PIIAA. The specific provisions of the PIIAA that are relevant to this matter are set forth in Section III below.

III. Your Obligations Under the PIIAA

The PIIAA that you executed imposes a number of specific and material obligations upon you with respect to Lumos's intellectual property, proprietary information, and trade secrets. The key provisions are as follows:

(a) Assignment of Inventions (PIIAA § 4). The PIIAA provides that all inventions, works of authorship, developments, improvements, trade secrets, and other intellectual property conceived, developed, or reduced to practice by you during the course of your employment with Lumos, whether or not during working hours, and that relate in any way to the Company's business, products, or research, are the sole and exclusive property of Lumos and are hereby assigned to the Company. This assignment clause vests in Lumos all right, title, and interest in and to any such intellectual property. You agreed to execute any further instruments or documents that Lumos may reasonably request to perfect, evidence, or record such assignment.

(b) Confidentiality and Non-Disclosure (PIIAA § 5). The PIIAA contains a comprehensive confidentiality and non-disclosure provision that expressly survives the termination of your employment for a period of three (3) years following the date of separation. Pursuant to this provision, you are prohibited from disclosing, using, publishing, or otherwise making available to any person or entity any Lumos proprietary information or trade secrets, except as was strictly necessary in the performance of your duties during the term of your employment. The PIIAA defines "Proprietary Information" broadly to encompass all information, whether written, oral, electronic, or otherwise, that is not generally known to the public and that derives actual or potential economic value from its confidential nature.

(c) Non-Solicitation of Employees (PIIAA § 7). The PIIAA contains a non-solicitation provision that prohibits you, for a period of twelve (12) months following the date of your separation from Lumos, from directly or indirectly soliciting, inducing, or encouraging any employee, contractor, or consultant of Lumos to terminate their relationship with the Company or to accept employment or engagement with any other person or entity. This provision is designed to protect the Company's investment in its workforce and to prevent the raiding of its talent by departing employees.

(d) Covenant Not to Use or Disclose Trade Secrets (PIIAA § 5(c)). In addition to the time-limited confidentiality obligations described above, the PIIAA contains a separate and perpetual covenant providing that, at any time during or following your employment, you shall not use or disclose any Lumos trade secrets, as that term is defined under the CUTSA or any other applicable law. This covenant is consistent with, and in addition to, the protections afforded to Lumos under the CUTSA and other statutory and common law frameworks.

(e) Return of Materials (PIIAA § 6). The PIIAA requires that, upon the termination of your employment with Lumos for any reason, you immediately return to the Company all documents, files, records, data, equipment, and other materials belonging to the Company or containing or reflecting Lumos proprietary information or trade secrets. This obligation extends to all copies, reproductions, summaries, analyses, excerpts, and derivative works of such materials, regardless of the form or medium in which they are stored. You further agreed to certify in writing that you had complied with this return obligation in full.

It is our understanding, and the records of the Company confirm, that you failed to return Company materials or provide any confirmation or certification of the deletion of Lumos proprietary information upon your departure from the Company on October 21, 2022. Despite the clear and unambiguous requirements of the PIIAA, you did not surrender any physical or electronic materials to the Company upon your resignation, nor did you provide the written certification of deletion required under Section 6 of the PIIAA. This failure, standing alone, constitutes a material breach of the PIIAA.

IV. Evidence of Misappropriation — Specific Acts by Derek Yun

The Company's concerns, however, extend far beyond your failure to comply with the return-of-materials provision of the PIIAA. Lumos has identified specific and concrete evidence of affirmative misappropriation of its trade secrets by you, as follows.

On October 18, 2022 — precisely three (3) days prior to your resignation from Lumos — you downloaded forty-seven (47) proprietary Jupyter notebooks from the Company's internal development environment to a personal Larkspur Technologies account not affiliated with or authorized by the Company. These Jupyter notebooks contain feature-engineering code, model-training scripts, and associated technical documentation that form a core component of the LumosEdge platform's signal-generation engine. The notebooks include detailed implementations of proprietary algorithms, annotated code reflecting the Company's trade-secret feature-engineering methodologies, and references to confidential model-architecture specifications. These materials are among the most competitively sensitive assets in the Company's intellectual property portfolio.

This unauthorized transfer of proprietary materials was identified in the course of a comprehensive internal IT security investigation conducted by the Company's Information Security team. Specifically, on December 12, 2022, Lumos's endpoint detection and response systems flagged anomalous data-exfiltration activity originating from your Company-issued user account during your final weeks of employment. A subsequent forensic review of access logs, file-transfer records, and cloud-synchronization metadata confirmed that you transferred the forty-seven (47) Jupyter notebooks in question to an external Larkspur Technologies account associated with your personal email address on October 18, 2022. The volume and nature of the data transferred were inconsistent with your ordinary work activities and were not authorized by any supervisor or the Company's IT department.

The materials that you downloaded include, without limitation, proprietary model-training scripts implementing critical components of the LumosEdge ensemble architecture, feature-engineering libraries containing engineered features used for financial signal generation, and associated documentation describing the design rationale and performance characteristics of these proprietary tools. These materials collectively constitute a substantial portion of the intellectual property underlying the Company's core product offering and form a material part of Lumos's competitive advantage in the market for AI-driven financial analytics.

Your decision to download these materials to a personal cloud storage account three days before your resignation — while you were evidently already planning to join a directly competing startup — was not inadvertent. It was a deliberate and calculated act of misappropriation.

V. Your Departure and Employment at NovaSpark Technologies Inc.

The circumstances surrounding your departure from Lumos further confirm the deliberate and coordinated nature of the misappropriation described above.

You tendered your resignation from Lumos on October 21, 2022, effective immediately — just three (3) days after downloading the forty-seven (47) proprietary Jupyter notebooks to your personal Larkspur Technologies account. You did not provide the Company with any advance notice of your intent to resign, and you did not participate in an exit interview or comply with the Company's standard offboarding procedures.

