Message-ID: <11842833.1075853133082.JavaMail.evans@thyme> Date: Thu, 25 Oct 2001 15:20:13 -0700 (PDT) From: lbroocks@ogwb.com To: michelle.cash@enron.com Subject: Enron v. Miller Cc: bogden@ogwb.com Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit Bcc: bogden@ogwb.com X-From: "Linda Broocks" @ENRON X-To: Cash, Michelle X-cc: Bill Ogden X-bcc: X-Folder: \MCASH (Non-Privileged)\Cash, Michelle\Inbox X-Origin: Cash-M X-FileName: MCASH (Non-Privileged).pst Dear Michelle: On Tuesday, October 23, I met with Christina Solomon, counsel for Doug Miller. The elusive Liz Miller failed to attend, having been called at the last minute into an all-day meeting. We have tentatively agreed that we will meet next week. Despite Liz Miller's absence, I believe that the meeting was productive. I learned the following information: 1. Doug Miller claims that there are three power grids that are unrelated, that he worked only in the East for ENA and works only in Texas for Calpine. Thus, he claims that his duties and activities do not overlap in any way with those he performed for ENA. 2. Calpine did not know of Miller's non-compete at the time Miller was hired because he believed it had expired. He brought it to Calpine's attention immediately upon being contacted by ENA. 3. Christina argued, as she did in the answer and counterclaim, that the non-compete agreement was fatally overbroad, as Miller never had any duties involving the majority of the activities from which the non-compete purports to bar him. In response, I told her the following: 1. We do not accept Miller's assertion that simply working in another region will sufficiently insulate our trade secrets, since strategies may not be confined to a single region. 2. I pointed out to her that Miller's contract very clearly states that the non-compete extends three months after employment even if the contract term has expired. I also pointed out that he was reminded of his non-compete orally several times by ENA personnel upon his resignation. 3. I explained that the non-compete had been enforced on many occasions and that it was carefully crafted with an eye to protecting the many trade secrets to which Miller may have had access. I argued that strategies concerning one aspect of ENA's business might impact many other areas and that, as such, the non-compete was not overly broad. [She asked what trade secrets we were trying to protect!! I, of course, declined to answer.] Despite the fact that I believe that these facts are clearly stated in our petition, she confessed to not having viewed the situation from the "trade secret perspective." We ended the meeting with her stating that Calpine and Miller were both interested in trying to resolve the matter and that she welcomes a proposal from us. While she did not elaborate, I believe that they would entertain a suggestion of some sort of limitation on his activities for some short period of time. Please let me have your thoughts about this matter. Thanks. Best regards, Linda Broocks