A mere three (3) days after your resignation, on October 24, 2022, you commenced employment at NovaSpark Technologies Inc. ("NovaSpark") in the role of founding engineer. NovaSpark is a corporation organized under the laws of the State of Delaware, headquartered at 88 Bluxome Street, Floor 4, San Francisco, California 94107. NovaSpark was incorporated on October 3, 2022 — less than three weeks before your departure from Lumos — and purports to offer AI-driven alternative-data analytics for hedge funds and proprietary trading desks. This product offering directly overlaps with and competes against Lumos's core LumosEdge platform and the financial analytics services that constitute the Company's principal business.

The identity of NovaSpark's founders and early employees further corroborates the existence of a coordinated scheme. NovaSpark was founded by Rajiv Anand, who previously served as a Principal Engineer — ML Infrastructure at Lumos. Mr. Anand resigned from Lumos on September 30, 2022, just three days before NovaSpark's incorporation. In addition, Serena Mallick, who served as a Senior Software Engineer — Data Pipelines at Lumos, departed the Company on October 14, 2022 and commenced employment at NovaSpark on October 17, 2022 in the role of Vice President of Engineering. Like you, both Mr. Anand and Ms. Mallick had access to sensitive Lumos proprietary information and trade secrets during the course of their respective tenures at the Company.

The coordinated and nearly simultaneous departures of you, Mr. Anand, and Ms. Mallick from Lumos — within a span of just twenty-one days — combined with NovaSpark's incorporation during this same period and the forensic evidence of data exfiltration from your account, demonstrate a deliberate and premeditated scheme to misappropriate Lumos's trade secrets and proprietary technology for use at a directly competing enterprise. The timeline of events makes clear that NovaSpark was conceived, at least in part, as a vehicle for the exploitation of Lumos's proprietary technology, and that you, Mr. Anand, and Ms. Mallick each played a role in that scheme.

VI. Categories of Trade Secrets at Issue

The trade secrets belonging to Lumos that are implicated by your conduct and the conduct of your co-conspirators fall into five principal categories, each of which derives substantial independent economic value from not being generally known to the public or to other persons who could obtain economic value from its disclosure or use:

1. The LumosEdge Ensemble ML Model Architecture. This includes the proprietary neural-network topology, layer configurations, attention-mechanism implementations, ensemble-weighting methodology, and hyperparameter configurations that define the structure and behavior of the LumosEdge platform's core predictive models. The architecture was developed over a period of more than three years through extensive research, experimentation, and iterative refinement by a team of senior machine-learning engineers and data scientists.

2. Proprietary Feature-Engineering Libraries. Lumos's feature-engineering libraries contain 2,847 individual engineered features specifically designed and optimized for financial signal generation. These features represent the culmination of years of domain-specific research and development and are critical to the accuracy and performance of the LumosEdge platform. Each feature was individually designed, tested, and validated by Company engineers, and the collection as a whole represents an irreplaceable competitive asset.

3. The "DataStream" ETL Pipeline Codebase and Data-Schema Definitions. The DataStream ETL (Extract, Transform, Load) pipeline is a proprietary software system developed by Lumos to ingest, clean, normalize, and structure data from forty-three (43) distinct alternative-data vendors. The codebase includes proprietary data-schema definitions, vendor-specific parsing logic, data-quality validation routines, and orchestration scripts. The DataStream pipeline enables Lumos to integrate heterogeneous data sources at scale and with a level of reliability and efficiency that is central to the Company's service offering.

4. Curated and Labeled Training Datasets. Lumos has assembled, curated, and labeled a training dataset of approximately 14.6 terabytes comprising historical financial data and alternative data sourced from numerous third-party vendors. The curation and labeling of these datasets involved substantial investment in both human expert review and automated data-quality processes. The datasets reflect proprietary labeling conventions, quality-control standards, and data-selection criteria that are not publicly available.

5. Confidential Product Roadmap Documents. Lumos maintains confidential product roadmap documents covering the period 2023–2025, including detailed specifications for the as-yet-unreleased "LumosEdge 3.0" platform. These documents contain forward-looking product strategy, feature specifications, anticipated release timelines, and competitive positioning analysis. Disclosure of these materials would provide a direct competitive advantage to any competitor, including NovaSpark.

Based on the evidence obtained through the Company's internal IT security investigation, you had access to, and exfiltrated materials falling within, multiple of these categories. Specifically, the forty-seven (47) Jupyter notebooks that you downloaded on October 18, 2022 contain materials directly related to categories (1), (2), and (4) above — the LumosEdge ensemble ML model architecture, the proprietary feature-engineering libraries, and the curated training datasets. Given the scope and sensitivity of the materials at issue, the potential harm to Lumos from your misappropriation is substantial and ongoing.

VII. Legal Violations

Your conduct, as described above, gives rise to multiple causes of action under both statutory and common law.

A. California Uniform Trade Secrets Act (Cal. Civ. Code §§ 3426–3426.11)

Your unauthorized acquisition, retention, disclosure, and/or use of Lumos trade secrets constitutes misappropriation under the California Uniform Trade Secrets Act, Cal. Civ. Code §§ 3426–3426.11. Under the CUTSA, "misappropriation" includes both the acquisition of a trade secret by a person who knows or has reason to know that the trade secret was acquired by improper means, and the disclosure or use of a trade secret by a person who used improper means to acquire knowledge of the trade secret. Cal. Civ. Code § 3426.1(b). "Improper means" includes theft, misrepresentation, breach of a duty to maintain secrecy, and espionage through electronic or other means. Cal. Civ. Code § 3426.1(a).

Your download of forty-seven (47) proprietary Jupyter notebooks to a personal Larkspur Technologies account in advance of your planned departure to a direct competitor plainly constitutes acquisition by improper means. You were not authorized to transfer Company materials to any personal account, and you did so in knowing violation of the PIIAA and the Company's information-security policies.

Lumos has at all times taken reasonable measures to protect the secrecy of its trade secrets, as required under Cal. Civ. Code § 3426.1(d). These measures include, without limitation: requiring all employees to execute the PIIAA as a condition of employment; maintaining role-based access controls that limit access to proprietary information on a need-to-know basis; employing endpoint detection and response systems to monitor for unauthorized data transfers; restricting physical access to the Company's offices and development environments; and conducting regular information-security training for all employees.

The materials that you downloaded derive independent economic value, both actual and potential, from not being generally known to the public or to other persons who could obtain economic value from their disclosure or use. The LumosEdge model architecture, feature-engineering libraries, and curated training datasets are not publicly available and are not ascertainable through legitimate reverse engineering or independent development. They satisfy the statutory definition of "trade secret" under Cal. Civ. Code § 3426.1(d) in every respect.

B. Breach of Contract (PIIAA)

Your conduct constitutes a material breach of the PIIAA that you executed on or about January 4, 2021, in multiple respects. Specifically:

(i) By downloading forty-seven (47) proprietary Jupyter notebooks to a personal Larkspur Technologies account, you breached the confidentiality and non-disclosure provisions of the PIIAA (Section 5), which prohibit the unauthorized disclosure or use of Lumos proprietary information.

(ii) By failing to return all Company materials upon your departure from Lumos on October 21, 2022, and by failing to provide a written certification of deletion, you breached the return-of-materials provision of the PIIAA (Section 6).

(iii) By commencing employment at a direct competitor while in possession of Lumos trade secrets, and by retaining access to Lumos proprietary materials in your personal cloud storage, you have breached the continuing covenant not to use or disclose trade secrets set forth in Section 5(c) of the PIIAA.

(iv) To the extent that you directly or indirectly solicited, induced, or encouraged Rajiv Anand, Serena Mallick, or any other Lumos employee to leave the Company to join NovaSpark, you have breached the non-solicitation provision of the PIIAA (Section 7).

Lumos has been damaged by your breaches and continues to suffer damages as a result of your ongoing possession and potential use of the Company's trade secrets.

C. Unfair Business Practices (Cal. Bus. & Prof. Code § 17200)

Your conduct, as described herein, may additionally constitute unfair, unlawful, and/or fraudulent business practices in violation of California's Unfair Competition Law, Cal. Bus. & Prof. Code § 17200 et seq. The unauthorized acquisition and use of a competitor's trade secrets for the purpose of establishing and operating a competing business constitutes an unlawful business practice actionable under Section 17200. Lumos reserves the right to pursue claims under this statute, including claims for restitution and injunctive relief.

D. Conversion and Breach of Duty of Loyalty

By taking and retaining Lumos's proprietary materials without authorization, you have committed the tort of conversion. You exercised unauthorized dominion and control over the Company's property — specifically, the forty-seven (47) Jupyter notebooks and their contents — in a manner that is inconsistent with the Company's rights of ownership. The Company has been deprived of the exclusive use and control of these materials as a result of your conduct.

In addition, your conduct during the final days of your employment — downloading proprietary materials to a personal account while secretly planning to join a direct competitor — constituted a breach of your fiduciary duty of loyalty to the Company. As an employee of Lumos, you owed a duty of loyalty to the Company that required you to act in the Company's best interests and to refrain from taking any action adverse to the Company's interests during the term of your employment. Your conduct plainly violated this duty.

VIII. Demands

In light of the foregoing, Lumos Analytics Inc., through its counsel Calderwood & Harkness LLP, hereby demands that you, Derek Yun, immediately and without exception take each of the following actions:

1. Cease and desist from any and all use, disclosure, dissemination, distribution, publication, or exploitation of Lumos proprietary information and trade secrets in any form whatsoever, whether at NovaSpark Technologies Inc. or at any other entity, and whether directly or indirectly, orally, in writing, electronically, or by any other means.

2. Return all Lumos materials currently in your possession, custody, or control, including but not limited to the forty-seven (47) Jupyter notebooks downloaded to your personal Larkspur Technologies account on October 18, 2022, and any and all copies, reproductions, derivatives, summaries, analyses, notes, extracts, or compilations thereof, in whatever form or medium they may exist. Such materials shall be returned to the undersigned at the address set forth in this letter by secure courier or other method approved by the undersigned.

3. Permanently delete and destroy all Lumos proprietary information and trade secrets from your personal Larkspur Technologies account, all personal computing devices (including but not limited to laptops, desktop computers, tablets, and smartphones), all external storage media (including but not limited to USB drives, external hard drives, and SD cards), and any other personal or third-party storage locations where such materials may reside. Upon completion of such deletion and destruction, you shall provide a written certification, executed under penalty of perjury, attesting that all such materials have been permanently deleted and that no copies, in any form, remain in your possession, custody, or control.

4. Preserve all electronic devices, storage media, and files — including but not limited to laptops, desktop computers, smartphones, tablets, external hard drives, USB drives, cloud storage accounts (including but not limited to Larkspur Technologies, Hollowell Health IT, Meridian Systems, and any other cloud-based services), email accounts (including personal and work accounts), and messaging applications — that may contain Lumos proprietary information or evidence relevant to this matter. You must not destroy, delete, alter, modify, overwrite, reformat, or conceal any such materials or devices. This preservation obligation is ongoing and applies regardless of whether any of the foregoing materials are responsive to any particular demand set forth in this letter.

5. Identify and provide a complete accounting of all Lumos proprietary information and materials in your possession, custody, or control, including a detailed description of each item, the specific location and form in which each item is stored, and the dates on which each item was acquired or created. This accounting shall be provided in writing to the undersigned within the time period specified below.

6. Comply fully with all provisions of the Proprietary Information and Inventions Assignment Agreement, including without limitation all restrictive covenant obligations set forth therein, including the confidentiality and non-disclosure provisions, the non-solicitation of employees provision, and the return-of-materials obligation. This demand encompasses compliance with both the express terms of the PIIAA and the spirit and intent of those provisions.

IX. Preservation and Spoliation Warning

Be advised that Lumos anticipates that litigation may be necessary to protect its rights in the event that you fail to comply fully with the demands set forth in this letter. Accordingly, you are hereby placed on formal notice of your legal obligation to preserve all documents, records, communications, electronically stored information ("ESI"), and tangible things that are potentially relevant to this dispute, or that may lead to the discovery of relevant evidence.

Without limitation, your preservation obligation extends to the following categories of materials:

(a) All files, documents, code, notebooks, scripts, data, and other materials downloaded, copied, or otherwise obtained from Lumos's systems, networks, repositories, or storage environments;

(b) All communications — whether by email, text message, instant message, Meridian Solutions, signal, Meridian Services Inc., or any other medium — with Rajiv Anand and/or Serena Mallick regarding Lumos, NovaSpark Technologies Inc., any Lumos proprietary information or trade secrets, or any plans to establish or operate a business competing with Lumos;

(c) All NovaSpark Technologies Inc. product development materials, including but not limited to source code, model architectures, feature-engineering code, training data, product specifications, business plans, investor presentations, and internal communications;

(d) All devices and storage media, including those described in Demand No. 4 above, that may contain relevant information; and

(e) All other documents, data, and materials that may be relevant to any claim, defense, or issue in this matter, whether in your possession, custody, or control, or in the possession, custody, or control of any third party acting on your behalf.

You are admonished that any destruction, deletion, alteration, modification, overwriting, concealment, or other spoliation of potentially relevant evidence may give rise to serious consequences in any subsequent litigation, including but not limited to adverse evidentiary inferences, monetary sanctions, issue sanctions, and/or terminating sanctions. Courts take spoliation of evidence extremely seriously, and you should govern yourself accordingly.

X. Reservation of Rights and Deadline for Response

Lumos Analytics Inc. expressly reserves all rights and remedies available to it under applicable law, whether at law or in equity, arising under statute, contract, or common law. Without limitation, Lumos reserves the right to seek the following relief in any subsequent litigation:

(a) Temporary, preliminary, and permanent injunctive relief restraining you from any further use, disclosure, or exploitation of Lumos trade secrets and proprietary information;

(b) Actual damages suffered by Lumos as a result of your misappropriation, including lost profits and any unjust enrichment conferred upon you or NovaSpark as a result of your wrongful conduct;

(c) Exemplary damages in an amount up to twice the amount of any actual damages award, as authorized by Cal. Civ. Code § 3426.3(c) in cases of willful and malicious misappropriation;

(d) Reasonable attorneys' fees and costs of litigation pursuant to Cal. Civ. Code § 3426.4; and

(e) Any other relief that a court of competent jurisdiction deems just and appropriate under the circumstances.

You are hereby directed to respond in writing to this letter within five (5) business days of your receipt hereof. Your response must confirm your full and unconditional compliance with each of the demands set forth in Section VIII above. Your response should be directed to the undersigned at the address indicated below.

If you fail to respond within the specified time period, or if your response is inadequate or fails to confirm full compliance, Lumos will pursue all available legal remedies without further notice to you. Such remedies may include, but are not limited to, the filing of a civil action in the Superior Court of the State of California, County of Santa Clara, or in the United States District Court for the Northern District of California, and the pursuit of an emergency application for a temporary restraining order and order to show cause re: preliminary injunction.

We strongly recommend that you immediately retain experienced legal counsel to advise you with respect to this matter. Should your counsel wish to discuss a resolution of this matter, he or she should contact the undersigned directly.

XI. Confidentiality Notice

This letter and its contents are confidential and are intended solely for the use of the named addressee. This letter is not intended as, and shall not be construed as, a waiver of any privilege held by Lumos or by Calderwood & Harkness LLP, including but not limited to attorney-client privilege, the work-product doctrine, or any other applicable privilege or protection. All such privileges are expressly preserved.

Very truly yours,

CALDERWOOD & HARKNESS LLP

By: ________

Marcus Delgado Partner, intellectual Property Calderwood & Harkness LLP 555 California Street, 40th Floor San Francisco, CA 94104 Telephone: (415) 773-6200

Email: mdelgado@calderwoodharkness.com

cc: Priya Chandrasekaran, Chief Executive Officer, Lumos Analytics Inc. cc: Thomas Brightwell, General Counsel, Lumos Analytics Inc. cc: Catherine Bloom, Partner, Calderwood & Harkness LLP cc: Wendy Schultz, Associate, Calderwood & Harkness LLP

Encl.: Copy of Derek Yun's Proprietary Information and Inventions Assignment Agreement (PIIAA), dated January 4, 2021

CALDERWOOD & HARKNESS LLP Attorneys at Law
555 California Street, 40th Floor San Francisco, California 94104 Telephone: (415) 773-6200 Facsimile: (415) 773-6201
125 Broad Street New York, New York 10004 Telephone: (212) 558-4000 Facsimile: (212) 558-4001
www.calderwoodharkness.com
January 9, 2023
Via Certified Mail, Return Receipt Requested, and Email
Mr. Derek Yun 2241 Cowper Street, Apt 12 Palo Alto, CA 94301
Re: Demand to Cease and Desist — Misappropriation of Lumos Analytics Inc. Proprietary Information and Trade Secrets; Breach of Proprietary Information and Inventions Assignment Agreement
Dear Mr. Yun:
I. Introduction and Identification of Representation
This firm represents Lumos Analytics Inc. ("Lumos" or the "Company"), a corporation duly organized and existing under the laws of the State of Delaware, with its principal place of business located at 4700 Orchard Parkway, Suite 300, San Jose, California 95134. Lumos is a California-headquartered software-as-a-service company specializing in AI-driven financial analytics. The Company develops and commercializes advanced machine-learning models and proprietary data-analytics tools for institutional clients operating in the financial services industry. Lumos has invested many millions of dollars and thousands of engineer-hours in developing its proprietary technology, including its core LumosEdge platform, and its intellectual property constitutes the foundation of the Company's competitive position in the marketplace.
I am writing this letter on behalf of Lumos in my capacity as Partner in the intellectual Property practice group of Calderwood & Harkness LLP. This matter is being handled under C&H Matter Number 1008-00005.
The purpose of this letter is to address your misappropriation and unauthorized possession of Lumos proprietary information and trade secrets, in direct violation of your contractual obligations to the Company and applicable law, including but not limited to the California Uniform Trade Secrets Act, Cal. Civ. Code §§ 3426–3426.11 (the "CUTSA"). As set forth in detail below, Lumos has substantial evidence that you improperly exfiltrated highly sensitive proprietary materials from the Company's systems immediately prior to your resignation, and that you subsequently commenced employment at a direct competitor in a manner that strongly suggests the use or intended use of the Company's trade secrets.
This letter constitutes a formal demand that you immediately cease and desist from any and all conduct in violation of your obligations to Lumos, as further detailed herein. Lumos expressly reserves all of its rights and remedies available at law and in equity, whether arising under statute, contract, common law, or otherwise. Nothing in this letter shall be construed as a waiver of any of the Company's rights, claims, or defenses, all of which are expressly preserved.
II. Background — Your Employment at Lumos Analytics Inc.
Derek Yun ("you" or "Yun") was employed by Lumos as a Machine Learning Engineer II from January 2021 through October 21, 2022, a period of approximately twenty-two months. During the course of your employment, you worked within the Company's core Machine Learning Engineering division, which is responsible for the design, development, training, and deployment of Lumos's flagship LumosEdge platform and associated analytical models.
In your capacity as Machine Learning Engineer II, you were entrusted with direct and extensive access to certain of Lumos's most sensitive and closely guarded proprietary technology. This access was provided to you strictly in furtherance of your job responsibilities and was subject at all times to the Company's confidentiality policies, access controls, and the terms of your contractual agreements with the Company. The proprietary technology to which you had access includes, but is not limited to, the following:
(a) Proprietary training datasets. You had access to Lumos's curated and labeled training datasets, comprising approximately 14.6 terabytes of historical financial data and alternative data sourced from dozens of third-party vendors. These datasets were assembled, cleaned, labeled, and structured over the course of several years at considerable expense and represent a core competitive asset of the Company.
(b) Model hyperparameters. You had access to the proprietary hyperparameter configurations used in the LumosEdge ensemble machine-learning model architecture, including configurations that were the product of extensive and resource-intensive experimentation and optimization processes.
(c) Feature-engineering libraries. You had access to Lumos's proprietary feature-engineering library, which contains 2,847 individual engineered features specifically developed for financial signal generation. These features represent a substantial and ongoing investment by the Company and are a critical component of the LumosEdge platform's analytical capabilities.
(d) LumosEdge ensemble ML model architecture. You worked directly with the LumosEdge ensemble machine-learning model architecture, including its proprietary neural-network topology, layer configurations, attention mechanisms, and ensemble-weighting methodology.
As a condition precedent to the commencement of your employment at Lumos, you executed the Company's standard Proprietary Information and Inventions Assignment Agreement (the "PIIAA") on or about January 4, 2021. A true and correct copy of the fully executed PIIAA is enclosed with this letter for your reference. The PIIAA contains binding restrictive covenant provisions that govern your obligations with respect to Lumos's proprietary information and trade secrets both during and following the term of your employment. You acknowledged at the time of execution that you had read, understood, and agreed to be bound by all terms of the PIIAA. The specific provisions of the PIIAA that are relevant to this matter are set forth in Section III below.
III. Your Obligations Under the PIIAA
The PIIAA that you executed imposes a number of specific and material obligations upon you with respect to Lumos's intellectual property, proprietary information, and trade secrets. The key provisions are as follows:
(a) Assignment of Inventions (PIIAA § 4). The PIIAA provides that all inventions, works of authorship, developments, improvements, trade secrets, and other intellectual property conceived, developed, or reduced to practice by you during the course of your employment with Lumos, whether or not during working hours, and that relate in any way to the Company's business, products, or research, are the sole and exclusive property of Lumos and are hereby assigned to the Company. This assignment clause vests in Lumos all right, title, and interest in and to any such intellectual property. You agreed to execute any further instruments or documents that Lumos may reasonably request to perfect, evidence, or record such assignment.
(b) Confidentiality and Non-Disclosure (PIIAA § 5). The PIIAA contains a comprehensive confidentiality and non-disclosure provision that expressly survives the termination of your employment for a period of three (3) years following the date of separation. Pursuant to this provision, you are prohibited from disclosing, using, publishing, or otherwise making available to any person or entity any Lumos proprietary information or trade secrets, except as was strictly necessary in the performance of your duties during the term of your employment. The PIIAA defines "Proprietary Information" broadly to encompass all information, whether written, oral, electronic, or otherwise, that is not generally known to the public and that derives actual or potential economic value from its confidential nature.
(c) Non-Solicitation of Employees (PIIAA § 7). The PIIAA contains a non-solicitation provision that prohibits you, for a period of twelve (12) months following the date of your separation from Lumos, from directly or indirectly soliciting, inducing, or encouraging any employee, contractor, or consultant of Lumos to terminate their relationship with the Company or to accept employment or engagement with any other person or entity. This provision is designed to protect the Company's investment in its workforce and to prevent the raiding of its talent by departing employees.
(d) Covenant Not to Use or Disclose Trade Secrets (PIIAA § 5(c)). In addition to the time-limited confidentiality obligations described above, the PIIAA contains a separate and perpetual covenant providing that, at any time during or following your employment, you shall not use or disclose any Lumos trade secrets, as that term is defined under the CUTSA or any other applicable law. This covenant is consistent with, and in addition to, the protections afforded to Lumos under the CUTSA and other statutory and common law frameworks.
(e) Return of Materials (PIIAA § 6). The PIIAA requires that, upon the termination of your employment with Lumos for any reason, you immediately return to the Company all documents, files, records, data, equipment, and other materials belonging to the Company or containing or reflecting Lumos proprietary information or trade secrets. This obligation extends to all copies, reproductions, summaries, analyses, excerpts, and derivative works of such materials, regardless of the form or medium in which they are stored. You further agreed to certify in writing that you had complied with this return obligation in full.
It is our understanding, and the records of the Company confirm, that you failed to return Company materials or provide any confirmation or certification of the deletion of Lumos proprietary information upon your departure from the Company on October 21, 2022. Despite the clear and unambiguous requirements of the PIIAA, you did not surrender any physical or electronic materials to the Company upon your resignation, nor did you provide the written certification of deletion required under Section 6 of the PIIAA. This failure, standing alone, constitutes a material breach of the PIIAA.
IV. Evidence of Misappropriation — Specific Acts by Derek Yun
The Company's concerns, however, extend far beyond your failure to comply with the return-of-materials provision of the PIIAA. Lumos has identified specific and concrete evidence of affirmative misappropriation of its trade secrets by you, as follows.
On October 18, 2022 — precisely three (3) days prior to your resignation from Lumos — you downloaded forty-seven (47) proprietary Jupyter notebooks from the Company's internal development environment to a personal Larkspur Technologies account not affiliated with or authorized by the Company. These Jupyter notebooks contain feature-engineering code, model-training scripts, and associated technical documentation that form a core component of the LumosEdge platform's signal-generation engine. The notebooks include detailed implementations of proprietary algorithms, annotated code reflecting the Company's trade-secret feature-engineering methodologies, and references to confidential model-architecture specifications. These materials are among the most competitively sensitive assets in the Company's intellectual property portfolio.
This unauthorized transfer of proprietary materials was identified in the course of a comprehensive internal IT security investigation conducted by the Company's Information Security team. Specifically, on December 12, 2022, Lumos's endpoint detection and response systems flagged anomalous data-exfiltration activity originating from your Company-issued user account during your final weeks of employment. A subsequent forensic review of access logs, file-transfer records, and cloud-synchronization metadata confirmed that you transferred the forty-seven (47) Jupyter notebooks in question to an external Larkspur Technologies account associated with your personal email address on October 18, 2022. The volume and nature of the data transferred were inconsistent with your ordinary work activities and were not authorized by any supervisor or the Company's IT department.
The materials that you downloaded include, without limitation, proprietary model-training scripts implementing critical components of the LumosEdge ensemble architecture, feature-engineering libraries containing engineered features used for financial signal generation, and associated documentation describing the design rationale and performance characteristics of these proprietary tools. These materials collectively constitute a substantial portion of the intellectual property underlying the Company's core product offering and form a material part of Lumos's competitive advantage in the market for AI-driven financial analytics.
Your decision to download these materials to a personal cloud storage account three days before your resignation — while you were evidently already planning to join a directly competing startup — was not inadvertent. It was a deliberate and calculated act of misappropriation.
V. Your Departure and Employment at NovaSpark Technologies Inc.
The circumstances surrounding your departure from Lumos further confirm the deliberate and coordinated nature of the misappropriation described above.
You tendered your resignation from Lumos on October 21, 2022, effective immediately — just three (3) days after downloading the forty-seven (47) proprietary Jupyter notebooks to your personal Larkspur Technologies account. You did not provide the Company with any advance notice of your intent to resign, and you did not participate in an exit interview or comply with the Company's standard offboarding procedures.
A mere three (3) days after your resignation, on October 24, 2022, you commenced employment at NovaSpark Technologies Inc. ("NovaSpark") in the role of founding engineer. NovaSpark is a corporation organized under the laws of the State of Delaware, headquartered at 88 Bluxome Street, Floor 4, San Francisco, California 94107. NovaSpark was incorporated on October 3, 2022 — less than three weeks before your departure from Lumos — and purports to offer AI-driven alternative-data analytics for hedge funds and proprietary trading desks. This product offering directly overlaps with and competes against Lumos's core LumosEdge platform and the financial analytics services that constitute the Company's principal business.
The identity of NovaSpark's founders and early employees further corroborates the existence of a coordinated scheme. NovaSpark was founded by Rajiv Anand, who previously served as a Principal Engineer — ML Infrastructure at Lumos. Mr. Anand resigned from Lumos on September 30, 2022, just three days before NovaSpark's incorporation. In addition, Serena Mallick, who served as a Senior Software Engineer — Data Pipelines at Lumos, departed the Company on October 14, 2022 and commenced employment at NovaSpark on October 17, 2022 in the role of Vice President of Engineering. Like you, both Mr. Anand and Ms. Mallick had access to sensitive Lumos proprietary information and trade secrets during the course of their respective tenures at the Company.
The coordinated and nearly simultaneous departures of you, Mr. Anand, and Ms. Mallick from Lumos — within a span of just twenty-one days — combined with NovaSpark's incorporation during this same period and the forensic evidence of data exfiltration from your account, demonstrate a deliberate and premeditated scheme to misappropriate Lumos's trade secrets and proprietary technology for use at a directly competing enterprise. The timeline of events makes clear that NovaSpark was conceived, at least in part, as a vehicle for the exploitation of Lumos's proprietary technology, and that you, Mr. Anand, and Ms. Mallick each played a role in that scheme.
VI. Categories of Trade Secrets at Issue
The trade secrets belonging to Lumos that are implicated by your conduct and the conduct of your co-conspirators fall into five principal categories, each of which derives substantial independent economic value from not being generally known to the public or to other persons who could obtain economic value from its disclosure or use:
1. The LumosEdge Ensemble ML Model Architecture. This includes the proprietary neural-network topology, layer configurations, attention-mechanism implementations, ensemble-weighting methodology, and hyperparameter configurations that define the structure and behavior of the LumosEdge platform's core predictive models. The architecture was developed over a period of more than three years through extensive research, experimentation, and iterative refinement by a team of senior machine-learning engineers and data scientists.
2. Proprietary Feature-Engineering Libraries. Lumos's feature-engineering libraries contain 2,847 individual engineered features specifically designed and optimized for financial signal generation. These features represent the culmination of years of domain-specific research and development and are critical to the accuracy and performance of the LumosEdge platform. Each feature was individually designed, tested, and validated by Company engineers, and the collection as a whole represents an irreplaceable competitive asset.
3. The "DataStream" ETL Pipeline Codebase and Data-Schema Definitions. The DataStream ETL (Extract, Transform, Load) pipeline is a proprietary software system developed by Lumos to ingest, clean, normalize, and structure data from forty-three (43) distinct alternative-data vendors. The codebase includes proprietary data-schema definitions, vendor-specific parsing logic, data-quality validation routines, and orchestration scripts. The DataStream pipeline enables Lumos to integrate heterogeneous data sources at scale and with a level of reliability and efficiency that is central to the Company's service offering.
4. Curated and Labeled Training Datasets. Lumos has assembled, curated, and labeled a training dataset of approximately 14.6 terabytes comprising historical financial data and alternative data sourced from numerous third-party vendors. The curation and labeling of these datasets involved substantial investment in both human expert review and automated data-quality processes. The datasets reflect proprietary labeling conventions, quality-control standards, and data-selection criteria that are not publicly available.
5. Confidential Product Roadmap Documents. Lumos maintains confidential product roadmap documents covering the period 2023–2025, including detailed specifications for the as-yet-unreleased "LumosEdge 3.0" platform. These documents contain forward-looking product strategy, feature specifications, anticipated release timelines, and competitive positioning analysis. Disclosure of these materials would provide a direct competitive advantage to any competitor, including NovaSpark.
Based on the evidence obtained through the Company's internal IT security investigation, you had access to, and exfiltrated materials falling within, multiple of these categories. Specifically, the forty-seven (47) Jupyter notebooks that you downloaded on October 18, 2022 contain materials directly related to categories (1), (2), and (4) above — the LumosEdge ensemble ML model architecture, the proprietary feature-engineering libraries, and the curated training datasets. Given the scope and sensitivity of the materials at issue, the potential harm to Lumos from your misappropriation is substantial and ongoing.
VII. Legal Violations
Your conduct, as described above, gives rise to multiple causes of action under both statutory and common law.
A. California Uniform Trade Secrets Act (Cal. Civ. Code §§ 3426–3426.11)
Your unauthorized acquisition, retention, disclosure, and/or use of Lumos trade secrets constitutes misappropriation under the California Uniform Trade Secrets Act, Cal. Civ. Code §§ 3426–3426.11. Under the CUTSA, "misappropriation" includes both the acquisition of a trade secret by a person who knows or has reason to know that the trade secret was acquired by improper means, and the disclosure or use of a trade secret by a person who used improper means to acquire knowledge of the trade secret. Cal. Civ. Code § 3426.1(b). "Improper means" includes theft, misrepresentation, breach of a duty to maintain secrecy, and espionage through electronic or other means. Cal. Civ. Code § 3426.1(a).
Your download of forty-seven (47) proprietary Jupyter notebooks to a personal Larkspur Technologies account in advance of your planned departure to a direct competitor plainly constitutes acquisition by improper means. You were not authorized to transfer Company materials to any personal account, and you did so in knowing violation of the PIIAA and the Company's information-security policies.
Lumos has at all times taken reasonable measures to protect the secrecy of its trade secrets, as required under Cal. Civ. Code § 3426.1(d). These measures include, without limitation: requiring all employees to execute the PIIAA as a condition of employment; maintaining role-based access controls that limit access to proprietary information on a need-to-know basis; employing endpoint detection and response systems to monitor for unauthorized data transfers; restricting physical access to the Company's offices and development environments; and conducting regular information-security training for all employees.
The materials that you downloaded derive independent economic value, both actual and potential, from not being generally known to the public or to other persons who could obtain economic value from their disclosure or use. The LumosEdge model architecture, feature-engineering libraries, and curated training datasets are not publicly available and are not ascertainable through legitimate reverse engineering or independent development. They satisfy the statutory definition of "trade secret" under Cal. Civ. Code § 3426.1(d) in every respect.
B. Breach of Contract (PIIAA)
Your conduct constitutes a material breach of the PIIAA that you executed on or about January 4, 2021, in multiple respects. Specifically:
(i) By downloading forty-seven (47) proprietary Jupyter notebooks to a personal Larkspur Technologies account, you breached the confidentiality and non-disclosure provisions of the PIIAA (Section 5), which prohibit the unauthorized disclosure or use of Lumos proprietary information.
(ii) By failing to return all Company materials upon your departure from Lumos on October 21, 2022, and by failing to provide a written certification of deletion, you breached the return-of-materials provision of the PIIAA (Section 6).
(iii) By commencing employment at a direct competitor while in possession of Lumos trade secrets, and by retaining access to Lumos proprietary materials in your personal cloud storage, you have breached the continuing covenant not to use or disclose trade secrets set forth in Section 5(c) of the PIIAA.
(iv) To the extent that you directly or indirectly solicited, induced, or encouraged Rajiv Anand, Serena Mallick, or any other Lumos employee to leave the Company to join NovaSpark, you have breached the non-solicitation provision of the PIIAA (Section 7).
Lumos has been damaged by your breaches and continues to suffer damages as a result of your ongoing possession and potential use of the Company's trade secrets.
C. Unfair Business Practices (Cal. Bus. & Prof. Code § 17200)
Your conduct, as described herein, may additionally constitute unfair, unlawful, and/or fraudulent business practices in violation of California's Unfair Competition Law, Cal. Bus. & Prof. Code § 17200 et seq. The unauthorized acquisition and use of a competitor's trade secrets for the purpose of establishing and operating a competing business constitutes an unlawful business practice actionable under Section 17200. Lumos reserves the right to pursue claims under this statute, including claims for restitution and injunctive relief.
D. Conversion and Breach of Duty of Loyalty
By taking and retaining Lumos's proprietary materials without authorization, you have committed the tort of conversion. You exercised unauthorized dominion and control over the Company's property — specifically, the forty-seven (47) Jupyter notebooks and their contents — in a manner that is inconsistent with the Company's rights of ownership. The Company has been deprived of the exclusive use and control of these materials as a result of your conduct.
In addition, your conduct during the final days of your employment — downloading proprietary materials to a personal account while secretly planning to join a direct competitor — constituted a breach of your fiduciary duty of loyalty to the Company. As an employee of Lumos, you owed a duty of loyalty to the Company that required you to act in the Company's best interests and to refrain from taking any action adverse to the Company's interests during the term of your employment. Your conduct plainly violated this duty.
VIII. Demands
In light of the foregoing, Lumos Analytics Inc., through its counsel Calderwood & Harkness LLP, hereby demands that you, Derek Yun, immediately and without exception take each of the following actions:
1. Cease and desist from any and all use, disclosure, dissemination, distribution, publication, or exploitation of Lumos proprietary information and trade secrets in any form whatsoever, whether at NovaSpark Technologies Inc. or at any other entity, and whether directly or indirectly, orally, in writing, electronically, or by any other means.
2. Return all Lumos materials currently in your possession, custody, or control, including but not limited to the forty-seven (47) Jupyter notebooks downloaded to your personal Larkspur Technologies account on October 18, 2022, and any and all copies, reproductions, derivatives, summaries, analyses, notes, extracts, or compilations thereof, in whatever form or medium they may exist. Such materials shall be returned to the undersigned at the address set forth in this letter by secure courier or other method approved by the undersigned.
3. Permanently delete and destroy all Lumos proprietary information and trade secrets from your personal Larkspur Technologies account, all personal computing devices (including but not limited to laptops, desktop computers, tablets, and smartphones), all external storage media (including but not limited to USB drives, external hard drives, and SD cards), and any other personal or third-party storage locations where such materials may reside. Upon completion of such deletion and destruction, you shall provide a written certification, executed under penalty of perjury, attesting that all such materials have been permanently deleted and that no copies, in any form, remain in your possession, custody, or control.
4. Preserve all electronic devices, storage media, and files — including but not limited to laptops, desktop computers, smartphones, tablets, external hard drives, USB drives, cloud storage accounts (including but not limited to Larkspur Technologies, Hollowell Health IT, Meridian Systems, and any other cloud-based services), email accounts (including personal and work accounts), and messaging applications — that may contain Lumos proprietary information or evidence relevant to this matter. You must not destroy, delete, alter, modify, overwrite, reformat, or conceal any such materials or devices. This preservation obligation is ongoing and applies regardless of whether any of the foregoing materials are responsive to any particular demand set forth in this letter.
5. Identify and provide a complete accounting of all Lumos proprietary information and materials in your possession, custody, or control, including a detailed description of each item, the specific location and form in which each item is stored, and the dates on which each item was acquired or created. This accounting shall be provided in writing to the undersigned within the time period specified below.
6. Comply fully with all provisions of the Proprietary Information and Inventions Assignment Agreement, including without limitation all restrictive covenant obligations set forth therein, including the confidentiality and non-disclosure provisions, the non-solicitation of employees provision, and the return-of-materials obligation. This demand encompasses compliance with both the express terms of the PIIAA and the spirit and intent of those provisions.
IX. Preservation and Spoliation Warning
Be advised that Lumos anticipates that litigation may be necessary to protect its rights in the event that you fail to comply fully with the demands set forth in this letter. Accordingly, you are hereby placed on formal notice of your legal obligation to preserve all documents, records, communications, electronically stored information ("ESI"), and tangible things that are potentially relevant to this dispute, or that may lead to the discovery of relevant evidence.
Without limitation, your preservation obligation extends to the following categories of materials:
(a) All files, documents, code, notebooks, scripts, data, and other materials downloaded, copied, or otherwise obtained from Lumos's systems, networks, repositories, or storage environments;
(b) All communications — whether by email, text message, instant message, Meridian Solutions, signal, Meridian Services Inc., or any other medium — with Rajiv Anand and/or Serena Mallick regarding Lumos, NovaSpark Technologies Inc., any Lumos proprietary information or trade secrets, or any plans to establish or operate a business competing with Lumos;
(c) All NovaSpark Technologies Inc. product development materials, including but not limited to source code, model architectures, feature-engineering code, training data, product specifications, business plans, investor presentations, and internal communications;
(d) All devices and storage media, including those described in Demand No. 4 above, that may contain relevant information; and
(e) All other documents, data, and materials that may be relevant to any claim, defense, or issue in this matter, whether in your possession, custody, or control, or in the possession, custody, or control of any third party acting on your behalf.
You are admonished that any destruction, deletion, alteration, modification, overwriting, concealment, or other spoliation of potentially relevant evidence may give rise to serious consequences in any subsequent litigation, including but not limited to adverse evidentiary inferences, monetary sanctions, issue sanctions, and/or terminating sanctions. Courts take spoliation of evidence extremely seriously, and you should govern yourself accordingly.
X. Reservation of Rights and Deadline for Response
Lumos Analytics Inc. expressly reserves all rights and remedies available to it under applicable law, whether at law or in equity, arising under statute, contract, or common law. Without limitation, Lumos reserves the right to seek the following relief in any subsequent litigation:
(a) Temporary, preliminary, and permanent injunctive relief restraining you from any further use, disclosure, or exploitation of Lumos trade secrets and proprietary information;
(b) Actual damages suffered by Lumos as a result of your misappropriation, including lost profits and any unjust enrichment conferred upon you or NovaSpark as a result of your wrongful conduct;
(c) Exemplary damages in an amount up to twice the amount of any actual damages award, as authorized by Cal. Civ. Code § 3426.3(c) in cases of willful and malicious misappropriation;
(d) Reasonable attorneys' fees and costs of litigation pursuant to Cal. Civ. Code § 3426.4; and
(e) Any other relief that a court of competent jurisdiction deems just and appropriate under the circumstances.
You are hereby directed to respond in writing to this letter within five (5) business days of your receipt hereof. Your response must confirm your full and unconditional compliance with each of the demands set forth in Section VIII above. Your response should be directed to the undersigned at the address indicated below.
If you fail to respond within the specified time period, or if your response is inadequate or fails to confirm full compliance, Lumos will pursue all available legal remedies without further notice to you. Such remedies may include, but are not limited to, the filing of a civil action in the Superior Court of the State of California, County of Santa Clara, or in the United States District Court for the Northern District of California, and the pursuit of an emergency application for a temporary restraining order and order to show cause re: preliminary injunction.
We strongly recommend that you immediately retain experienced legal counsel to advise you with respect to this matter. Should your counsel wish to discuss a resolution of this matter, he or she should contact the undersigned directly.
XI. Confidentiality Notice
This letter and its contents are confidential and are intended solely for the use of the named addressee. This letter is not intended as, and shall not be construed as, a waiver of any privilege held by Lumos or by Calderwood & Harkness LLP, including but not limited to attorney-client privilege, the work-product doctrine, or any other applicable privilege or protection. All such privileges are expressly preserved.
Very truly yours,
CALDERWOOD & HARKNESS LLP
By: ________
Marcus Delgado Partner, intellectual Property Calderwood & Harkness LLP 555 California Street, 40th Floor San Francisco, CA 94104 Telephone: (415) 773-6200
Email: mdelgado@calderwoodharkness.com
cc: Priya Chandrasekaran, Chief Executive Officer, Lumos Analytics Inc. cc: Thomas Brightwell, General Counsel, Lumos Analytics Inc. cc: Catherine Bloom, Partner, Calderwood & Harkness LLP cc: Wendy Schultz, Associate, Calderwood & Harkness LLP
Encl.: Copy of Derek Yun's Proprietary Information and Inventions Assignment Agreement (PIIAA), dated January 4, 2021

CALDERWOOD & HARKNESS LLP Attorneys at Law

CALDERWOOD & HARKNESS LLP

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